SCHEDULE: S.H.N. Financial Discloses 9.99% Stake in Cheer Holding

S.H.N. Financial Investments Ltd. has reported a 9.99% beneficial ownership stake in Cheer Holding, Inc., comprising ordinary shares and pre-funded warrants.

Summary

• S.H.N. Financial Investments Ltd. beneficially owns 2,432,016 Class A Ordinary Shares of Cheer Holding, Inc.
• This ownership represents 9.99% of the Class A Ordinary Shares outstanding.
• The beneficially owned amount includes 1,278,516 Class A Ordinary Shares and 1,153,500 Pre-Funded Warrants to purchase Class A Ordinary Shares.
• The calculation of the 9.99% stake is based on 24,322,133 Class A Ordinary Shares outstanding after a recent offering, as per the Issuer's Prospectus filed on October 2, 2025.
• The reporting person has sole voting and dispositive power over all 2,432,016 shares.
• Additional warrants, including 105,297 Pre-Funded Warrants, 2,537,313 Series A Warrants, and 2,537,313 Series B Warrants, are not included in the beneficial ownership calculation due to a 9.99% beneficial ownership limitation.

Sentiment

Score: 7

Explanation: The disclosure of a significant institutional stake by a financial investment firm is generally viewed as a positive signal of confidence in the company, although the filing itself is purely informational regarding ownership.

Positives

• A significant beneficial ownership stake by a financial institution like S.H.N. Financial Investments Ltd. can signal confidence in Cheer Holding, Inc.'s prospects.
• The investment includes both direct shares and pre-funded warrants, indicating a structured approach to building a position.

Future Outlook

The filing does not provide any forward-looking statements or guidance regarding Cheer Holding, Inc.'s future performance or strategic direction.

Management Comments

• Nir Shamir, Chief Executive Officer of S.H.N. Financial Investments Ltd., disclaims beneficial ownership of these securities for all other purposes, to the extent he is deemed to beneficially own them.

Industry Context

The disclosure of a significant stake by a financial investment firm like S.H.N. Financial Investments Ltd. in Cheer Holding, Inc. indicates continued institutional interest in the market, potentially reflecting a strategic investment in the company's sector.

Stakeholder Impact

• Shareholders may view the entry of a significant institutional investor positively, potentially leading to increased market confidence and liquidity.

Key Dates

Recommendation

The filing indicates a significant beneficial ownership stake by S.H.N. Financial Investments Ltd. in Cheer Holding, Inc., which can be viewed as a positive signal of institutional confidence. However, as a Schedule 13G, it primarily discloses ownership and does not provide detailed financial performance or strategic updates to warrant a stronger recommendation without further analysis of the company's fundamentals.

Keywords

Cheer Holding, S.H.N. Financial Investments, Beneficial Ownership, Schedule 13G, Class A Ordinary Shares, Warrants, Institutional Investment