SCHEDULE: HWH International Inc. Ownership Update

Heng Fai Ambrose Chan and affiliated entities report a combined 84.7% beneficial ownership of HWH International Inc. common stock as of August 7, 2026.

Summary

• This filing is an amendment to a Schedule 13D, reporting changes in beneficial ownership of HWH International Inc. common stock.
• Heng Fai Ambrose Chan, along with Alset Inc., Alset International Limited, and Alset Acquisition Sponsor, LLC, collectively hold a significant portion of the company's shares.
• The total beneficial ownership reported by Heng Fai Ambrose Chan is 6,584,319 shares, representing 84.7% of the outstanding common stock.
• Alset Inc. directly holds 2,787,590 shares and has indirect beneficial ownership over shares held by its subsidiaries.
• Alset International Limited holds 2,211,279 shares, and Alset Acquisition Sponsor, LLC holds 582,850 shares (including warrants convertible into 47,375 shares).
• The filing states that on August 5, 2026, two shareholders transferred 320,000 shares to Alset International Limited in connection with a Share Transfer and Note Cancellation Agreement.
• The reporting persons do not currently have any specific plans or proposals that would result in significant corporate actions, but reserve the right to change their position.

Sentiment

Score: 3

Explanation: StockSavvy.ai views this filing as having a negative sentiment due to the significant concentration of ownership and lack of new strategic information, indicating a potentially stagnant or tightly controlled situation.

Positives

• Significant shareholding by reporting persons indicates strong conviction in the company's value or control.
• The transfer of shares on August 5, 2026, suggests a consolidation of ownership or resolution of prior agreements.

Negatives

• The extremely high percentage of ownership (84.7%) by a single group may limit liquidity for other shareholders.
• The filing indicates no new strategic plans or proposals, suggesting a lack of immediate growth initiatives from the reporting persons.
• The concentration of ownership could potentially lead to a lack of independent board oversight or diverse strategic direction.

Risks

• Limited free float of shares could lead to higher volatility in the stock price.
• The absence of stated future plans could indicate a lack of strategic direction or development for the company.
• Potential for future actions by the controlling shareholders that may not align with the interests of minority shareholders.

Future Outlook

The reporting persons state they do not have any present plans or proposals related to the transaction that would result in significant corporate actions, but reserve the right to reconsider and change their position at any time.

Management Comments

• The reporting persons do not have any present plans or proposals related to the transaction described herein that relate to or would result in any of the actions described in subparagraphs (a) through (j) of Item 4 of Schedule 13D, although, the Reporting Person, at any time, and from time to time, may review, reconsider and change their position, purposes and plans.

Industry Context

StockSavvy.ai notes that Schedule 13D filings are crucial for understanding significant shifts in control or substantial ownership stakes in publicly traded companies. This filing indicates a high degree of concentrated ownership, which is common in certain industries or for companies undergoing restructuring or strategic consolidation.

Related Party Transactions

• On August 5, 2026, two holders of Common Stock transferred 320,000 shares to Alset International Limited in connection with a Share Transfer and Note Cancellation Agreement.

Stakeholder Impact

• Minority shareholders may experience reduced liquidity due to the high concentration of ownership.
• The controlling group's future decisions will significantly influence the company's strategic direction and shareholder value.

Next Steps

• Reporting persons may review, reconsider, and change their position, purposes, and plans regarding the issuer at any time.

Key Dates

Recommendation

The filing indicates a significant concentration of ownership with no immediate strategic changes announced. While this suggests stability in control, the lack of new initiatives and potential for limited liquidity warrants a 'hold' recommendation until further strategic developments are disclosed.

Keywords

Ownership, Beneficial Ownership, Schedule 13D, HWH International Inc., Alset Inc., Share Transfer, Common Stock, Control