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Material updates from SEC filings (8-K, 10-Q, 10-K) ranked by impact, with no firehose noise.
The sale of securities contemplated by the Stock Purchase Agreement between the Company and Alset was completed on June 9, 2026. The securities described above under
Entry into a Material Definitive Agreement. Amendment to Securities Purchase Agreement On May 27, 2026, HWH International Inc., a Nevada corporation (the “Company”) entered into a Securities Purchase Agreement (the “Securities Purchase Agreement”) with Smart Dynamics Technology Limited (the “Purchaser”), pursuant to which the Company will sell (i) 20,000,000 (twenty million) fully paid, non-assessable shares of its Common Stock and (ii) warrants to purchase up to 160,000,000 (one hundred and…
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. On May 29, 2026 HWH International Inc. (the “Company”) received a letter (the “Letter”) from the Listing Qualifications Department of The Nasdaq Stock Market LLC (“Nasdaq”) indicating that the Company was not in compliance with the minimum stockholders’ equity requirement for continued listing on the Nasdaq Capital Market, under Listing Rule 5550(b)(1) because the Company’s stockholders’ equit…
Unregistered Sales of Equity Securities The information set forth under
Entry into a Material Definitive Agreement. Securities Purchase Agreement On May 27, 2026, HWH International Inc., a Nevada corporation (the “Company”) entered into a Securities Purchase Agreement (the “Securities Purchase Agreement”) with Smart Dynamics Technology Limited (the “Purchaser”), pursuant to which the Company will sell (i) 20,000,000 (twenty million) fully paid, non-assessable shares of its Common Stock and (ii) warrants to purchase up to 160,000,000 (one hundred and sixty million…
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. The Company’s Board of Directors and Compensation Committee have approved an amendment to the Company’s 2025 Incentive Compensation Plan to permit the Company to issue up to an additional 2,000,000 shares of the Company’s common stock to officers, directors, employees and certain other persons who have provided, or shall provide, services to the Co…
Termination of a Material Definitive Agreement. The information included in
Entry into a Material Definitive Agreement. Term Sheet On May 5, 2026, HWH International Inc., a Nevada corporation (the “Company”) entered into a term sheet (the “Term Sheet”) with Smart Dynamics Technology Limited, a company incorporated in the British Virgin Islands (the “Investor”), pursuant to which the Company has agreed to sell to the Investor, for an aggregate purchase price of $10,000,000: (i) 20,000,000 newly issued unregistered shares of the Company’s common stock; and (ii) warrant…
Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of Registrant. The information contained in
Entry into a Material Definitive Agreement. Binding Term Sheet for Purchase of Shares of Hapi Metaverse Inc. On February 5, 2026, HWH International Inc. (the “Company”) entered into a term sheet (the “Term Sheet”), with Alset Inc., a Texas company (the “Seller”), the Company’s corporate parent (Alset Inc., directly and through subsidiaries, owns a majority of the Company’s common stock). Pursuant to the Term Sheet, the Company agreed purchase from the Seller 505,341,376 issued and outstanding…
In connection with the issuance of the common stock of the Company which may be issued upon the conversion of the Convertible Note, the Company relied upon the exemption from registration provided by Section 4(a)(2) under the Securities Act of 1933, as amended, for transactions not involving a public offering.
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On November 26, 2025, the Board of Directors (the “Board”) of HWH International Inc. (the “Company”) awarded the Company’s Chairman and Chief Executive Officer, Chan Heng Fai, 1,000,000 restricted shares of the Company’s common stock (the “Shares”). The Shares were granted to Mr. Chan as compensation for services rendered to the Company pursuant to…
Entry into a Material Definitive Agreement. HWH International Inc., a Delaware corporation (the “Registrant”), and its wholly owned subsidiary, HWH International Inc., a Nevada corporation (referred to herein as the “Surviving Company”), entered into an Agreement and Plan of Merger, dated as of November 12, 2025 (the “Merger Agreement”), with the Surviving Company continuing as the surviving corporation following the merger of the Delaware parent and the Nevada subsidiary (the “Reincorporatio…
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. Resignation of Chief Executive Officer On October 3, 2025, John “JT” Thatch resigned from the position of Chief Executive Officer of HWH International Inc. (the “Company”). Mr. Thatch’s resignation was not based on any disagreement with the Company on any matter relating to the Company’s operations, policies or practices. Appointment of New Chief E…
Entry into a Material Definitive Agreement The disclosure contained in
Completion of Acquisition or Disposition of Assets. On September 10, 2025, Alset F&B Holdings Pte. Ltd., (“Seller”), a Singapore subsidiary of HWH International Inc., a Delaware corporation (the “Company”), entered into a sale and purchase agreement (the “Sale and Purchase Agreement”) with Alset International Limited (“Buyer”), pursuant to which the Seller agreed to sell 70% of the outstanding shares of its subsidiary, Alset F&B One Pte. Ltd. (“Alset F&B One”) to the Buyer in exchange for S$2…
Changes in Registrant’s Certifying Accountant. On July 2, 2025, the Board of Directors of HWH International Inc. (the “Company”) dismissed Grassi & Co., CPAs, P.C. (“Grassi”) as its independent registered public accounting firm at the recommendation of the Audit Committee. Grassi’s audit report on the Company’s financial statements for the years ended December 31, 2024 and 2023 did not contain an adverse opinion or a disclaimer of opinion and were not qualified or modified as to uncertainty,…
Material Modification to Rights of Security Holders. The information set forth in
Importance-ranked changes since the prior daily snapshot.
Confidence changed from 'low' to 'medium'.
Signal changed from 'None' to 'restrictive'.
risk label changed from 'elevated' to 'high'.
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