Chan Heng Fai Ambrose 4

What Happened
Chan Heng Fai Ambrose, reported as a 10% owner of SHARING SERVICES GLOBAL Corp (SHRG) through HWH International Inc., is associated with an acquisition on Feb 4, 2026: the issuer issued a $125,000 convertible promissory note to HWH. The note is convertible, at HWH’s option, into SHRG common stock at $0.006 per share until the note matures three years from issuance (i.e., convertible through Feb 4, 2029). If fully converted at that price, the note would convert into approximately 20,833,333 shares ($125,000 / $0.006), although the filing does not report an actual share count exchanged at issuance.

Key Details

• Transaction date: February 4, 2026 (reported on Form 4 filed March 24, 2026) — the Form 4 was filed late relative to the usual 2-business-day rule.
• Instrument/value: $125,000 convertible promissory note. Conversion price: $0.006 per share. Maturity: 3 years from issuance (convertible until ~Feb 4, 2029).
• Potential shares on full conversion: ~20,833,333 common shares (calculated from $125,000 / $0.006).
• Shares owned after transaction: not disclosed in the filing.
• Footnotes: F2 states Mr. Chan is Chairman & CEO of HWH International Inc. and Alset Inc., and has dispositive control over the securities of the issuer owned by HWH (the note recipient is HWH).
• Timeliness: Filing date Mar 24, 2026 vs. transaction on Feb 4, 2026 — this is a late Form 4 filing (may reduce near-term transparency).

Context
This was not a simple open-market buy of shares but an acquisition of a convertible debt instrument that gives HWH the right — not the obligation — to convert into shares at a low fixed price. Such transactions can be a form of financing for the company and may lead to material dilution if converted. Because the recipient is HWH (an entity Mr. Chan controls), the transaction is reported under his beneficial ownership. The filing shows acquisition of a convertible derivative (P = Purchase), not an immediate issuance of common shares.