Alset Inc. — Director's Dealing 2024

Nov 27, 2024

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HWH International Inc. (HWH)
CIK: 0001897245
Period of Report: 2024-11-25

Reporting Person: Chan Heng Fai Ambrose (Director, 10% Owner)
Reporting Person: Alset Inc. (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2024-11-25	Common Stock	P	4411764	$0.68	Acquired	11387954	Indirect

Footnotes

F1: On November 25, 2024, Alset Inc. entered into a Stock Purchase Agreement with HWH International Inc. (the "Issuer"), pursuant to which Alset Inc. agreed to purchase 4,411,764 newly issued shares of the Issuer's common stock from the Issuer for a price of $0.68 per share.

F2: The Chairman, Chief Executive Officer and majority stockholder of Alset Inc., Chan Heng Fai, may also be deemed to possess beneficial ownership of shares of the Issuer owned by Alset Inc. Alset Inc. now beneficially owns 23,676,456 shares of the Issuer's common stock, including 11,387,954 shares owned directly, 9,958,347 shares owned indirectly through its majority owned subsidiary Alset International Limited, and 2,330,155 shares owned indirectly through another majority owned subsidiary of Alset Inc., Alset Acquisition Sponsor, LLC. Mr. Chan also owns 13,000 shares of the Issuer's common stock personally.