CIMG Inc. — Major Shareholding Notification 2025

Oct 23, 2025

xml version="1.0" encoding="UTF-8"? SCHEDULE 13D Field: Pseudo-Tag; ID: Name; Data: Perez Dai Dixon 0002027125 XXXXXXXX LIVE Common Stock, Par Value $0.00001 Per Share 09/02/2025 true 0001527613 67073S307 CIMG Inc. Room R2, FTY D, 16/F, Kin Ga Industrial 9 SAN ON STREET, TUEN MUN HONG KONG K3 000000 Dixon Perez Dai 63 9065 196 304 Unit 2111 Cityland Herrera Tower 98 VA Rufino Street Makati City R6 1227 0002027125 N Dixon Perez Dai OO N R6 0.00 24715473.00 0.00 24715473.00 24715473.00 N 13.1 IN (1) Note to Rows 7-11: Dixon Perez Dai, through his 100% ownership of Joyer Tech And Information OPC, beneficially owns 24,715,473 shares of common stock, consisting of (i) 115,473 shares of common stock directly held and were acquired pursuant that certain Securities Purchase Agreement, dated June 4, 2024 between the Issuer and certain investors, and (ii) 24,600,000 shares of common stock directly held and were acquired pursuant that certain Securities Purchase Agreement, dated August 25, 2025 between the Issuer and certain investors. (2) Note to Row 13: This percentage is calculated based upon (i) 188,180,751 shares of common stock issued and outstanding as of September 17, 2025, as reported in the Issuer's 10-Q filed with the SEC on September 24, 2025, and (ii) 24,715,473 shares of common stock directly held by Joyer Tech And Information OPC. Y Joyer Tech And Information OPC WC N R6 0.00 24715473.00 0.00 24715473.00 24715473.00 N 13.1 CO (1) Note to Rows 7-11: Dixon Perez Dai, through his 100% ownership of Joyer Tech And Information OPC, beneficially owns 24,715,473 shares of common stock, consisting of (i) 115,473 shares of common stock directly held and were acquired pursuant that certain Securities Purchase Agreement, dated June 4, 2024 between the Issuer and certain investors, and (ii) 24,600,000 shares of common stock directly held and were acquired pursuant that certain Securities Purchase Agreement, dated August 25, 2025 between the Issuer and certain investors. (2) Note to Row 13: This percentage is calculated based upon (i) 188,180,751 shares of common stock issued and outstanding as of September 17, 2025, as reported in the Issuer's 10-Q filed with the SEC on September 24, 2025, and (ii) 24,715,473 shares of common stock directly held by Joyer Tech And Information OPC. Common Stock, Par Value $0.00001 Per Share CIMG Inc. Room R2, FTY D, 16/F, Kin Ga Industrial 9 SAN ON STREET, TUEN MUN HONG KONG K3 000000 This Schedule 13D is being filed by (i) Dixon Perez Dai, as 100% owner of Joyer Tech And Information OPC; and (ii) Joyer Tech And Information OPC, with respect to the shares of Common Stock directly and beneficially owned by it. Each of the foregoing is referred to as a "Reporting Person" and collectively as the "Reporting Persons". Each of the Reporting Persons is a party to that certain Joint Filing Agreement, as further described in Item 6. Accordingly, the Reporting Persons are hereby filing a joint Schedule 13D. Dixon Perez Dai: Unit 2111 Cityland Herrera Tower 98 VA Rufino Street Makati City Philippines 1227. Joyer Tech And Information OPC: Unit 2111 Cityland Herrera Tower 98 VA Rufino Street Makati City Philippines 1227. Dixon Perez Dai is 100% owner of Joyer Tech And Information OPC. Joyer Tech And Information OPC is a holding company. During the last five years, none of the Reporting Persons nor any director or executive officer of the Reporting Persons have been convicted in a criminal proceeding. During the last five years, none of the Reporting Persons nor any director or executive officer of Reporting Persons was a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. Dixon Perez Dai: Philippines Joyer Tech And Information OPC: Philippines Pursuant to that certain Securities Purchase Agreement dated June 4, 2024 (the "June 2024 Purchase Agreement") between the Issuer and certain investors, on June 7, 2024, Joyer Tech And Information OPC acquired 115,473 shares of common stock of the Issuer for an aggregate consideration of $200,000 and paid its portion of the purchase price from its own working capital. No part of the consideration was borrowed. Pursuant to that certain Securities Purchase Agreement dated August 25, 2025 (the "August 2025 Purchase Agreement") between the Issuer and certain investors, on September 2, 2025, Joyer Tech And Information OPC acquired 24,600,000 shares of common stock of the Issuer for an aggregate consideration of 110,000 bitcoin (BTC) and paid its portion of the purchase price from its own working capital. No part of the consideration was borrowed. The purpose of the acquisitions was to make a financial investment in the Issuer. The Reporting Persons intend to review their investments in the Issuer on a continuing basis. Depending on various factors, including, without limitation, the Issuer's financial position and strategic direction, actions taken by the Board, price levels of shares of the Common Stock, other investment opportunities available to the Reporting Persons, concentration of positions in the portfolios managed by the Reporting Persons, market conditions and general economic and industry conditions, the Reporting Persons may take such actions with respect to their investment in the Issuer as they deem appropriate, including, without limitation, purchasing additional shares of the Common Stock or other financial instruments related to the Issuer or the Common Stock or selling some or all of the Common Stock, engaging in hedging or similar transactions involving securities relating to the Issuer or the Common Stock and/or otherwise changing their intention with respect to any and all matters referred to in subsections (a) through (j) of Item 4 of Schedule 13D. The responses of each of the Reporting Persons with respect to Rows 11 and 13 of the cover pages of this Schedule 13D that relate to the aggregate number and percentage of Common Stock are incorporated herein by reference. The responses of each of the Reporting Persons with respect to Rows 7, 8, 9 and 10 of the cover pages of this Schedule 13D that relate to the number of Common Stock as to which such Reporting Persons have sole or shared power to vote, or to direct the vote, and sole or shared power to dispose of, or to direct the disposition, are incorporated herein by reference. See (a). Except as reported in Item 3 above, the Reporting Persons have not affected any transactions in the shares of Common Stock in the sixty days prior to the date hereof. The information in Item 2 is incorporated by reference into this Item 5(d). Not applicable. The Reporting Persons' responses to Items 3 - 5 are incorporated by reference into this Item 6. On June 4, 2024, in connection with the June 2024 Purchase Agreement, the Issuer entered into a Registration Rights Agreement with Joyer Tech And Information OPC (the "Registration Rights Agreement"). Pursuant to the Registration Rights Agreement the Issuer shall prepare and, as soon as practicable, but in no event later than June 13, 2024, file with the SEC an initial Registration Statement on Form S-1 covering the resale of all of the registrable securities. Other than as described herein, there are no contracts, arrangements, understandings or relationships among the Reporting Persons, or between the Reporting Persons and any other person, with respect to the securities of the Issuer. Exhibit 99.1 Joint Filing Agreement Dixon Perez Dai /s/ Dixon Perez Dai Dixon Perez Dai/Individual 10/23/2025 Joyer Tech And Information OPC /s/ Dixon Perez Dai Dixon Perez Dai/Individual 10/23/2025