X0508 4 2024-11-20 0 0001897245 HWH International Inc. HWH 0001750106 Alset Inc. 4800 MONTGOMERY LANE, SUITE 210 BETHESDA MD 20814 0 0 1 0 0001660984 Alset International Ltd 9 TEMASEK BOULEVARD #16-4 SUNTEC TOWER TWO SINGAPORE U0 038989 SINGAPORE 0 0 1 0 0 Common Stock 2024-11-20 4 J 0 6500000 0.63 D 9958347 I See Footnote Common Stock 2024-11-20 4 J 0 6500000 0.63 A 6976190 D On September 26, 2024, Alset Inc. entered into a Stock Purchase Agreement (the "Stock Purchase Agreement") with Alset International Limited. Pursuant to the Stock Purchase Agreement, Alset Inc. has purchased 6,500,000 shares (the "Shares") of HWH International Inc. (the "Issuer") from Alset International Limited. As consideration for the Shares, Alset Inc. issued a secured promissory note to Alset International Limited in the original principal amount of $4,095,000.00. The closing of the purchase of the Shares was contingent upon the satisfaction of certain closing conditions. The purchase closed on November 20, 2024. Alset Inc. owns 85.7% of Alset International Limited. Alset Inc. may be deemed to possess beneficial ownership of the shares of the Issuer owned by Alset International Limited. Following this transaction, Alset International Limited owns 9,958,347 shares of the Issuer's common stock. These shares are shown here as indirectly owned by Alset Inc. Following this transaction, 6,500,000 shares of Issuer's common stock that were previously included in the number of shares Alset Inc. owned indirectly are now included in the number of shares of Issuer's common stock that Alset Inc. owns directly. This transaction does not impact the total number of securities beneficially owned by Alset Inc. Alset Inc. now beneficially owns 19,264,692 shares of the Issuer's common stock, including 6,976,190 shares owned directly, 9,958,347 shares owned indirectly through Alset International Limited, and 2,330,155 shares owned indirectly through another majority owned subsidiary of Alset Inc., Alset Acquisition Sponsor, LLC. 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. Mr. Chan also owns 13,000 shares of the Issuer's common stock personally. This transaction has not impacted the number of shares of the Issuer's common stock owned by Mr. Chan. Alset Inc. /s/ Chan Heng Fai Ambrose, Chief Executive Officer 2024-11-22 Alset International Limited. /s/ Chan Heng Fai Ambrose, Chief Executive Officer 2024-11-22