SCHEDULE 13G 0001841619 XXXXXXXX LIVE Class A Ordinary Shares, par value $0.009 per share 12/10/2025 0001978057 Top Wealth Group Holding Ltd G8945S110 Units 714 & 715, 7F, Hong Kong Plaza 188 Connaught Road West Hong Kong K3 000000 Rule 13d-1(c) 3i, LP a DE 0.00 68278.00 0.00 68278.00 68278.00 N 4.9 PN As more fully described in Item 4 of this statement on Schedule 13G (this ''Schedule 13G''), such percentage is based on 1,300,029 Class A ordinary shares, par value $0.009 per share, of the issuer (the ''Ordinary Shares'') outstanding as of December 10, 2025, after giving effect to the issuer's offering (the ''Offering''), as disclosed in the prospectus of the issuer, dated December 9, 2025, to the registration statement on Form F-1, as amended (File No. 333-290351), declared effective by the U.S. Securities and Exchange Commission on December 8, 2025 (the ''Prospectus''). Beneficial ownership consists of the Ordinary Shares issuable upon exercise of certain Series A and Series B Ordinary Share purchase warrants (the ''Warrants'') held directly by the reporting person, which exercises are subject to a 4.99% beneficial ownership limitation provision (''Blocker''). All other issuer securities that were deemed beneficially owned by the reporting person as a consequence of the closing of the Offering have since been disposed. As a result, this also constitutes an exit filing for the reporting person. 3i Management LLC a DE 0.00 68278.00 0.00 68278.00 68278.00 N 4.9 OO As more fully described in Item 4 of this Schedule 13G, such percentage is based on 1,300,029 Ordinary Shares outstanding as of December 10, 2025, after giving effect to the Offering, as disclosed in the Prospectus. Beneficial ownership consists of the Ordinary Shares issuable upon exercise of the Warrants held indirectly by the reporting person, which exercises are subject to a Blocker. All other issuer securities that were deemed beneficially owned by the reporting person as a consequence of the closing of the Offering have since been disposed. As a result, this also constitutes an exit filing for the reporting person. Maier Joshua Tarlow a X1 0.00 68278.00 0.00 68278.00 68278.00 N 4.9 IN As more fully described in Item 4 of this Schedule 13G, such percentage is based on 1,300,029 Ordinary Shares outstanding as of December 10, 2025, after giving effect to the Offering, as disclosed in the Prospectus. Beneficial ownership consists of the Ordinary Shares issuable upon exercise of the Warrants held indirectly by the reporting person, which exercises are subject to a Blocker. All other issuer securities that were deemed beneficially owned by the reporting person as a consequence of the closing of the Offering have since been disposed. As a result, this also constitutes an exit filing for the reporting person. Top Wealth Group Holding Ltd Units 714 & 715, 7F, Hong Kong Plaza, 188 Connaught Road West, Hong Kong (i) 3i, LP, a Delaware limited partnership ("3i"); (ii) 3i Management LLC, a Delaware limited liability company ("3i Management''); and (iii) Maier Joshua Tarlow ("Mr. Tarlow"). The foregoing persons are hereinafter sometimes collectively referred to as the "Reporting Persons". Any disclosures herein with respect to persons other than the Reporting Persons are made on information and belief after making inquiry to the appropriate party. The Reporting Persons have entered into a Joint Filing Agreement, a copy of which is filed as Exhibit 1 to this Schedule 13G, pursuant to which such Reporting Persons have agreed to file this Schedule 13G and all subsequent amendments jointly in accordance with the provisions of Rule 13d-1(k) of the Act. The filing of this Schedule 13G should not be construed in and of itself as an admission by any Reporting Person as to beneficial ownership of the Ordinary Shares reported herein. The principal business address of each of the Reporting Persons is 2 Wooster Street, 2nd Floor, New York, NY 10013. 3i is a Delaware limited partnership. 3i Management is a Delaware limited liability company. Mr. Tarlow is a citizen of the United States. Y The information required by this item with respect to each Reporting Person is set forth in Rows 5 through 9 and 11 of the cover pages to this Schedule 13G and is incorporated herein by reference for each such Reporting Person. The ownership percentages reported are based on 1,300,029 Ordinary Shares outstanding as of December 10, 2025, after giving effect to the Offering, as disclosed in the Prospectus. Upon the consummation of the Offering disclosed in the Prospectus, each of the Reporting Persons beneficially owned approximately 6.92% of the outstanding Ordinary Shares due to 3i's purchase of (i) 90,000 Ordinary Shares and (ii) Warrants exercisable for up to 180,000 Ordinary Shares, which exercises are subject to a Blocker. Subsequent to the Offering and as of the date of this Schedule 13G, the Ordinary Shares purchased by the Reporting Persons in the Offering were disposed, with the Reporting Persons still holding the Warrants, subject to the Blocker. Due to the Blocker, 3i may not exercise any of the Warrants as a result of the triggering of the Blocker, which prohibits 3i from exercising the Warrants for Ordinary Shares if, as a result of such exercise, 3i, together with its affiliates and any persons acting as a group together with 3i or any of such affiliates, would beneficially own more than 4.99% of the total number of Ordinary Shares then issued and outstanding immediately after giving effect to such exercise. Consequently, 3i holds 68,278 Ordinary Shares (the "Shares"). 3i is the beneficial owner of the Shares and has the power to dispose of and the power to vote the Shares beneficially owned by it, which power may be exercised by 3i Management, the manager and general partner of 3i. Mr. Tarlow, as the manager of 3i Management, has shared power to vote and/or dispose of the Shares beneficially owned by each of 3i and 3i Management. Mr. Tarlow does not directly own the Shares. By reason of the provisions of Rule 13d-3 of the Act, Mr. Tarlow may be deemed to beneficially own the Shares beneficially owned by 3i and 3i Management, and 3i Management may be deemed to beneficially own the Shares beneficially owned by 3i. 4.99 % (A) 3i: 0.00 (B) 3i Management: 0.00 (C) Mr. Tarlow: 0.00 (A) 3i: 68,278.00 (B) 3i Management: 68,278.00 (C) Mr. Tarlow: 68,278.00 (A) 3i: 0.00 (B) 3i Management: 0.00 (C) Mr. Tarlow: 0.00 (A) 3i: 68,278.00 (B) 3i Management: 68,278.00 (C) Mr. Tarlow: 68,278.00 N Y Y Y N See Exhibit 1 filed herewith. Y N By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11. 3i, LP /s/ 3i, LP 12/12/2025 3i Management LLC /s/ 3i Management LLC 12/12/2025 Maier Joshua Tarlow /s/ Maier Joshua Tarlow 12/12/2025