What changed in this filing

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Item 5. Other Information

2026-07-30 compared with 2026-05-13 · 33 added, 44 removed, 14 unchanged (85% of the section changed)

1 unchanged sentence

following exhibits are filed as part of, or incorporated by reference into, this Quarterly Report on Form 10-Q.

and Plan of Merger, dated as of November 12, 2025, by and between HWH International Inc., a Delaware company, and HWH International

Inc., a Nevada company, incorporated by reference to Exhibit 2.1 of the Company’s Current Report on Form 8-K filed with the

Securities and Exchange Commission on November 14, 2025.

Certificate of Merger, incorporated by reference to Exhibit 3.1 of the Company’s Current Report on Form 8-K filed with the

Securities and Exchange Commission on November 14, 2025.

Certificate of Merger, incorporated by reference to Exhibit 3.2 of the Company’s Current Report on Form 8-K filed with the

Securities and Exchange Commission on November 14, 2025.

and Restated Articles of Incorporation of HWH International Inc., incorporated by reference to Exhibit 3.3 of the Company’s

Current Report on Form 8-K filed with the Securities and Exchange Commission on November 14, 2025.

of HWH International Inc., incorporated by reference to Exhibit 3.4 of the Company’s Current Report on Form 8-K filed with

the Securities and Exchange Commission on November 14, 2025.

Compensation Plan Stock Award Agreement, dated November 26, 2025, incorporated by reference to Exhibit 10.1 of the Company’s

Current Report on Form 8-K filed with the Securities and Exchange Commission on December 1, 2025.

Sheet, between Alset Inc.

and HWH International Inc., dated as of February 5, 2026, incorporated by reference to Exhibit 10.1 of

the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on February 6, 2026.

Purchase Agreement, between Alset Inc.

and HWH International Inc., dated as of February 5, 2026, incorporated by reference to Exhibit

10.2 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on February 6, 2026.

Note, between Alset Inc.

and HWH International Inc., dated as of February 5, 2026, incorporated by reference to Exhibit 10.3 of the

Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on February 6, 2026.

Agreement and Plan of Merger, dated as of November 12, 2025, by and between HWH International Inc., a Delaware company, and HWH International Inc., a Nevada company, incorporated by reference to Exhibit 2.1 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on November 14, 2025.

Nevada Certificate of Merger, incorporated by reference to Exhibit 3.1 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on November 14, 2025.

Delaware Certificate of Merger, incorporated by reference to Exhibit 3.2 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on November 14, 2025.

Amended and Restated Articles of Incorporation of HWH International Inc., incorporated by reference to Exhibit 3.3 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on November 14, 2025.

Bylaws of HWH International Inc., incorporated by reference to Exhibit 3.4 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on November 14, 2025.

Term Sheet, between HWH International Inc.

2 unchanged sentences

and HWH International Inc., dated as of May 6, 2026, incorporated by reference to Exhibit 10.2 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on May 7, 2026.

Certification

of Principal Executive Officer Pursuant to Securities Exchange Act Rules 13a-14(a) and 15(d)-14(a), as adopted pursuant to Section

302 of the Sarbanes-Oxley Act of 2002 *

Certification

of Principal Financial Officer Pursuant to Securities Exchange Act Rules 13a-14(a) and 15(d)-14(a), as adopted pursuant to Section

302 of the Sarbanes-Oxley Act of 2002 *

Certification

of Principal Executive Officer Pursuant to 18 U.S.C.

Securities Purchase Agreement between HWH International Inc.

and Smart Dynamics Technology Limited, dated as of May 27, 2026, incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on May 27, 2026.

Form of Common Stock Purchase Warrant, incorporated by reference to Exhibit 10.2 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on May 27, 2026.

Amendment No.

1 to Securities Purchase Agreement between HWH International Inc.

and Smart Dynamics Technology Limited, dated as of June 8, 2026, incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on June 9, 2026.

Certification of Principal Executive Officer Pursuant to Securities Exchange Act Rules 13a-14(a) and 15(d)-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 *

Certification of Principal Financial Officer Pursuant to Securities Exchange Act Rules 13a-14(a) and 15(d)-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 *

Certification of Principal Executive Officer Pursuant to 18 U.S.C.

Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 *

Certification

of Principal Financial Officer Pursuant to 18 U.S.C.

Certification of Principal Financial Officer Pursuant to 18 U.S.C.

Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 *

Incentive Compensation Plan (Incorporated by Reference in the Company’s Definitive Information Statement Pursuant to Section

14(c) of the Securities Exchange Act of 1934, filed by the Company with the SEC on October 20, 2025).

HWH International 2025 Incentive Compensation Plan, as amended, incorporated by reference to Exhibit 99.1 of the Company’s Registration Statement on Form S-8 filed with the Securities and Exchange Commission on July 27, 2026.

XBRL Instance Document.

XBRL Taxonomy Extension Schema Document.

XBRL Taxonomy Extension Calculation Linkbase Document.

Inline XBRL Taxonomy Extension

Schema Document.

Inline XBRL Taxonomy Extension

Calculation Linkbase Document.

XBRL Taxonomy Extension Definition Linkbase Document.

XBRL Taxonomy Extension Label Linkbase Document.

XBRL Taxonomy Extension Presentation Linkbase Document.

Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).

Inline XBRL Taxonomy Extension

Label Linkbase Document.

Inline XBRL Taxonomy Extension

Presentation Linkbase Document.

Cover Page Interactive

Data File (formatted as Inline XBRL and contained in Exhibit 101).

Filed herewith.

1 unchanged sentence

thereunto duly authorized.

INTERNATIONAL INC.

HWH INTERNATIONAL INC.

July 30, 2026

Chan Heng Fai

Executive Officer

Executive Officer)

Financial Officer

Accounting and Financial Officer)

Chief Executive Officer

(Principal Executive Officer)

July 30, 2026

Chief Financial Officer

(Principal Accounting and Financial Officer)

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 5. Other Information