Form SC 13G - Statement of acquisition of beneficial ownership by individuals
29 Novembre 2023 - 10:30PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE
13G
(Rule
13d-102)
Under
the Securities Exchange Act of 1934
(Amendment
No. )*
Nova
lifestyle inc.
(Name
of Issuer)
Common
Stock, $0.001 par value
(Title
of Class of Securities)
66979P300
(CUSIP
Number)
November
20, 2023
(Date
of Event Which Requires Filing of this Statement)
Check
the appropriate box to designate the rule pursuant to which this Schedule is filed:
| * |
The
remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject
class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior
cover page. |
The
information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18
of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall
be subject to all other provisions of the Act (however, see the Notes).
| 1 |
Name
of Reporting Person |
|
Web 3.0 SDH BHD |
| 2 |
Check
the Appropriate Box if a Member of a Group |
|
(a) ☐
(b) ☐ |
| 3 |
SEC Use Only
|
| 4 |
Citizenship
or place of organization |
Malaysia |
Number
of
Shares
Beneficially
Owned by Each
Reporting Person
With: |
|
5 |
Sole
Voting Power |
| |
270,000 |
| |
6 |
Shared Voting
Power |
| |
0 |
| |
7 |
Sole Dispositive
Power |
| |
270,000 |
| |
8 |
Shared
Dispositive Power
|
| |
0 |
| 9 |
Aggregate Amount Beneficially Owned by Each Reporting Person
|
| 270,000 |
| 10 |
Check if the Aggregate Amount in Row (9) Excludes Certain Shares
|
| ☐ |
| 11 |
Percent of Class Represented by Amount in Row (9)
|
| 16.5% (1) |
| 12 |
Type of Reporting Person
|
| CO |
| |
|
| (1) |
Calculated based on a total of 1,634,727 shares of common stock of the Issuer as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission (the “SEC”) on November 14, 2023. |
| 1 |
Name of Reporting Person
|
| Koo
Han Ruey |
| 2 |
Check the Appropriate Box if a Member of a Group
|
(a)
☐
(b) ☐ |
| 3 |
SEC Use Only
|
| 4 |
Citizenship or place of organization
|
| Malaysia |
Number
of
Shares
Beneficially
Owned by Each
Reporting Person
With: |
|
5 |
Sole Voting Power
|
| |
270,000(2) |
| |
6 |
Shared Voting Power
|
| |
0 |
| |
7 |
Sole Dispositive Power
|
| |
270,000(2) |
| |
8 |
Shared Dispositive Power
|
| |
0 |
| 9 |
Aggregate Amount Beneficially Owned by Each Reporting Person
|
| 270,000(2) |
| 10 |
Check if the Aggregate Amount in Row (9) Excludes Certain Shares
|
| ☐ |
| 11 |
Percent of Class Represented by Amount in Row (9)
|
| 16.5%
(3) |
| 12 |
Type of Reporting Person
|
| IN |
| |
|
| (2) |
In his capacity as the
sole shareholder and director of Web 3.0 SDH BHD. |
| (3) |
Calculated based on a total
of 1,634,727 shares of common stock of the Issuer as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the SEC on November 14, 2023. |
| Item
1(a). |
Name
of Issuer: |
| |
|
| |
Nova
LifeStyle Inc. (the “Issuer”) |
| Item
1(b). |
Address
of Issuer’s Principal Executive Offices: |
6565
E. Washington Blvd., Commerce, CA, 90040
| Item 2(a). |
Name of Person Filings: |
Web
3.0 SDH BHD
Koo
Han Ruey
| Item
2(b). |
Address
of Principal Business Office, or, if none, Residence:
|
| |
Web
3.0 SDH BHD |
| |
Address:
2nd Floor, Lot 2805, Block 10, Jalan Tun Ahmad Zaidi Adruce, Central Park Commercial Centre,
93150 Kuching, Sarawak, Malaysia.
Koo
Han Ruey
Address:
2nd Floor, Lot 2805, Block 10, Jalan Tun Ahmad Zaidi Adruce, Central Park Commercial Centre, 93150 Kuching, Sarawak, Malaysia.
|
| Item
2(c). |
Citizenship: |
| |
|
| |
Web
3.0 SDH BHD: Malaysia
Koo
Han Ruey: Malaysia
|
| Item
2(d). |
Title
of Class of Securities: |
| |
|
| |
Common
Stock, $0.001 par value. |
| Item
2(e). |
CUSIP
No.: |
| |
|
| |
66979P300
|
| Item
3. |
If
this statement is filed pursuant to §§ 240.13d-1(b), or 240.13d -2(b) or (c), check whether the persons filing is a: |
| |
|
| |
Not
applicable |
| Item
4. |
Ownership: |
| |
|
| |
Provide
the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item
1. |
| | |
Amount
beneficially
owned | | |
Percent of
class (1) | | |
Sole power to
vote or direct
the vote | | |
Shared power
to vote or to
direct the vote | | |
Sole
power to dispose or to
direct the
disposition of | | |
Shared power
to dispose or
to direct the
disposition of | |
| Web 3.0 SDH BHD | |
| 270,000 | | |
| 16.5 | % | |
| 270,000 | | |
| 0 | | |
| 270,000 | | |
| 0 | |
| Koo Han Ruey(2) | |
| 270,000 | | |
| 16.5 | % | |
| 270,000 | | |
| 0 | | |
| 270,000 | | |
| 0 | |
| (1) |
Calculated
based on a total of 1,634,727 shares of common stock of the Issuer as reported in the Issuer’s Quarterly Report on Form 10-Q
filed with the SEC on November 14, 2023. |
| (2) |
In
his capacity as the sole shareholder and director of Web 3.0 SDH BHD. |
| Item
5. |
Ownership
of Five Percent or Less of a Class: |
| |
|
| |
Not
applicable |
| Item
6. |
Ownership
of More than Five Percent on Behalf of Another Person: |
| |
|
| |
Not
applicable |
| Item
7. |
Identification
and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person: |
| |
|
| |
Not
applicable |
| Item
8. |
Identification
and Classification of Members of the Group: |
| |
|
| |
Not
applicable |
| Item
9. |
Notice
of Dissolution of Group: |
| |
|
| |
Not
applicable |
| Item
10. |
Certifications: |
| |
|
| |
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. |
LIST
OF EXHIBITS
SIGNATURE
After
reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete
and correct.
Dated:
November 29, 2023
| |
Web
3.0 SDH BHD |
| |
|
|
| |
By: |
/s/
Koo Han Ruey |
| |
Name:
|
Koo
Han Ruey |
| |
Title: |
Director |
| |
|
|
| |
Koo
Han Ruey |
| |
|
|
| |
By: |
/s/
Koo Han Ruey |
| |
Name: |
Koo
Han Ruey |
Exhibit 99.1
JOINT FILING AGREEMENT
In accordance with Rule 13d-1(k)
promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting
Persons (as such term is defined in the Schedule 13G referred to below) on behalf of each of them of a statement on Schedule 13G (including
amendments thereto) with respect to shares of common stock, par value of $0.001 per share, of Nova LifeStyle Inc, a Nevada company, and
that this Agreement may be included as an Exhibit to such joint filing. This Agreement may be executed in any number of counterparts,
all of which taken together shall constitute one and the same instrument.
IN WITNESS WHEREOF, the undersigned
hereby execute this Agreement as of November 29, 2023.
| |
Web 3.0 SDH BHD |
| |
|
|
| |
By: |
/s/ Koo
Han Ruey |
| |
Name: |
Koo Han Ruey |
| |
Title: |
Director |
| |
|
|
| |
Koo Han Ruey |
| |
|
|
| |
By: |
/s/ Koo
Han Ruey |
| |
Name: |
Koo Han Ruey |
Nova Lifestyle (NASDAQ:NVFY)
Graphique Historique de l'Action
De Nov 2024 à Déc 2024
Nova Lifestyle (NASDAQ:NVFY)
Graphique Historique de l'Action
De Déc 2023 à Déc 2024
