11. ASSETS MEASURED AT FAIR VALUE

Financial assets measured at fair value on a recurring basis are summarized below and disclosed on the condensed consolidated balance sheet as of March 31, 2026 and December 31, 2025:

 SCHEDULE OF FINANCIAL ASSETS MEASURED AT FAIR VALUE ON A RECURRING BASIS

Realized loss on investment securities for the three months ended March 31, 2026 was $447,599 and realized loss on investment securities for the three months ended March 31, 2025 was $180,096. Unrealized gain on securities investment was $2,571,644 and $3,520,747 in the three months ended March 31, 2026 and 2025, respectively. These gains and losses were recorded directly to net loss.

The following chart shows details of the fair value of equity security investment at March 31, 2026 and December 31, 2025, respectively.

 SCHEDULE OF FAIR VALUE OF EQUITY SECURITY INVESTMENT

Changes in the observable input values would likely cause material changes in the fair value of the Company’s Level 3 financial instruments. A significant increase (decrease) in this likelihood would result in a higher (lower) fair value measurement.

The table below provides a summary of the changes in fair value which are recorded as other comprehensive income (loss), including net transfers in and/or out of all financial assets measured at fair value on a recurring basis using significant unobservable inputs (Level 3) during the three months ended March 31, 2026 and 2025:

 SCHEDULE OF CHANGE IN FAIR VALUE

Warrants

HIPH

On July 17, 2020, the Company purchased 122,039,000 shares, approximately 0.5% ownership, and 1,220,390,000 warrants with an exercise price of $0.0001 per share, from HIPH, for an aggregated purchase price of $122,039. During 2021, the Company exercised 232,000,000 of the warrants to purchase 232,000,000 shares of HIPH for the total consideration of $232,000, leaving the balance of outstanding warrants of 988,390,000 at December 31, 2022. The Company did not exercise any warrants during three months ended March 31, 2026 and the year ended December 31, 2025. We value HIPH warrants under level 3 category through a Black Scholes option pricing model and the fair value of the warrants from HIPH was $973 as of March 31, 2026 and December 31, 2025.

The fair value of the HIPH warrants under level 3 category as of March 31, 2026 and December 31, 2025 was calculated using a Black-Scholes valuation model valued with the following weighted average assumptions:

 SCHEDULE OF SIGNIFICANT INPUTS AND ASSUMPTIONS

VEII

On September 6, 2023, the Company received warrants to purchase shares of VEII, a related party listed company. For further details on this transaction, refer to Note 7 - Related Party Transactions, Note Receivable from a Related Party Company. As of March 31, 2026 and December 31, 2025, the fair value of the warrants was $18,227 and $18,301, respectively. The Company did not exercise any warrants during the three months ended March 31, 2026 and the year ended December 31, 2025.

The fair value of the VEII warrants under level 2 category as of March 31, 2026, and December 31, 2025 was calculated using a Black-Scholes valuation model valued with the following weighted average assumptions:

 SCHEDULE OF SIGNIFICANT INPUTS AND ASSUMPTIONS

SHRG

On March 20, 2024, HWH International Inc., entered into a securities purchase agreement with SHRG, pursuant to which HWH purchased from SHRG a (i) Convertible Promissory Note in the amount of $250,000, convertible into 148,810 shares of SHRG’s common stock at the option of HWH, and (ii) certain warrants exercisable into 148,810 shares of SHRG’s common stock at an exercise price of $1.68 per share, the exercise period of the warrant being five (5) years from the date of the securities purchase agreement, for an aggregate purchase price of $250,000. At the time of this filing, HWH has not converted any of the debt contemplated by the Convertible Note nor exercised any of the warrants. As of March 31, 2026 and December 31, 2025, the fair value of the warrants was $7 and $12, respectively.

The fair value of the 148,810 SHRG warrants under level 2 category as of March 31, 2026 and December 31, 2025, was calculated using binomial option pricing model valued with the following weighted average assumptions:

 SCHEDULE OF SIGNIFICANT INPUTS AND ASSUMPTIONS

On March 31, 2025, HWH entered into a securities purchase agreement with the SHRG, pursuant to which SHRG issued a convertible promissory note to HWH in the amount of $150,000. This SHRG Convertible Note is convertible into SHRG’s common stock at $0.80 per share at HWH’s option until maturity three (3) years from the date of the securities purchase agreement. In addition, SHRG granted HWH warrants exercisable into 937,500 shares of SHRG’s common stock. The warrants may be exercised for three (3) years from the date of the securities purchase agreement at an exercise price of $0.85 per share. At the time of this filing, HWH has not converted any of the debt contemplated by the Convertible Note nor exercised any of the warrants. As of March 31, 2026 and December 31, 2025, the fair value of the warrants was $47 and $75, respectively.

The fair value of the 937,500 SHRG warrants under level 2 category as of March 31, 2026, was calculated using binomial option pricing model valued with the following weighted average assumptions:

 SCHEDULE OF SIGNIFICANT INPUTS AND ASSUMPTIONS

Convertible Loan Receivables

The Company has elected to recognize the convertible loan receivables at fair value and therefore there was no further evaluation of embedded features for bifurcation. The Company engaged third party valuation firm to perform the valuation of convertible loans. The fair value of the convertible loans is calculated using the binomial tree model based on probability of remaining as straight debt using discounted cash flow.

During the three months ended March 31, 2026, the Company reclassified some of “Convertible Loan Receivables – Related Party” from current assets to noncurrent assets in the consolidated balance sheet as of December 31, 2025, based on management’s assessment of the expected holding period. This change in classification had no impact on the Company’s consolidated statements of operations, cash flows, or shareholders’ equity.