Insider filing report for Changes in Beneficial Ownership
- Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
- Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
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- Peter Lynch
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13G
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UNDER THE SECURITIES EXCHANGE ACT OF 1934
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(Amendment No. 1)*
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GIBO HOLDINGS Ltd (Name of Issuer) |
Class A ordinary shares, par value US$0.0002 per share (Title of Class of Securities) |
G38617125 (CUSIP Number) |
03/31/2026 (Date of Event Which Requires Filing of this Statement) |
| Check the appropriate box to designate the rule pursuant to which this Schedule is filed: |
 Rule 13d-1(b)
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| Rule 13d-1(c)
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 Rule 13d-1(d)
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SCHEDULE 13G
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| CUSIP No. | G38617125 |
| 1 | Names of Reporting Persons
Chun Yen Lim | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
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| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
MALAYSIA
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
2,371,870.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
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| 11 | Percent of class represented by amount in row (9)
3.6 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
IN |
Comment for Type of Reporting Person: (1) The number of shares beneficially owned reported in Item 5, 7 and 9 represents 2,371,870 Class B ordinary shares, par value US$0.0002 per share (the "Class B Ordinary Shares), of GIBO Holdings Limited (the "Issuer"), held of record by Mr. Chun Yen Lim. Each Class B Ordinary Share is convertible at the option of the holder into one Class A ordinary share, par value US$0.0002 per share (collectively, the "Class A Ordinary Shares"), of the Issuer. Class A Ordinary Shares are not convertible into Class B Ordinary Shares under any circumstances. Upon any sale, transfer, assignment or disposition of any Class B Ordinary Share by a holder to any person who is not Mr. Lim or an affiliate of Mr. Lim, or upon a change of the ultimate beneficial ownership of any Class B Ordinary Share to any person who is not Mr. Lim or an affiliate of Mr. Lim, such Class B Ordinary Shares shall be automatically and immediately converted into the same number of Class A Ordinary Shares. The rights of the holders of Class A Ordinary Shares and Class B Ordinary Shares are identical, except with respect to conversion rights (noted above) and voting rights. Each Class B Ordinary Share is entitled to 20 votes on all matters subject to vote at general meetings of the Issuer, whereas each Class A Ordinary Share is entitled to one vote. (2) The percentage of class reported in Item 11 is calculated based on the Issuer's 65,117,623 Class A Ordinary Shares, the sum of the Issuer's 60,849,977 Class A Ordinary Shares and 4,267,646 Class B Ordinary Shares issued and outstanding as of April 15, 2026, as reported on the Issuer's annual report on Form 20-F for the year ended December 31, 2025, as filed with the Securities and Exchange Commission on May 15, 2026, assuming conversion of the Class B Ordinary Shares into Class A Ordinary Shares.
SCHEDULE 13G
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| Item 1. | ||
| (a) | Name of issuer:
GIBO HOLDINGS Ltd | |
| (b) | Address of issuer's principal executive offices:
3A-1A, Menara Khuan Choo, Jalan Raja Chulan, Bukit Bintang, 50200, Kuala Lumpur, Malaysia | |
| Item 2. | ||
| (a) | Name of person filing:
Chun Yen Lim | |
| (b) | Address or principal business office or, if none, residence:
3A-1A, Menara Khuan Choo, Jalan Raja Chulan, Bukit Bintang, 50200, Kuala Lumpur, Malaysia | |
| (c) | Citizenship:
Malaysian | |
| (d) | Title of class of securities:
Class A ordinary shares, par value US$0.0002 per share | |
| (e) | CUSIP No.:
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| Item 3. | If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: | |
| (a) | Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
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| (b) | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
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| (c) | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
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| (d) | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
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| (e) | An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
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| (f) | An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
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| (g) | A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
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| (h) | A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
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| (i) | A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
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| (j) | A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution: | |
| (k) | Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
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| Item 4. | Ownership | |
| (a) | Amount beneficially owned:
See responses to Item 9 on cover page. | |
| (b) | Percent of class:
See responses to Item 11 on cover page. %
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| (c) | Number of shares as to which the person has:
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| (i) Sole power to vote or to direct the vote:
See responses to Item 5 on cover page. | ||
| (ii) Shared power to vote or to direct the vote:
See responses to Item 6 on cover page. | ||
| (iii) Sole power to dispose or to direct the disposition of:
See responses to Item 7 on cover page. | ||
| (iv) Shared power to dispose or to direct the disposition of:
See responses to Item 8 on cover page. | ||
| Item 5. | Ownership of 5 Percent or Less of a Class. | |
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Ownership of 5 percent or less of a class
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| Item 6. | Ownership of more than 5 Percent on Behalf of Another Person. | |
Not Applicable
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| 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
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| Item 8. | Identification and Classification of Members of the Group. | |
Not Applicable
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| Item 9. | Notice of Dissolution of Group. | |
Not Applicable
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| Item 10. | Certifications: |
Not Applicable
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| 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.
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