Sec Form 4 Filing - Aikawa Yoshiyuki @ SBC Medical Group Holdings Inc - 2026-03-06

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Aikawa Yoshiyuki 2. Issuer Name and Ticker or Trading Symbol SBC Medical Group Holdings Inc [ SBC] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director X __ 10% Owner X __ Officer (give title below) _____ Other (specify below) Chairman and CEO (Last) (First) (Middle) C/O SBC MEDICAL GROUP HOLDINGS INC, 200 SPECTRUM CENTER DR., SUITE 300 3. Date of Earliest Transaction (MM/DD/YY) 03/06/2026 (Street) IRVINE, CA92618 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 03/06/2026 S( 1 ) 4,422,900 D $ 2.12 ( 2 ) 861,600 ( 3 ) ( 4 ) I By Aikawa Equity Management Co., Ltd. Common Stock 82,404,460 ( 3 ) D Common Stock 5,000,000 ( 3 ) I By GODO Kaisha Aikawa Investment

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Put Options (Right to Sell) $ 2.12 ( 2 ) 03/06/2026 J( 5 ) 44,229 ( 5 ) ( 5 ) Common Stock 4,422,900 ( 1 ) ( 5 ) 44,229 I By Aikawa Equity Management Co., Ltd. Call Options (Right to Buy) $ 2.12 ( 2 ) 03/06/2026 J( 6 ) 44,229 ( 6 ) ( 6 ) Common Stock 4,422,900 ( 1 ) ( 6 ) 44,229 I By Aikawa Equity Management Co., Ltd.

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Aikawa Yoshiyuki C/O SBC MEDICAL GROUP HOLDINGS INC 200 SPECTRUM CENTER DR., SUITE 300 IRVINE, CA92618 X X Chairman and CEO Signatures /s/ Yuya Yoshida, Attorney-in-Fact 03/10/2026 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Reflects the sale pursuant to separate share purchase agreements (the "Purchase Agreements") by the Reporting Person of shares of Aikawa Equity Management Co., Ltd. ("AEM") to certain consultants providing services to medical corporations that have entered into contractual and service arrangements with subsidiaries of the Issuer. AEM directly holds 5,284,500 shares of Issuer common stock ("SBC shares"), and each share of AEM corresponds to one hundred SBC shares. The number reported reflects the number of SBC shares held by AEM that corresponds with AEM shares sold by the Reporting Person as described above. No actual SBC shares were sold by the Reporting Person or AEM. ( 2 )The sales price reported herein is based on the JPY 33,417 price per AEM share, divided by 100 and converted from Japanese yen to United States dollars at an exchange rate of JPY 157.640= US$1.00, which was the foreign exchange rate on March 6, 2026, as reported by the U.S. Federal Reserve in its weekly release on March 9, 2026. ( 3 )Reflects the transfer of 5,284,500 and 5,000,000 SBC shares by the Reporting Person to each of AEM and GODO Kaisha Aikawa Investment ("GODO"), respectively, each of which was a wholly owned subsidiary of the Reporting Person at the time of such transfer. As a result of the sales pursuant to the Purchase Agreements, the Reporting Person no longer controls AEM, and therefore, disclaims beneficial ownership over the SBC shares held by AEM, except to the extent of his pecuniary interest therein. ( 4 )The 861,600 SBC shares reported as indirectly beneficially owned by the Reporting Person through AEM reflects the Reporting Person's indirect interest that he may be deemed to have shared beneficial ownership over following the transactions described herein for purposes of Section 16 of the Securities Exchange Act of 1934, as amended. ( 5 )In connection with the sales described herein, pursuant to the terms of the Purchase Agreements, if the price per SBC share falls below a certain price threshold on or after April 1, 2029, the consultants described above may request the Reporting Person to redeem all shares for the same amount as the purchase price described above. ( 6 )In connection with the sales described herein, pursuant to the terms of the Purchase Agreements, upon satisfaction of certain conditions, the Reporting Person has the right to repurchase the AEM shares from the consultants (which were acquired as described above) for the same amount as the purchase price described above.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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