Tang Heng, executive vice president of NIP Group Inc., filed a Schedule 13D on November 6, 2026, disclosing beneficial ownership of 53,337,563 ordinary shares following the vesting of restricted shares on October 30, 2026.

Key Highlights

  • Shares received: Tang Heng received 52,584,563 Class B1 ordinary shares on October 30, 2026, in connection with the vesting of Restricted Shares granted under the Issuer's Amended and Restated 2025 Share Incentive Plan.
  • Total beneficial ownership: Tang Heng beneficially owns 53,337,563 ordinary shares in aggregate, representing approximately 9.4% of total issued and outstanding ordinary shares.
  • Voting proxy granted: Tang Heng granted an irrevocable voting proxy over all 52,584,563 Class B1 ordinary shares to Mario Yau Kwan Ho, the Issuer's co-founder, co-chief executive officer, and chairman of the board.
  • Voting power affected: The 52,584,563 Class B1 shares subject to the proxy represent approximately 33.4% of the aggregate voting power of the Issuer's total issued and outstanding ordinary shares.
  • Class A shares held: Tang Heng also holds 753,000 Class A ordinary shares in the form of ADSs, retained from options exercised at the time of the Issuer's IPO on July 26, 2024.
  • Share capital base: The percentage calculations are based on a total of 567,186,133 ordinary shares outstanding as of October 30, 2026, according to records of the Issuer.

Tang Heng's Restricted Share Vesting and Voting Proxy at NIP Group

According to the Schedule 13D filed with the SEC, Tang Heng, who serves as executive vice president of NIP Group Inc. (NASDAQ:NIPG), received 52,584,563 Class B1 ordinary shares on October 30, 2026. The filing states these shares were issued "in connection with the vesting of the Restricted Shares that were granted under the Issuer's Amended and Restated 2025 Share Incentive Plan" and were granted to Tang Heng "for the past and future services provided by him to the Issuer."

On the same date, the filing discloses, Tang Heng entered into a deed of voting proxy with Mario Yau Kwan Ho, granting him an irrevocable right to exercise all voting rights over the 52,584,563 Class B1 shares. The filing notes that Class B1 and Class B2 ordinary shares each carry 20 votes per share, while Class A ordinary shares carry one vote per share. As a result, Tang Heng retains sole dispositive power over all 53,337,563 shares but holds sole voting power only over the 753,000 Class A shares, with shared voting power listed as 52,584,563 shares.

The filing also notes that as of October 30, 2026, Tang Heng held 753,000 Class A ordinary shares in the form of ADSs, reduced from 1,104,590 Class A ordinary shares he beneficially owned at the time of the Issuer's IPO on July 26, 2024, which were acquired through exercise of options under the Issuer's 2021 Share Incentive Plan. The filing states that the beneficial ownership reported was acquired for investment purposes, and that the reporting person may acquire additional securities or continue to hold existing positions depending on market conditions and other factors.

What Was Disclosed

Tang Heng filed a Schedule 13D reporting the receipt of 52,584,563 Class B1 ordinary shares through restricted share vesting under NIP Group's 2025 Share Incentive Plan, bringing his total beneficial ownership to 53,337,563 shares, or approximately 9.4% of outstanding shares, with an irrevocable voting proxy granted to Mario Yau Kwan Ho.