SEC Form SCHEDULE 13D filed by Mobile-health Network Solutions
$MNDR
Computer Software: Prepackaged Software
Technology
|
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
|
Mobile-health Network Solutions (Name of Issuer) |
Class A Ordinary Shares (Title of Class of Securities) |
G62264117 (CUSIP Number) |
John Kwari 600 North Bridge Road, #08-01 Singapore, Singapore, U0, 188778 62 821 463 74888 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
09/17/2025 (Date of Event Which Requires Filing of This Statement) |
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.
The information required on 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).
SCHEDULE 13D
|
| CUSIP No. | G62264117 |
| 1 |
Name of reporting person
Indopacific Health Investment Corporation Pte. Ltd. | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
| ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
PF | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
SINGAPORE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
116,863.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
6.43 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
IV |
Comment for Type of Reporting Person:
On June 18, 2025, the Reporting Person acquired 84,317 Class A Ordinary Shares, par value $0.000032 per share, of the Issuer under a Securities Purchase Agreement dated May 2, 2025 ("SPA 1").
On September 17, 2025, the Reporting Person acquired 500,000 Class A Ordinary Shares, par value $0.000032 per share, of the Issuer under a Securities Purchase Agreement dated September 10, 2025 ("SPA 2").
On September 23, 2025, the Issuer effected a share consolidation ("Share Consolidation") that as a result, every 5 pre-consolidation Class A Ordinary Shares of a par value of US$0.000032 each of the Issuer were combined into 1 post-consolidation Class A Ordinary Shares of a par value of US$0.00016 each; and every 5 pre-consolidation Class B Ordinary Shares of a par value of US$0.000032 each of the Issuer were combined into 1 post-consolidation Class B Ordinary Shares of a par value of US$0.00016 each.
Given effect of the Share Consolidation, the Reporting Person beneficially owns 16,863 Class A Ordinary Share pursuant to SPA 1 and has acquired 100,000 Class A Ordinary Shares pursuant to SPA 2 as of the date of this Statement.
SCHEDULE 13D
|
| Item 1. | Security and Issuer |
| (a) | Title of Class of Securities:
Class A Ordinary Shares |
| (b) | Name of Issuer:
Mobile-health Network Solutions |
| (c) | Address of Issuer's Principal Executive Offices:
2 Venture Drive, #07-06/07 Vision Exchange, Singapore,
SINGAPORE
, 608526. |
| Item 2. | Identity and Background |
| (a) | Indopacific Health Investment Corporation Pte. Ltd. |
| (b) | 600 North Bridge Road, #08-01, Singapore 188778 |
| (c) | The Reporting Person's principal business is to invest in different healthcare companies in Southeast Asia, its principal business address is 600 North Bridge Road, #08-01, Singapore 188778. |
| (d) | No. |
| (e) | No. |
| (f) | Singapore |
| Item 3. | Source and Amount of Funds or Other Consideration |
On June 18, 2025, the Reporting Person acquired 84,317 Class A Ordinary Shares (16,863 Class A Ordinary Shares given effect of the Share Consolidation), par value $0.000032 per share, of the Issuer valued at $1.779 per share under a Securities Purchase Agreement dated May 2, 2025.
On September 17, 2025, the Reporting Person acquired 500,000 Class A Ordinary Shares (100,000 Class A Ordinary Shares given effect of the Share Consolidation), par value $0.000032 per share, of the Issuer for $900,000 pursuant to a Securities Purchase Agreement dated September 10, 2025. | |
| Item 4. | Purpose of Transaction |
Investment purpose. | |
| Item 5. | Interest in Securities of the Issuer |
| (a) | As of the date of this Statement, the Reporting Person beneficially owns 116,863 Class A Ordinary Shares of the Issuer (given effect of the Issuer's Share Consolidation). Based on 1,817,941 Class A Ordinary Shares outstanding as of November 26, 2025 as reported by the Issuer, the 116,863 Class A Ordinary Shares represent approximately 6.43% of the outstanding Class A Ordinary Shares. The Reporting Person has sole voting and dispositive power over these shares and shared voting and dispositive power over 0 shares of the Issuer's stock. |
| (b) | 116,863 Class A Ordinary Shares |
| (c) | None. |
| (d) | None. |
| (e) | N/A |
| Item 6. | Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer |
N/A | |
| Item 7. | Material to be Filed as Exhibits. |
N/A |
| 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.
|
|
|