SEC FORM 4

SEC FORM 4SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

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

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Lim Soon Huat

(Last)

(First)

(Middle)

SUNTEC TOWER 3

8 TEMASEK BLVD RD, #24-03

(Street)

SINGAPORE

038988

(City)

(State)

(Zip)

SINGAPORE

(Country)

2. Issuer Name and Ticker or Trading Symbol
Trident Digital Tech Holdings Ltd [ TDTH ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chief Executive Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/30/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class B Ordinary Shares	06/30/2026		J		901,408,450⁽¹⁾	A	$0.0089	993,484,916	D
Class B Ordinary Shares								124,428,571	I	By Tri Wealth Ltd⁽²⁾
Class B Ordinary Shares								101,811,428	I	By Trident Group Holdings Ltd⁽³⁾
Class A Ordinary Shares								50,000,000	I	By Trident Digital Tech Ltd⁽⁴⁾

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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. The Issuer owes Mr. Soon Huat Lim an outstanding debt in the aggregate principal amount of US$8,000,000 as of June 30, 2026 (the "Debt"). Pursuant to the Share Subscription Agreement (Exhibit 99.4 to the Issuer's Form 6-K filed with the SEC on June 30, 2026) ("SSA"), the Issuer proposes to repay the Debt by converting it into 901,408,450 Class B ordinary shares of the Issuer (the "Class B Ordinary Shares"), subject to any share split, division, consolidation, recapitalization and other similar changes, at a per share conversion price of US$0.008875 (the price in Table I is rounded due to field limitations), which is based on the June 18, 2026 closing price of the American depositary shares (each representing 240 Class B Ordinary Shares). Such conversion and issuance are subject to the Issuer's board and shareholders approval. The board has approved the SSA and the transactions contemplated thereunder and has recommended a vote for the same at the shareholders meeting on July 8, 2026.

2. The Class B Ordinary Shares are held by Tri Wealth Ltd, a British Virgin Islands company wholly owned and controlled by the Reporting Person.

3. The Class B Ordinary Shares are held by Trident Group Holdings Ltd, a British Virgin Islands company wholly owned and controlled by the Reporting Person.

4. The Class A Ordinary Shares are held by Trident Digital Tech Ltd, a British Virgin Islands company wholly owned and controlled by the Reporting Person. The Class A Ordinary Shares are convertible at any time at the election of the Reporting Person into Class B Ordinary Shares on a one-for-one basis. Any number of Class A Ordinary Shares held by its holder will be automatically and immediately converted into Class B Ordinary Shares on a one-for-one basis upon certain transfers described in the Issuer's Memorandum and Articles of Association, as amended.

	/s/ Soon Huat Lim	07/02/2026
	** Signature of Reporting Person	Date
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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* Form 4: SEC 1474 (03-26)