SEC Form 3 filed by new insider Choo Khar Heng
$KNRX
Computer Software: Programming Data Processing
Technology
| FORM 3 | UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES 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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1. Name and Address of Reporting Person*
(Street)
(Country) | 2. Date of Event Requiring Statement
(Month/Day/Year) 03/27/2026 | 3. Issuer Name and Ticker or Trading Symbol
KNOREX LTD. [ KNRX ] | |||||||||||||||
| 3a. Foreign Trading Symbol
| 5. If Amendment, Date of Original Filed
(Month/Day/Year) | ||||||||||||||||
| 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
| 6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Beneficially Owned | |||
|---|---|---|---|
| 1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
| Class A Ordinary Shares | 342,450 | D | |
| Class A Ordinary Shares | 95,225 | I | By mother(1) |
| Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
|---|---|---|---|---|---|---|---|
| 1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| Class B Ordinary Shares | (2) | (2) | Class B Ordinary Shares | 3,082,100 | (2) | D | |
| Warrants | (3) | 01/03/2027 | Class A Ordinary Shares | 14,175 | $2.074(3) | I | By mother(1) |
| Warrants | (3) | 07/10/2026 | Class A Ordinary Shares | 45,800 | $2.074(3) | I | By mother(1) |
| Warrants | (3) | 12/19/2027 | Class A Ordinary Shares | 1,425 | $2.03(3) | I | By mother(1) |
| Warrants | (3) | 06/28/2026 | Class A Ordinary Shares | 76,150 | $1.497(3) | I | By mother(1) |
| Warrants | (3) | 10/28/2026 | Class A Ordinary Shares | 76,150 | $1.497(3) | I | By mother(1) |
| Explanation of Responses: |
| 1. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. |
| 2. Each Class B Ordinary Share is convertible into one Class A Ordinary Share of the issuer at any time, at the holder's election, and has no expiration date. |
| 3. Represents warrants issued by a subsidiary of the Issuer in 2023, prior to the Issuer's reorganization and IPO in September 2025. The warrants were reissued in exchange for cancellation of the prior subsidiary warrants in connection with the pre-IPO reorganization. The warrants are blended American/European style options that can only be exercised in the final three months of their term, prior to expiry. The number of shares underlying the warrants is subject to adjustment for certain dilutive events such as, among other things, subdivision, reclassification, redenomination, conversion or consolidation of securities, capitalization, capital distribution, and rights issues. No fractional shares will be issued upon exercise of the warrants. |
| Remarks: |
| Exhibit 24 - Power of Attorney |
| /s/ Khar Heng Choo | 03/27/2026 | |
| ** 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 5 (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). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||
| * Form 3: SEC 1473 (03-26) | ||