---
schema_version: "secwatch.filing_event.v1"
accession: "0001013762-23-002574"
form_type: "8-K"
ticker: "SOPA"
cik: "0001817511"
company_name: "SOCIETY PASS INCORPORATED."
filed_at: "2023-10-06T23:59:59+00:00"
generated_at: "2026-06-10T03:34:51.731524+00:00"
event_type: "other_material"
sentiment: "neutral"
materiality_score: 0.75
calibrated_materiality_score: 0.75
confidence: "high"
source: SEC EDGAR
---

# Society Pass enters $40M equity financing; appoints Raynauld Liang as CEO, replaces Dennis Nguyen

## Summary
- Up to $40M structured equity financing with Strattners FZCO; shares sold at 96% of VWAP; max $2M per advance.
- 500,000 commitment shares issued unregistered; financing provides capital but may dilute existing shareholders.
- Raynauld Liang appointed CEO, resigns as CFO; Dennis Nguyen resigns as director/chairman/CEO effective immediately.
- Yee Siong Tan appointed CFO; Nguyen to provide consulting through Dec 2025; no disagreement cited.

## SEC filing metadata
- accession: 0001013762-23-002574
- form_type: 8-K
- ticker: SOPA
- cik: 0001817511
- company_name: SOCIETY PASS INCORPORATED.
- filed_at: 2023-10-06T23:59:59+00:00
- event_type: other_material
- sentiment: neutral
- materiality_score: 0.75
- calibrated_materiality_score: 0.75
- confidence: high
- sec_items: 1.01, 3.02, 5.02, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1817511/000101376223002574/0001013762-23-002574-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1817511/000101376223002574/ea186434-8k_society.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001013762-23-002574
- JSON: https://secwatch.observer/filing/0001013762-23-002574.json
- Plain text: https://secwatch.observer/filing/0001013762-23-002574.txt

## Key facts
- Executive change
  Raynauld Liang was appointed as Chief Executive Officer at SOCIETY PASS INCORPORATED..
  - Action: appointed
  - Role: Chief Executive Officer
  source text: On October 5, 2023, Raynauld Liang was appointed as the new Chief Executive Officer of the Company.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1817511/000101376223002574/0001013762-23-002574-index.htm
- Executive change
  Dennis Nguyen resigned as Director, Chairman and Chief Executive Officer at SOCIETY PASS INCORPORATED..
  - Action: resigned
  - Role: Director, Chairman and Chief Executive Officer
  source text: Mr. Liang’s appointment was concurrent with the resignation of Dennis Nguyen, on October 5, 2023, as a director of the Company, and as the Chairman and the Chief Executive Officer of the Company
  evidence_url: https://www.sec.gov/Archives/edgar/data/1817511/000101376223002574/0001013762-23-002574-index.htm
- Executive change
  Yee Siong Tan was appointed as Chief Financial Officer at SOCIETY PASS INCORPORATED..
  - Action: appointed
  - Role: Chief Financial Officer
  source text: In conjunction with Mr. Liang’s resignation, Yee Siong Tan was appointed as the Chief Financial Officer of the Company.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1817511/000101376223002574/0001013762-23-002574-index.htm
- Material Agreements
  SOCIETY PASS INCORPORATED. entered into Agreement with Strattners FZCO valued at up to $40,000,000 (effective 2023-10-05).
  - Action: entry
  - Agreement: equity purchase
  - Counterparty: Strattners FZCO
  - Value: up to $40,000,000
  - Effective: 2023-10-05
  source text: On October 5, 2023, Society Pass Incorporated (the “ Company ”) entered into a structured financing agreement (the “ Agreement ”) with Strattners FZCO (“ Strattners ”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/1817511/000101376223002574/0001013762-23-002574-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.