Form 6-K - Report of foreign issuer [Rules 13a-16 and 15d-16]
01 November 2024 - 10:00PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO
RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of
November 2024
Commission File Number: 001-39301
LION
GROUP HOLDING LTD.
Not Applicable
(Translation of registrant’s name into English)
Cayman Islands
(Jurisdiction of incorporation or organization)
3 Phillip Street, #15-04 Royal Group Building
Singapore 048693
(Address of principal executive office)
Registrant’s phone number, including area
code
+65 8877 3871
Indicate by check mark whether the registrant files or will file annual
reports under cover of Form 20-F or Form 40-F.
Form 20-F ☒
Form 40-F ☐
Explanatory Note
This Form 6-K of Lion Group Holding Limited (the “Company”)
is being furnished to clarify the OTC Stock Options Trading Services disclosure in “Item 4. Information on the Company –
B. Business Overview” and “Item 5. Operating and Financial Review and Prospects” on pages 55, 58, 62, and
82 of its annual report on Form 20-F (the “20-F”) for the fiscal year ended December 31, 2023 filed with the Securities Exchange
Commission on April 30, 2024. The Company did not and has not conducted any OTC Stock Options Trading Services business in Hong Kong since
its establishment.
Page 55 of 20-F
Item 4. Information
on the Company
We are one of the few Chinese investor-focused
trading platforms that offer a wide spectrum of products and services. Currently, our business lines include (i) total return swap (TRS)
trading business, (ii) contracts for difference (CFD) trading services, (iii) Hong Kong-based Over-The-Counter (“OTC”)
stock options trading business, and (iv) futures and securities brokerage services. We provide these services through our all-in-one
Lion Brokers Pro app and a variety of other apps available on iOS, Android, PC and Mac platforms. Our clients are mostly well-educated
and affluent Chinese investors residing both inside and outside the PRC (excluding the United States), as well as institutional
clients in Hong Kong that use our futures trading service.
Page 58 of 20-F
Our Business Lines
Our business lines include our (i) TRS trading
business, (ii) CFD trading services, (iii) Hong Kong-based Over-The-Counter (“OTC”) stock options trading
business, (iv) futures and securities brokerage services, and (v) insurance brokerage services. We provide these services through
our all-in-one Lion Brokers Pro app and a variety of other apps available on iOS, Android and PC platforms. See “Our Technology.”
Our relevant subsidiaries possess a full securities investment business license in the Cayman Islands as relevant to acting as a broker
dealer and market maker and various types of licenses to conduct our business in Hong Kong. See “Licenses”.
Page 62 of 20-F
OTC Stock Options
Trading Services
We started to sell
over-the-counter (“OTC”) call options in Hong Kong market in April 2021. Since the fourth quarter of 2023,
this business increased rapidly. The call option gives the holder the right, but not the obligation, to buy the underlying security at
a predetermined price (strike price or exercise price) within a specific timeframe, ranges from 2 weeks to 6 months. The stocks underlying
the call options issued are predominantly China A-Shares, stocks that are denominated in Renminbi and traded in Shanghai and Shenzhen
Stock Exchanges in PRC. We serve as the counterparty to our customers in OTC stock options transactions. There are cases that we purchases
the same call options back-to-back from the third party option issuers for offsetting. Upon signing the contract, the customers are required
to pay the option premium to us. The Group generated trading gains or losses from the call options, consisting of the changes in fair
value associated with the call options we sold to customers as well as the offsetting call options we purchased from third party option
issuers.
Page 82 of 20-F
Item 5. Operating
and Financial Review and Prospects
Overview
We are one of the few Chinese investor-focused
trading platforms that offer a wide spectrum of products and services. Currently, our business lines include (i) total return swap
(TRS) trading business, (ii) contracts for difference (CFD) trading services, (iii) Hong Kong-based Over-The-Counter
(“OTC”) stock options trading business, and (iv) futures and securities brokerage services. We provide these services
through our all-in-one Lion Brokers Pro app and a variety of other apps available on iOS, Android, PC and Mac platforms. Our clients are
mostly well-educated and affluent Chinese investors residing both inside and outside the PRC (excluding the United States),
as well as institutional clients in Hong Kong that use our futures trading service.
This Form 6-K is hereby incorporated by reference
into the registration statements on Form F-3 (No. 333-269333) and Form S-8 (No. 333-275597) of the Company.
SIGNATURES
Pursuant to the requirements
of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto
duly authorized.
Date: November 1, 2024 |
LION GROUP HOLDING LTD. |
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By: |
/s/ Chunning Wang |
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Name: |
Chunning Wang |
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Title: |
Chief Executive Officer and Director |
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