{"url_path":"/sec/pmnt/10-k/2026/item-12","section_key":"item-12","section_title":"Item 12 SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS**","topic":"sec","document":{"doc_type":"10-K","doc_date":"2026-06-29","source_url":"https://www.sec.gov/Archives/edgar/data/1849221/0001493152-26-030418-index.html","accession_number":"0001493152-26-030418","cik":"0001849221","ticker":"PMNT","issuer_name":"Perfect Moment Ltd.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1849221/0001493152-26-030418-index.html","primary_entity_key":"0001849221","primary_entity_name":"Perfect Moment Ltd."},"word_count":1028,"has_tables":true,"body_markdown":"**ITEM\n12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS**\n\n \n\n**Equity\nCompensation Plan Information**\n\n \n\nThe\nboard of directors and stockholders adopted our 2021 Equity Incentive Plan on August 24, 2021. The 2021 Plan provides for the grant of\nincentive stock options, within the meaning of Section 422 of the Internal Revenue Code of 1986, as amended, to our employees and our\nparent and subsidiary corporations’ employees, and for the grant of non-statutory stock options, stock appreciation rights, restricted\nstock, RSUs, performance units, and performance shares to our employees, directors, and consultants and our parent and subsidiary corporations’\nemployees and consultants. As of March 31, 2026, there were 4,799,957 shares of our common stock granted or available for grant under\nthe 2021 Plan.\n\n \n\nThe\nfollowing information is as of March 31, 2026.\n\n \n\nPlan category \nNumber of securities to be issued upon exercise of outstanding options, warrants, and rights  \nWeighted-average exercise price of outstanding options, warrants, and rights  \n\nNumber of securities remaining available for\n\nfuture issuance under equity compensation plans (excluding securities reflected in third column)\n \n\nEquity compensation plans approved by securityholders \n 2,061,304  \n$0.39  \n 2,738,653 \n\nEquity compensation plans not approved by securityholders \n 136,344  \n$0.01  \n - \n\nTotal \n 2,197,648  \n$0.31  \n 2,738,653 \n\n** **\n\n****\n\n54\n\n \n\n** **\n\n**Security\nOwnership of Certain Beneficial Owners**\n\n \n\nThe\nfollowing table sets forth certain information regarding the beneficial ownership of our common stock as of June 26, 2026 for each person,\nor group of affiliated persons, known to us to beneficially own more than 5% of the common stock. The common stock is our only class\nof voting securities which is currently outstanding.\n\n \n\nBeneficial\nownership of our common stock is determined under the rules of the SEC and generally includes any shares over which a person exercises\nsole or shared voting or investment power, or of which a person has a right to acquire ownership at any time within 60 days of the date\nof this Annual Report. Except as indicated by footnote, and subject to applicable community property laws, we believe the persons identified\nin the table have sole voting and investment power with respect to all shares of common stock beneficially owned by them.\n\n \n\nIn\nthe following table, percentage ownership is based on 53,108,780 based on the beneficial ownership of our common stock as of June 26,\n2026. In computing the number of shares of common stock beneficially owned by a person and the percentage ownership of that person, we\ndeemed to be outstanding all shares of common stock subject to options or other convertible securities held by that person or entity\nthat are currently exercisable or releasable or that will become exercisable or releasable within 60 days of June 30, 2026. We did not\ndeem these shares outstanding, however, for the purpose of computing the percentage ownership of any other person.\n\n \n\nTitle of Class \nName and address of Beneficial Owner \nAmount and Nature of Beneficial Ownership  \nPercentage\nof Class \n\nCommon stock \nKahala 19(1) \n 7,125,750  \n 13.4%\n\nCommon stock \nKrane Capital LLC \n 6,060,606  \n 11.4%\n\nCommon stock \nX3 Higher Moment Fund LLC \n 9,278,379  \n 17.5%\n\n \n\n(1)\nKahala\n19 beneficially owns 7,125,750 shares of Common Stock. The address of Kahala 19 is 11550 Meridian ST, Ste 125, Carmel IN 46032\n\n(2)\nKrane\nCapital LLC beneficially owns 6,060,606 shares of Common Stock. The address of Krane Capital LLC is 280 Park Avenue, 32nd Floor,\nNew York, NY\n\n(3)\nX3\nHigher Moment Fund LLC directly holds 3,172,858 shares of Common Stock and has the right to acquire an additional 6,105,521 shares\nthrough warrants. The principal office of X3 Higher Moment Fund LLC is located at 3033 Excelsior Blvd, Minneapolis, Minnesota 55416.\n\n** **\n\n**Security\nOwnership of Management**\n\n \n\nThe\nfollowing table sets forth certain information regarding the beneficial ownership of our common stock as of June 26, 2026 for each of\nour directors, named executive officers, and all of our directors and executive officers as a group.\n\n \n\nUnless\notherwise indicated, the address of each of the following persons is The Gramophone Works, 326 Kensal Rd, London W10 5BZ, United Kingdom,\nand each such person has sole voting and investment power with respect to the shares set forth opposite his, her or its name.\n\n \n\nTitle of Class \nName and address of Beneficial Owner \n\n**Amount and**\n\n**Nature of Beneficial Ownership**\n  \nPercentage\nof Class \n\n  \n  \n   \n  \n\nCommon stock \nNamed Executive Officers and Directors: \n    \n   \n\n  \nMax Gottschalk(2) \n 10,786,496  \n 20.3%\n\n  \nChath Weerasinghe (3) \n 159,375  \n * \n\n  \nJane Gottschalk(4) \n 10,786,496  \n 20.3%\n\n  \nAndre Keijsers(5) \n 92,182  \n * \n\n  \nAll directors and executive officers as a group \n 10,945,871  \n 20.6%\n\n \n\n \n*\nLess\nthan 1%.\n\n \n\n55\n\n \n\n \n\n(2)\nConsists\nof (i) 10,758,371 shares of Common Stock held directly and through Joachim Gottschalk & Associates Ltd. (“JGA”);\n(ii) 15,625 shares of Common Stock issuable upon the vesting of RSUs held by Mr. Gottschalk’s spouse, Jane Gottschalk, on June\n30, 2026; and (iii) 12,500 shares of Common Stock issuable upon the vesting of Mr. Gottschalk’s RSUs on June 30, 2026\n\n \n \n\n(3)\nConsists\nof (i) 106,250 shares of Common Stock from vested RSUs; (ii) 18,750 shares of Common Stock issuable upon the vesting of RSUs on May\n3, 2026; (iii) 18,750 shares of Common Stock issuable upon the vesting of RSUs on August 3, 2026; and (iv) 15,625 shares of Common\nStock issuable upon the vesting of RSUs on June 30, 2026.\n\n \n \n\n(4)\nConsists\nof (i) 10,758,371 shares of Common Stock beneficially owned through JGA (as described in footnote (1) above, which Ms. Gottschalk\nshares with Mr. Gottschalk); (ii) 12,500 shares of Common Stock issuable upon the vesting of RSUs held by Ms. Gottschalk’s\nspouse, Max Gottschalk, on June 30, 2026; and (iii) 15,625 shares of Common Stock issuable upon the vesting of Ms. Gottschalk’s\nRSUs on June 30, 2026.\n\n \n \n\n(5)\nConsists\nof (i) 13,045 shares of Common Stock held directly; (ii) 30,000 shares of Common Stock issuable upon the exercise of stock options\nexercisable on or before August 29, 2026, comprising 25,000 vested options plus 2,500 vesting on April 1, 2026 and 2,500 vesting\non July 1, 2026, each at an exercise price of $0.48 per share; and (iii) 49,137 shares of Common Stock issuable upon the exercise\nof stock options exercisable on or before August 29, 2026, comprising 32,698 vested options plus 16,439 vesting on June 30, 2026,\nat an exercise price of $0.46 per share."}