Item 1.01. Entry into a Material Definitive Agreement.

On August 13, 2024, Sharing Services Global Corporation (the "Company") entered into a securities purchase agreement with HWH International Inc., a Delaware corporation ("HWH") pursuant to which it issued and sold to HWH a convertible promissory note for an aggregate principal amount of $100,000 (the "HWH August Note") convertible into 50,000,000 shares of Company Common Stock. The HWH August Note contains a commitment fee of 8% payable in cash or at the option of the holder may be convertible into shares of Common Stock. The HWH August Note bears interest at 8% per annum, paid quarterly in cash or at the option of the holder, shares of Common Stock of the Company. The maturity date and related accrued interest is the earliest of (i) the third anniversary of the date of issuance; (ii) the acceleration of the HWH August Note upon an occurrence of an event of default (as defined in the HWH August Note); (iii) the fifth business day after the holder has delivered the Company a written demand for payment of the HWH August Note. HWH may, at its option, at any time during the term of the HWH August Note, redeem a portion or all amounts of outstanding principal amount, without incurring penalties, additional interest, or other fees or charges.

The foregoing summaries do not purport to be complete and are qualified in their entirety by reference to the full texts of the HWH Note and the HWH SPA, (collectively, the "Transaction Documents") which are filed as Exhibit 4.1 and Exhibit 10.1 respectively, to this Current Report on Form 8-K, and which are incorporated by reference herein.