Statement of Changes in Beneficial Ownership (Form 4)

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN 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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(Print or Type Responses)

1. Name and Address of Reporting Person * Quintenz Brian David 2. Issuer Name and Ticker or Trading Symbol SUI Group Holdings Ltd. [SUIG] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __X__ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) C/O SUI GROUP HOLDINGS LIMITED, 1907 WAYZATA BOULEVARD, SUITE 205 3. Date of Earliest Transaction (Month/Day/Year) 01/05/2026 (Street) WAYZATA, MN 55391 4. If Amendment, Date Original Filed (Month/Day/Year) 6. Individual or Joint/Group Filing (Check Applicable Line) _X_ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person (City) (State) (Zip) Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code (Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date (Month/Day/Year)

7. Title and Amount of Underlying Securities (Instr. 3 and 4)

8. Price of Derivative Security (Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)

11. Nature of Indirect Beneficial Ownership (Instr. 4)

Code

V

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Warrant for Common Stock

$5.42

01/05/2026

A

83,026(1)

(2)

01/05/2031

Common Stock

83,026

$ 0

83,026

D

Warrant for Common Stock

$5.962

01/05/2026

A

41,513(1)

(2)

01/05/2031

Common Stock

41,513

$ 0

41,513

D

Warrant for Common Stock

$6.504

01/05/2026

A

41,513(1)

(2)

01/05/2031

Common Stock

41,513

$ 0

41,513

D

Warrant for Common Stock

$7.046

01/05/2026

A

41,513(1)

(2)

01/05/2031

Common Stock

41,513

$ 0

41,513

D

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Quintenz Brian David C/O SUI GROUP HOLDINGS LIMITED 1907 WAYZATA BOULEVARD, SUITE 205 WAYZATA, MN 55391	X

Signatures

/s/ Brian Quintenz		01/15/2026
**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(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).
(1)	Represents one-time equity grant as part of the Reporting Person's non-management director compensation upon his appointment to the Issuer's Board of Directors, effective January 5, 2026.
(2)	The warrants vest as follows: 25% of each tranche of the warrants become exercisable on July 5, 2026, 25% of each tranche of the warrants will become exercisable on January 5, 2027, 25% of each tranche of the warrants will become exercisable on July 5, 2027, and 25% of each tranche of the warrants will become exercisable on January 5, 2028.

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