Changes in Control (Form 8-K)

Item 5.01 Changes in Control of Registrant.

On February 17, 2026, a Stock Purchase Agreement was entered into between Guang Wen Global Limited (the "Seller") and Addentax Group Corp. (the "Purchaser"), wherein the Purchaser purchased 34,200,000 shares of Common Shares, par value $0.001 per share (the "Shares"), of Keemo Fashion Group Limited, a Nevada corporation (the "Company"). As a result, the Purchaser became an approximately 62.18% holder of the voting rights of the issued and outstanding shares of the Company, on a fully-diluted basis, and became the controlling shareholder of the Company. The transaction was completed on May 1, 2026 (the "Closing date"). The aggregate purchase price for the acquisition was approximately $5.5 million and the purchase consideration shall be satisfied by utilizing a portion of an existing bond held by the Purchaser. In connection with the partial bond transfer, the Purchaser and the Seller entered into a bond transfer agreement whereby the Purchaser shall split and transfer a portion, approximately US$5.5 million, of an existing bond to the Seller as consideration for the acquisition.

The foregoing description of the Agreement is qualified in its entirety by reference to the full text of the of the stock transfer agreement and bond transfer agreement thereof, which is attached as Exhibits 10.1 and 10.2 hereto and incorporated by reference herein.