SEC FORM 3

SEC FORM 3SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF 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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1. Name and Address of Reporting Person^*

Sun Lei

(Last)

(First)

(Middle)

BIN HAI DA DAO NO. 270 LANG QIN WAN GUO

JI DU JIA CUN ZONG HE LOU XIU YING DIST

(Street)

HAIKOU CITY

570100

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Date of Event Requiring Statement (Month/Day/Year)
03/18/2026

3. Issuer Name and Ticker or Trading Symbol
JX Luxventure Group Inc. [ JXG ]

3a. Foreign Trading Symbol

5. If Amendment, Date of Original Filed (Month/Day/Year)

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
	CEO, Interim CFO, Co-Chair

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock, par value $0.0001 per share	495,123	D
Common Stock, par value $0.0001 per share	350	I	By Happy Brilliance Limited⁽¹⁾

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Series A Convertible Preferred Stock	⁽²⁾	⁽²⁾	Common Stock	2,067⁽²⁾	⁽²⁾	D
Series C Convertible Preferred Stock	⁽³⁾	⁽³⁾	Common Stock	1,250⁽³⁾	⁽³⁾	D
Series D Convertible Preferred Stock	⁽⁴⁾	⁽⁴⁾	Common Stock	1,733⁽⁴⁾	⁽⁴⁾	D

Explanation of Responses:

1. These securities are directly held by Happy Brilliance Limited, a Cayman Islands company. Sun Lei (the "Reporting Person") has 100% ownership of Happy Brilliance Limited and the sole voting and dispositive power over the shares held by Happy Brilliance Limited.

2. Each share of Series A Convertible Preferred Stock is convertible into shares of the Issuer's common stock, par value $0.00001 per share ("Common Stock"), on the 1-for-600 basis (reflecting adjustments resulting from 1-for-10; 1-for-4 and 1-for-15 reverse stock splits of Common Stock effected between April 2023 and November 2025) and has no expiration date.

3. Each share of Series C Convertible Preferred Stock is convertible into shares of the Issuer's Common Stock on a 1-for-120 basis (reflecting adjustments resulting from 1-for-10; 1-for-4 and 1-for-15 reverse stock splits of Common Stock effected between April 2023 and November 2025) and has no expiration date.

4. Each share of Series D Convertible Preferred Stock is convertible into shares of the Issuer's Common Stock on a 1-for 46.1627 basis ((reflecting adjustments resulting from 1-for-10; 1-for-4 and 1-for-15 reverse stock splits of Common Stock effected between April 2023 and November 2025) and has no expiration date.

	/s/ Sun Lei	03/18/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 3: SEC 1473 (03-26)

SEC Form 3 filed by new insider Sun Lei