{"filing":{"accession_number":"0001520138-26-000427","cik":"0001883835","ticker":"ESGH","company_name":"ESG Inc.","form":"8-K","filing_date":"2026-10-20","report_date":"2026-10-15","primary_document":"esgh-20261015_8k.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/1883835/000152013826000427/esgh-20261015_8k.htm"},"events":[{"id":36495,"run_id":33650,"accession_number":"0001520138-26-000427","anchor_item_number":"1.01","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"summary":"ESG Inc. entered into a Control Share Purchase and Transfer Agreement on October 15, 2026, whereby DCG agreed to sell 9,641,110 shares (approximately 61.836% of outstanding common stock) to BevPoint Capital LP for $250,000, constituting a material change of control transaction with replacement of the incumbent board and officers upon closing.","company_name":"ESG Inc.","ticker":"ESGH","filing_date":"2026-10-20","form":"8-K","submitted_at":null,"items":[{"id":40936,"accession_number":"0001520138-26-000427","item_number":"1.01","item_title":"Entry into a Material Definitive Agreement.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"ESG Inc. entered into a Control Share Purchase and Transfer Agreement on October 15, 2026, whereby DCG agreed to sell 9,641,110 shares (approximately 61.836% of outstanding common stock) to BevPoint Capital LP for $250,000. This constitutes a material change of control transaction under Item 1.01, as the agreement contemplates a transfer of majority voting control and replacement of the incumbent board and officers upon closing, subject to Rule 14f-1 conditions. The transaction is material to investors as it represents a fundamental shift in corporate control and governance.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-10-20T21:11:39.451253+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":36496,"run_id":33650,"accession_number":"0001520138-26-000427","anchor_item_number":"5.02","event_type":"exec_compensation","event_domain":"governance","is_material":true,"confidence":0.95,"summary":"The Board approved one-time restricted stock awards to CEO Zhi Yang ($118,000 / 62,461 shares) and CFO Edward F. Gobora ($30,000 / 15,880 shares), effective October 15, 2026.","company_name":"ESG Inc.","ticker":"ESGH","filing_date":"2026-10-20","form":"8-K","submitted_at":null,"items":[{"id":40937,"accession_number":"0001520138-26-000427","item_number":"5.02","item_title":"Departure of Directors or Certain Officers; Election of Directors;","event_type":"exec_compensation","event_domain":"governance","is_material":true,"confidence":0.95,"reasoning":"The disclosure centers on Board approval of one-time restricted stock awards to the principal executive officer (Zhi Yang, CEO) and principal financial officer (Edward F. Gobora, CFO) effective October 15, 2026. The filing explicitly details the compensation value ($118,000 and $30,000 respectively) and number of restricted shares (62,461 and 15,880) granted to these named executives. This is a classic compensatory arrangement disclosure under Item 5.02(e), distinct from an appointment or departure.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-10-20T21:11:39.451253+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":40936,"accession_number":"0001520138-26-000427","item_number":"1.01","item_title":"Entry into a Material Definitive Agreement.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"ESG Inc. entered into a Control Share Purchase and Transfer Agreement on October 15, 2026, whereby DCG agreed to sell 9,641,110 shares (approximately 61.836% of outstanding common stock) to BevPoint Capital LP for $250,000. This constitutes a material change of control transaction under Item 1.01, as the agreement contemplates a transfer of majority voting control and replacement of the incumbent board and officers upon closing, subject to Rule 14f-1 conditions. The transaction is material to investors as it represents a fundamental shift in corporate control and governance.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-10-20T21:11:39.451253+00:00","company_name":"ESG Inc.","ticker":"ESGH","filing_date":"2026-10-20"},{"id":40937,"accession_number":"0001520138-26-000427","item_number":"5.02","item_title":"Departure of Directors or Certain Officers; Election of Directors;","event_type":"exec_compensation","event_domain":"governance","is_material":true,"confidence":0.95,"reasoning":"The disclosure centers on Board approval of one-time restricted stock awards to the principal executive officer (Zhi Yang, CEO) and principal financial officer (Edward F. Gobora, CFO) effective October 15, 2026. The filing explicitly details the compensation value ($118,000 and $30,000 respectively) and number of restricted shares (62,461 and 15,880) granted to these named executives. This is a classic compensatory arrangement disclosure under Item 5.02(e), distinct from an appointment or departure.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-10-20T21:11:39.451253+00:00","company_name":"ESG Inc.","ticker":"ESGH","filing_date":"2026-10-20"}]}
