UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): ~~February 17~~March 18, 2025

PHI GROUP, INC.

(a/k/a PHILUX GLOBAL GROUP INC.)

(Exact name of registrant as specified in its charter)

Wyoming	001-38255-NY	90-0114535
(State or other jurisdiction	(Commission	(IRS Employer
of incorporation)	File Number)	Identification No.)

17011 Beach Blvd., Suite 900, CA		92647
17011 Beach Blvd., Suite 900, Huntington Beach, CA		92647
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: 714-642-0571

N/A

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐	Precommencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐	Precommencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)).

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock		PHIL		OTC Markets

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provide pursuant to Section 13(a) of the Exchange Act. ☐

SECTION 8 - OTHER EVENTS

Item 8.01 Other Events.

1. ~~Grant~~ ~~Agreement~~Receipt ~~Contract~~of ~~for~~GBP 578,010,000 (equivalent to US $10750,~~500~~000,000) from a ultra-high-net-worth investor group as previously reported in Form 8-K’s filed with anthe ~~international~~Securities ~~philanthropic~~and Exchange ~~organization~~Commission on February 21, 2024 (https://www.sec.gov/ix?doc=/Archives/edgar/data/704172/000149315224007343/form8-k.htm) and December 30, 2024 (https://www.sec.gov/ix?doc=/Archives/edgar/data/704172/000149315224052411/form8-k.htm), respectively.

On ~~February~~ 17March 18, 2025, ~~Philux~~we ~~Global~~received ~~Energy, Inc.,~~ a ~~subsidiary~~ total of ~~the~~GBP ~~Company~~578,010,000 (~~the~~equivalent ~~Grantee”)~~to ~~signed~~US ~~a Grant Agreement Contract with an international philanthropic organization (the “Grantor”) registered under the laws of Dubai, United Arab Emirates, for total of~~ $10750,~~500~~000,000.) ~~The~~from ~~Grantor~~a ~~agrees~~ultra-high-net-worth toinvestor ~~provide~~group ~~the~~as ~~funds~~previously ~~under~~reported ~~this~~in ~~grant~~Form ~~to support the Company~~8-K’s ~~initiatives in alignment~~ filed with the ~~Grantor’s~~Securities ~~mission to advance geomagnetic energy technology~~ and ~~integrate~~Exchange ~~sustainable~~Commission ~~infrastructure~~on ~~with~~February ~~economic~~21, ~~hubs~~2024 (https://www.sec.gov/ix?doc=/Archives/edgar/data/704172/000149315224007343/form8-k.htm) ~~The~~and ~~funds~~December ~~will~~30, be2024 ~~used~~(https://www.sec.gov/ix?doc=/Archives/edgar/data/704172/000149315224052411/form8-k.htm), ~~exclusively~~respectively, toin a ~~fund~~holding ~~the~~account ~~Company’s transformative initiatives~~ at ~~the~~Satvie ~~Asia~~Bank, ~~Diamond~~1001 ~~Exchange~~Bishopsgate, ~~and~~City ~~International Financial~~of ~~Center~~London, ~~projects~~EC2N ~~in Vietnam and Philux Global Energy~~24AG, ~~Inc.’s~~United ~~geomagnetic energy technology initiatives~~Kingdom.

~~The~~We are currently awaiting additional ~~Grantee~~compliance ~~agrees~~review for remittance release in order to ~~use~~transfer the funds ~~solely~~mentioned ~~for~~above ~~the~~to ~~purposes~~our ~~stated~~designated ~~above,~~account(s) ~~submit~~for ~~quarterly~~investments in ~~progress~~selective ~~reports,~~preferred ~~provide~~investment ~~audited~~programs ~~financial~~such ~~statements annually,~~as ~~acknowledge~~the Asia Diamond Exchange and the ~~Grantor’s~~International ~~support~~Financial Center in ~~all~~Vietnam, ~~public~~the ~~communications~~geomagnetic energy ~~related~~technology towith ~~the~~Philux ~~funded~~Global ~~projects~~Energy, Inc. (www.philuxge.com) and ~~comply~~others ~~with~~that ~~all~~are ~~applicable laws~~selected, ~~environmental~~investigated, ~~regulations~~advised, and/or managed ~~ethical~~by ~~standards~~the Registrant or its subsidiaries and affiliates.

~~SECTION~~According to the Agreement, shall be entitled to collect a one-time fee 9of –5.00% ~~FINANCIAL~~of ~~STATEMENTS~~the ~~AND~~Investment ~~EXHIBITS~~Fund for the setup and first year’s management and advisory fees (the “Advisory and Management Fees”). Commencing the first anniversary of the signing of this Agreement, the Investment Manager will be entitled to an annual management fee of 2.00% based on the value of the assets under management and share 30% profits from the Investment Fund.

~~Item~~The Investor Party warrants that the Investment Fund is unencumbered, good, ~~9.01~~clean, ~~Financial~~and ~~Statements~~cleared funds of non-criminal origin and ~~Exhibits~~that all anti money-laundering regulations have been strictly followed without exception in the course of the transfer and investments of the Investment Fund.

~~Due~~ The Company intends to ~~the~~allocate ~~confidentiality~~a ~~stipulation~~large portion of the Investment Fund for the ~~Grant~~initial ~~Agreement~~investments ~~Contract~~in the International Financial Center and the Asia Diamond Exchange projects in Vietnam, Philux aGlobal ~~hard~~Energy’s ~~copy~~geomagnetic ofenergy ~~this~~technology ~~document~~initiatives ~~will~~and beother ~~submitted~~select ~~directly~~investment toopportunities. In addition, the ~~Securities~~Company ~~and~~plans ~~Exchange~~to ~~Commission~~implement its share buyback program as previously announced.

Exhibit No.		Description
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

The Company also plans to allocate a portion of its first year’s management fee to pay for the necessary expenses in order to close all the other pending financing packages.

~~SIGNATURE~~SECTION 9 – FINANCIAL STATEMENTS AND EXHIBITS

~~Pursuant to~~Item ~~the~~9.01 ~~requirements~~Financial ofStatements ~~the~~and ~~Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.~~Exhibits

~~Dated: February 19, 2025~~N/A

PHI GROUP, INC. (Registrant) By: /s/ Henry D. Fahman Henry D. Fahman Chairman and CEO

Exhibit No.		Description

104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: April 11, 2025

PHI GROUP, INC. (n/k/a Philux Global Group, Inc.)
(Registrant)

By:	/s/ Henry D. Fahman
	Henry D. Fahman
	Chairman and CEO

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