| Item 1. | |
| (a) | Name of issuer:
Chagee Holdings Ltd. |
| (b) | Address of issuer's principal executive offices:
Tower B, Hongqiao Lianhe Building No. 99 Kaihong Road, Changning District Shanghai, F4, 200051 |
| Item 2. | |
| (a) | Name of person filing:
This Schedule 13G is filed by Fosun International Limited ("Fosun International"), a company organized under the laws of the Hong Kong Special Administrative Region ("Hong Kong") of the People's Republic of China (the "PRC"), Shanghai Weiyi Investment Management Co., Ltd. ("Shanghai Weiyi"), a company established under the laws of the PRC with limited liability, Wuxi Forba Tea Enterprise Management Partnership (Limited Partnership) ("Wuxi Forba"), a limited partnership established under the laws of the PRC, and Fidelidade - Companhia de Seguros, S.A. ("Fidelidade", together with Fosun International, Shanghai Weiyi and Fidelidade, the "Reporting Persons"), a company organized under the laws of Portugal.
Each of Shanghai Weiyi, Wuxi Forba and Fidelidade is a subsidiary of Fosun International. Shanghai Weiyi is the general partner of Wuxi Forba. |
| (b) | Address or principal business office or, if none, residence:
The address of the principal business office for Fosun International is Room 808, ICBC Tower, 3 Garden Road, Central, Hong Kong. The address of the principal business office for Shanghai Weiyi is 17th Floor, 600 Zhongshan No. 2 Road (E), Huangpu District, Shanghai, PRC. The address of the principal business office for Wuxi Forba is 40 Renmin South Road, Luoshe Town, Huishan District, Wuxi City, Jiangsu Province, PRC. The address of the principal business office for Fidelidade is Largo do Calhariz, 30, Lisbon, Portugal. |
| (c) | Citizenship:
See Item 2(a) |
| (d) | Title of class of securities:
Class A Ordinary Shares, par value US$0.0001 per share |
| (e) | CUSIP No.:
15743P104 |
| Item 3. | If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: |
| (a) |  Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
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| (b) | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
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| (c) | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
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| (d) | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
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| (e) | An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
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| (f) | An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
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| (g) | A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
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| (h) | A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
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| (i) | A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
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| (j) | A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
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| (k) | Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
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| Item 4. | Ownership |
| (a) | Amount beneficially owned:
See Item 9 of the cover pages to this Schedule 13G for the aggregate number of Class A Ordinary Shares (including in the form of ADSs) that are beneficially owned by each Reporting Person as of June 30, 2025. |
| (b) | Percent of class:
See Item 11 of the cover pages to this Schedule 13G for the percentage of Class A Ordinary Shares (including in the form of ADSs) that are beneficially owned by each Reporting Person as of June 30, 2025. |
| (c) | Number of shares as to which the person has:
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| | (i) Sole power to vote or to direct the vote:
See Item 5 of the cover pages to this Schedule 13G for the number of Class A Ordinary Shares (including in the form of ADSs) that are beneficially owned by each Reporting Person as of June 30, 2025 as to which there is sole power to vote or direct the vote.
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| | (ii) Shared power to vote or to direct the vote:
See Item 6 of the cover pages to this Schedule 13G for the number of Class A Ordinary Shares (including in the form of ADSs) that are beneficially owned by each Reporting Person as of June 30, 2025 as to which there is shared power to vote or direct the vote.
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| | (iii) Sole power to dispose or to direct the disposition of:
See Item 7 of the cover pages to this Schedule 13G for the number of Class A Ordinary Shares (including in the form of ADSs) that are beneficially owned by each Reporting Person as of June 30, 2025 as to which there is sole power to dispose or direct the disposition.
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| | (iv) Shared power to dispose or to direct the disposition of:
See Item 8 of the cover pages to this Schedule 13G for the number of Class A Ordinary Shares (including in the form of ADSs) that are beneficially owned by each Reporting Person as of June 30, 2025 as to which there is shared power to dispose or direct the disposition.
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| Item 5. | Ownership of 5 Percent or Less of a Class. |
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| Item 6. | Ownership of more than 5 Percent on Behalf of Another Person. |
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Not Applicable
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| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. |
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Not Applicable
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| Item 8. | Identification and Classification of Members of the Group. |
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If a group has filed this schedule pursuant to §240.13d-1(b)(1)(ii)(K), so indicate under Item 3(k) and attach an exhibit stating the identity and Item 3 classification of each member of the group. If a group has filed this schedule pursuant to §240.13d-1(c) or §240.13d-1(d), attach an exhibit stating the identity of each member of the group.
See Item 2 |
| Item 9. | Notice of Dissolution of Group. |
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Not Applicable
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Rule 13d-1(d)