SCHEDULE 13D/A 0001193125-23-270938 0001210133 XXXXXXXX LIVE 3 Class A Ordinary Shares, par value US$0.01 per share 03/07/2025 true 0001709505 08653C106 BEST Inc.

2nd Floor, Block A, Huaxing Modern No.18 Tangmiao Road, Xihu District, Zhejiang Province F4 310013

George Chow (86) 571 8899 5656 BEST Inc., Huaxing Park 18 Tangmiao Rd, Xihu, Hangzhou Zhejiang F4 310013 Jinwei Zhang (852) 2215 5100 Alibaba Group Holding Limited 26/F Tower One, Times Square1 Matheson Street Causeway Bay K3 000000 Mark Lehmkuhler, Esq. (852) 3976 8828 Fangda Partners 26/F One Exchange Square, 8 Connaught Place Central K3 000000 Peng Yu, Esq. Kirkland & Ellis (852) 3761 3300 26th Floor Gloucester Tower The Landmark 15 Queen's Central K3 000000 0001210133 N Shao-Ning Johnny Chou b OO N X1 0 0 0 0 0 Y 0 IN Y George Chow b OO N K3 0 0 0 0 0 Y 0 IN Y Alibaba Group Holding Limited b OO N E9 0 0 0 0 0 Y 0 CO Y Alibaba Investment Limited b OO N D8 0 0 0 0 0 Y 0 CO Y Alibaba.com China Limited b OO N K3 0 0 0 0 0 Y 0 CO Y Ali CN Investment Holding Limited b OO N D8 0 0 0 0 0 Y 0 CO Y Cainiao Smart Logistics Network Limited b OO N E9 0 0 0 0 0 Y 0 CO Y Cainiao Smart Logistics Investment Limited b OO N D8 0 0 0 0 0 Y 0 CO Y BJ Russell Holdings Limited b OO N D8 0 0 0 0 0 Y 0 CO Y Hung Chris Hui b OO N F4 0 0 0 0 0 Y 0 IN Y Yahong Liang b OO N F4 0 0 0 0 0 Y 0 IN Y IDG-Accel China Capital II L.P. b OO N E9 0 0 0 0 0 Y 0 PN Y IDG-Accel China Capital II Associates L.P. b OO N E9 0 0 0 0 0 Y 0 PN Y IDG-Accel China Capital II Investors L.P. b OO N E9 0 0 0 0 0 Y 0 PN Y IDG-Accel China Capital GP II Associates Ltd. b OO N E9 0 0 0 0 0 Y 0 CO Y Quan Zhou b OO N X1 0 0 0 0 0 Y 0 IN Y Chi Sing Ho b OO N Z4 0 0 0 0 0 Y 0 IN Y Shaohan Joe Chou b OO N X1 0 0 0 0 0 Y 0 IN Y David Hsiaoming Ting b OO N X1 0 0 0 0 0 Y 0 IN Y The 2012 MKB Irrevocable Trust b OO N X1 0 0 0 0 0 Y 0 OO Y Ting Childrens Irrevocable Trust b OO N X1 0 0 0 0 0 Y 0 OO Y Michael Chang b OO N X1 0 0 0 0 0 Y 0 IN Y Ting Family Trust b OO N X1 0 0 0 0 0 Y 0 OO Y Linda Chang Ting b OO N X1 0 0 0 0 0 Y 0 IN Y Sunshui Hopeson Capital Limited b OO N D8 0 0 0 0 0 Y 0 CO Y Shanghai Yihao Stock Equity Investment Fund Partnership Enterprise (Limited Partnership) b OO N F4 0 0 0 0 0 Y 0 OO Y Hu Junbo b OO N K3 0 0 0 0 0 Y 0 CO Y Deng Yanbo b OO N F4 0 0 0 0 0 Y 0 CO Y Peng Chen b OO N F4 0 0 0 Y 0 IN Y Jimei Liu b OO N F4 0 0 0 Y 0 IN Y Mangli Zhang b OO N F4 0 0 0 Y 0 IN Y Yanbing Zhang b OO N F4 0 0 0 Y 0 IN Y Tao Liu b OO N F4 0 0 0 Y 0 IN Y Xiaoqing Wang b OO N F4 0 0 0 Y 0 IN Y Lili He b OO N F4 0 0 0 0 Y 0 IN Y Bo Liu b OO N F4 0 0 0 Y 0 IN Y Yidong Xu b OO N F4 0 0 0 Y 0 IN Y Robert Zhu b OO N I0 0 0 0 Y 0 IN Y Broad Street Principal Investments, L.L.C. b OO N DE 0 0 0 0 0 Y 0 OO Y MBD 2014 Holdings, L.P. b OO N E9 0 0 0 0 0 Y 0 PN Y Stone Street 2014 Holdings, L.P. b OO N E9 0 0 0 0 0 Y 0 PN Y Bridge Street 2014 Holdings, L.P. b OO N E9 0 0 0 0 0 Y 0 PN Y The Goldman Sachs Group, Inc. b AF OO N DE 0 0 0 0 0 Y 0 HC CO Y Goldman Sachs & Co. LLC b AF OO N NY 0 0 0 0 0 Y 0 OO Y Genesis Capital Enterprise Inc b OO N D8 0 0 0 0 Y 0 CO Y Mingxia Fu b OO N K3 0 0 0 0 0 Y 0 IN Y CBLC Investment Limited b OO N D8 0 0 0 0 Y 0 CO Y Citron PE Funds II Limited b OO N E9 0 0 0 0 0 Y 0 CO Y CCAP Best Logistics Holdings Limited b OO N D8 0 0 0 0 Y 0 CO Y CDIB Capital Investment I Limited b OO N D8 0 0 0 0 Y 0 CO Y KGI Financial Holding Co., Ltd. b OO N F5 0 0 0 0 Y 0 CO Y Shanghai Guangshi Investment Center (Limited Partnership) b OO N F4 0 0 0 0 Y 0 CO Y Everbright (Tianjin) Industrial Investment Fund Management Co., Ltd. b OO N F4 0 0 0 0 Y 0 CO Class A Ordinary Shares, par value US$0.01 per share BEST Inc. 2nd Floor, Block A, Huaxing Modern No.18 Tangmiao Road, Xihu District, Zhejiang Province F4 310013 This amendment to Schedule 13D (this "Amendment") constitutes Amendment No. 3 to the Schedule 13D filed with the SEC on November 6, 2023 with respect to Class A Ordinary Shares of the Issuer on behalf of Shao-Ning Johnny Chou, George Chow, AGHL, AIL, Alibaba.com Hong Kong Limited ("AHKL"), Ali CN, CIL, BJ Russell, Hung Chris Hui and Yahong Liang as amended by an Amendment No.1 filed with the SEC on June 21, 2024 and by an Amendment No. 2 filed with the SEC on October 11, 2024 (collectively, the "Original Schedule 13D", and the Original Schedule 13D together with this Amendment, the "Statement") with respect to Class A Ordinary Shares of the Issuer on behalf of Shao-Ning Johnny Chou, George Chow, AGHL, AIL, AHKL, ACL, Ali CN, CIL, BJ Russell, Hung Chris Hui, Yahong Liang, IDG-Accel China Capital II L.P., IDG-Accel China Capital II Associates L.P., IDG-Accel China Capital II Investors L.P., IDG-Accel China Capital GP II Associates Ltd., Quan Zhou and Chi Sing Ho. This Amendment constitutes Amendment No. 7 to the Schedule 13D as originally filed by AGHL and AIL with the SEC on September 29, 2017, as further amended by Amendment No. 1 thereto filed by AGHL, AIL, Ali CN, Cainiao and CIL with the SEC on October 19, 2017, Amendment No. 2 thereto filed by AGHL, AIL, Ali CN, Cainiao and CIL with the SEC on September 19, 2019, Amendment No. 3 thereto filed by AGHL, AIL, AHKL, Ali CN, Cainiao and CIL with the SEC on June 3, 2020, Amendment No. 4 thereto filed by AGHL, AIL, AHKL, Ali CN, Cainiao and CIL with the SEC on November 6, 2023 and Amendment No. 5 thereto filed by AGHL, AIL, AHKL, ACL, Ali CN, Cainiao and CIL with the SEC on June 21, 2024. This Amendment also constitutes Amendment No. 1 to the Schedule 13D filed by Peng Chen, Jimei Liu, Mangli Zhang, Yanbing Zhang, Tao Liu, Xiaoqing Wang, Lili He, Bo Liu, Yidong Xu, Robert Zhu, Broad Street Principal Investments, L.L.C., MBD 2014 Holdings, L.P., Stone Street 2014 Holdings, L.P., Bridge Street 2014 Holdings, L.P., The Goldman Sachs Group, Inc., Goldman Sachs & Co. LLC, Genesis Capital Enterprise Inc, Mingxia Fu, CBLC Investment Limited, Citron PE Funds II Limited, CCAP Best Logistics Holdings Limited, CDIB Capital Investment I Limited, KGI Financial Holding Co., Ltd., Shanghai Guangshi Investment Center (Limited Partnership) and Everbright (Tianjin) Industrial Investment Fund Management Co., Ltd. with respect to the Class A Ordinary Shares of the Issuer. Unless otherwise stated herein, the Original Schedule 13D remains in full force and effect. Terms used herein and not otherwise defined herein shall have the meaning ascribed thereto in the Original Schedule 13D. Mr. Chou previously reported his beneficial ownership of the ordinary shares of the Issuer on Schedule 13Gs filed by Mr. Chou with the SEC, most recently by Amendment No. 4 to Schedule 13G filed by Mr. Chou with the SEC on December 31, 2023. BJ Russell previously reported its beneficial ownership of the ordinary shares of the Issuer on the Schedule 13G filed by BJ Russell on July 17, 2023. As a result of the events described in Item 4, Mr. Chou and BJ Russell have ceased filing statements on Schedule 13G with respect to the Issuer but may resume reporting their beneficial ownership on Schedule 13G if and when required and eligible to do so. Except as amended and supplemented herein, the information set forth in the Original Schedule 13D remains unchanged. This Statement is being filed jointly by and on behalf of the Reporting Persons pursuant to Rule 13d-1(k) under Section 13 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). The Reporting Persons may be deemed to constitute a "group" within the meaning of Section 13(d)(3) of the Exchange Act with respect to the Proposed Transaction described in Item 4 of this Statement. Except as otherwise stated herein, each Reporting Person expressly disclaims beneficial ownership for all purposes of the Class A Ordinary Shares, Class B Ordinary Shares, Class C Ordinary Shares and ADSs held by each other Reporting Person. The agreement between the Reporting Persons relating to the joint filing of this Statement is attached hereto as Exhibit 99.20. Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person assumes responsibility for the accuracy or completeness of the information concerning the other Reporting Persons, except as otherwise provided in Rule 13d-l(k). Item 4 of the Original Schedule 13D is hereby amended and supplemented by adding the following at the end thereof: Due to an inadvertent oversight, the number of Class A Shares beneficially owned by each of Mr. Chow and Shaohan Joe Chou was misstated in the relevant transaction documents and the transaction statement on Schedule 13E-3. As of October 11, 2024, Mr. Chow beneficially owned 7,203,187 Class A Shares and Shaohan Joe Chou beneficially owned 4,511,395 Class A Shares. Based on such corrected numbers, as of October 11, 2024, the Rollover Shareholders collectively beneficially own 112,295,758 Class A Shares (including Class A Shares represented by ADSs, but excluding, for purpose of this calculation, the Class A Shares they may acquire through the exercise or vesting of Company Options and/or Company RSU Awards), 94,075,249 Class B Shares and 47,790,698 Class C Shares, which collectively represent approximately 67.4% of the total issued and outstanding shares in the Company and approximately 96.0% of the total voting power of the outstanding shares in the Company. As of the date of the Proxy Statement, the directors and executive officers of the Company hold an aggregate of 13,942,527 Class A Shares, nil Class B Share, 47,790,698 Class C Shares, and 1,228,500 Company Options or Company RSU Awards that are exercisable or will be vested within 60 days after the date of this proxy statement. As a result of these corrections to the Class A Shares respectively beneficially owned by Mr. Chow and Shaohan Joe Chou, the number of Class A Shares to be contributed by Rollover Investors under the Rollover and Contribution Agreement is 569,720 Class A Ordinary Shares lower than the number of shares previously assumed to be contributed by the Rollover Investors at the Effective Date of the Merger. Consequently, additional incremental cash funding is required to consummate the Merger, and the parties to the Interim Consortium Agreement and the Rollover and Contribution Agreement have agreed that, upon the terms of and subject to the conditions set forth in the Interim Consortium Agreement, the Rollover and Contribution Agreement and his Amended and Restated Equity Commitment Letter, Mr. Chou will now subscribe for 27,153,824 Parent Shares for a contribution of US$3,910,151 to cover this additional funding requirement. As further described below, the Amendment No. 1 to the Interim Consortium Agreement, the Amendment No. 1 to the Rollover and Contribution Agreement and the Amendment Agreement to Amended and Restated Equity Commitment Letter between Parent and Mr. Chou were entered into accordingly on March 7, 2025 to reflect such changes. On March 7, 2025 each of BEST Global Partners, Shao-Ning Johnny, Chou, George Chow and certain other parties under the Interim Consortium Agreement and each of Peng Chen, Jimei Liu, Mangli Zhang, Yanbing Zhang, Tao Liu, Xiaoqing Wang, Lili He, Bo Liu, Yidong Xu, Robert Zhu, Broad Street, MBD 2014, Stone Street, Bridge Street, Genesis Capital, CBLC, CCAP, CDIB and Shanghai Guangshi Investment Center (Limited Partnership) who entered into the Joinder Agreement to the Interim Consortium Agreement on October 11, 2024, executed and delivered an Amendment No.1 to the Interim Consortium Agreement, pursuant to which the parties thereunder replaced the Schedule I and the Schedule II of the Interim Consortium Agreement with new schedules listed thereunder. On March 7, 2025 each of BEST Global Partners, Shao-Ning Johnny, Chou, George Chow and certain other parties under the Rollover and Contribution Agreement and each of Peng Chen, Jimei Liu, Mangli Zhang, Yanbing Zhang, Tao Liu, Xiaoqing Wang, Lili He, Bo Liu, Yidong Xu, Robert Zhu, Broad Street, MBD 2014, Stone Street, Bridge Street, Genesis Capital, CBLC, CCAP, CDIB and Shanghai Guangshi Investment Center (Limited Partnership) who entered into the Joinder Agreement to the Rollover and Contribution Agreement on October 11, 2024, executed and delivered an Amendment No. 1 to the Rollover and Contribution Agreement, pursuant to which the parties thereunder replaced the Schedule B of the Rollover and Contribution Agreement with the new schedule listed thereunder. On March 7, 2025, each of Shao-Ning Johnny, Chen Hong, Denlux Logistics Technology Invest Inc., George Chow and Kiu Sau Hung executed and delivered an Amendment No. 1 to Amended and Restated Equity Commitment Letter, to replace the Schedule 1 of each respective Amended and Restated Equity Commitment Letter with the respective new schedule listed thereunder. On March 7, 2025 the Issuer and the Merger Sub filed the Plan of Merger with the Registrar of Companies of the Cayman Islands, which was registered by the Registrar of Companies of the Cayman Islands as of March 7, 2025, pursuant to which the Merger became effective on March 7, 2025 (the "Effective Time"). As a result of the Merger, the Issuer became a wholly owned subsidiary of Parent. At the Effective Time, (a) each share of the Issuer issued and outstanding immediately prior to the Effective Time (other than the Excluded Shares, the Dissenting Shares (each as defined in the Merger Agreement) and shares represented by ADSs) was cancelled in exchange for the right to receive $0.144 in cash per share without interest; (ii) each ADS, representing twenty (20) Class A Ordinary Shares, issued and outstanding immediately prior to the Effective Time, together with the underlying Class A Ordinary Shares represented by such ADS, was cancelled in exchange for the right to receive $2.88 in cash per ADS without interest; (iii) each Qualified Company Option and Qualified Company RSU Award (each as defined in the Merger Agreement) was cancelled and immediately converted into the right to receive in exchange therefor an equivalent award granted by Parent with substantially the same economic terms; (iv) each Non-Qualified Vested Company Option (as defined in the Merger Agreement) was cancelled and immediately converted into the right to receive in exchange therefor an amount of cash equal to (1) the excess, if any, of (a) $0.144 over (b) the exercise price, multiplied by (2) the number of Ordinary Shares underlying such Non-Qualified Vested Company Option; (v) each Non-Qualified Unvested Company Option and Non-Qualified Company RSU Award (each as defined in the Merger Agreement) was cancelled without any payment therefor. As a result of the Merger, the ADSs ceased to trade on the New York Stock Exchange (the "NYSE") on March 7, 2025 and became eligible for delisting from the NYSE and termination of registration pursuant to Rules 12g-4(a)(1) and 12h-3(b)(1)(i) of the Exchange Act. The Issuer has requested the NYSE to file an application on Form 25 with the SEC notifying the SEC of the delisting of the ADSs on the NYSE and the deregistration of the Issuer's registered securities. The deregistration will become effective 90 days after the filing of Form 25 or such shorter period as may be determined by the SEC. The Issuer intends to suspend its reporting obligations under the Exchange Act by filing a Form 15 with the SEC in approximately 10 days following the filing of the Form 25. The Issuer's obligations to file with the SEC certain reports and forms, including Form 20-F and Form 6-K, will be suspended immediately as of the filing date of the Form 15 and will terminate once the deregistration becomes effective. Accordingly, this Amendment constitutes an exit filing for the Reporting Persons. As a result of the Merger, as described in Item 4 of this Amendment, the Reporting Persons do not beneficially own any securities of the Issuer or have any voting power or dispositive power over any securities of the Issuer. As a result of the Merger, as described in Item 4 of this Amendment, the Reporting Persons do not beneficially own any securities of the Issuer or have any voting power or dispositive power over any securities of the Issuer. Except as set forth in Item 4 of this Amendment or previously reported in the Original Schedule 13D, to the knowledge of each of the Reporting Persons, none of the Reporting Persons has effected any transactions in any securities of the Issuer during the past 60 days. Not applicable. March 7, 2025 Exhibit 99.20 Joint Filing Agreement, dated October 11, 2024 Exhibit 99.21 Form of Amendment No.1 to Interim Consortium Agreement Exhibit 99.22 Form of Amendment No. 1 to Rollover and Contribution Agreement Exhibit 99.23 Form of Amendment Agreement to Amended and Restated Equity Commitment Letter Shao-Ning Johnny Chou /s/ 03/07/2025 George Chow /s/ 03/07/2025 Alibaba Group Holding Limited /s/ 03/07/2025 Alibaba Investment Limited /s/ 03/07/2025 Alibaba.com China Limited /s/ 03/07/2025 Ali CN Investment Holding Limited /s/ 03/07/2025 Cainiao Smart Logistics Network Limited /s/ 03/07/2025 Cainiao Smart Logistics Investment Limited /s/ 03/07/2025 BJ Russell Holdings Limited /s/ 03/07/2025 Hung Chris Hui /s/ 03/07/2025 Yahong Liang /s/ 03/07/2025 IDG-Accel China Capital II L.P. /s/ 03/07/2025 IDG-Accel China Capital II Associates L.P. /s/ 03/07/2025 IDG-Accel China Capital II Investors L.P. /s/ 03/07/2025 IDG-Accel China Capital GP II Associates Ltd. /s/ 03/07/2025 Quan Zhou /s/ 03/07/2025 Chi Sing Ho /s/ 03/07/2025 Shaohan Joe Chou /s/ 03/07/2025 David Hsiaoming Ting /s/ 03/07/2025 The 2012 MKB Irrevocable Trust /s/ 03/07/2025 Ting Childrens Irrevocable Trust /s/ 03/07/2025 Michael Chang /s/ 03/07/2025 Ting Family Trust /s/ 03/07/2025 Linda Chang Ting /s/ 03/07/2025 Sunshui Hopeson Capital Limited /s/ 03/07/2025 Shanghai Yihao Stock Equity Investment Fund Partnership Enterprise (Limited Partnership) /s/ 03/07/2025 Hu Junbo /s/ 03/07/2025 Deng Yanbo /s/ 03/07/2025 Peng Chen /s/ 03/07/2025 Jimei Liu /s/ 03/07/2025 Mangli Zhang /s/ 03/07/2025 Yanbing Zhang /s/ 03/07/2025 Tao Liu /s/ 03/07/2025 Xiaoqing Wang /s/ 03/07/2025 Lili He /s/ 03/07/2025 Bo Liu /s/ 03/07/2025 Yidong Xu /s/ 03/07/2025 Robert Zhu /s/ 03/07/2025 Broad Street Principal Investments, L.L.C. /s/ 03/07/2025 MBD 2014 Holdings, L.P. /s/ 03/07/2025 Stone Street 2014 Holdings, L.P. /s/ 03/07/2025 Bridge Street 2014 Holdings, L.P. /s/ 03/07/2025 The Goldman Sachs Group, Inc. /s/ 03/07/2025 Goldman Sachs & Co. LLC /s/ 03/07/2025 Genesis Capital Enterprise Inc /s/ 03/07/2025 Mingxia Fu /s/ 03/07/2025 CBLC Investment Limited /s/ 03/07/2025 Citron PE Funds II Limited /s/ 03/07/2025 CCAP Best Logistics Holdings Limited /s/ 03/07/2025 CDIB Capital Investment I Limited /s/ 03/07/2025 KGI Financial Holding Co., Ltd. /s/ 03/07/2025 Shanghai Guangshi Investment Center (Limited Partnership) /s/ 03/07/2025 Everbright (Tianjin) Industrial Investment Fund Management Co., Ltd. /s/ 03/07/2025