0001104659-25-014741.txt : 20250218 0001104659-25-014741.hdr.sgml : 20250218 20250218160350 ACCESSION NUMBER: 0001104659-25-014741 CONFORMED SUBMISSION TYPE: SCHEDULE 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20250218 DATE AS OF CHANGE: 20250218 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Jianpu Technology Inc. CENTRAL INDEX KEY: 0001713923 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING, DATA PROCESSING, ETC. [7370] ORGANIZATION NAME: 06 Technology IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: SCHEDULE 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-90190 FILM NUMBER: 25634787 BUSINESS ADDRESS: STREET 1: 5F TIMES CYBER BUILDING, 19 SOUTH STREET 2: HAIDIAN ROAD, HAIDIAN DISTRICT CITY: BEIJING STATE: F4 ZIP: 100080 BUSINESS PHONE: 00861082625755 MAIL ADDRESS: STREET 1: 5F TIMES CYBER BUILDING, 19 SOUTH STREET 2: HAIDIAN ROAD, HAIDIAN DISTRICT CITY: BEIJING STATE: F4 ZIP: 100080 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Zhuang Chenchao CENTRAL INDEX KEY: 0001750595 ORGANIZATION NAME: FILING VALUES: FORM TYPE: SCHEDULE 13D/A MAIL ADDRESS: STREET 1: A901 STREET 2: PINGAN INTERNATIONAL FINANCIAL CENTER CITY: BEIJING STATE: F4 ZIP: 100027 SCHEDULE 13D/A 1 primary_doc.xml SCHEDULE 13D/A 0001104659-18-053364 0001750595 XXXXXXXX LIVE 1 Class A ordinary shares, US$0.0001 par value per share 02/13/2025 false 0001713923 47738D309 Jianpu Technology Inc.

5F Times Cyber Building 19 South Haidian Road, Haidian District Beijing F4 100080

Jianpu Technology Inc. 86-10-6242-7068 5F Times Cyber Building 19 South Haidian Road, Haidian District Beijing F4 100080 0001750595 N Chenchao Zhuang AF N U0 40975830.00 0.00 40975830.00 0.00 40975830.00 N 10.9 IN Represents (i) 29,225,830 Class A ordinary shares held by Sun Flower Information Technology Ltd. and (ii) 500,000 Class A ordinary shares in the form of ADSs and 11,250,000 Class A ordinary shares held by Lucky Fish Information Technology Limited. Sun Flower Information Technology Ltd. is a British Virgin Islands company, 5% owned by Mr. Chenchao Zhuang and 95% owned by Lucky Fish Information Technology Limited. Lucky Fish Information Technology Limited is a British Virgin Islands company wholly owned by Mr. Xianqing Zhuang, who is Mr. Chenchao Zhuang's father. The percentage of the class of securities is calculated by dividing the number of shares beneficially owned by the reporting person by 375,316,285 ordinary shares, being all of the issuer's issued and outstanding ordinary shares as of the issuer's first half year 2024 unaudited financial results. Y Sun Flower Information Technology Ltd. WC N D8 29225830.00 0.00 29225830.00 0.00 29225830.00 N 7.8 CO Represents 29,225,830 Class A ordinary shares held by Sun Flower Information Technology Ltd. Sun Flower Information Technology Ltd. is a British Virgin Islands company, 5% owned by Mr. Chenchao Zhuang and 95% owned by Lucky Fish Information Technology Limited. Lucky Fish Information Technology Limited is a British Virgin Islands company wholly owned by Mr. Xianqing Zhuang, who is Mr. Chenchao Zhuang's father. The percentage of the class of securities is calculated by dividing the number of shares beneficially owned by the reporting person by 375,316,285 ordinary shares, being all of the issuer's issued and outstanding ordinary shares as of the issuer's first half year 2024 unaudited financial results. Y Lucky Fish Information Technology Limited WC N D8 11750000.00 0.00 11750000.00 0.00 11750000.00 N 3.1 CO Represents 500,000 Class A ordinary shares in the form of ADSs and 11,250,000 Class A ordinary shares held by Lucky Fish Information Technology Limited. Lucky Fish Information Technology Limited is a British Virgin Islands company wholly owned by Mr. Xianqing Zhuang, who is Mr. Chenchao Zhuang's father. The percentage of the class of securities is calculated by dividing the number of shares beneficially owned by the reporting person by 375,316,285 ordinary shares, being all of the issuer's issued and outstanding ordinary shares as of the issuer's first half year 2024 unaudited financial results. Class A ordinary shares, US$0.0001 par value per share Jianpu Technology Inc. 5F Times Cyber Building 19 South Haidian Road, Haidian District Beijing F4 100080 The Ordinary Shares of the Issuer consist of Class A Ordinary Shares (including Class A Ordinary Shares represented by ADSs) and Class B Ordinary Shares, par value $0.0001 each. Each Class B Ordinary Share is convertible into one Class A Ordinary Share at any time by the holder thereof. Class A Ordinary Shares are not convertible into Class B Ordinary Shares under any circumstances. The issuer currently has no issued and outstanding Class B ordinary shares, and all shareholders hold Class A ordinary shares with equal voting rights. The ADSs are quoted on the OTCQB and are currently traded under the symbol "AIJTY." Chenchao Zhuang Sun Flower Information Technology Ltd. Lucky Fish Information Technology Limited Chenchao Zhuang Jianpu Technology Inc., 5F Times Cyber Building, 19 South Haidian Road, Haidian District, Beijing, People's Republic of China. Sun Flower Information Technology Ltd. Jianpu Technology Inc., 5F Times Cyber Building, 19 South Haidian Road, Haidian District, Beijing, People's Republic of China. Lucky Fish Information Technology Limited Jianpu Technology Inc., 5F Times Cyber Building, 19 South Haidian Road, Haidian District, Beijing, People's Republic of China. Partner, Zebra Global Capital Management, 7/F CityChamp Building, No. 12 Taiyanggong Middle Road, Chaoyang, Beijing, People's Republic of China. No No Chenchao Zhuang - Singapore Sun Flower Information Technology Ltd. - British Virgin Islands Lucky Fish Information Technology Limited - British Virgin Islands All of the Class B ordinary shares beneficially owned by Mr. Zhuang were converted into Class A ordinary shares following his resignation as a director of the issuer. In addition, based on the Form 6-K furnished by the issuer on February 13, 2025, Mr. Daqing (David) Ye, Mr. Caofeng Liu and Mr. Jiayan Lu provided notices to the issuer to voluntarily convert all of the Class B ordinary shares of the issuer held by such entities into Class A ordinary shares. Holders of Class A ordinary shares are entitled to one vote per share, while holders of Class B ordinary shares are entitled to ten votes per share. The conversion of the Class B ordinary shares of Mr. Daqing (David) Ye, Mr. Caofeng Liu and Mr. Jiayan Lu resulted in the increase of the voting power of the Reporting Persons. The information set forth in Item 3 is hereby incorporated by reference in its entirety. None of the Reporting Persons has any present plan or proposal which related to or would result in any transaction, change or event specified in clauses (a) through (j) of Item 4 of Schedule 13D. The Reporting Persons reserve the right to take such actions in the future as they deem appropriate, including changing the purpose described above or adopting plans or proposals with respect to one or more of the items described in subparagraphs (a) through (j) of Item 4 of Schedule 13D. The responses of each Reporting Person to Rows (7) through (13) of the cover pages of this Schedule 13D are hereby incorporated by reference in this Item 5. The responses of each Reporting Person to Rows (7) through (13) of the cover pages of this Schedule 13D are hereby incorporated by reference in this Item 5. None of the Reporting Persons has effected any transaction in the ordinary shares of the Issuer during the past 60 days. Except as disclosed in this Schedule 13D, to the best knowledge of the Reporting Persons, no other person has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the ordinary shares of the Issuer beneficially owned by any of the Reporting Persons. Exhibit A* Joint Filing Agreement, dated August 23, 2018 by and between the Reporting Persons https://www.sec.gov/Archives/edgar/data/1713923/000110465918053364/a18-21059_1ex99da.htm Chenchao Zhuang /s/ Chenchao Zhuang 02/18/2025 Sun Flower Information Technology Ltd. /s/ Chenchao Zhuang 02/18/2025 Lucky Fish Information Technology Limited /s/ Chenchao Zhuang 02/18/2025