X0202 SCHEDULE 13G/A 0001104659-24-004271 0001727042 XXXXXXXX LIVE 1 Class A ordinary shares, par value US$0.0001 per share 06/30/2026 0001932770 Here Group Limited 74767N107 RM 3008, 30/F, Two Exchange Square 8 Connaught Place Central K3 999077 Rule 13d-1(d) KPartners Limited E9 23170342.00 0.00 23170342.00 0.00 23170342.00 14.2 CO Note to Rows (5), (7) and (9): Represents ownership of (i) 3,200,490 Class A ordinary shares held in the form of 1,066,830 American Depositary Shares ("ADSs") and 11,753,024 Class A ordinary shares directly held by K2 Partners III Limited, (ii) 706,242 Class A ordinary shares held in the form of 235,414 ADSs and 2,475,000 Class A ordinary shares directly held by K2 Evergreen Partners Limited, and (iii) 1,117,911 Class A ordinary shares held in the form of 372,637 ADSs and 3,917,675 Class A ordinary shares directly held by K2 Family Partners Limited, as further disclosed in Item 4. Note to Row (11): The percentage is based upon 163,153,846 ordinary shares of Here Group Limited (the "Issuer") as a single class, being the sum of (i) 113,294,797 Class A ordinary shares and (ii) 49,859,049 Class B ordinary shares issued and outstanding as of October 21, 2025, assuming conversion of all Class B ordinary shares into Class A ordinary shares, as reported in the Issuer's annual report for the fiscal year ended June 30, 2025, filed with the United States Securities and Exchange Commission on Form 20-F on October 31, 2025. Each Class B ordinary share is convertible into one Class A ordinary share at any time at the option of the holder thereof. Class A ordinary shares are not convertible into Class B ordinary shares under any circumstances. Rui Zhang U0 23170342.00 0.00 23170342.00 0.00 23170342.00 14.2 IN Note to Rows (5), (7) and (9): Represents ownership of (i) 3,200,490 Class A ordinary shares held in the form of 1,066,830 ADSs and 11,753,024 Class A ordinary shares directly held by K2 Partners III Limited, (ii) 706,242 Class A ordinary shares held in the form of 235,414 ADSs and 2,475,000 Class A ordinary shares directly held by K2 Evergreen Partners Limited, and (iii) 1,117,911 Class A ordinary shares held in the form of 372,637 ADSs and 3,917,675 Class A ordinary shares directly held by K2 Family Partners Limited, as further disclosed in Item 4. Note to Row (11): The percentage is based upon 163,153,846 ordinary shares of the Issuer as a single class, being the sum of (i) 113,294,797 Class A ordinary shares and (ii) 49,859,049 Class B ordinary shares issued and outstanding as of October 21, 2025, assuming conversion of all Class B ordinary shares into Class A ordinary shares, as reported in the Issuer's annual report for the fiscal year ended June 30, 2025, filed with the United States Securities and Exchange Commission on Form 20-F on October 31, 2025. Each Class B ordinary share is convertible into one Class A ordinary share at any time at the option of the holder thereof. Class A ordinary shares are not convertible into Class B ordinary shares under any circumstances. K2 Partners III GP, LLC E9 14953514.00 0.00 14953514.00 0.00 14953514.00 9.2 CO Note to Rows (5), (7) and (9): Represents ownership of (i) 3,200,490 Class A ordinary shares held in the form of 1,066,830 ADSs, and (ii) 11,753,024 Class A ordinary shares directly held by K2 Partners III Limited, as further disclosed in Item 4. Note to Row (11): The percentage is based upon 163,153,846 ordinary shares of the Issuer as a single class, being the sum of (i) 113,294,797 Class A ordinary shares and (ii) 49,859,049 Class B ordinary shares issued and outstanding as of October 21, 2025, assuming conversion of all Class B ordinary shares into Class A ordinary shares, as reported in the Issuer's annual report for the fiscal year ended June 30, 2025, filed with the United States Securities and Exchange Commission on Form 20-F on October 31, 2025. Each Class B ordinary share is convertible into one Class A ordinary share at any time at the option of the holder thereof. Class A ordinary shares are not convertible into Class B ordinary shares under any circumstances. K2 Partners III GP, L.P. E9 14953514.00 0.00 14953514.00 0.00 14953514.00 9.2 PN Note to Rows (5), (7) and (9): Represents ownership of (i) 3,200,490 Class A ordinary shares held in the form of 1,066,830 ADSs, and (ii) 11,753,024 Class A ordinary shares directly held by K2 Partners III Limited, as further disclosed in Item 4. Note to Row (11): The percentage is based upon 163,153,846 ordinary shares of the Issuer as a single class, being the sum of (i) 113,294,797 Class A ordinary shares and (ii) 49,859,049 Class B ordinary shares issued and outstanding as of October 21, 2025, assuming conversion of all Class B ordinary shares into Class A ordinary shares, as reported in the Issuer's annual report for the fiscal year ended June 30, 2025, filed with the United States Securities and Exchange Commission on Form 20-F on October 31, 2025. Each Class B ordinary share is convertible into one Class A ordinary share at any time at the option of the holder thereof. Class A ordinary shares are not convertible into Class B ordinary shares under any circumstances. K2 Partners III L.P. E9 14953514.00 0.00 14953514.00 0.00 14953514.00 9.2 PN Note to Rows (5), (7) and (9): Represents ownership of (i) 3,200,490 Class A ordinary shares held in the form of 1,066,830 ADSs, and (ii) 11,753,024 Class A ordinary shares directly held by K2 Partners III Limited, as further disclosed in Item 4. Note to Row (11): The percentage is based upon 163,153,846 ordinary shares of the Issuer as a single class, being the sum of (i) 113,294,797 Class A ordinary shares and (ii) 49,859,049 Class B ordinary shares issued and outstanding as of October 21, 2025, assuming conversion of all Class B ordinary shares into Class A ordinary shares, as reported in the Issuer's annual report for the fiscal year ended June 30, 2025, filed with the United States Securities and Exchange Commission on Form 20-F on October 31, 2025. Each Class B ordinary share is convertible into one Class A ordinary share at any time at the option of the holder thereof. Class A ordinary shares are not convertible into Class B ordinary shares under any circumstances. K2 Partners III Limited K3 14953514.00 0.00 14953514.00 0.00 14953514.00 9.2 CO Note to Rows (5), (7) and (9): Represents ownership of (i) 3,200,490 Class A ordinary shares held in the form of 1,066,830 ADSs, and (ii) 11,753,024 Class A ordinary shares directly held by K2 Partners III Limited, as further disclosed in Item 4. Note to Row (11): The percentage is based upon 163,153,846 ordinary shares of the Issuer as a single class, being the sum of (i) 113,294,797 Class A ordinary shares and (ii) 49,859,049 Class B ordinary shares issued and outstanding as of October 21, 2025, assuming conversion of all Class B ordinary shares into Class A ordinary shares, as reported in the Issuer's annual report for the fiscal year ended June 30, 2025, filed with the United States Securities and Exchange Commission on Form 20-F on October 31, 2025. Each Class B ordinary share is convertible into one Class A ordinary share at any time at the option of the holder thereof. Class A ordinary shares are not convertible into Class B ordinary shares under any circumstances. Here Group Limited RM 3008, 30/F, Two Exchange Square, 8 Connaught Place, Central, K3, 999077. KPartners Limited, Rui Zhang, K2 Partners III GP, LLC, K2 Partners III GP, L.P., K2 Partners III L.P., and K2 Partners III Limited (collectively, the "Reporting Persons"). The address for KPartners Limited, K2 Partners III GP, LLC, K2 Partners III GP, L.P. and K2 Partners III L.P. is Osiris International Cayman Limited, Suite #4-210, Governors Square, 23 Lime Tree Bay Avenue, PO Box 32311, Grand Cayman KY1-1209, Cayman Islands. The address for K2 Partners III Limited is Room C, 20/F., Lucky Plaza, 315-321 Lockhart Road, Wanchai, Hong Kong. Rui Zhang: A Singapore Citizen KPartners Limited: Cayman Islands limited company K2 Partners III GP, LLC: Cayman Islands limited company K2 Partners III GP, L.P.: Cayman Islands exempted limited partnership K2 Partners III L.P.: Cayman Islands exempted limited partnership K2 Partners III Limited: Hong Kong limited company Y There is no CUSIP number assigned to the Class A ordinary shares. CUSIP number 74767N107 has been assigned to the ADSs of the Issuer. Each ADS represents three Class A ordinary shares. Row 9 of each Reporting Person's cover page to this Schedule 13G sets forth the aggregate number of securities of the Issuer beneficially owned by such Reporting Person and is incorporated by reference. Row 11 of each Reporting Person's cover page to this Schedule 13G sets forth the percentages of securities of the Issuer beneficially owned by such Reporting Person and is incorporated by reference. The information set forth in Row (5) of the cover page for each of the Reporting Person is incorporated herein by reference. The information set forth in Row (6) of the cover page for each of the Reporting Person is incorporated herein by reference. The information set forth in Row (7) of the cover page for each of the Reporting Person is incorporated herein by reference. The information set forth in Row (8) of the cover page for each of the Reporting Person is incorporated herein by reference. Y Y Y Y Y Y Joint Filing Agreement, dated as of January 17, 2024 (incorporated by reference to Exhibit 99.1 to the Reporting Persons' Schedule 13G filed with the SEC on January 17, 2024) KPartners Limited /s/ Rui Zhang 08/11/2026 Rui Zhang /s/ Rui Zhang 08/11/2026 K2 Partners III GP, LLC /s/ Rui Zhang 08/11/2026 K2 Partners III GP, L.P. /s/ Rui Zhang 08/11/2026 K2 Partners III L.P. /s/ Rui Zhang 08/11/2026 K2 Partners III Limited /s/ Rui Zhang 08/11/2026