Jun Zhu Amends The9 Ltd. Stake, Updates 13D/A Filing

Ticker: NCTY · Form: SC 13D/A · Filed: Jan 30, 2024 · CIK: 1296774

Complexity: simple

Sentiment: neutral

Topics: insider-ownership, amendment, beneficial-ownership

TL;DR

**Insider Jun Zhu just updated his ownership in The9 Limited via a 13D/A amendment.**

AI Summary

Jun Zhu, through Incsight Limited, filed an Amendment No. 11 to his Schedule 13D/A for The9 Limited on January 29, 2024. This filing updates his beneficial ownership of Class A ordinary shares, par value US$0.01 per share, of The9 Limited. This matters to investors because it provides transparency into the holdings of a significant insider, Jun Zhu, who is authorized to receive notices for Incsight Limited, potentially signaling his ongoing commitment or changes in his investment strategy in The9 Limited.

Why It Matters

This filing provides an updated look at a key insider's ownership in The9 Limited, which can influence investor confidence and perception of the company's stability.

Risk Assessment

Risk Level: low — This filing is a routine update to an existing ownership disclosure and does not indicate any immediate high-risk events.

Analyst Insight

Investors should note the continued involvement of Jun Zhu, a key insider, and monitor future filings for any significant changes in his beneficial ownership, as this could signal shifts in company strategy or outlook.

Key Numbers

Key Players & Entities

Forward-Looking Statements

FAQ

Who is the reporting person for this SC 13D/A filing?

The reporting person for this SC 13D/A filing is Jun Zhu, who is also authorized to receive notices and communications for Incsight Limited.

What is the name of the issuer whose securities are being reported in this filing?

The name of the issuer is The9 Limited.

What is the title of the class of securities being reported?

The title of the class of securities is Class A ordinary shares, par value US$0.01 per share.

What is the CUSIP number associated with these securities?

The CUSIP number is 88337K401, which applies to the American Depositary Shares (ADSs) of The9 Limited.

When was the date of the event that required this amendment filing?

The date of the event which required the filing of this Amendment No. 11 was January 29, 2024.

Filing Stats: 2,418 words · 10 min read · ~8 pages · Grade level 11.7 · Accepted 2024-01-30 06:12:47

Key Financial Figures

Filing Documents

Security and Issuer

Item 1. Security and Issuer.

of the Schedule 13D is hereby amended by

Item 1 of the Schedule 13D is hereby amended by the following. This Schedule 13D relates to the Class A ordinary shares, par value US$0.01 per share, including Class A ordinary shares represented by American depositary shares (the “ ADSs ”), each representing three hundred (300) Class A ordinary shares, and Class B ordinary shares of The9 Limited (the “ Issuer ”), an exempted company incorporated with limited liability and existing under the laws of the Cayman Islands. The ADSs are listed on the Nasdaq Stock Market (“ Nasdaq ”) under the symbol “NCTY.” The principal executive offices of the Issuer are located at 17 Floor, No. 130 Wu Song Road, Hong Kou District, Shanghai 200080, People’s Republic of China.

Identity and Background

Item 2. Identity and Background.

of the Schedule 13D is hereby amended by

Item 2 of the Schedule 13D is hereby amended by the following. (a)–(c), (f) This Schedule 13D is being filed jointly by Jun Zhu (“ Mr. Zhu ”) and Incsight Limited, a company with limited liability incorporated under the laws of the British Virgin Islands (“Incsight,” together with Mr. Zhu, the “ Reporting Persons ,” and each, a “ Reporting Person ”). Mr. Zhu is the Chairman of the Board of Directors and Chief Executive Officer of the Issuer. Mr. Zhu is a citizen of the Republic of Singapore. The principal business address of Mr. Zhu is c/o 17 Floor, No. 130 Wu Song Road, Hong Kou District, Shanghai 200080, People’s Republic of China. Incsight is principally an investment holding vehicle and is wholly owned and controlled by Mr. Zhu. The principal business address of Incsight is c/o 17 Floor, No. 130 Wu Song Road, Hong Kou District, Shanghai 200080, People’s Republic of China. (d), (e) During the past five years, none of any Reporting Person or (a) any partner, executive officer or director of any Reporting Person, (b) any person controlling any Reporting Person or (c) any partner, executive officer or director of any person ultimately in control of any Reporting Person has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) has been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

Source and Amount of Funds or Other Consideration

Item 3. Source and Amount of Funds or Other Consideration.

of the Schedule 13D is hereby supplemented

Item 3 of the Schedule 13D is hereby supplemented by the following. From October 5, 2023 to January 29, 2024, Mr. Jun Zhu, through Incsight Limited, effected series of trading transactions in connection with the ADSs of the Issuer in the open market using his personal funds, which ultimately resulted in a net increase of 64,042 ADSs, representing 19,212,600 Class A ordinary shares of the Issuer, acquired at a weighted-average price of US$4.199 per ADS. Other than the aforementioned, no other transaction in the securities of the Issuer was conducted by the reporting persons during the past 60 days.

Interest in Securities of the Issuer

Item 5. Interest in Securities of the Issuer. The first paragraph under Item 5(a)–(b) of the Schedule 13D is hereby amended and restated as follows. (a)–(b) The following information with respect to the ownership of the ordinary shares beneficially owned by the Reporting Persons filing this statement on Schedule 13D/A is provided as of January 29, 2024. For Mr. Jun Zhu Class A ordinary shares Class B ordinary shares Total ordinary shares on the as- converted basis Percentage of Aggregate Voting Power (a) Amount beneficially owned 250,729,924 (1) 13,607,334 (1) 264,337,258 (1) — (b) Percent of class: 17.8 % (2) 100.0 % (3) 18.6 % (4) 58.2 % (5) (c) Number of shares as to which the person has: (i) Sole power to vote or to direct the vote 250,729,924 (1) 13,607,334 (1) 264,337,258 (1) — (ii) Shared power to vote or to direct the vote 0 0 0 — (iii) Sole power to dispose or to direct the disposition of 250,729,924 (1) 13,607,334 (1) 264,337,258 (1) — (iv) Shared power to dispose or to direct the disposition of 0 0 0 — Notes: (1) Includes (i) 6,107,334 Class B ordinary shares and 20,124,694 Class A ordinary shares represented by ADSs held by Incsight Limited, a British Virgin Islands company that is wholly owned and controlled by Mr. Jun Zhu, and (ii) 7,500,000 Class B ordinary shares, 225,300,000 Class A ordinary shares and 5,305,230 Class A ordinary shares represented by ADSs held by Mr. Jun Zhu, among which 114,000,000 Class A ordinary shares are subject to lock-up period and restrictions that will be removed in installments, provided that certain pre-agreed performance target of the Issuer are met. Each Class B ordinary share is convertible at the option of the holder into one Class A ordinary share, whereas Class A ordinary shares are not convertible into Class B ordinary shares under any circumstances. (2) Based on 1,410,383,293 Class A ordinary shares outstanding as of January 29, 202

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