SC 13G/A: Ucommune International Ltd

AI Summary

SC 13G/A filing by Ucommune International Ltd.

Risk Assessment

Risk Level: low

FAQ

Key Financial Figures

• $0.024 — of Issuer) Class A Ordinary Shares, US$0.024 par value per share (Title of Class o

Filing Documents

• ea0217596-13ga3zhao_ucom.htm (SC 13G/A) — 97KB
• ea021759601ex99-1_ucommune.htm (EX-99.1) — 7KB
• 0001213900-24-087963.txt ( ) — 105KB

(a). Name of Issuer

Item 1(a). Name of Issuer: Ucommune International Ltd

(b). Address of Issuer’s

Item 1(b). Address of Issuer’s Principal Executive Offices: Tower D, Floor B1 No.2 Guang Hua Road Chaoyang District, Beijing People’s Republic of China, 100026

(a). Name of Person Filing

Item 2(a). Name of Person Filing: Weihao Zhao Zhaozhu Hu Ambitious World Limited

(b). Address or Principal

Item 2(b). Address or Principal Business Office or, if None, Residence: Weihao Zhao – No.8, Hongfu Road, Daxing District, Beijing, People’s Republic of China Zhaozhu Hu – No.8, Hongfu Road, Daxing District, Beijing, People’s Republic of China Ambitious World Limited – Sertus Chambers, P.O. Box 905, Quastisky Building, Road Town, Tortola, British Virgin Islands

(c). Citizenship

Item 2(c). Citizenship: Weihao Zhao – The People’s Republic of China Zhaozhu Hu – The People’s Republic of China Ambitious World Limited – British Virgin Islands

(d). Title of Class of Securities

Item 2(d). Title of Class of Securities: Class A ordinary shares, US$0.024 par value per share (each a “ Class A Ordinary Share ”).

(e). CUSIP Number

Item 2(e). CUSIP Number: G9449A 134 CUSIP No. G9449A 134 SCHEDULE 13G/A Page 5 of 8

If this statement is filed

Item 3. If this statement is filed pursuant to Rule 13d-1(b) or 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); (b) Bank as defined in Section 3(a)(6) of the Act (15 U.S.C. 78c); (c) Insurance company as defined in Section 3(a)(19) of the Act (15 U.S.C. 78c); (d) Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8); (e) An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E); (f) An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F); (g) A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G); (h) A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); (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); (j) A non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J); (k) Group, in accordance with Rule 13d-1(b)(1)(ii)(K). Not applicable.

Ownership

Item 4. Ownership. Provide the following information regarding the aggregate number and percentage of the class of securities of issuer identified in Item 1. (a) The information required by Items 4(a) is set forth in Row (9) of the cover page for each Reporting Person and is incorporated herein by reference. (b) The information required by Items 4(b) is set forth in Row (11) of the cover page for each Reporting Person and is incorporated herein by reference. Percent of class determined is based on 1,319,644 Class A Ordinary Shares of the Issuer issued and outstanding as disclosed in the current report on Form 6-K filed by the Issuer with the U.S. Securities and Exchange Commission (the “ SEC ”) on September 26, 2024. 22,393 Class A Ordinary Shares of the Issuer were held by Ambitious World Limited, a British Virgin Islands company 1% held by a company wholly owned by Mr. Bin Zhao and 99% controlled by Wisdom World Group Limited. Wisdom World Group Limited is incorporated in the British Virgin Islands and is a nominee company under a trust established by Mr. Bin Zhao as the settlor (the “ Trust ”) where THE CORE TRUST COMPANY LIMITED and TCT (BVI) Limited acts as the trustee and the nominee company under the Trust. Wisdom World Group Limited is directly wholly owned by TCT (BVI) Limited. TCT (BVI) Limited is established under the laws of the British Virgin Islands and is wholly owned by THE CORE TRUST COMPANY LIMITED. Mr. Weihao Zhao is the protector of the Trust and holds certain powers under the Trust, including voting and investment power over the Class A Ordinary Shares of the Issuer held by Ambitious World Limited. A family member of Mr. Bin Zhao is the beneficiary of the Trust with respect to the Class A Ordinary Shares held by Ambitious World Limited. The Trust is irrevocable with respect to the Class A Ordinary Shares held by Ambitious World Limited. Pursuant to Section 13(d) of the Act, such beneficiary of the Trust may be

Ownership of Five Percent

Item 5. Ownership of Five Percent or Less of a Class. As of the date hereof, the reporting persons, namely, Mr. Weihao Zhao, Ms. Zhaozhu Hu and Ambitious World Limited, have ceased to be the beneficial owners of more than five percent of the class of securities.

Ownership of More than Five

Item 6. Ownership of More than Five Percent on Behalf of Another Person. Not applicable.

Identification and Classification

Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. Not applicable.

Identification and Classification

Item 8. Identification and Classification of Members of the Group. Not applicable.

Notice of Dissolution of

Item 9. Notice of Dissolution of Group. Not applicable.

Certifications

Item 10. Certifications. Not applicable. CUSIP No. G9449A 134 SCHEDULE 13G/A Page 7 of 8 SIGNATURE After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct. Date: October 16, 2024 WEIHAO ZHAO /s/ Weihao Zhao ZHAOZHU HU /s/ Zhaozhu Hu AMBITIOUS WORLD LIMITED By: /s/ Zhaozhu Hu Name: Zhaozhu Hu Title: Director [Signature Page to Schedule 13G/A] CUSIP No. G9449A 134 SCHEDULE 13G/A Page 8 of 8 LIST OF EXHIBITS Exhibit No. Description 1 Joint Filing Agreement

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