Sec Form 13G Filing - SWISS RE LTD filing for WATERDROP INC ADR (WDH) - 2024-02-09

Insider filing report for Changes in Beneficial Ownership

  • Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
  • Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. 1)*


WATERDROP INC.
(Name of Issuer)
 
Class A Ordinary Shares, $0.000005 par value per share
(Title of Class of Securities)
 
94132V105**
(CUSIP Number)
 
December 31, 2023
(Date of Event which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed.
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)

*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.    

**There is no CUSIP number assigned to the Class A Ordinary Shares. CUSIP number 94132V105 has been assigned to the American Depositary Shares of the Issuer, which are quoted on the New York Stock Exchange under the symbol “WDH.” Each American Depositary Share represents ten Class A Ordinary Share.
 
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).



 
CUSIP No.  94132V105
SCHEDULE 13G
Page 2 of 11 Pages
 
 
1
NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
 
Swiss Re Ltd
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
 
(a)  ☐
(b)  ☐
3
SEC USE ONLY
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Switzerland
 
NUMBER OF
SHARES
BENEFICIALLY OWNED
BY EACH REPORTING
PERSON
WITH
5
SOLE VOTING POWER
 
- 0 -
6
SHARED VOTING POWER
 
206,362,384
7
SOLE DISPOSITIVE POWER
 
- 0 -
8
SHARED DISPOSITIVE POWER
 
206,362,384
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
206,362,384
 
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
7.12% based upon 2,899,717,031 Class A Shares stated to be outstanding as of December 31, 2023 based on figures provided by Issuer on February 7, 2024
 
12
TYPE OF REPORTIN G PERSON
 
CO
 

 
 


 
CUSIP No.  94132V105
SCHEDULE 13G
Page 3 of 11 Pages
 
 
1
NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
 
Swiss Reinsurance Company Ltd
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
 
(a)  ☐
(b)  ☐
3
SEC USE ONLY
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Switzerland
 
NUMBER OF
SHARES
BENEFICIALLY OWNED
BY EACH REPORTING
PERSON
WITH
5
SOLE VOTING POWER
 
- 0 -
6
SHARED VOTING POWER
 
206,362,384
7
SOLE DISPOSITIVE POWER
 
- 0 -
8
SHARED DISPOSITIVE POWER
 
206,362,384
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
206,362,384
 
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
7.12% based upon 2,899,717,031 Class A Shares stated to be outstanding as of December 31, 2023 based on figures provided by Issuer on February 7, 2024
 
12
TYPE OF REPORTING PERSON
 
CO
 

 
 



CUSIP No.  94132V105
SCHEDULE 13G
Page 4 of 11 Pages
 
 
1
NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
 
Swiss Re Asia Holding Pte. Ltd
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
 
(a)  ☐
(b)  ☐
3
SEC USE ONLY
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Singapore
 
NUMBER OF
SHARES
BENEFICIALLY OWNED
BY EACH REPORTING
PERSON
WITH
5
SOLE VOTING POWER
 
- 0 -
6
SHARED VOTING POWER
 
206,362,384
7
SOLE DISPOSITIVE POWER
 
- 0 -
8
SHARED DISPOSITIVE POWER
 
206,362,384
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
206,362,384
 
10
CHECK BCHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
7.12% based upon 2,899,717,031 Class A Shares stated to be outstanding as of December 31, 2023 based on figures provided by Issuer on February 7, 2024
 
12
TYPE OF REPORTING PERSON
 
CO
 


 


CUSIP No.  94132V105
SCHEDULE 13G
Page 5 of 11 Pages
 
 
1
NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
 
Swiss Re Principal Investments Company Asia Pte. Ltd
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
 
(a)  ☐
(b)  ☐
3
SEC USE ONLY
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Singapore
 
NUMBER OF
SHARES
BENEFICIALLY OWNED
BY EACH REPORTING
PERSON
WITH
5
SOLE VOTING POWER
 
- 0 -
6
SHARED VOTING POWER
 
206,362,384
7
SOLE DISPOSITIVE POWER
 
- 0 -
8
SHARED DISPOSITIVE POWER
 
206,362,384
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
206,362,384
 
10
CHECK BCHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
7.12% based upon 2,899,717,031 Class A Shares stated to be outstanding as of December 31, 2023 based on figures provided by Issuer on February 7, 2024
 
12
TYPE OF REPORTING PERSON
 
CO
 


 





CUSIP No.  94132V105
SCHEDULE 13G
Page 6 of 11 Pages
 
 
ITEM 1.
(a)
Name of Issuer:
 
 
 
 
 
Waterdrop Inc.
 
 
 
 
(b)
Address of Issuer’s Principal Executive Offices:
 
 
 
 
 
Block C, Wangjing Science and Technology Park
No. 2 Lize Zhonger Road, Chaoyang District, Beijing
People’s Republic of China
 
 
ITEM 2.
(a)
Name of Persons Filing:
 
 
 
 
 
Swiss Re Ltd
 
Swiss Reinsurance Company Ltd
 
Swiss Re Asia Holding Pte. Ltd
 
Swiss Re Principal Investments Company Asia Pte. Ltd
 
This statement is being filed jointly by the above-listed parties (“Reporting Persons”) and relates to Shares (as defined herein) held by Swiss Re Principal Investments Company Asia Pte. Ltd.  Swiss Re Ltd owns all of the outstanding capital stock of Swiss Reinsurance Company Ltd which in turn owns all of the outstanding capital stock of Swiss Re Asia Holding Pte. Ltd which in turn owns all of the outstanding capital stock of Swiss Re Principal Investments Company Asia Pte. Ltd.
 
 
 
 
(b)
Address of Principal Business Office, or if None, Residence:
 
 
 
Mythenquai 50/60
8022 Zurich
Switzerland
 
 
 
 
(c)
Citizenship:
 
 
 
Swiss Re Ltd is a Swiss corporation.
 
Swiss Reinsurance Company Ltd is a Swiss corporation.
 
Swiss Re Asia Holding Pte. Ltd is a Singapore based corporation.
 
Swiss Re Principal Investments Company Asia Pte. Ltd is a Singapore based corporation.
 
 
 
 
(d)
Title of Class of Securities:
 
 
 
 
 
Class A ordinary shares, par value of US$0.000005 per share (the “Shares”).
 
 
 

 
(e)
CUSIP Number:
 
 
 
 
 
94132V105







CUSIP No.  94132V105
SCHEDULE 13G
Page 7 of 11 Pages
 

ITEM 3.
IF THIS STATEMENT IS FILED PURSUANT TO §240.13D-1(B) OR 240.13D-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 associations 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 §240.13d-1(b)(1)(ii)(J);
 
(k)
[__]  Group, in accordance with §240.13d-1(b)(1)(ii)(J).
 
 
 
 
Not applicable.
 
 
ITEM 4.
OWNERSHIP
 
 
 
 
As of December 31, 2023:
 
 
(a)
 
 
 
 
 
 
 
 
 
 
(b)
 
Amount beneficially owned:
 
Swiss Re Ltd - 206,362,384
 
Swiss Reinsurance Company Ltd - 206,362,384
 
Swiss Re Asia Holding Pte. Ltd - 206,362,384
 
Swiss Re Principal Investments Company Asia Pte. Ltd - 206,362,384
 
 
Percent of class:
 
Swiss Re Ltd – 7.12%
 
Swiss Reinsurance Company Ltd – 7.12%
 
Swiss Re Asia Holding Pte. Ltd – 7.12%
 
Swiss Re Principal Investments Company Asia Pte. Ltd – 7.12%
 
The beneficial ownership percentage above is calculated based on the total Class A Ordinary Shares issued and outstanding as of December 31, 2023 based on figures provided by Issuer on February 7, 2024
 






CUSIP No.  94132V105
SCHEDULE 13G
Page 8 of 11 Pages
 
 
 
(c)
Number of shares as to which the Reporting Persons have:
 
 
 
 
 
(i)
Sole power to vote or to direct the vote:
 
Swiss Re Ltd - 0
 
Swiss Reinsurance Company Ltd - 0
 
Swiss Re Asia Holding Pte. Ltd - 0
 
Swiss Re Principal Investments Company Asia Pte. Ltd - 0
 
 
 
 
 
 
(ii)
Shared power to vote or to direct the vote:
 
Swiss Re Ltd - 206,362,384
 
Swiss Reinsurance Company Ltd - 206,362,384
 
Swiss Re Asia Holding Pte. Ltd - 206,362,384
 
Swiss Re Principal Investments Company Asia Pte. Ltd - 206,362,384
 
 
 
 
 
 
(iii)
Sole power to dispose or to direct the disposition of:
 
Swiss Re Ltd - 0
 
Swiss Reinsurance Company Ltd - 0
 
 Swiss Re Asia Holding Pte. Ltd - 0
 
Swiss Re Principal Investments Company Asia Pte. Ltd - 0
 
 
 
 
 
 
(iv)
Shared power to dispose or to direct the disposition of:
 
Swiss Re Ltd - 206,362,384
 
Swiss Reinsurance Company Ltd - 206,362,384
 
Swiss Re Asia Holding Pte. Ltd - 206,362,384
 
Swiss Re Principal Investments Company Asia Pte. Ltd - 206,362,384
 
 
 
 
 
   
ITEM 5.
OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS.
 
 
 
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following:
 
 
[x] Swiss Re Reinsurance Holding Company Ltd
 
 
 




CUSIP No.  94132V105
SCHEDULE 13G
Page 9  of 11 Pages
 
 
ITEM 6.
OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.
 
 
 
Not applicable.
 
 
ITEM 7.
IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY.
 
 
 
Not applicable.
 
 
ITEM 8.
IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP.
 
 
 
Not applicable.
 
 
ITEM 9.
NOTICE OF DISSOLUTION OF GROUP
 
 
 
Not applicable.
 
 
ITEM 10.
CERTIFICATIONS.
 
 
 
Not applicable.







CUSIP No.  94132V105
SCHEDULE 13G
Page 10 of 11 Pages
 
 
SIGNATURE
 
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Dated:  February 9, 2024
 
SWISS RE LTD
 
 
 
 
 
 
 
 
 
By:
/s/ Flavia Diethelm                                              
 
 
 
Name:  Flavia Diethelm
 
 
 
Title:  Authorized Signatory
 

 
 
 
 
 
By:
/s/ Nicholas Raymond                                         
 
 
 
Name:  Nicholas Raymond
 
 
 
Title:   Authorized Signatory
 
 

Dated:  February 9, 2024
  
SWISS REINSURANCE COMPANY LTD
 
 
 
 
 
 
 
 
 
By:
/s/ Flavia Diethelm                                              
 
 
 
Name:  Flavia Diethelm
 
 
 
Title:    Authorized Signatory
 

 
 
 
 
 
By:
/s/ Simon Meyer                                                  
 
 
 
Name:    Simon Meyer
 
 
 
Title:    Authorized Signatory
 
 

 

 



CUSIP No.  94132V105
SCHEDULE 13G
Page 11 of 11 Pages


Dated:  February 9, 2024
 
SWISS RE ASIA HOLDING PTE. LTD
 
 
 
 
 
 
 
 
 
By:
/s/ Sandhia Nair Thampuran                                
 
 
 
Name:  Sandhia Nair Thampuran
 
 
 
Title:    Company Secretary
 
 
   
 
 
By:
/s/ Amit Mishra                                                   
 
   
Name:  Amit Mishra
 
   
Title:    Authorized Signatory
 
 

Dated:  February  9, 2024
  
SWISS RE PRINCIPAL INVESTMENTS COMPANY ASIA PTE. LTD
 
 
 
 
 
 
 
 
 
By:
/s/ Sandhia Nair Thampuran                                
 
 
 
Name:  Sandhia Nair Thampuran
Title:    Company Secretary
 
 
 
 
 
By:
/s/ Lee Seng Chuen                                              
 
 
 
Name:  Lee Seng Chuen
Title:    Authorized Signatory