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.
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
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- Peter Lynch
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
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Quhuo Limited (Name of Issuer) |
Class A Ordinary Shares, par value US$0.0001 per share (Title of Class of Securities) |
74841Q209 (CUSIP Number) |
Longx Tech Ltd Craigmuir Chambers, Road Town, Tortola, D8, 1110 852 2811-3620 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
11/29/2024 (Date of Event Which Requires Filing of This Statement) |
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.
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).
SCHEDULE 13D
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| CUSIP No. | 74841Q209 |
| 1 |
Name of reporting person
Longx Tech Ltd | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
| ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
OO | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
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| 6 | Citizenship or place of organization
VIRGIN ISLANDS, BRITISH
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
4.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
0.01 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
CO |
SCHEDULE 13D
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| CUSIP No. | 74841Q209 |
| 1 |
Name of reporting person
Tomomi Fukunaga | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
| ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
OO | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
JAPAN
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
4.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
0.01 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
IN |
SCHEDULE 13D
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| Item 1. | Security and Issuer |
| (a) | Title of Class of Securities:
Class A Ordinary Shares, par value US$0.0001 per share |
| (b) | Name of Issuer:
Quhuo Limited |
| (c) | Address of Issuer's Principal Executive Offices:
3F, Build A, Xin'anmen, No. 1 South Bank, Huihe South Street, Chaoyang District, Beijing,
CHINA
, 100020. |
| Item 5. | Interest in Securities of the Issuer |
| (a) | See rows (11) and (13) of the cover pages to this Schedule 13D for the aggregate number of ClassA Ordinary Shares and percentages of the Class A Ordinary Shares beneficially owned by each ofthe Reporting Persons. Percentage calculated based on existing 896,950,139 Ordinary Shares as asingle class (including 890,653,509 Class A Ordinary Shares and 6,296,630 Class B OrdinaryShares outstanding as of September 6, 2024, as reported in Issuer's Form F-3 filed with the SECon September 6, 2024). Percent of class represented by amount in Row (13) is less than 0.01%. |
| (b) | Longx Tech Ltd: (1) Sole Voting Power: 0 (2) Shared Voting Power: 4 Class A Ordinary Shares (3) Sole Dispositive Power: 0 (4) Shared Dispositive Power: 4 Class A Ordinary SharesTomomi Fukunaga: (1) Sole Voting Power: 0 (2) Shared Voting Power: 4 Class A Ordinary Shares (3) Sole Dispositive Power: 0 (4) Shared Dispositive Power: 4 Class A Ordinary Shares |
| (c) | From October 15, 2024 to November 29, 2024, Longx Tech Ltd entered into securities purchaseagreements with certain third parties, pursuant to which it sold in several tranches an aggregate of254,177,110 Class A Ordinary Shares to the third parties. Except as described in this Schedule13D, during the past 60 days, none of the Reporting Persons has effected any transactions in theClass A Ordinary Shares. |
| (d) | Not applicable. |
| (e) | This Amendment No. 1 is being filed to report that, as of the date hereof, each Reporting Person nolonger beneficially owns more than five percent of the Class A Ordinary Shares. |
| 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.
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