SCHEDULE: AIFU INC. Sees Major Stake Increase by Ileana Zhao

Ileana Zhao and her entities, Expansion Group Ltd and Vanguard First Limited, significantly increased their beneficial ownership in AIFU INC. to 38.69% of ordinary shares and 65.90% of voting power.

Summary

• Ileana Zhao, through Expansion Group Ltd and Vanguard First Limited, has become a significant beneficial owner of AIFU INC.
• Expansion Group Ltd acquired 5,000,000 Class B ordinary shares from AIFU INC. for US$2,000,000, completing the transaction on December 22, 2025.
• This acquisition, funded by Ileana Zhao's personal funds, brings her total beneficial ownership to 8,100,250 ordinary shares.
• Ileana Zhao's aggregate beneficial ownership represents 38.69% of the total ordinary shares outstanding and 65.90% of the aggregate voting power.
• Class B ordinary shares are entitled to one hundred (100) votes per share, while Class A ordinary shares are entitled to one (1) vote.
• The Reporting Persons state their purpose is for investment, with intentions to review the investment, potentially engage with management, and consider future purchases or sales.

Sentiment

Score: 7

Explanation: The significant investment by Ileana Zhao and her entities, particularly the acquisition of high-voting Class B shares, indicates strong confidence and a long-term investment perspective. This concentration of voting power could be seen positively for strategic stability, though it also centralizes control.

Positives

• A significant investment of US$2,000,000 by Ileana Zhao demonstrates confidence in AIFU INC.'s future.
• The increased ownership by a single, committed investor could provide stability to the shareholder base.
• Ileana Zhao's substantial voting power (65.90%) may enable strong strategic leadership and direction for the company.

Risks

• Future actions of the Reporting Persons are subject to various factors, including the Issuer's business, prospects, financial position, strategic direction, and market conditions.
• The Reporting Persons may change their current intentions regarding their investment in AIFU INC.
• Potential for future purchases or dispositions of shares by the Reporting Persons could impact market liquidity and share price.

Future Outlook

The Reporting Persons intend to continuously review their investment in AIFU INC. and may adjust their holdings or engage with management based on the Issuer's business, financial position, strategic direction, and market conditions. They may also make suggestions concerning the Issuer's operations and strategies.

Management Comments

• "The Reporting Persons acquired beneficial ownership of the Ordinary Shares for investment purposes."
• "The Reporting Persons intend to review their investment in the Issuer on a continuing basis."
• "Each Reporting Person may in the future take such actions with respect to its investment in the Issuer as it deems appropriate, including changing its current intentions."
• "The Reporting Persons may engage in communications with shareholders, management, or the board of directors, and may make suggestions concerning the Issuer's operations, prospects, business and financial strategies, strategic direction and transactions."

Industry Context

This filing indicates a significant concentration of ownership and voting power in AIFU INC. by a single individual and her controlled entities. Such a move can signal strong investor confidence or a strategic shift in control, potentially impacting the company's future direction and governance structure within its industry.

Stakeholder Impact

• Shareholders: Significant concentration of voting power (65.90%) by Ileana Zhao could influence future corporate decisions and strategic direction.
• Management: Potential for engagement and suggestions from a major shareholder regarding operations and strategy.
• Creditors: The capital injection of US$2,000,000 could improve the company's financial standing.

Next Steps

• Reporting Persons will continue to review their investment in AIFU INC.
• Reporting Persons may engage in communications with shareholders, management, or the board of directors.
• Reporting Persons may make suggestions concerning the Issuer's operations, prospects, business and financial strategies, strategic direction, and transactions.
• Reporting Persons may make additional purchases or dispose of parts of their investment in the future.

Key Dates

Recommendation

The filing indicates a significant, concentrated investment by Ileana Zhao, acquiring a controlling voting stake in AIFU INC. This suggests a long-term commitment and potential for strategic influence. While the capital injection is positive, the immediate impact on operational performance or market valuation is not detailed. Investors should hold to observe how this new ownership structure translates into strategic decisions and financial performance before making further investment decisions. The high voting power of Class B shares could also be a factor for consideration.

Keywords

AIFU INC., Schedule 13D, Beneficial Ownership, Ileana Zhao, Expansion Group Ltd, Vanguard First Limited, Class B Shares, Voting Power, Investment, Share Subscription