SCHEDULE: AIFU Inc. Share Dilution Reduces Major Stakeholder's Ownership

Good Silver Limited and Jamie Zhou's beneficial ownership in AIFU Inc. was diluted to 3.16% following a significant share issuance by the company for an acquisition.

Summary

• Reporting persons, Good Silver Limited and Jamie Zhou, now beneficially own 3,900,000 Class A ordinary shares of AIFU Inc.
• Their aggregate beneficial ownership was diluted from approximately 18.63% to 3.16%.
• Their aggregate voting power was diluted from approximately 0.51% to 0.45%.
• The dilution occurred due to AIFU Inc.'s issuance of 102,578,839 Class A ordinary shares to YS Management Company Limited and Ethereal Group Ltd on January 9, 2026.
• This share issuance was related to AIFU Inc.'s acquisition of 100% equity interest in Nova Lumina Limited.
• As a result of the dilution, the reporting persons ceased to be beneficial owners of more than five percent of the class of securities as of January 9, 2026.
• The percentage calculation is based on 123,514,110 ordinary shares outstanding as of January 9, 2026, including 116,014,110 Class A ordinary shares and 7,500,000 Class B ordinary shares.

Sentiment

Score: 3

Explanation: The sentiment is negative for the reporting persons due to significant dilution of their ownership and voting power, resulting in them no longer being a 5% beneficial owner. While the underlying acquisition by AIFU Inc. might be strategic, this filing specifically highlights a reduction in influence for the reporting shareholders.

Negatives

• Significant dilution of beneficial ownership for Good Silver Limited and Jamie Zhou from 18.63% to 3.16%.
• Dilution of voting power from 0.51% to 0.45%.
• Reporting persons ceased to be beneficial owners of more than five percent of the class of securities.

Future Outlook

The filing does not contain specific forward-looking statements or guidance from the reporting persons regarding their future intentions or the issuer's prospects, beyond reporting the current state of their ownership.

Industry Context

This filing reflects a common occurrence in corporate acquisitions where existing shareholders' stakes are diluted by new share issuances to fund or complete transactions. The acquisition of Nova Lumina Limited by AIFU Inc. suggests strategic expansion, which often involves capital restructuring.

Stakeholder Impact

• **Shareholders (Good Silver Limited & Jamie Zhou)**: Significant reduction in ownership percentage and voting power, losing their status as a >5% beneficial owner, potentially reducing their influence over AIFU Inc.
• **Other Shareholders of AIFU Inc.** (excluding the new investors): Their individual stakes would also be diluted, though the filing focuses on the reporting persons.
• **New Investors (YS Management Company Limited & Ethereal Group Ltd)**: Gained a substantial stake in AIFU Inc. through the share issuance.

Key Dates

Recommendation

For the reporting persons, this filing indicates a significant reduction in their stake and influence, which is a negative development for their position. However, for other investors, the underlying event is an acquisition by AIFU Inc., which could be strategic. Without more information on the acquisition's merits or AIFU Inc.'s overall financial health, a 'hold' recommendation is prudent. Investors should assess the implications of the acquisition itself and the new ownership structure on AIFU Inc.'s future performance, rather than solely focusing on the dilution of a specific shareholder.

Keywords

AIFU Inc., Good Silver Limited, Jamie Zhou, Schedule 13D/A, Beneficial Ownership, Share Dilution, Class A Ordinary Shares, SEC Filing, Equity Interest, Nova Lumina Limited Acquisition