SCHEDULE: AvePoint Insider Sells 8.3M Shares in Secondary Offering

Zhijian Lu, a significant shareholder of AvePoint, Inc., reduced his stake by selling over 8.3 million shares through a secondary public offering and an over-allotment option.

Summary

• Zhijian Lu, a reporting person, filed an Amendment No. 1 to his Schedule 13D regarding his ownership in AvePoint, Inc.
• The amendment details the sale of shares in a registered secondary public offering.
• On September 18, 2025, Zhijian Lu sold 7,006,428 shares of Common Stock to underwriters at approximately $15.21 per share.
• On October 24, 2025, underwriters exercised an over-allotment option, purchasing an additional 1,319,130 shares from Zhijian Lu.
• Following these transactions, Zhijian Lu beneficially owns an aggregate of 11,681,015 shares, representing 5.5% of AvePoint's Common Stock.
• This percentage is based on 211,138,994 shares outstanding as of June 30, 2025.

Sentiment

Score: 4

Explanation: The sentiment is neutral to slightly negative. While the successful offering provides liquidity for the insider, significant insider selling can sometimes be interpreted by the market as a lack of strong future conviction, even if it's for diversification purposes. However, it's a planned event and not indicative of operational issues.

Positives

• Successful completion of a secondary offering, providing liquidity for the selling shareholder.
• The offering price of approximately $15.21 per share indicates a market valuation for the shares.

Negatives

• Significant insider selling (over 8.3 million shares) could be perceived negatively by the market, potentially signaling a lack of confidence or a desire to diversify.
• Reduction in a key insider's ownership stake from the initial Schedule 13D filing.

Risks

• No specific risks are detailed in this filing, as it primarily reports a change in beneficial ownership.

Future Outlook

The filing primarily reports past transactions and does not provide explicit forward-looking statements or guidance from the company or the reporting person regarding future operations or financial performance, beyond the initial 30-day option period for the over-allotment which has now been exercised.

Management Comments

• The Reporting Person has sole voting and dispositive power with respect to the shares held in his name and shares underlying options.
• The Reporting Person shares voting and dispositive power with Yan Ji with respect to shares held by Fire Stone Family Trust and KEM Phoenix.
• The Reporting Person shares voting and dispositive power with Jeffrey Scott Bardsley with respect to shares held by The Bridge Water Trust.

Industry Context

Secondary offerings are a common mechanism for significant shareholders to monetize their holdings or diversify their portfolios. The successful execution of this offering suggests market demand for AvePoint shares at the stated price, aligning with general market activity for publicly traded companies.

Related Party Transactions

• Shares are held by various trusts (The Bridge Water Trust, Fire Stone Family Trust, KEM Phoenix, The Cherry Tree Trust) where Zhijian Lu shares voting and dispositive power with other individuals (Yan Ji, Jeffrey Scott Bardsley, Wen Ji Bardsley). These trusts could be considered related parties to the reporting person.

Stakeholder Impact

• Shareholders: The secondary offering involves the transfer of existing shares, so it does not directly dilute existing shareholders. However, significant insider selling might influence market perception and potentially the stock price.

Key Dates

Recommendation

The filing details a significant insider share sale, which, while providing liquidity for the selling party, can sometimes create downward pressure or negative sentiment in the short term. However, it's a planned transaction and not necessarily indicative of fundamental operational issues. Without additional financial or operational updates, a 'hold' recommendation is appropriate, advising investors to monitor future company performance and broader market conditions.

Keywords

AvePoint, Zhijian Lu, Secondary Offering, Share Sale, Beneficial Ownership, Schedule 13D, Insider Selling, Common Stock, Underwriting Agreement, Over-Allotment Option