SCHEDULE: Peng Zhang Consolidates Control of SAIHEAT Limited Through Strategic Share Transfers

Peng Zhang has become the sole controlling shareholder of SAIHEAT Limited, acquiring 100% ownership of two key holding companies, Energy Science Artist Holding Limited and Method Wise Global Limited, without monetary consideration.

Summary

• Peng Zhang has become the sole controlling shareholder of SAIHEAT Limited, effective July 1, 2025.
• This change in control was achieved through two share transfer transactions: Risheng Li transferred 100% of Energy Science Artist Holding Limited to Peng Zhang, and Chuqiao Du transferred 100% of Method Wise Global Limited to Peng Zhang.
• Energy Science Artist Holding Limited holds 642,043 Class B ordinary shares, representing 100% of the Class B shares outstanding.
• Method Wise Global Limited holds 13,334 Class A ordinary shares, representing 0.7% of the Class A shares outstanding.
• Collectively, Peng Zhang beneficially owns 655,377 shares, which translates to 86.6% of the total voting power in SAIHEAT Limited.
• No monetary consideration was paid by Peng Zhang in connection with these share transfers.
• The percentage of Class A ordinary shares is calculated based on 1,875,190 Class A ordinary shares currently outstanding, and Class B ordinary shares based on 642,043 Class B ordinary shares currently outstanding.

Sentiment

Score: 5

Explanation: The document is a factual report of a change in beneficial ownership and control. It does not contain information that would inherently lead to a positive or negative sentiment, as no future plans or financial implications are detailed.

Positives

• Consolidation of control under a single individual, Peng Zhang, potentially streamlining decision-making and strategic direction for SAIHEAT Limited.
• The share transfers involved no monetary consideration, indicating a non-cash transaction for the change in control.

Negatives

• The document does not explicitly state any negative aspects related to the change in control.

Risks

• The document does not explicitly mention specific risks related to the company's operations or the change in control, beyond the inherent risks of business.

Future Outlook

The reporting persons currently have no plans or proposals that relate to, or could result in, any significant corporate actions such as mergers, liquidations, sales of assets, changes in management, or changes in the company's business, although they may review or reconsider their positions and formulate plans in the future.

Management Comments

• Peng Zhang, as the sole shareholder of Energy Science Artist Holding Limited and Method Wise Global Limited, is now the sole controlling shareholder of SAIHEAT Limited, holding 86.6% voting power.

Industry Context

This filing is a standard disclosure of a change in beneficial ownership and control, common in the corporate landscape. It does not provide broader industry trends or competitive analysis.

Management Changes

Legal Proceedings

• None of the Reporting Persons have been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) during the last five years.
• None of the Reporting Persons were a party to a civil proceeding of a judicial or administrative body of competent jurisdiction that resulted in a judgment, decree, or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws, or finding any violation with respect to such laws, during the last five years.

Related Party Transactions

• The share transfers of Energy Science Artist Holding Limited from Risheng Li to Peng Zhang and Method Wise Global Limited from Chuqiao Du to Peng Zhang represent transactions that resulted in Peng Zhang becoming the sole controlling shareholder of entities that hold significant stakes in SAIHEAT Limited. While not explicitly termed 'related party' in the document, these transactions involve a change in control among specific individuals and entities.

Stakeholder Impact

• Shareholders: The change in control to Peng Zhang, who now holds 86.6% of the voting power, could lead to more centralized decision-making and potentially new strategic directions, though no specific plans are outlined.
• Management: The new controlling shareholder may influence future management appointments or strategic priorities.

Next Steps

• The reporting persons may, at any time and from time to time, review or reconsider their positions and/or change their purposes and/or formulate plans or proposals with respect to SAIHEAT Limited.

Key Dates

Keywords

SAIHEAT Limited, Schedule 13D, Beneficial Ownership, Change of Control, Peng Zhang, Class A Ordinary Shares, Class B Ordinary Shares, Energy Science Artist Holding Limited, Method Wise Global Limited, Share Transfer, SEC Filing