SCHEDULE: Zhihu Insider Holdings Reach 10% After Share Repurchases

Plus Channel Limited and Kastle Limited, reporting persons for Zhihu Inc., increased their beneficial ownership to 10.0% of Class A ordinary shares through recent share repurchases funded by the issuer's working capital.

Summary

• Reporting persons, Plus Channel Limited and Kastle Limited, increased their beneficial ownership in Zhihu Inc.
• Their aggregate beneficial ownership now stands at 25,430,552 Class A ordinary shares.
• This represents 10.0% of the total 254,416,106 issued and outstanding Class A ordinary shares as of November 30, 2025.
• The increase is due to continued share repurchases, including 191,910 Class A ordinary shares (63,970 ADSs) on December 19, 2025.
• Funds for these repurchases were provided by Zhihu Inc. from its working capital.
• The shares are held on trust under the Issuer's 2022 share incentive plan.

Sentiment

Score: 7

Explanation: The continued share repurchases and increased insider ownership to a significant 10% stake, funded by the company's working capital, generally convey a positive sentiment regarding management's confidence in the company's valuation and future prospects. This aligns insider interests with shareholders.

Positives

• Continued share repurchases by reporting persons indicate confidence in the company's value.
• The repurchases are funded by the Issuer's working capital, suggesting financial capacity.
• Increased insider ownership (to 10.0%) aligns the interests of the reporting persons with other shareholders.

Future Outlook

The filing does not provide explicit forward-looking statements or guidance beyond the ongoing nature of share repurchases and the holding of shares under an incentive plan.

Management Comments

• The Reporting Persons hold the Class A ordinary shares they beneficially owned on trust under the Issuer's share incentive plan adopted in 2022.

Industry Context

This filing reflects an ongoing trend of insider accumulation or share incentive plan activity, which can be viewed positively by the market as it signals management's confidence in the company's future prospects. For a technology or content platform company like Zhihu, such actions can reinforce investor trust, especially in volatile market conditions or periods of strategic transition.

Corporate Governance

Stakeholder Impact

• Shareholders: Increased insider ownership may be seen as a positive signal, potentially boosting investor confidence. The use of working capital for repurchases could impact liquidity, but also suggests efficient capital allocation if shares are undervalued.
• Employees: The shares are held under a share incentive plan, indicating potential benefits or alignment for employees involved in the plan.

Next Steps

• Continued operation of the Issuer's share incentive plan adopted in 2022.
• Potential for further share repurchases by the Reporting Persons.

Key Dates

Recommendation

The filing indicates continued insider accumulation through share repurchases, which is a positive signal of confidence. However, a Schedule 13D amendment primarily reports ownership changes and does not provide comprehensive financial performance data or strategic updates to warrant a 'buy' or 'strong buy' recommendation. The increase to a 10% stake is significant and suggests a stable, long-term commitment from the reporting persons. Without further operational or financial details, a 'hold' recommendation is prudent, acknowledging the positive insider action while awaiting broader company performance indicators.

Keywords

Zhihu Inc., Class A ordinary shares, Schedule 13D, beneficial ownership, share repurchase, insider ownership, Plus Channel Limited, Kastle Limited, ADSs, corporate governance