INTEREST IN SECURITIES OF THE ISSUER. (a) State the aggregate number and percentage of the class of securities identified pursuant to Item 1 (which may be based on the num- ber of securities outstanding as contained in the most recently available filing with the Commission by the issuer unless the filing person has reason to believe such informa- tion is not current) beneficially owned (iden- tifying those shares which there is a right to § 240.13d–102 acquire) by each person named in Item 2. The above mentioned information should also be furnished with respect to persons who, to- gether with any of the persons named in Item 2, comprise a group within the meaning of section 13(d)(3) of the Act;
INTEREST IN SECURITIES OF THE ISSUER. The information set forth in "Interests of Directors and Officers; Transactions and Arrangements Concerning the Shares" in the Offer to Purchase is incorporated herein by reference.
INTEREST IN SECURITIES OF THE ISSUER. Item 5 of the Statement is hereby amended and supplemented by the following: The responses of the Reporting Persons to Rows (7) through (13) of the cover pages of this Amendment No. 4 are hereby incorporated by reference in this Item 5. As of May 23, 2022, JD and JD Investment may be deemed to have beneficial ownership and shared voting power to vote or direct the vote of 7,095,085 Class A Ordinary Shares, representing 5.4% of the Issuer’s outstanding Ordinary Shares. As of May 23, 2022, Windcreek beneficially owned an aggregate of 6,635,684 Class A Ordinary Shares, which consisted of (i) 13,401,056 ADSs, representing 2,680,211 Class A Ordinary Shares, and (ii) 3,955,473 Class A Ordinary Shares. As of May 23, 2022, JD Global Investment beneficially owned 2,297,004 ADSs, representing 459,401 Class A Ordinary Shares. JD Investment is the sole shareholder of Xxxxxxxxx and JD Global Investment. Pursuant to Section 13(d) of the Exchange Act, and the rules promulgated thereunder, JD Investment may be deemed to beneficially own all of the Class A Ordinary Shares of the Issuer held by Xxxxxxxxx and JD Global Investment. XX is the sole shareholder of JD Investment and therefore indirectly owns all the outstanding shares of Windcreek and JD Global Investment. Pursuant to Section 13(d) of the Exchange Act, and the rules promulgated thereunder, JD may be deemed to beneficially own all of the Class A Ordinary Shares of the Issuer held by Xxxxxxxxx and JD Global Investment. The percentage of the class of securities identified pursuant to Item 1 beneficially owned by each of the Reporting Persons is based on 131,215,880 issued and outstanding Ordinary Shares (consisting of (i) 115,655,522 Class A Ordinary Shares, excluding the 10,633,219 Class A Ordinary Shares issued to Deutsche Bank Trust Company Americas, the depositary of the Issuer’s ADS program, for bulk issuance of ADSs reserved for future issuances upon the exercise or vesting of awards granted under the Issuer’s stock incentive plans, and (ii) 15,560,358 Class B Ordinary Shares) of the Issuer as of March 31, 2022, as reported by the Issuer in its annual report on Form 20-F filed with the SEC on April 27, 2022. Except as disclosed in this Statement, none of the Reporting Persons or to the best of their knowledge, any of the persons listed in Schedule A hereto, beneficially owns any Ordinary Shares of the Issuer or has the right to acquire any Ordinary Shares of the Issuer. Except as disclosed in this Statement, n...
INTEREST IN SECURITIES OF THE ISSUER. Paragraphs (a) and (b) of Item 5 of the Schedule 13D are hereby amended and restated in their entireties, and Item 5(e) is hereby added, as follows:
INTEREST IN SECURITIES OF THE ISSUER. (a)-(b) The responses of each Reporting Person to Rows (7) through (13) of the cover pages of this Schedule 13D are hereby incorporated by reference into this Item 5. Except as disclosed in this Schedule 13D, none of the Reporting Persons nor, to the best of their knowledge, any of the persons listed in Schedules A-1 or A-2 hereto, beneficially owns any Class A Ordinary Shares or has the right to acquire any Class A Ordinary Shares. Except as disclosed in this Schedule 13D, none of the Reporting Persons presently has the power to vote or to direct the vote or to dispose or direct the disposition of any of the Class A Ordinary Shares which it may be deemed to beneficially own.
INTEREST IN SECURITIES OF THE ISSUER. (a) and (b). The following disclosure assumes that there were 17,801,469 shares of Ordinary Shares outstanding as of the date of this Statement, including (i) 14,837,469 shares of Ordinary Shares outstanding as of September 30, 2020, as disclosed in the issuer’s prospectus supplement on Form 424(b)(5) filed with the Securities and Exchange Commission on October 1, 2020 and (ii) 2,964,000 shares of Ordinary Shares issued by the issuer pursuant to a registered direct offering, as disclosed in the issuer’s press release on Form 6-K filed with the Securities and Exchange Commission on October 6, 2020. MII Group Limited is the direct owner of 1,296,370 shares of Ordinary Shares of the Issuer and Jilun He is the indirect owner of such shares. The Reporting Persons are deemed to have the shared power to vote or to direct the vote or dispose or direct the disposition of such 1,296,370 shares of Ordinary Shares, representing 7.3% of the Issuer’s total issued and outstanding shares of Ordinary Shares as of the date of this Statement. Except as disclosed in Items 5(a) and 5(b), neither of the Reporting Persons has beneficially own any Ordinary Shares, or has the right to acquire any Ordinary Shares, nor presently have the power to vote or to direct the vote or to dispose or direct the disposition of any of the Ordinary Shares which it may be deemed to beneficially own. The trading dates, number of shares of Ordinary Shares purchased or sold and the price per share for all transactions in the shares of Ordinary Sharesof the Issuer effected on behalf of each Reporting Person within the last 60 days, which were all ordinary brokerage transactions effected in the open market, are set forth in Schedule A and are incorporated herein by reference. Except as disclosed in this Statement, neither of the Reporting Persons has effected any transaction in the shares of Ordinary Shares or other securities of the Issuer during the past 60 days. Except as set forth in this Item 5, no person other than the Reporting Persons is known to have the right to receive or the power to direct the receiptof dividends from, or the proceeds from the sale of, such securities. Not applicable.
INTEREST IN SECURITIES OF THE ISSUER. Item 4 is hereby amended to include the following additional information. As of the date of this filing, information on transactions in January was not available. Where and How the Amount of Price per Transaction was Name and Title Date of the Transaction Securities Security Effected 1. Xxxx X. Xxxxxxxx Director December 24-31, 1999 1,129 $28.82 Open market transaction 2. Xxxxx X. Xxxxxx Vice President and Secretary December 24-31, 1999 1,243 $28.82 Open market transaction 3. Xxxxx X. Xxxxxx Vice President and Director December 24-31, 1999 2,079 $28.82 Open market transaction 4. Xxxxxx X. Xxxxxx Chairman, Chief Executive Officer and Director December 24-31, 1999 11,027 $28.82 Open market transaction 5. Xxxxxx X. Xxxxxx Vice President and Director December 24-31, 1999 2,079 $28.82 Open market transaction 6. Xxxxxx X. Xxxxx Senior Vice President, Chief Administrative Officer and Director December 24-31, 1999 2,981 $28.82 Open market transaction 7. Xxxxxxx X. Xxx Director December 24-31, 1999 2,078 $28.82 Open market transaction 8. Xxxx X. Mount Vice President and Director December 24-31, 1999 2,078 $28.82 Open market transaction 9. Xxxxxxx X. X'Xxxxx Executive Vice President, Treasurer and Director December 24-31, 1999 4,067 $28.82 Open market transaction ITEM 8. ADDITIONAL INFORMATION Item 8 is hereby amended by adding the following supplemental information. The Exchange Offer expired on January 31, 2000 at midnight, Eastern time. Pursuant to the terms of the Exchange Offer, 575,503 Shares were validly tendered and not withdrawn. The Company and the Trust accepted for exchange all the tendered Shares. On February 1, 2000, the Company issued a press release announcing the expiration of the Exchange Offer. On February 7, 2000, the Company issued a press release announcing the final results of the Exchange Offer. Copies of the press releases are attached hereto as Exhibits (a)(8) and (a)(9) and are incorporated herein by reference.
INTEREST IN SECURITIES OF THE ISSUER. The information contained on each of the cover pages of this Statement and the information set forth or incorporated in Items 2, 3, 4, and 6 are hereby incorporated herein by reference.
INTEREST IN SECURITIES OF THE ISSUER. Paragraphs (a) and (b) of Item 5 hereby are amended in their entirety to read as follows:
INTEREST IN SECURITIES OF THE ISSUER. Paragraphs (a) and (b) of Item 5 hereby are amended in their entirety to read as follows: SCHEDULE 13D ------------------------------------- ------------------------- CUSIP NO. 000000000 PAGE 20 OF 27 PAGES --------------------------------------------------------------------------------
