YS Management Company Limited and Yif Liu filed Amendment No. 3 to their Schedule 13D with the SEC on November 12, 2026, disclosing a reduced beneficial ownership percentage in AIFU Inc. following the company's issuance of new Class A ordinary shares on November 6, 2026.

Key Highlights

  • Triggering event: AIFU Inc. completed the issuance of 11,203,443 Class A ordinary shares to certain third parties on November 6, 2026, in connection with an acquisition.
  • Ownership stake: YS Management Company Limited beneficially owns 4,826,333 Class A ordinary shares, representing approximately 6.67% of total issued and outstanding ordinary shares.
  • Voting power: The 4,826,333 Class A ordinary shares held by YSM represent approximately 0.44% of total voting power, as Class B ordinary shares carry 100 votes each versus 1 vote per Class A share.
  • No transactions: Neither reporting person acquired or disposed of any shares during the 60 days preceding this filing.
  • Control structure: YS Management Company Limited is 100% owned by Yif Liu, who is therefore deemed to beneficially own the same 4,826,333 shares.
  • Share base: The percentage calculation is based on 72,379,191 total ordinary shares, comprising 62,129,191 Class A and 10,250,000 Class B ordinary shares outstanding as of November 6, 2026.

How AIFU's Share Issuance Reduced YSM's Reported Ownership Percentage

According to the filing, the reduction in the reporting persons' ownership percentage was not caused by any sale or transfer of shares. Instead, the amendment states that the decrease "was solely due to the increase in the total number of the Issuer's outstanding shares from the Share Issuance." AIFU Inc., a Cayman Islands exempted company whose principal executive offices are located in Nanshan District, Shenzhen, People's Republic of China, issued 11,203,443 new Class A ordinary shares on November 6, 2026, to certain third parties as part of an acquisition transaction.

The filing notes that AIFU has a dual-class share structure in which each Class A ordinary share carries one vote and each Class B ordinary share carries 100 votes on matters submitted to shareholders, with both classes voting together as a single class except as otherwise required by law. This structure explains why YSM's 4,826,333 Class A shares, while representing 6.67% of total outstanding shares, account for only approximately 0.44% of aggregate voting power. YS Management Company Limited is organized in Hong Kong, while Yif Liu, its sole owner and director, is identified in the filing as a citizen of Guinea-Bissau residing in Singapore.

The amendment updates Item 2 to reflect a change in YS Management Company Limited's registered address to RM 502C 5/F Ho King Commercial Centre, 2-16 Fayuen Street, Mongkok, Hong Kong, and supplements the ownership disclosures in Item 5. All other items from the Previous Schedule 13D, as defined in the filing to include the original filing dated January 16, 2026, Amendment No. 1 dated September 28, 2026, and Amendment No. 2 dated October 14, 2026, remain unchanged according to the filing.

What Was Disclosed

This amendment discloses that YS Management Company Limited and Yif Liu together beneficially own 4,826,333 Class A ordinary shares of NASDAQ:AIFU, equal to 6.67% of outstanding shares, following a dilutive share issuance completed by AIFU Inc. on November 6, 2026. No shares were bought or sold by the reporting persons.