Director Yuan Pengfei filed a Form 4 with the SEC on October 29, 2026, reporting the disposal of 245,000 Class A ordinary shares and 400,000 restricted share units in Cloopen Group Holding Ltd following the completion of a going-private merger on October 28, 2026.

Key Highlights

  • Shares disposed: Yuan Pengfei disposed of 245,000 Class A ordinary shares (held indirectly via ADSs through Flawless Wisdom Limited) on October 28, 2026, leaving a post-transaction beneficial ownership of 0 shares.
  • Cash consideration per share: Each Class A ordinary share was canceled in exchange for the right to receive US$0.4940 in cash, without interest, per the Merger Agreement.
  • ADS consideration: Each ADS, representing six Class A ordinary shares, was canceled in exchange for the right to receive US$2.9641 in cash, without interest.
  • RSUs canceled: 120,000 vested RSUs were canceled and converted into the right to receive US$0.4940 per underlying Class A ordinary share in cash; 280,000 vested RSUs were canceled and replaced with a vested award comprised of other rights or property as permitted by applicable law.
  • Merger structure: The filing states the transaction was carried out under an Agreement and Plan of Merger dated May 12, 2026, involving SpringX Holdings Limited (Parent), AutumnX Holdings Limited (Holdco), and SummerX Holdings Limited (Merger Sub).
  • Company status: According to the filing, upon completion of the Merger, the issuer became a privately-held company as a wholly-owned subsidiary of Holdco.

Cloopen Director's Holdings Eliminated in October 2026 Going-Private Transaction

According to the Form 4 filed October 29, 2026, Yuan Pengfei, a director of Cloopen Group Holding Ltd (RAASY), reported the elimination of all beneficial ownership of Class A ordinary shares and restricted share units in connection with the completion of a merger. The filing identifies the transaction as occurring under an Agreement and Plan of Merger dated May 12, 2026, in which Merger Sub merged with and into Cloopen, with Cloopen surviving as a wholly-owned subsidiary of Holdco.

The 245,000 Class A ordinary shares held indirectly by Yuan Pengfei were previously deposited with The Bank of New York Mellon in exchange for ADSs. The filing states this deposit "effected only a change in the form of beneficial ownership without changing the Reporting Person's pecuniary interest," and accordingly the amounts are reported in terms of underlying Class A ordinary shares. Those shares were held of record by Flawless Wisdom Limited, described as acting as a nominee for an employee trust under the issuer's share incentive plans. At the effective time of the merger, those shares were canceled and ceased to exist in exchange for the right to receive US$0.4940 per Class A ordinary share in cash, without interest.

Separately, the filing discloses that Yuan Pengfei was granted 400,000 restricted share units on April 1, 2024, all of which had fully vested. At the effective time of the merger, 120,000 of those RSUs were canceled and converted into the right to receive US$0.4940 per underlying share in cash. The remaining 280,000 RSUs were canceled and, in exchange, Yuan Pengfei was issued "a vested award comprised of other rights or property to the extent permitted by applicable laws," subject to terms substantially equivalent to those of the original vested RSUs, as the filing describes. Following all reported transactions, Yuan Pengfei's beneficially owned Class A ordinary shares and derivative securities each stand at zero.

What Was Disclosed

Yuan Pengfei, a director of Cloopen Group Holding Ltd, disclosed the disposal of 245,000 Class A ordinary shares and 400,000 RSUs on October 28, 2026, pursuant to a going-private merger, resulting in zero remaining beneficial ownership of any reported securities.