Beneficial Ownership Report · SCHEDULE 13D/A
AIFU Inc.
AIFUNASDAQEQUITYCurrent
Beneficial Ownership Report
Structured filing — SCHEDULE 13D/A
primary_doc.xml
Amendment · This filing reports the amendment as submitted.
Subject company
- Company
- AIFU INC.
- Company CIK
- 0001413855
- Street
- 01-10, Jinzhong Guobin Hui, Xili St.
- City
- Shenzhen
- State / country code
- F4
- Postal code
- 518055
Statement details
- Amendment number
- 1
- Security class
- Class A ordinary share, par value $0.002 per share
- Event date
- 09/24/2026
- Previously filed indication
- false
Authorized notification person 1
- Name
- YS Management Company Limited
- Phone
- 852 84353173
- Street
- c/o Yif Liu
- Street (continued)
- 28 Lower Kent Ridge Road
- City
- Singapore
- State / country code
- U0
- Postal code
- 11837
Authorized notification person 2
- Name
- Yif Liu
- Phone
- 852 84353173
- Street
- 28 Lower Kent Ridge Road
- City
- Singapore
- State / country code
- U0
- Postal code
- 11837
Reporting person 1
- Name
- YS Management Company Limited
- No reporting person CIK indication
- Y
- Citizenship / organization
- K3
- Reporting person type
- CO
- Source of funds code
- PF
- Legal proceedings indication
- N
- Aggregate amount owned
- 4,826,333.00
- Percent of class
- 29.84
- Sole voting power
- 4,826,333.00
- Shared voting power
- 0.00
- Sole dispositive power
- 4,826,333.00
- Shared dispositive power
- 0.00
- Aggregate excludes certain shares
- N
- Comments
- Note to Row 7, 9, 11: Represents 4,826,333 Class A ordinary shares directly held by YS Management Company Limited, which is 100% owned by Yif Liu. Note to Row 13: The percentage calculation is based on 16,175,748 ordinary shares, including 5,925,748 Class A ordinary shares and 10,250,000 Class B ordinary shares, of the Issuer outstanding as of September 24, 2026 according to the records of the Issuer
Reporting person 2
- Name
- Yif Liu
- Reporting person CIK
- 0002079530
- No reporting person CIK indication
- N
- Citizenship / organization
- S0
- Reporting person type
- IN
- Source of funds code
- PF
- Legal proceedings indication
- N
- Aggregate amount owned
- 4,826,333.00
- Percent of class
- 29.84
- Sole voting power
- 4,826,333.00
- Shared voting power
- 0.00
- Sole dispositive power
- 4,826,333.00
- Shared dispositive power
- 0.00
- Aggregate excludes certain shares
- N
- Comments
- Note to Row 7, 9, 11: Represents 4,826,333 Class A ordinary shares directly held by YS Management Company Limited, which is 100% owned by Yif Liu. Note to Row 13: The percentage calculation is based on 16,175,748 ordinary shares, including 5,925,748 Class A ordinary shares and 10,250,000 Class B ordinary shares, of the Issuer outstanding as of September 24, 2026 according to the records of the Issuer
Item 1
Issuer
AIFU INC.
Security title
Class A ordinary share, par value $0.002 per share
Principal address
Comment
This Amendment No. 1 to Schedule 13D (the "Amendment") amends and supplements the prior statement on Schedule 13D as filed on January 16, 202 (the "Original 13D") (the Original 13D as amended and supplemented, the "Previous Schedule 13D"), and relates to the beneficial ownership of Class A ordinary shares, par value $0.002 per share (the "Class A Ordinary Shares") of AIFU Inc., a Cayman Islands exempted company (the "Issuer") whose principal executive office is located at Room 001, Build 10, Jinzhong Guobin Hui, 2nd Road, Qinyuan, Lihu Community, Xili Street, Nanshan District, Shenzhen, People's Republic of China. Except as set forth below, all items of the Previous Schedule 13D remain unchanged. All capitalized terms not otherwise defined herein shall have the meanings ascribed to such terms in the Previous Schedule 13D.
Item 2
Citizenship
YS Management Company Limited is a limited company incorporated under the laws of Hong Kong. Yif Liu is a citizen of the Republic of Guinea-Bissau.
Principal occupation
Yif Liu serves as a Director of YS Management Company Limited, which is a limited liability company without any substantive operations.
Filing person
This Amendment is being jointly filed by YS Management Company Limited and Yif Liu (the "Reporting Persons").
Criminal proceedings response
During the last five years, neither of the Reporting Persons has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).
Proceedings description
During the last five years, neither of the Reporting Person has been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and, as a result of such proceeding, is or was subject to 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 law.
Principal business address
The registered address of YS Management Company Limited is Room 1604, 16/F, OfficePlus@Sheung Wan, 93-103 Wing Lok Street, Sheung Wan, Hong Kong. The address of Yif Liu is 28 Lower Kent Ridge Road, Singapore 11837
Item 3
Source of funds
The information set forth in Item 5 is hereby incorporated by reference into this Item 3. Item 3 of the Previous Schedule 13D is hereby amended and supplemented in its entirety as follows: Not applicable. The transaction described in Item 5 involved an issuance of shares by the Issuer to certain third party. The Reporting Persons were not parties to this transaction and did not provide any funds or other consideration.
Item 4
Purpose of transaction
The information set forth in Item 5 is hereby incorporated by reference into this Item 4. Item 4 is hereby amended and supplemented to add the following: This Amendment is filed to report that the Reporting Persons' aggregate percentage beneficial ownership and voting power in the Issuer were diluted as a result of the Issuer's issuance of shares as described in Item 5 below.
Item 5
Transactions
During the 60 days preceding the filing of this Amendment, none of the Reporting Persons has effected any other transactions in the Ordinary Shares except as reported herein.
Percentage of class
The responses of each of the Reporting Persons to Rows (7) through (13), including the footnotes thereto, of the cover pages of this Amendment are hereby incorporated by reference in this Item 5. Item 5(a) of the Previous Schedule 13D is hereby amended and restated as follow: Pursuant to the current report of the Issuer on Form 6-K filed on September 24, 2026, on September 24, 2026, the Issuer completed the issuance of 10,000,000 Class B ordinary shares to a third party ("Share Issuance"). The Reporting Persons did not acquire or dispose of any shares subsequent to the filing of the Original 13D on September 28, 2026. The change in the number of shares owned by the Reporting Persons and the decrease in the Reporting Persons' aggregate beneficial ownership and their aggregate voting power was solely due to (i) the Issuer's 1-for-20 reverse share split effected on June 16, 2026 and (ii) the increase in the total number of the Issuer's outstanding shares from the Share Issuance. YSM beneficially owns 4,826,333 Class A ordinary shares of the Issuer, representing approximately 29.84% of the Issuer's total issued and outstanding ordinary shares and approximately 0.47% of the total voting power. YSM is 100% owned by Yif Liu. Consequently, Yif Liu may be deemed to beneficially own the Ordinary Shares held by YSM. The percentage calculation is based on 16,175,748 ordinary shares, including 5,925,748 Class A ordinary shares and 10,250,000 Class B ordinary shares, of the Issuer outstanding as of September 24, 2026 according to the records of the Issuer The Class B ordinary shares are treated as converted into Class A ordinary shares only for the purpose of calculating the percentage ownership. Percentage of aggregate voting power is calculated by dividing the voting power beneficially owned by each Reporting Person by the voting power of all of our Class A ordinary shares and Class B ordinary shares as a single class. Each Class A ordinary share is entitled to one (1) vote while each Class B ordinary share is entitled to one hundred (100) votes on any and all matters submitted for a vote. Our Class A ordinary shares and Class B ordinary shares vote together as a single class on all matters submitted to a vote of our shareholders, except as may otherwise be required by law.
Item 7
Filed exhibits
Exhibit 1: Joint Filing Agreement dated September 28, 2026 by and between the Reporting Persons Exhibit 2: List of directors and executive officers of YS Management Company Limited (filed herewith)
Signature 1
- Reporting person
- YS Management Company Limited
- Signed
- /s/ Yif Liu
- Title
- Yif Liu /Director
- Date
- 09/28/2026
Signature 2
- Reporting person
- Yif Liu
- Signed
- /s/ Yif Liu
- Title
- Yif Liu
- Date
- 09/28/2026