[SCHEDULE 13D] ATA Creativity Global Major Shareholder Acquisition (>5%)

Rhea-AI Filing Summary

APOLLO WISE INVESTMENT LIMITED filed a Schedule 13D reporting beneficial ownership of 8,559,434 common shares of ATA Creativity Global, representing 9.9% of the outstanding class. These shares were acquired in a registered direct offering at $0.80 per ADS, equivalent to $0.40 per common share, under a subscription agreement dated November 17, 2025.

The filing states that USD 3,423,774 of bank-sourced funds were used for the investment. Jie Cheng, a Hong Kong citizen, is identified as the sole beneficial owner of APOLLO WISE INVESTMENT LIMITED and holds sole voting and dispositive power over the reported shares. The stated purpose of the transaction is medium- to long-term investment, influenced by market conditions, volatility, and liquidity needs.

Insights

Equity ownership analyst

New 9.9% stake in ATA Creativity Global disclosed via direct offering.

APOLLO WISE INVESTMENT LIMITED has disclosed a sizeable position of 8,559,434 common shares, equal to 9.9% of ATA Creativity Global’s outstanding common stock. The position arose from participating in a registered direct offering priced at $0.80 per ADS, or $0.40 per common share.

The filing indicates the investment used USD 3,423,774 in bank-sourced funds and is intended as a medium- to long-term holding, with decisions guided by market conditions and liquidity needs. Jie Cheng is disclosed as the sole beneficial owner with sole voting and dispositive power, signaling a concentrated governance influence aligned with this ownership stake.

Key Figures

Shares beneficially owned: 8,559,434 common shares Ownership percentage: 9.9% of class Investment funds used: USD 3,423,774 +4 more

7 metrics

Shares beneficially owned 8,559,434 common shares Beneficial ownership reported by APOLLO WISE and Jie Cheng

Ownership percentage 9.9% of class Percent of ATA Creativity Global common shares outstanding

Investment funds used USD 3,423,774 Source of funds from banks for share subscription

Offering price per ADS $0.80 per ADS Registered direct offering price

Offering price per common share $0.40 per common share ADS price equivalent per common share

ADSs offered in deal 11,067,547 ADSs Total ADSs in the registered direct offering

Shares subscribed by APOLLO WISE 8,559,434 common shares Portion of the offering purchased by APOLLO WISE

Key Terms

Schedule 13D, registered direct offering, beneficial owner, subscription agreement, +1 more

5 terms

Schedule 13D regulatory

"If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this"

A Schedule 13D is a legal document that investors file with regulators when they buy a large enough stake in a company to potentially influence its management or decisions. It provides details about the investor’s intention, ownership stake, and plans, helping other investors understand who is gaining control and what their motives might be.

registered direct offering financial

"for a registered direct offering of 11,067,547 of its ADSs at the price of $0.8 per ADS"

A registered direct offering is a way for a company to sell new shares of its stock directly to select investors with regulatory approval. This method allows the company to raise funds quickly and efficiently without needing a public auction, similar to offering exclusive access to a limited number of buyers. For investors, it often provides an opportunity to purchase shares at a favorable price, while giving the company immediate access to capital.

beneficial owner financial

"Jie CHENG is the sole beneficiary owner of APOLLO WISE INVESTMENT LIMITED."

A beneficial owner is the person who ultimately owns or controls a financial asset or property, even if their name isn't directly on official documents. Think of it like someone who secretly holds the keys to a safe deposit box—others may appear to have access, but the true owner is the one who benefits from what's inside. Identifying beneficial owners helps ensure transparency and prevent illegal activities like money laundering or fraud.

subscription agreement financial

"the Issuer entered into a subscription agreement (the "Subscription Agreement") with three purchasers"

A subscription agreement is a legal contract in which an investor agrees to buy a specific number of a company’s shares or other securities under set terms, including price, payment method and conditions for closing the sale. It matters to investors because it legally locks in their purchase and the company’s obligations, determines ownership percentage and any investor rights, and can include conditions or promises that affect future control or returns—like signing a detailed purchase order for equity.

ADSs financial

"a registered direct offering of 11,067,547 of its ADSs at the price of $0.8 per ADS"

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

ATA Creativity Global

(Name of Issuer)

Common Shares, $0.01 par value per share

(Title of Class of Securities)

(CUSIP Number)

Jie CHENG
Sea Meadow House, P.O. Box 116, Road Town
Tortola, D8, VG1110
86 15986737799

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

01/28/2026

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

schemaVersion:

SCHEDULE 13D

CUSIP No.

1

Name of reporting person

APOLLO WISE INVESTMENT LIMITED

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

BK

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

VIRGIN ISLANDS, BRITISH

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 8,559,434.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 8,559,434.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

8,559,434.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

9.9 %

14

Type of Reporting Person (See Instructions)

IV

SCHEDULE 13D

CUSIP No.

1

Name of reporting person

Jie CHENG

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

BK

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

HONG KONG

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 8,559,434.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 8,559,434.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

8,559,434.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

9.9 %

14

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Common Shares, $0.01 par value per share
(b)	Name of Issuer: ATA Creativity Global
(c)	Address of Issuer's Principal Executive Offices: Rm. 507, Bldg. 3, BinhuZhuoyueCheng, WenhuaKechuangYuan, Huayuan Blvd. 365, Baohe, Hefei, Anhui, CHINA , 230051.
Item 2.	Identity and Background
(a)	APOLLO WISE INVESTMENT LIMITED
(b)	Sea Meadow House, P.O. Box 116, Road Town, Tortola, British Virgin Islands
(c)	Investment Holding
(d)	No
(e)	No
(f)	VIRGIN ISLANDS, BRITISH
Item 3.	Source and Amount of Funds or Other Consideration
	Source of Funds is from banks and the Amount of Funds is USD3423774
Item 4.	Purpose of Transaction
	The purpose of transaction is for investment in the medium to long term depending on the market situations post transaction, subject to other factors like market volatility and liquidity requirements.
Item 5.	Interest in Securities of the Issuer
(a)	APOLLO WISE INVESTMENT LIMITED holds 8559434 Common Shares, $0.01 par value per share, which is 9.9% of the Class of Securities. Jie CHENG is the sole beneficiary owner of APOLLO WISE INVESTMENT LIMITED.
(b)	APOLLO WISE INVESTMENT LIMITED: 8559434
(c)	On November 17, 2025, the Issuer entered into a subscription agreement (the "Subscription Agreement") with three purchasers for a registered direct offering of 11,067,547 of its ADSs at the price of $0.8 per ADS (equivalent to $0.4 per Common Share) (the "Registered Direct Offering"). APOLLO WISE INVESTMENT LIMITED subscribed 8559434 of these Common Shares offered.
(d)	Jie CHENG is the sole beneficiary owner of APOLLO WISE INVESTMENT LIMITED
(e)	Not applicable
Item 6.	Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer
	Not applicable

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

APOLLO WISE INVESTMENT LIMITED

Signature:	/s/ Jie CHENG
Name/Title:	Jie CHENG / Director
Date:	03/30/2026

Jie CHENG

Signature:	/s/ Jie CHENG
Name/Title:	Jie CHENG / Director
Date:	03/30/2026