Tencent trims Amer Sports (NYSE: AS) stake below 5% in block sale

Rhea-AI Filing Summary

Amer Sports, Inc. (AS) is the subject of an amended Schedule 13D filed by Tencent Holdings Limited, updating its ownership position after significant share disposals. In August 2026, a Tencent subsidiary, Mount Jiuhua Investment Limited, transferred all Amer Sports ordinary shares it held to another Tencent subsidiary, Huang River Investment Limited, in an internal reorganization. On August 20, 2026, Huang River sold 13,871,070 ordinary shares and Bright Adventure Holding Limited, an entity controlled by Tencent, sold 1,923,076 ordinary shares in block trades at a weighted average price of US$33.86 per share. After these transactions, Tencent reports beneficial ownership of 15,794,146 Amer Sports ordinary shares, representing approximately 2.7% of the outstanding class, and states that it ceased to be a beneficial owner of more than five percent of the ordinary shares on August 20, 2026. Tencent describes its holding as for investment purposes and indicates it may buy or sell additional securities or engage in discussions about potential corporate transactions involving Amer Sports.

Filing Explained

Tencent no longer exceeds 5% ownership; its remaining 15,794,146 shares carry sole voting and disposal power.

This Schedule 13D/A is an ownership amendment that records Tencent's August 20, 2026 disposals and its current 2.7% stake in Amer Sports. The filing therefore places Tencent below the more-than-5% ownership level tracked by this schedule, while reporting sole voting and disposal power over its remaining shares.

Before the market sales, Tencent transferred all shares held by Mount Jiuhua Investment Limited internally to its wholly owned subsidiary Huang River. The remaining position is held through Huang River and Bright Adventure Holding Limited, rather than representing a new issuance by Amer Sports.

The 2.7% ownership figure uses 581,822,024 shares outstanding as of March 20, 2026, the denominator cited in the filing; the filing does not supply a later outstanding-share count.

Key Figures

Shares sold by Huang River on August 20, 2026: 13,871,070 ordinary shares Shares sold by Bright Adventure on August 20, 2026: 1,923,076 ordinary shares Weighted average sale price: US$33.86 per ordinary share +5 more

8 metrics

Shares sold by Huang River on August 20, 2026 13,871,070 ordinary shares Block trades in the open market at a weighted average price of US$33.86 per share

Shares sold by Bright Adventure on August 20, 2026 1,923,076 ordinary shares Block trades in the open market at a weighted average price of US$33.86 per share

Weighted average sale price US$33.86 per ordinary share Price for block trades by Huang River and Bright Adventure on August 20, 2026

Beneficial ownership after transactions 15,794,146 ordinary shares Shares Tencent may be deemed to beneficially own after August 20, 2026 transactions

Ownership percentage 2.7% Portion of Amer Sports’ total issued and outstanding ordinary shares

Amer Sports shares outstanding 581,822,024 ordinary shares Total issued and outstanding as of March 20, 2026

Par value of Amer Sports ordinary shares EUR 0.0300580119630888 per share Title of class of securities reported

Shares held by Huang River after amendment 13,871,069 ordinary shares Portion of Tencent’s beneficially owned Amer Sports shares

Key Terms

Schedule 13D, beneficially own, block trades, dispositive power, +1 more

5 terms

Schedule 13D regulatory

"This Amendment No. 1 to amends and supplements the filed"

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.

beneficially own financial

"Tencent may be deemed to beneficially own, and deemed to have the sole power"

Beneficially own means having the economic rights and risks of a security—such as the right to receive dividends, sell the shares, or profit from price changes—whether or not your name appears on the official share register. Think of it like renting a car: you use it and reap the benefits even if the title lists someone else. Investors care because beneficial ownership determines who truly controls value, must be disclosed under securities rules, and can signal potential influence or trading activity that affects a stock’s price.

block trades market

"sold an aggregate of 1,923,076 Ordinary Shares through block trades in the open market"

A block trade is a single, large buy or sell of shares or bonds arranged privately between big traders rather than piecemeal on the public market. Think of it like buying a whole shipment at once instead of many small shopping trips; it lets large holders move big positions with less immediate disruption but can signal strong buying or selling pressure and cause price swings once the trade is known, so investors watch block trades for clues about market sentiment and liquidity.

dispositive power financial

"the sole power to dispose or to direct the disposition, of an aggregate of 15,794,146"

Dispositive power is the authority to decide the final outcome of an asset, legal claim, contract, or corporate action — in effect the power to dispose of or resolve something. For investors it matters because whoever holds that authority can determine who gets paid, who controls an asset or vote, and how risks and returns are allocated; think of it like holding the key that lets you lock in the winner or loser in a deal.

extraordinary corporate transactions financial

"to consider or explore extraordinary corporate transactions, such as a merger, reorganization"

FAQ

What percentage of Amer Sports (AS) does Tencent now beneficially own?

Tencent reports beneficial ownership of 15,794,146 Amer Sports ordinary shares, representing approximately 2.7% of the company’s total issued and outstanding ordinary shares, based on 581,822,024 shares outstanding as of March 20, 2026.

How many Amer Sports shares did Tencent-related entities sell on August 20, 2026?

On August 20, 2026, Huang River Investment Limited sold 13,871,070 Amer Sports ordinary shares and Bright Adventure Holding Limited sold 1,923,076 shares, with the block trades executed at a weighted average price of US$33.86 per share.

When did Tencent cease to be a more-than-5% shareholder of Amer Sports (AS)?

Tencent states that it ceased to be the beneficial owner of more than 5% of Amer Sports’ ordinary shares on August 20, 2026, the date of the reported block sale transactions.

How many Amer Sports shares do Tencent’s subsidiaries Huang River and Bright Adventure hold after the amendment?

Tencent reports beneficial ownership of 13,871,069 Amer Sports ordinary shares held of record by Huang River Investment Limited and 1,923,077 shares held of record by Bright Adventure Holding Limited, for a combined total of 15,794,146 shares.

What is the par value of Amer Sports (AS) ordinary shares mentioned in this filing?

Amer Sports ordinary shares referenced in this filing have a par value of EUR 0.0300580119630888 per share, and these ordinary shares are listed on the New York Stock Exchange under the symbol "AS".

What future actions regarding Amer Sports does Tencent contemplate in this Schedule 13D/A?

Tencent indicates it acquired Amer Sports securities for investment purposes and may from time to time acquire additional shares, retain or sell shares, or discuss potential extraordinary corporate transactions with Amer Sports’ management, board, shareholders, or other parties.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 08/24/2026 - 06:03 AM Accepted by SEC EDGAR 08/24/2026 - 06:03 AM Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 1)

Amer Sports, Inc.

(Name of Issuer)

Ordinary shares, par value EUR 0.0300580119630888 per share

(Title of Class of Securities)

G0260P102

(CUSIP Number)

Tencent Holdings Limited
29/F., Three Pacific Place, No. 1 Queen's Road East, Wanchai
Hong Kong, K3, HK
85231485100

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

08/20/2026

(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 Number(s): G0260P102

1

Name of reporting person

Tencent Holdings 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)

WC

5

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

6

Citizenship or place of organization

CAYMAN ISLANDS

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 15,794,146.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 15,794,146.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

15,794,146.00

12

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

13

Percent of class represented by amount in Row (11)

2.7 %

14

Type of Reporting Person (See Instructions)

CO

Comment for Type of Reporting Person:

(1) Number of shares represents (i) 13,871,069 Ordinary Shares of the Issuer (each as defined below) held by Huang River Investment Limited ("Huang River"), a wholly-owned subsidiary of Tencent (as defined below); and (ii) 1,923,077 Ordinary Shares of the Issuer held by Bright Adventure Holding Limited ("Bright Adventure"), an entity controlled by Tencent. (2) The percentage is calculated based on 581,822,024 Ordinary Shares of the Issuer issued and outstanding as of March 20, 2026 as reported in the current report on Form 6-K filed with the United States Securities and Exchange Commission by the Issuer on April 1, 2026.

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Ordinary shares, par value EUR 0.0300580119630888 per share
(b)	Name of Issuer: Amer Sports, Inc.
(c)	Address of Issuer's Principal Executive Offices: Cricket Square, Hutchins Drive, P.O. Box 2681, Grand Cayman, CAYMAN ISLANDS , KY1-1111.
Item 1 Comment: Introduction This Amendment No. 1 to Schedule 13D amends and supplements the Schedule 13D filed with the United States Securities and Exchange Commission by Tencent Holdings Limited, a Cayman Islands company ("Tencent") on February 9, 2024 (as amended to date, the "Statement"), in respect of the ordinary shares, par value EUR0.0300580119630888 per share (the "Ordinary Shares"), of Amer Sports, Inc., an exempted company with limited liability incorporated under the laws of the Cayman Islands (the "Issuer"). The Issuer's Ordinary Shares are listed on the New York Stock Exchange under the symbol "AS." Capitalized terms used herein without definition shall have the meaning set forth in the Statement.
Item 4.	Purpose of Transaction
	Item 4 of the Statement is hereby amended and supplemented by adding the following: Disposal of Ordinary Shares In August 2026, Mount Jiuhua Investment Limited, a wholly-owned subsidiary of Tencent, transferred all the Ordinary Shares of the Issuer held by it to Huang River through an internal transfer. On August 20, 2026, Huang River sold an aggregate of 13,871,070 Ordinary Shares and Bright Adventure sold an aggregate of 1,923,076 Ordinary Shares through block trades in the open market at a weighted average price of US$33.86 per Ordinary Share. General Tencent acquired the securities described in the Statement for investment purposes and it intends to review its investments in the Issuer on a continuing basis. Any actions Tencent might undertake may be made at any time and from time to time without prior notice and will be dependent upon Tencent's review of numerous factors, including, but not limited to: an ongoing evaluation of the Issuer's business, financial condition, operations and prospects; price levels of the Issuer's securities; general market, industry and economic conditions; the relative attractiveness of alternative business and investment opportunities; and other future developments. Tencent may acquire additional securities of the Issuer, or retain or sell all or a portion of the securities then held, in the open market or in privately negotiated transactions. In addition, Tencent may engage in discussions with management, the board of directors of the Issuer, and shareholders of the Issuer and other relevant parties or encourage, cause or seek to cause the Issuer or such persons to consider or explore extraordinary corporate transactions, such as a merger, reorganization or take-private transaction that could result in the de-listing or de-registration of the Ordinary Shares; sales or acquisitions of assets or businesses; changes to the capitalization or dividend policy of the Issuer; or other material changes to the Issuer's business or corporate structure, including changes in management or the composition of the board of directors of the Issuer. Other than as described above, Tencent does not currently have any plans or proposals that relate to, or would result in, any of the matters listed in Items 4(a)-(j) of Schedule 13D, although, depending on the factors discussed herein, Tencent may change its purpose or formulate different plans or proposals with respect thereto at any time.
Item 5.	Interest in Securities of the Issuer
(a)	(a) - (b) Item 5 of the Statement is hereby amended and restated in its entirety as follows: Items 7 through 11 and Item 13 of the cover page of the Statement are incorporated herein by reference. As of the date hereof, after taking into account the transactions as disclosed in Item 4 above, Tencent may be deemed to beneficially own, and deemed to have the sole power to vote or to direct the vote, and the sole power to dispose or to direct the disposition, of an aggregate of 15,794,146 Ordinary Shares, consisting of 13,871,069 Ordinary Shares held of record by Huang River and 1,923,077 Ordinary Shares held of record by Bright Adventure, representing an aggregate of approximately 2.7% of the total issued and outstanding Ordinary Shares. The beneficial ownership percentage above is calculated based on 581,822,024 Ordinary Shares issued and outstanding as of March 20, 2026 as reported in the current report on Form 6-K filed with the United States Securities and Exchange Commission by the Issuer on April 1, 2026. To the best knowledge of Tencent, none of the Related Persons beneficially owns any Ordinary Shares.
(b)	See Item 5(a) above.
(c)	Except as described in Item 4 above, none of Tencent, or to the best knowledge of Tencent, any of the Related Persons has effected any transactions in the Ordinary Shares during the past 60 days.
(d)	Not applicable.
(e)	Tencent ceased to be the beneficial owner of more than five percent of the Ordinary Shares on August 20, 2026.

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.

Tencent Holdings Limited

Signature:	/s/ Ma Huateng
Name/Title:	Ma Huateng, Director
Date:	08/24/2026