Schedule 13G: Beijing and Qingdao Qiushi Entities Hold 14.8% of CHA

Rhea-AI Filing Summary

Chagee Holdings Limited Schedule 13G reports that three related reporting persons — Beijing Qiushi Chenxing Consulting Center (LP), Qingdao Qiushi Chenxing Venture Capital Fund II (LP) and individual Yang Zhou — disclosed beneficial ownership of Class A ordinary shares as of June 30, 2025. Beijing Qiushi Chenxing Consulting Center reported 10,243,145 shares (8.5% of the Class A shares outstanding). Qingdao Qiushi Chenxing Venture Capital Fund II reported 7,594,160 shares (6.3%). Mr. Yang Zhou is shown as the ultimate controller and reports aggregate ownership of 17,837,305 shares, equal to 14.8% of the 120,478,383 Class A shares outstanding used for the percentage calculations. All reported shares are held with sole voting and dispositive power by each reporting person. The filing includes a Joint Filing Agreement as an exhibit.

Positive

• Clear, detailed disclosure of beneficial ownership including exact share counts for each reporting person
• Identification of ultimate control (Yang Zhou) and inclusion of a Joint Filing Agreement exhibit
• Quantified ownership percentages using a defined Class A shares outstanding figure (120,478,383) for transparency

Negative

• None.

Insights

Financial Analyst

TL;DR: A related group controls 14.8% of Class A shares with sole voting and dispositive power, a material single-owner stake.

The filing discloses that two limited partnerships and an individual ultimately controlled by Yang Zhou hold a combined 17,837,305 Class A shares, representing 14.8% of the Class A outstanding basis used in the filing. Each reporting person reports sole voting and dispositive power over the shares they hold, indicating direct control over voting and disposition. This is a clear, material ownership disclosure that may be relevant to investors assessing shareholder concentration and governance dynamics, without indicating any change in control or transaction beyond the ownership percentages.

Corporate Governance Expert

TL;DR: The disclosure shows concentrated ownership by related parties with sole voting/dispositive authority; governance implications depend on board and agreement context.

The Schedule 13G identifies related reporting persons and confirms that the limited partnerships are ultimately controlled by Yang Zhou. The report provides precise share counts and percentages: 10,243,145 (8.5%), 7,594,160 (6.3%), and aggregate 17,837,305 (14.8%) of 120,478,383 Class A shares outstanding used for the calculation. The filing includes a Joint Filing Agreement exhibit, consistent with coordinated reporting. The document is a standard beneficial ownership disclosure and does not itself describe governance agreements, nominees, or voting arrangements beyond sole voting power statements.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

Chagee Holdings Limited

(Name of Issuer)

Class A ordinary shares, par value US$0.0001 per share

(Title of Class of Securities)

15743P104

(CUSIP Number)

06/30/2025

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

SCHEDULE 13G

CUSIP No. 15743P104

1

Names of Reporting Persons

Beijing Qiushi Chenxing Consulting Center (Limited Partnership)

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

CHINA

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 10,243,145.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 10,243,145.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

10,243,145.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

8.5 %

12

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person: Note to Rows 5, 7 and 9: The 10,243,145 shares beneficially owned with sole voting power and with sole dispositive power include 10,243,145 Class A ordinary shares held by Beijing Qiushi Chenxing Consulting Center (Limited Partnership), a limited partnership organized and existing under the laws of PRC whose general partner is Zhuhai Hao Hai Chen Xing Investment Fund Management Co. Ltd. Note to Row 11: Based on the quotient obtained by dividing 10,243,145, the sum of the Class A ordinary shares beneficially owned by the Reporting Person as set forth in Row 9, by 120,478,383 Class A ordinary shares of the Issuer outstanding as of June 30, 2025.

SCHEDULE 13G

CUSIP No. 15743P104

1

Names of Reporting Persons

Qingdao Qiushi Chenxing Venture Capital Fund II (Limited Partnership)

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

CHINA

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 7,594,160.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 7,594,160.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

7,594,160.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

6.3 %

12

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person: Note to Rows 5, 7 and 9: The 7,594,160 shares beneficially owned with sole voting power and with sole dispositive power include 7,594,160 Class A ordinary shares held by Qingdao Qiushi Chenxing Venture Capital Fund II (Limited Partnership), a limited partnership organized and existing under the laws of PRC whose general partner is Shenzhen Congbi Qiushi Investment Management Co. Ltd. Note to Row 11: Based on the quotient obtained by dividing 7,594,160, the sum of the Class A ordinary shares beneficially owned by the Reporting Person as set forth in Row 9, by 120,478,383 Class A ordinary shares of the Issuer outstanding as of June 30, 2025.

SCHEDULE 13G

CUSIP No. 15743P104

1

Names of Reporting Persons

Yang Zhou

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

CHINA

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 17,837,305.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 17,837,305.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

17,837,305.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

14.8 %

12

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person: Note to Rows 5, 7 and 9: The 17,837,305 shares beneficially owned with sole voting power and with sole dispositive power include (i) 10,243,145 Class A ordinary shares held by Beijing Qiushi Chenxing Consulting Center (Limited Partnership), a limited partnership organized and existing under the laws of PRC whose general partner is Zhuhai Hao Hai Chen Xing Investment Fund Management Co. Ltd., and (ii) 7,594,160 Class A ordinary shares held by Qingdao Qiushi Chenxing Venture Capital Fund II (Limited Partnership), a limited partnership organized and existing under the laws of PRC whose general partner is Shenzhen Congbi Qiushi Investment Management Co. Ltd. Beijing Qiushi Chenxing Consulting Center (Limited Partnership) and Qingdao Qiushi Chenxing Venture Capital Fund II (Limited Partnership) are both ultimately controlled by Mr. Yang Zhou. Note to Row 11: Based on the quotient obtained by dividing 17,837,305, the sum of the Class A ordinary shares beneficially owned by the Reporting Person as set forth in Row 9, by 120,478,383 Class A ordinary shares of the Issuer outstanding as of June 30, 2025.

SCHEDULE 13G

Item 1.
(a)	Name of issuer: Chagee Holdings Limited
(b)	Address of issuer's principal executive offices: Tower B, Hongqiao Lianhe Building, No. 99 Kaihong Road, Changning District, Shanghai, China, 200051
Item 2.
(a)	Name of person filing: Beijing Qiushi Chenxing Consulting Center (Limited Partnership) Qingdao Qiushi Chenxing Venture Capital Fund II (Limited Partnership) Yang Zhou (Collectively, the "Reporting Persons")
(b)	Address or principal business office or, if none, residence: The business address of Beijing Qiushi Chenxing Consulting Center (Limited Partnership) and Mr. Yang Zhou is Room 803, 8/F, Building 8, 3-3, No. 6 Langjiayuan, Chaoyang District, Beijing, China. The business address of Qingdao Qiushi Chenxing Venture Capital Fund II (Limited Partnership) is 401, Building 1, No. 19 Qinling Road, Laoshan District, Qingdao City, Shandong Province, China.
(c)	Citizenship: People's Republic of China
(d)	Title of class of securities: Class A ordinary shares, par value US$0.0001 per share
(e)	CUSIP No.: 15743P104
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.	Ownership
(a)	Amount beneficially owned: The information required by Item 4(a) is set forth in Row 9 of the cover page for each Reporting Person and is incorporated herein by reference.
(b)	Percent of class: The information required by Item 4(b) is set forth in Row 11 of the cover page for each Reporting Person and is incorporated herein by reference.
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: The information set forth in rows 5-11 (including the footnotes thereto) on the cover pages to this Statement with respect to each of the Reporting Persons is hereby incorporated by reference herein.
	(ii) Shared power to vote or to direct the vote: The information set forth in rows 5-11 (including the footnotes thereto) on the cover pages to this Statement with respect to each of the Reporting Persons is hereby incorporated by reference herein.
	(iii) Sole power to dispose or to direct the disposition of: The information set forth in rows 5-11 (including the footnotes thereto) on the cover pages to this Statement with respect to each of the Reporting Persons is hereby incorporated by reference herein.
	(iv) Shared power to dispose or to direct the disposition of: The information set forth in rows 5-11 (including the footnotes thereto) on the cover pages to this Statement with respect to each of the Reporting Persons is hereby incorporated by reference herein.
Item 5.	Ownership of 5 Percent or Less of a Class.
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	Not Applicable
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	Not Applicable
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.	Certifications:
	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.

Beijing Qiushi Chenxing Consulting Center (Limited Partnership)

Signature:	/s/ Yang Zhou
Name/Title:	Yang Zhou / Authorized Signatory of General Partner
Date:	08/28/2025

Qingdao Qiushi Chenxing Venture Capital Fund II (Limited Partnership)

Signature:	/s/ Yang Zhou
Name/Title:	Yang Zhou / Authorized Signatory of General Partner
Date:	08/28/2025

Yang Zhou

Signature:	/s/ Yang Zhou
Name/Title:	Yang Zhou
Date:	08/28/2025

Exhibit Information

Exhibit A Joint Filing Agreement

FAQ

Who filed the Schedule 13G for Chagee Holdings Limited (CHA)?

The filing was made by Beijing Qiushi Chenxing Consulting Center (Limited Partnership), Qingdao Qiushi Chenxing Venture Capital Fund II (Limited Partnership), and Yang Zhou (the Reporting Persons).

How many Class A ordinary shares does Yang Zhou beneficially own in CHA?

17,837,305 Class A ordinary shares, representing 14.8% of the Class A shares outstanding used in the filing calculations.

What percent of CHA Class A shares do the partnerships each hold?

Beijing Qiushi Chenxing Consulting Center holds 10,243,145 shares (8.5%) and Qingdao Qiushi Chenxing Venture Capital Fund II holds 7,594,160 shares (6.3%).

Do the reporting persons have voting or dispositive power over the shares?

Yes. Each reporting person reports sole voting power and sole dispositive power over the Class A shares they beneficially own.

What share count was used to calculate the percentages in the filing?

Percentages are based on 120,478,383 Class A ordinary shares of the Issuer outstanding as of June 30, 2025, as stated in the filing.