| Item 1. | Security and Issuer |
| (a) | Title of Class of Securities:
Class A Ordinary Share, no par value |
| (b) | Name of Issuer:
DATASEA INTELLIGENT TECHNOLOGY LTD. |
| (c) | Address of Issuer's Principal Executive Offices:
Room 302-5, Building C, Gemdale Viseen,, No. 5 Shengfang Rd.,, Beijing,
CHINA
, 102699. |
Item 1 Comment:
This Amendment No. 1 to Schedule 13D ("SC 13D/A") amends the Schedule 13D originally filed on June 16, 2023 (the "Original SC 13D"), which was filed under the CIK of Datasea Inc. ("Datasea"), prior to the merger of Datasea Inc. into the Company. The Original SC 13D is hereby amended and supplemented to the extent hereinafter expressly set forth. Except as amended hereby, the original disclosure set forth in the Original SC 13D shall remain unchanged. All capitalized terms used and not expressly defined herein have the respective meanings ascribed to such terms in the Original SC 13D. |
| Item 2. | Identity and Background |
|
| (a) | This SC 13D/A is being filed by the following person ("Reporting Person"):
Ms. Liu Zhixin, a citizen of the People's Republic of China. Ms. Zhixin's principal business address is Room 302-5, Building C, Gemdale Viseen, No. 5 Shengfang Rd., Beijing, China, 102699. |
| Item 3. | Source and Amount of Funds or Other Consideration |
| | The information set forth in Item 4 hereof is incorporated by reference in its entirety into this Item 3. |
| Item 4. | Purpose of Transaction |
| | Effective April 15, 2026, pursuant to the Agreement and Plan of Merger (the "Merger Agreement") by and between Datasea Inc. ("Datasea") and the Company, Datasea merged with and into the Company, with the Company surviving the merger (the "Merger"). Upon effectiveness of the Merger, the 2,000,000 shares of Datasea common stock, par value US$0.001 per share (the "Common Stock"), held by Zhixin Liu immediately prior to the Merger were converted into 2,000,000 Class B Ordinary Shares of the Company, and each other share of Common Stock held by Zhixin Liu immediately prior to the Merger was converted into one Class A Ordinary Share of the Company. The Class B Ordinary Shares are convertible to Class A Ordinary Shares at any time on a one for one basis. Each Class A Ordinary Share is entitled to one (1) vote and each Class B Ordinary Share is entitled to fifty (50) votes. |
| Item 5. | Interest in Securities of the Issuer |
| (a) | The information set forth in rows 7 through 13 of the cover pages to this SC 13D/A is incorporated by reference herein. The percentage set forth in row 13 is based on an aggregate of 6,447,153 Class A Ordinary Shares and 4,000,000 Class B Ordinary Shares issued and outstanding as of June 1, 2026, as reported by the Issuer to the Reporting Person. The percentages of beneficial ownership were determined in accordance with Rule 13d-3 of the Securities Exchange Act of 1934, as amended. Information with respect to all transactions in the Shares beneficially owned by the Reporting Persons that were effected during the past sixty days is set forth in Item 4 and incorporated herein by reference. |
| (b) | The information set forth in rows 7 through 13 of the cover pages to this SC 13D/A is incorporated by reference herein. The percentage set forth in row 13 is based on an aggregate of 6,447,153 Class A Ordinary Shares and 4,000,000 Class B Ordinary Shares issued and outstanding as of June 1, 2026, as reported by the Issuer to the Reporting Person. The percentages of beneficial ownership were determined in accordance with Rule 13d-3 of the Securities Exchange Act of 1934, as amended. Information with respect to all transactions in the Shares beneficially owned by the Reporting Persons that were effected during the past sixty days is set forth in Item 4 and incorporated herein by reference. |
| (c) | The information set forth in rows 7 through 13 of the cover pages to this SC 13D/A is incorporated by reference herein. The percentage set forth in row 13 is based on an aggregate of 6,447,153 Class A Ordinary Shares and 4,000,000 Class B Ordinary Shares issued and outstanding as of June 1, 2026, as reported by the Issuer to the Reporting Person. The percentages of beneficial ownership were determined in accordance with Rule 13d-3 of the Securities Exchange Act of 1934, as amended. Information with respect to all transactions in the Shares beneficially owned by the Reporting Persons that were effected during the past sixty days is set forth in Item 4 and incorporated herein by reference. |
| (d) | Not applicable. |
| (e) | Not applicable. |
| Item 6. | Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer |
| | The information set forth in Item 4 hereof is incorporated by reference in its entirety into this Item 6. Other than the relationship as set out in Item 4 hereof, there are no other contracts, arrangements, understandings, or relationships with respect to the Issuer's securities, among the Reporting Person. |
| Item 7. | Material to be Filed as Exhibits. |
| | 2.1 Form of the Merger Agreement and Plan of Merger by and between Datasea Inc. and the Company, incorporated herein by reference to Exhibit 2.1 of the Form F-4, as amended, initially filed on February 13, 2026. |
