L1 Capital reports 9.99% stake in EShallGo

EShallGo Inc. (EHGO) reported that L1 Capital Global Opportunities Master Fund, Ltd. has filed as a significant shareholder holding Class A Ordinary Shares.

Rhea-AI Filing Summary

EShallGo Inc. (EHGO) reported that L1 Capital Global Opportunities Master Fund, Ltd. has filed as a significant shareholder holding Class A Ordinary Shares. L1 Capital beneficially owns 464,658 securities in total, consisting of Class A Ordinary Shares and Pre-Funded Warrants, representing 9.99% of the Class A Ordinary Shares outstanding.

The holding includes 400,000 Class A Ordinary Shares and 64,658 Pre-Funded Warrants that are currently counted toward beneficial ownership, all subject to a 9.99% beneficial ownership limitation. An additional 410,342 Pre-Funded Warrants are held but excluded due to this limitation. Voting and dispositive power over all 464,658 securities is reported as sole, with no shared power.

Key Figures

Beneficially owned securities: 464,658 shares/Pre-Funded Warrants Class A Ordinary Shares held: 400,000 Class A Ordinary Shares Pre-Funded Warrants counted in ownership: 64,658 Pre-Funded Warrants +4 more

7 metrics

Beneficially owned securities 464,658 shares/Pre-Funded Warrants Total securities beneficially owned by L1 Capital Global Opportunities Master Fund, Ltd.

Class A Ordinary Shares held 400,000 Class A Ordinary Shares Portion of L1 Capital’s beneficial ownership that is common shares

Pre-Funded Warrants counted in ownership 64,658 Pre-Funded Warrants Pre-Funded Warrants included within the 9.99% beneficial ownership limit

Additional Pre-Funded Warrants excluded 410,342 Pre-Funded Warrants Held by L1 Capital but excluded due to 9.99% beneficial ownership limitation

Ownership percentage 9.99% Percent of EHGO Class A Ordinary Shares beneficially owned by L1 Capital

Shares outstanding baseline 4,586,577 Class A Ordinary Shares Shares outstanding used to calculate L1 Capital’s 9.99% ownership; excludes warrant exercises

Sole voting and dispositive power 464,658 securities Number of EHGO securities over which L1 Capital has sole voting and dispositive power

Key Terms

Pre-Funded Warrants, beneficial ownership limitation, beneficially own, Rule 13d-3, +1 more

5 terms

Pre-Funded Warrants financial

"The amounts in Row (5), (7) and (9) represent 400,000 Class A Ordinary Shares and 64,658 Pre-Funded Warrants"

Pre-funded warrants are financial instruments that give investors the right to purchase a company's stock at a set price, but with most or all of the purchase price paid upfront. They function like a coupon or gift card for stock, allowing investors to buy shares later at a fixed price, which can be beneficial if they want to avoid future price increases. This makes them important for investors seeking flexibility and certainty in their investment plans.

beneficial ownership limitation regulatory

"Pre-Funded Warrants, subject to a 9.99% beneficial ownership limitation"

A beneficial ownership limitation is a rule that caps the percentage of a company’s shares an investor can be treated as owning or controlling for voting, regulatory or tax purposes. It matters to investors because it can restrict how many shares a person or group can buy or vote, affect takeover chances, and influence share liquidity and value — like a speed limit that prevents any single driver from taking over the whole road.

beneficially own regulatory

"may be deemed to beneficially own (as that term is defined in Rule 13d-3 )"

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.

Rule 13d-3 regulatory

"may be deemed to beneficially own (as that term is defined in Rule 13d-3 )"

Rule 13d-3 defines who is treated as the beneficial owner of a company’s shares for U.S. securities disclosure rules — essentially anyone who has the power to vote or direct how shares are voted, or the power to buy or sell them, even if they don’t hold the certificates. For investors this matters because crossing certain ownership thresholds triggers public filing and disclosure obligations and signals potential control or influence, much like having the keys to a car implies you can drive it even if it’s registered to someone else.

sole dispositive power financial

"Sole Dispositive Power 464,658.00"

Sole dispositive power is the exclusive legal authority to decide what happens to a security — for example, whether to sell, transfer, or retain shares — without needing anyone else’s permission. Investors care because it signals who truly controls the economic outcome of an investment: like holding the only key to a safe, the holder can realize gains or losses and may trigger regulatory reporting, insider rules, or influence over corporate ownership.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How much of EShallGo Inc. (EHGO) does L1 Capital Global Opportunities Master Fund own?

L1 Capital Global Opportunities Master Fund reports beneficial ownership of 464,658 securities of EShallGo Inc., representing 9.99% of the outstanding Class A Ordinary Shares, based on 4,586,577 shares outstanding as referenced in company disclosure dated August 20, 2026.

What securities of EHGO are included in L1 Capital’s 9.99% beneficial ownership?

The 9.99% beneficial ownership in EHGO includes 400,000 Class A Ordinary Shares and 64,658 Pre-Funded Warrants that are within a 9.99% beneficial ownership limitation. All of these are reported with sole voting and dispositive power.

Does L1 Capital hold additional EHGO Pre-Funded Warrants beyond those counted in ownership?

Yes. L1 Capital holds an additional 410,342 Pre-Funded Warrants of EHGO that are not included in the 9.99% beneficial ownership calculation because they are subject to the same 9.99% beneficial ownership limitation and thus are excluded from the reported amount.

What is the total number of EHGO shares outstanding used for L1 Capital’s ownership percentage?

The reported 9.99% ownership by L1 Capital is calculated based on 4,586,577 Class A Ordinary Shares outstanding. This outstanding share count gives no effect to any exercise of Pre-Funded Warrants held by L1 Capital or others.

Who controls voting and disposition of L1 Capital’s EHGO holdings?

L1 Capital reports 464,658 EHGO securities with sole voting power and sole dispositive power, and 0 shared voting or dispositive power. Directors David Feldman and Joel Arber may be deemed beneficial owners but each disclaims beneficial ownership for all other purposes.

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

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Available on EDGAR 08/26/2026 - 04:10 PM EDT Accepted by SEC EDGAR 08/26/2026 - 04:10 PM EDT Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

EShallGo Inc.

(Name of Issuer)

Class A Ordinary Shares, $0.0016 par value

(Title of Class of Securities)

G3121H111

(CUSIP Number)

08/20/2026

(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)

schemaVersion:

SCHEDULE 13G

CUSIP Number(s): G3121H111

1

Names of Reporting Persons

L1 Capital Global Opportunities Master Fund, Ltd.

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

CAYMAN ISLANDS

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 464,658.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 464,658.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

464,658.00

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)

9.99 %

12

Type of Reporting Person (See Instructions)

FI

SCHEDULE 13G

Item 1.
(a)	Name of issuer: EShallGo Inc.
(b)	Address of issuer's principal executive offices: No. 37, Haiyi Villa, Lane 97, Songlin Road, Pudong New District, Shanghai, China 200120
Item 2.
(a)	Name of person filing: L1 Capital Global Opportunities Master Fund, Ltd.
(b)	Address or principal business office or, if none, residence: 3rd Floor, Citrus Grove Building, 106 Goring Ave. George Town PO Box 10085 Grand Cayman, Cayman Islands KY1-1001
(c)	Citizenship: Cayman Islands
(d)	Title of class of securities: Class A Ordinary Shares, $0.0016 par value
(e)	CUSIP Number(s): G3121H111
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: 464,658 The amounts in Row (5), (7) and (9) represent 400,000 Class A Ordinary Shares and 64,658 Pre-Funded Warrants, subject to a 9.99% beneficial ownership limitation. The amounts do not include 410,342 Pre-Funded Warrants, which are subject to a 9.99% beneficial ownership limitation. The percentage set forth on Row (11) of the cover page for the Reporting Person is based on 4,586,577 shares of Class A Ordinary Shares outstanding, based on the Issuer's Prospectus Supplement under Rule 424(b)(5) and a Report of Foreign Private Issuer on Form 6-K, each filed with the Securities and Exchange Commission on August 20, 2026. The numbers of shares outstanding gives no effect to any exercise of Pre-Funded Warrants. David Feldman and Joel Arber are the Directors of L1 Capital Global Opportunities Master Fund, Ltd. As such, L1 Capital Global Opportunities Master Fund, Ltd., Mr. Feldman, and Mr. Arber may be deemed to beneficially own (as that term is defined in Rule 13d-3 under the Securities Exchange Act of 1934) the issuer's securities described herein. To the extent Mr. Feldman and Mr. Arber are deemed to beneficially own such securities, Mr. Feldman and Mr. Arber disclaim beneficial ownership of these securities for all other purposes.
(b)	Percent of class: 9.99%
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: 464,658
	(ii) Shared power to vote or to direct the vote: 0
	(iii) Sole power to dispose or to direct the disposition of: 464,658
	(iv) Shared power to dispose or to direct the disposition of: 0
Item 5.	Ownership of 5 Percent or Less of a Class.
	Not Applicable
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:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11.

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.

L1 Capital Global Opportunities Master Fund, Ltd.

Signature:	/s/ David Feldman
Name/Title:	David Feldman, Director
Date:	08/26/2026