Grande Group (GRAN) updates 76% control, insider roles and $9.5M pledge

Rhea-AI Filing Summary

Grande Group Ltd/HK’s controlling shareholders updated their ownership and control structure in this Schedule 13D/A. Grande Holding Limited continues to hold 15,194,000 Class A Ordinary Shares, representing about 76.33% of the 19,906,250 shares outstanding. On June 17, 2026, Grande Holding issued 10 of its 110 shares to Tianhang Zhao for US$1.10 million, and she became its sole director, giving her shared voting and dispositive power over Grande Group’s 15,194,000 shares.

On the same date, CEO and chair Yujie Chen resigned as a director of Grande Holding, so she no longer has voting or dispositive power over these shares and is no longer deemed a beneficial owner above 5%. A US$9.5 million Promissory Note was also secured by a Share Charge pledging 100 of Grande Holding’s 110 shares (about 90.91%) to LHS Prime Limited, although voting rights remain with the pledgors unless an enforcement event occurs.

Insights

Equity ownership and governance analyst

Control remains concentrated via Grande Holding, but voting power and security interests have shifted among insiders.

The filing shows that Grande Holding Limited still controls 15,194,000 Class A Ordinary Shares, or about 76.33% of Grande Group. Economic control of Grande Holding is split among Blazing Success, Ocean Empire and Tianhang Zhao, with Zhao now holding 9.09% and serving as sole director.

Yujie Chen, while still CEO and an indirect minority holder, no longer has voting or dispositive power over the issuer’s shares and is no longer a >5% beneficial owner as of June 17, 2026. In contrast, Tianhang Zhao and Tak Kai Raymond Tam are deemed beneficial owners under Rule 13d-3 through their roles and upstream stakes.

A notable feature is the $9,500,000 Promissory Note secured by a Share Charge over 100 of Grande Holding’s 110 shares (about 90.91%). This encumbers most of the holding company equity in favor of LHS Prime Limited, though voting rights stay with Blazing Success and Ocean Empire unless an “Event of Enforcement” occurs. Future developments around that financing and any enforcement events would be important to track in subsequent disclosures.

Key Figures

Controlling stake: 15,194,000 Class A Ordinary Shares Ownership percentage: 76.33% Shares outstanding: 19,906,250 Class A shares +4 more

7 metrics

Controlling stake 15,194,000 Class A Ordinary Shares Shares held by Grande Holding Limited

Ownership percentage 76.33% Portion of 19,906,250 outstanding Class A shares

Shares outstanding 19,906,250 Class A shares Issued and outstanding as referenced in the filing

Zhao subscription US$1,100,000 Cash paid by Tianhang Zhao for 10 Grande Holding shares

Promissory Note $9,500,000 Principal amount secured by Share Charge to LHS Prime Limited

Grande Holding issued shares 110 shares Post-issuance capital of Grande Holding Limited

Pledged holding company shares 100 of 110 shares (90.91%) Grande Holding shares pledged under Share Charge

Key Terms

beneficial owner, Rule 13d-3, Share Charge, Promissory Note, +2 more

6 terms

beneficial owner financial

"is therefore deemed to be a beneficial owner of such shares for purposes of Rule 13d-3"

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.

Rule 13d-3 regulatory

"are therefore deemed to be the beneficial owners of such shares for purposes of 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.

Share Charge financial

"entered into a Share Charge (the "Share Charge") in favor of LHS Prime Limited, as secured party"

Promissory Note financial

"under a Promissory Note in the principal amount of $9,500,000 (the "Note") executed in favor of LHS Prime Limited"

A promissory note is a written IOU in which one party promises to pay a specific sum, often with interest, to another party by a set date or on demand. Investors care because it functions like a loan: it creates a legal claim on future cash flows, carries credit and timing risk, and can affect valuation or liquidity—think of it as a formal, tradable promise to be repaid that can be assessed like any other debt investment.

security interest financial

"creates a continuing first priority lien and security interest, and a first-ranking equitable mortgage"

A security interest is a legal claim a lender or creditor holds on a borrower's asset as collateral to secure repayment; if the borrower fails to pay, the creditor can seize or sell that asset to recover money owed. Think of it like a pawnshop tag on an item that gives the pawnbroker the right to sell it if the loan isn't repaid. For investors, security interests matter because they change how safely lenders and bondholders can recover funds and affect the hierarchy of claims if a company faces financial trouble.

Event of Enforcement regulatory

"unless and until an Event of Enforcement (as defined therein) occurs. Upon an Event of Enforcement, all voting rights vest"

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google Not now

Available on EDGAR 06/29/2026 - 04:15 PM Accepted by SEC EDGAR 06/29/2026 - 04:15 PM 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)

Grande Group Ltd/HK

(Name of Issuer)

Class A Ordinary Shares, par value US$ 0.00001

(Title of Class of Securities)

G4R53M103

(CUSIP Number)

Yujie Chen
Suite 2701, 27/F., Tower 1, Admiralty Center, 18 Harcourt Road
Admiralty, K3, 000000
852 3890 3601

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

06/17/2026

(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): G4R53M103

1

Name of reporting person

Grande Holding 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 0.00
8	Shared Voting Power 15,194,000.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 15,194,000.00

11

Aggregate amount beneficially owned by each reporting person

15,194,000.00

12

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

13

Percent of class represented by amount in Row (11)

76.33 %

14

Type of Reporting Person (See Instructions)

CO

Comment for Type of Reporting Person:

The percentage reported in Item 13 above is based on a total of 19,906,250 issued and outstanding Class A Ordinary Shares, par value US$0.00001 per share (the "Class A Ordinary Shares"), as of the date of this Schedule 13D/A, as represented by Grande Group Limited (the "Issuer").

SCHEDULE 13D

CUSIP Number(s): G4R53M103

1

Name of reporting person

Yujie Chen

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)

PF

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 0.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

0.00

12

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

13

Percent of class represented by amount in Row (11)

0 %

14

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person:

(1) Ms. Yujie Chen, the Chief Executive Officer and Chair of the Board of the Issuer, previously shared voting and dispositive power over the 15,194,000 Class A Ordinary Shares held by Grande Holding Limited, by virtue of her position as the Director of Grande Holding Limited. Effective June 17, 2026, Ms. Chen resigned as Director of Grande Holding Limited. Ms. Chen owns 99% issued shares of Ocean Empire Group Limited, which owns 25 of 110 issued shares (22.73%) of Grande Holding Limited. However, as a minority indirect shareholder without a directorship or other arrangement conferring voting or dispositive power over the Issuer's shares, Ms. Chen is no longer deemed to beneficially own the Class A Ordinary Shares of the Issuer. This filing reports the termination of Ms. Chen's beneficial ownership. (2) The percentage reported in Item 13 above is based on a total of 19,906,250 issued and outstanding Class A Ordinary Shares, as of the date of this Schedule 13D/A, as represented by the Issuer.

SCHEDULE 13D

CUSIP Number(s): G4R53M103

1

Name of reporting person

Tak Kai Raymond Tam

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)

PF

5

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

6

Citizenship or place of organization

UNITED KINGDOM

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 15,194,000.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 15,194,000.00

11

Aggregate amount beneficially owned by each reporting person

15,194,000.00

12

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

13

Percent of class represented by amount in Row (11)

76.33 %

14

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person:

(1) The shares above represent 15,194,000 Class A Ordinary Shares held by Grande Holding Limited, a company incorporated under the laws of the Cayman Islands. Grande Holding Limited is owned 68.18% by Blazing Success Holdings Limited, 22.73% by Ocean Empire Group Limited, and 9.09% by Tianhang Zhao. Mr. Tak Kai Raymond Tam owns 100% of the equity interests in Rosy Beauty Investment Limited, which owns 99% of the equity interests in Blazing Success Holdings Limited, which owns 68.18% of the issued shares of Grande Holding Limited. Ms. Yujie Chen, the Chief Executive Officer and Chair of the Board of the Issuer, owns 99% of the equity interests in Ocean Empire Group Limited, which owns 22.73% of the issued shares of Grande Holding Limited. Tianhang Zhao directly holds 9.09% of the issued shares of Grande Holding Limited and serves as the Director of Grande Holding Limited. Ms. Zhao and Mr. Tam share voting and dispositive power with respect to the shares of the Issuer held by Grande Holding Limited and are therefore deemed to be the beneficial owners of such shares for purposes of Rule 13d-3 under the Securities Exchange Act of 1934. (2) The percentage reported in Item 13 above is based on a total of 19,906,250 issued and outstanding Class A Ordinary Shares, as of the date of this Schedule 13D/A, as represented by the Issuer.

SCHEDULE 13D

CUSIP Number(s): G4R53M103

1

Name of reporting person

Tianhang Zhao

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)

PF

5

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

6

Citizenship or place of organization

CHINA

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 15,194,000.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 15,194,000.00

11

Aggregate amount beneficially owned by each reporting person

15,194,000.00

12

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

13

Percent of class represented by amount in Row (11)

76.33 %

14

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person:

(1)The shares above represents 15,194,000 Class A Ordinary Shares held by Grande Holding Limited, a company incorporated under the laws of the Cayman Islands, holds shares of the Issuer. Mr. Tianhang Zhao directly holds 10 of the 110 issued shares (9.09%) of Grande Holding Limited and serves as the sole Director of Grande Holding Limited. By virtue of his position as the sole Director, Mr. Zhao may be deemed to share voting and dispositive power with respect to the 15,194,000 Class A Ordinary Shares of the Issuer held by Grande Holding Limited and is therefore deemed to be a beneficial owner of such shares for purposes of Rule 13d-3 under the Securities Exchange Act of 1934. (2) The percentage reported in Item 13 above is based on a total of 19,906,250 issued and outstanding Class A Ordinary Shares, as of the date of this Schedule 13D/A, as represented by the Issuer.

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Class A Ordinary Shares, par value US$ 0.00001
(b)	Name of Issuer: Grande Group Ltd/HK
(c)	Address of Issuer's Principal Executive Offices: Suite 2701, 27/F., Tower 1, Admiralty Center, 18 Harcourt Road, Admiralty, HONG KONG , 00000.
Item 1 Comment: This Amendment No. 1 to Schedule 13D (this "Schedule 13D/A") amends and supplements the Schedule 13D originally filed with the Securities and Exchange Commission on October 2, 2025 (the "Original Schedule 13D"), by and on behalf of Grande Holding Limited, Yujie Chen, and Tak Kai Raymond Tam (collectively with Tianhang Zhao, the "Reporting Persons") with respect to the Class A Ordinary Shares, par value US$0.00001 per share, of Grande Group Ltd/HK (the "Issuer"). Except as specifically amended and supplemented hereby, the Original Schedule 13D remains in full force and effect. Capitalized terms used herein and not otherwise defined have the meanings ascribed to them in the Original Schedule 13D.
Item 2.	Identity and Background
(a)	This Schedule 13D/A is being filed by Grande Holding Limited, Yujie Chen, Tak Kai Raymond Tam, and Tianhang Zhao (together, the "Reporting Persons").
(b)	The principal business address of each Reporting Person is Suite 2701, 27/F., Tower 1, Admiralty Center, 18 Harcourt Road, Admiralty, Hong Kong
(c)	Yujie Chen is the Chief Executive Officer and a director of the Issuer since January 17, 2023. She owns 99% of the equity interests in Ocean Empire Group Limited, which owns approximately 22.73% of Grande Holding Limited. Ms. Chen resigned as a director of Grande Holding Limited on June 17, 2026. As a result, Ms. Chen no longer shares voting or dispositive power with respect to the shares of the Issuer held by Grande Holding Limited and is no longer deemed to be a beneficial owner of such shares. Tak Kai Raymond Tam is a merchant. Mr. Tam owns 100% of the equity interests in Rosy Beauty Investment Limited, which owns 99 of 100 issued shares (99%) of Blazing Success Holdings Limited, which owns 75 of 110 issued shares (68.18%) of Grande Holding Limited. The principal address of Rosy Beauty Investment Limited is Room 2701, 27/F, Tower 1, Admiralty Centre, 18 Harcourt Road, Admiralty, Hong Kong, and its main business is investment holding. Tianhang Zhao is a merchant. Tianhang Zhao directly holds 10 of 110 issued shares (9.09%) of Grande Holding Limited and serves as the sole Director of Grande Holding Limited, appointed effective June 17, 2026. The principal address of Ms.Zhao is Room 2701, 27/F, Tower 1, Admiralty Centre, 18 Harcourt Road, Admiralty, Hong Kong, and its main business is investment holding. Grande Holding Limited is a company incorporated under the laws of the Cayman Islands, holds shares of the Issuer. Grande Holding Limited has 110 issued shares, of which 75 shares (68.18%) are held by Blazing Success Holdings Limited, 25 shares (22.73%) are held by Ocean Empire Group Limited, and 10 shares (9.09%) are held by Tianhang Zhao. The sole Director of Grande Holding Limited is Tianhang Zhao.
(d)	The Reporting Persons have not, during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors)
(e)	The Reporting Persons have not, during the last five years, been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction as a result of which the reporting persons were or are subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or a finding of any violation with respect to such laws.
(f)	Grande Holding Limited - Cayman Islands Yujie Chen - Hong Kong Tak Kai Raymond Tam - United Kingdom Tianhang Zhao - People's Republic of China
Item 3.	Source and Amount of Funds or Other Consideration
	Item 3 of the Original Schedule 13D is hereby amended and supplemented as follows: The Reporting Persons are pre-IPO shareholders, except as noted below. Grande Holding Limited used working capital. Yujie Chen and Tak Kai Raymond Tam used personal funds. On June 17, 2026, Grande Holding Limited issued 10 shares to Tianhang Zhao for a cash consideration of US$1.10 million, using personal funds. Following such issuance, the total issued share capital of Grande Holding Limited consists of 110 shares, of which 75 shares are held by Blazing Success Holdings Limited, 25 shares are held by Ocean Empire Group Limited, and 10 shares are held by Tianhang Zhao. The shares were acquired directly from Grande Holding Limited through a subscription and issuance of newly issued shares, rather than through a purchase from the existing shareholders. The consideration for the shares was funded from Ms. Zhao's personal funds.
Item 4.	Purpose of Transaction
	Item 4 of the Original Schedule 13D is hereby amended and supplemented as follows: Mr. Tak Kai Raymond Tam and Ms. Yujie Chen are pre-IPO shareholder of the issuer, who acquired the interest with the intent to exercise control over the Issuer. On June 17, 2026 Grande Holding Limited issued 10 shares to Ms. Tianhang Zhao and appointed her as the director of Grande Holding Limited. Previously, there were 100 issued shares (75 held by Blazing Success Holdings Limited and 25 held by Ocean Empire Group Limited). Following the issuance, there are 110 total issued shares: Blazing Success Holdings Limited holds 75 shares (68.18%), Ocean Empire Group Limited holds 25 shares (22.73%), and Tianhang Zhao holds 10 shares (9.09%). Ms. Zhao acquired her shares in Grande Holding Limited is for investment purposes and to participate in the governance and management of Grande Holding Limited. Ms. Zhao does not independently have any plans or proposals to acquire control of the Issuer. The Reporting Persons intend to continue actively participating in the Issuer's management and strategic direction. Except as set forth herein, the Reporting Persons do not have any present plans or proposals which relate to or would result in any of the transactions described in paragraphs (a) through (j) of this Item 4.
Item 5.	Interest in Securities of the Issuer
(a)	Grande Holding Limited holds 15,194,000 Class A Ordinary Shares, representing approximately 76.33% of the total issued and outstanding Class A Ordinary Shares of the Issuer. Grande Holding Limited has 110 issued shares, of which 75 shares (68.18%) are held by Blazing Success Holdings Limited, 25 shares (22.73%) are held by Ocean Empire Group Limited, and 10 shares (9.09%) are held by Tianhang Zhao. Grande Holding Limited is owned 68.2% by Blazing Success Holdings Limited, 22.7% by Ocean Empire Group Limited, and 9.1% by Tianhang Zhao. Mr. Tak Kai Raymond Tam owns 100% of the equity interests in Rosy Beauty Investment Limited, which wholly owns Blazing Success Holdings Limited. Ms. Yujie Chen, the Chief Executive Officer and Chair of the Board of the Issuer, owns 100% of the equity interests in Ocean Empire Group Limited. Tianhang Zhao holds 10 shares of Grande Holding Limited directly and is a director of Grande Holding Limited. Tianhang Zhao is the director of Grande Holding Limited and share voting and dispositive power over the shares of the Issuer held by Grande Holding Limited and are therefore deemed to be the beneficial owners of such shares pursuant to Rule 13d-3 under the Securities Exchange Act of 1934, collectively representing approximately 76.33% of the issued and outstanding Class A Ordinary Shares of the Issuer. Ms. Yujie Chen resigned as a director of Grande Holding Limited on June 17, 2026 and no longer shares voting or dispositive power with respect to the shares of the Issuer held by Grande Holding Limited. Accordingly, Ms. Chen is no longer deemed to be a beneficial owner of such shares. Rosy Beauty Investment Limited owns 99% issued shares of Blazing Success Holdings Limited. Mr. Tak Kai Raymond Tam owns 100% of the equity interests in Rosy Beauty Investment Limited. Yujie Chen owns 99% issued shares of Ocean Empire Group Limited. Tianhang Zhao directly holds 10 of 110 issued shares (9.09%) of Grande Holding Limited and serves as the sole Director of Grande Holding Limited. Mr. Tam and Mr. Zhao share voting and dispositive power over the shares of the Issuer held by Grande Holding Limited and are therefore deemed to be the beneficial owners of such shares pursuant to Rule 13d-3 under the Securities Exchange Act of 1934, collectively representing approximately 76.33% of the issued and outstanding Class A Ordinary Shares of the Issuer. Ms. Yujie Chen, who resigned as Director of Grande Holding Limited effective June 17, 2026, is no longer deemed to share voting or dispositive power over the shares of the Issuer held by Grande Holding Limited and accordingly is no longer deemed to beneficially own such shares. The foregoing disclosure is based on a total of 19,906,250 issued and outstanding Class A Ordinary Shares, as represented by the Issuer.
(b)	Grande Holding Limited, Tak Kai Raymond Tam, and Tianhang Zhao have shared voting and dispositive power over the 15,194,000 Class A Ordinary Shares of the Issuer. Yujie Chen no longer has voting or dispositive power over such shares. (1) Grande Holding Limited Sole Voting Power: 0 Class A Ordinary Shares Shared Voting Power: 15,194,000 Class A Ordinary Shares Sole Dispositive Power: 0 Class A Ordinary Shares Shared Dispositive Power: 15,194,000 Class A Ordinary Shares (2) Tianhang Zhao Sole Voting Power: 0 Class A Ordinary Shares Shared Voting Power: 15,194,000 Class A Ordinary Shares Sole Dispositive Power: 0 Class A Ordinary Shares Shared Dispositive Power: 15,194,000 Class A Ordinary Shares (3) Tak Kai Raymond Tam Sole Voting Power: 0 Class A Ordinary Shares Shared Voting Power: 15,194,000 Class A Ordinary Shares Sole Dispositive Power: 0 Class A Ordinary Shares Shared Dispositive Power: 15,194,000 Class A Ordinary Shares (4) Yujie Chen Sole Voting Power: 0 Class A Ordinary Shares Shared Voting Power: 0 Class A Ordinary Shares Sole Dispositive Power: 0 Class A Ordinary Shares Shared Dispositive Power: 0 Class A Ordinary Shares
(c)	During the past sixty days, Ms. Tianhang Zhao effected the following transaction in the reported class of securities: On June 17, 2026, Ms. Tianhang Zhao acquired 10 ordinary shares of Grande Holding Limited through a direct subscription of newly issued shares from Grande Holding Limited. The aggregate purchase price was US$1,100,000, in cash consideration. The issuance of the shares was approved by the board of directors and shareholders of Grande Holding Limited. As a result of the transaction, Ms. Zhao indirectly beneficially owns 15,194,000 Class A Ordinary Shares of Grande Group Limited.
(d)	Not Applicable
(e)	On June 17, 2026, Ms. Yujie Chen resigned as a director of Grande Holdings Limited. Although Ms. Chen remains a shareholder of Ocean Empire Group Limited, as a result of her resignation she no longer has the power to direct the voting or disposition of the Class A Ordinary Shares of the Issuer held through such entities. Accordingly, effective June 17, 2026, Ms. Chen ceased to be the beneficial owner of more than five percent of the Issuer's Class A Ordinary Shares for purposes of Section 13(d) of the Securities Exchange Act of 1934.
Item 6.	Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer
	Grande Holding Limited (formerly known as Homei Holding Inc.), acquired 100% shareholding of Grande Group Limited, as part of the reorganization. Subsequent to the transfers, Grande Group Limited became wholly owned by Grande Holding Limited. On or about June 15, 2026, Ocean Empire Group Limited and Blazing Success Holdings Limited, as joint and several pledgors, entered into a Share Charge (the "Share Charge") in favor of LHS Prime Limited, as secured party. Pursuant to the Share Charge, the pledgors pledged all 100 shares of Grande Holding Limited held by them (75 shares held by Blazing Success Holdings Limited and 25 shares held by Ocean Empire Group Limited, collectively representing approximately 90.91% of the issued shares of Grande Holding Limited) as security for their obligations under a Promissory Note in the principal amount of $9,500,000 (the "Note") executed in favor of LHS Prime Limited. The Share Charge creates a continuing first priority lien and security interest, and a first-ranking equitable mortgage and fixed charge under the laws of the Cayman Islands, over the pledged shares and all proceeds thereof. Pursuant to Section 6(a) of the Share Charge, the pledgors (Ocean Empire Group Limited and Blazing Success Holdings Limited) retain voting and consensual rights with respect to the pledged shares unless and until an Event of Enforcement (as defined therein) occurs. Upon an Event of Enforcement, all voting rights vest in the Secured Party. The Share Charge is governed by the laws of the Cayman Islands. LHS Prime Limited, as the secured party under the Share Charge, holds a security interest in 100 of the 110 issued shares of Grande Holding Limited (representing approximately 90.91% of the issued shares of Grande Holding Limited). The 10 shares held by Tianhang Zhao are not subject to the Share Charge. As the Ocean Empire and Blazing Success Holdings Limited retain voting rights unless and until an Event of Enforcement occurs, LHS Prime Limited is not deemed to have voting or dispositive power over the Class A Ordinary Shares of the Issuer at this time. On June 17, 2026, Grande Holding Limited issued 10 shares to Tianhang Zhao through a direct subscription of newly issued shares from Grande Holding Limited. Ms. Zhao was also appointed as a director of Grande Holding Limited on June 17, 2026, pursuant to a board resolution dated June 17, 2026. Except as set forth herein, the Reporting Persons have no contracts, arrangements, understandings, or relationships with respect to the Issuer's securities requiring disclosure under this Item 6.
Item 7.	Material to be Filed as Exhibits.
	Exhibit No. Description 99.1* Sales and Purchase Agreement (incorporated by reference to Exhibit A to Schedule 13D (File No. 005-95252) filed by Grande Holding Limited with the Securities and Exchange Commission on October 2, 2025) 99.2 Joint Filing Agreement among Grande Holding Limited, Yujie Chen, Tak Kai Raymond Tam, and Tianhang Zhao 99.3 Share Charge by and between Blazing Success Holdings Limited and Ocean Empire Group Limited, as Pledgors, and LHS Prime Limited, as Secured Party, dated as of June 15, 2026 99.4 Promissory Note by Blazing Success Holdings Limited and Ocean Empire Group Limited in favor of LHS Prime Limited, dated as of June 15, 2026 * Previously filed.

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.

Grande Holding Limited

Signature:	/s/ Tianhang Zhao
Name/Title:	Tianhang Zhao/Director
Date:	06/29/2026

Yujie Chen

Signature:	/s/ Yujie Chen
Name/Title:	Yujie Chen
Date:	06/29/2026

Tak Kai Raymond Tam

Signature:	/s/ Tak Kai Raymond Tam
Name/Title:	Tak Kai Raymond Tam/Director
Date:	06/29/2026

Tianhang Zhao

Signature:	/s/ Tianhang Zhao
Name/Title:	Tianhang Zhao/Director
Date:	06/29/2026