11.2 Capital and affiliated entities disclosed beneficial ownership of Hinge Health (Class A) through Class B shares convertible one-for-one into Class A. Collectively, the reporting persons hold 3,704,524 shares equivalent to 12.1% of Class A on a fully-converted basis as of June 30, 2025. Ownership is held directly by 11.2 Capital I (2,703,954 shares), 11.2 Capital HH (171,550 shares) and 11.2 Capital IVY (829,020 shares). Shelley (Qian) Zhuang is identified as the managing member with shared voting and dispositive power over these shares. The filers expressly disclaim being a "group."
Positive
Material ownership disclosed: Reporting persons collectively beneficially own 3,704,524 shares (12.1%) on a fully-converted basis.
Clear attribution of control: Filing identifies Shelley (Qian) Zhuang as managing member with shared voting and dispositive power.
Breakdown by entity provided: 11.2 Capital I (2,703,954), 11.2 Capital IVY (829,020), 11.2 Capital HH (171,550) shares are specified.
Negative
None.
Insights
TL;DR: Significant convertible stake disclosed: 12.1% economic interest could affect voting/ownership dynamics if conversions occur.
The filing reports 3,704,524 shares convertible into Class A common stock, representing 12.1% of outstanding Class A on a fully-converted basis as of June 30, 2025. For investors, this is a material ownership disclosure because it identifies a single managing member, Qian Zhuang, with shared voting and dispositive power across multiple affiliated entities. The detailed split (2,703,954; 829,020; 171,550) clarifies where voting rights reside and enables assessment of potential influence on corporate decisions.
TL;DR: Ownership structure centralized under one manager; filers disclaim a group, preserving individual entity classifications.
The report shows affiliated entities under common control with Shelley (Qian) Zhuang as the managing member, who executed the signatures. The filers explicitly "disclaim status as a group," which is a legal statement affecting disclosure obligations. The conversion feature (each Class B converts into one Class A) and the public identification of shared voting/dispositive power are material governance details for board/majority control assessments.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
Hinge Health, Inc.
(Name of Issuer)
Class A Common Stock, par value $0.00001 per share
(Title of Class of Securities)
433313103
(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.
433313103
1
Names of Reporting Persons
11.2 Capital I, L.P.
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
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
2,703,954.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
2,703,954.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
2,703,954.00
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)
9.1 %
12
Type of Reporting Person (See Instructions)
PN
SCHEDULE 13G
CUSIP No.
433313103
1
Names of Reporting Persons
11.2 Capital I Partners, LLC
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
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
2,703,954.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
2,703,954.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
2,703,954.00
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)
9.1 %
12
Type of Reporting Person (See Instructions)
OO
SCHEDULE 13G
CUSIP No.
433313103
1
Names of Reporting Persons
11.2 Capital HH, LLC
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
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
171,550.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
171,550.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
171,550.00
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)
0.6 %
12
Type of Reporting Person (See Instructions)
OO
SCHEDULE 13G
CUSIP No.
433313103
1
Names of Reporting Persons
11.2 Capital IVY, LLC
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
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
829,020.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
829,020.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
829,020.00
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)
3.0 %
12
Type of Reporting Person (See Instructions)
OO
SCHEDULE 13G
CUSIP No.
433313103
1
Names of Reporting Persons
11.2 Capital Ivy Partners, LLC
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
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
1,000,570.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
1,000,570.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
1,000,570.00
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)
3.6 %
12
Type of Reporting Person (See Instructions)
OO
SCHEDULE 13G
CUSIP No.
433313103
1
Names of Reporting Persons
Qian Zhuang
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
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
3,704,524.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
3,704,524.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
3,704,524.00
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)
12.1 %
12
Type of Reporting Person (See Instructions)
IN
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
Hinge Health, Inc.
(b)
Address of issuer's principal executive offices:
455 Market Street, Suite 700, San Francisco, CA, 94105.
Item 2.
(a)
Name of person filing:
The names of the persons filing this report (collectively, the "Reporting Persons") are:
11.2 Capital I, L.P. ("11.2 Capital I")
11.2 Capital I Partners, LLC ("11.2 Capital I GP")
11.2 Capital HH, LLC ("11.2 Capital HH")
11.2 Capital IVY, LLC ("11.2 Capital IVY")
11.2 Capital Ivy Partners, LLC ("11.2 Capital Mgr")
Qian Zhuang ("Zhuang")
The Reporting Persons expressly disclaim status as a "group" for purposes of this Schedule 13G.
(b)
Address or principal business office or, if none, residence:
c/o 11.2 Capital
1611 Spring Gate Ln, Unit 371763
Las Vegas, Nevada 89134
(c)
Citizenship:
11.2 Capital I Delaware
11.2 Capital I GP Delaware
11.2 Capital HH Delaware
11.2 Capital IVY Delaware
11.2 Capital Mgr Delaware
Zhuang United States
(d)
Title of class of securities:
Class A Common Stock, par value $0.00001 per share
(e)
CUSIP No.:
433313103
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:
Row 9 of each Reporting Person's cover page to this Schedule 13G sets forth the aggregate number of securities of the Issuer beneficially owned by such Reporting Person as of June 30, 2025 and is incorporated by reference.
The Reporting Persons' ownership of the Issuer's securities consists of (i) 2,703,954 shares of Class B common stock held directly by 11.2 Capital I; (ii) 171,550 shares of Class B common stock held directly by 11.2 Capital HH; and (iii) 829,020 shares of Class B common stock held directly by 11.2 Capital IVY. Each share of Class B common stock is convertible into one share of Class A common stock.
11.2 Capital I GP is the general partner of 11.2 Capital I and 11.2 Capital Mgr is the manager of each of 11.2 Capital HH and 11.2 Capital IVY. Zhuang is the sole managing member of each of 11.2 Capital I GP and 11.2 Capital Mgr and has sole voting and dispositive power over the shares held by each of 11.2 Capital I, 11.2 Capital HH and 11.2 Capital IVY.
(b)
Percent of class:
Row 11 of each Reporting Person's cover page to this Schedule 13G sets forth the percentages of the Class A common stock of the Issuer beneficially owned by such Reporting Person as of June 30, 2025 and is incorporated by reference. The percentage set forth in each row 11 is based upon 26,909,512 shares of Class A common stock outstanding as of June 30, 2025, as reported in the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission (the "SEC") on August 11, 2025, in each case, adjusted in accordance with rules of the SEC, to give effect to the full conversion of Class B common stock beneficially owned by such Reporting Person.
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
Row 5 of each Reporting Person's cover page to this Schedule 13G sets forth the sole power to vote or to direct the vote of securities of the Issuer beneficially owned by such Reporting Person as of June 30, 2025 and is incorporated by reference.
(ii) Shared power to vote or to direct the vote:
Row 6 of each Reporting Person's cover page to this Schedule 13G sets forth the shared power to vote or to direct the vote of securities of the Issuer beneficially owned by such Reporting Person as of June 30, 2025 and is incorporated by reference.
(iii) Sole power to dispose or to direct the disposition of:
Row 7 of each Reporting Person's cover page to this Schedule 13G sets forth the sole power to dispose or to direct the disposition of securities of the Issuer beneficially owned by such Reporting Person as of June 30, 2025 and is incorporated by reference.
(iv) Shared power to dispose or to direct the disposition of:
Row 8 of each Reporting Person's cover page to this Schedule 13G sets forth the shared power to dispose or to direct the disposition of securities of the Issuer beneficially owned by such Reporting Person as of June 30, 2025 and is incorporated by reference.
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.
11.2 Capital I, L.P.
Signature:
/s/ Shelley Zhuang
Name/Title:
By 11.2 Capital I Partners, LLC, its General Partner, By Shelley Zhuang, Managing Member
Date:
08/14/2025
11.2 Capital I Partners, LLC
Signature:
/s/ Shelley Zhuang
Name/Title:
By Shelley Zhuang, Managing Member
Date:
08/14/2025
11.2 Capital HH, LLC
Signature:
/s/ Shelley Zhuang
Name/Title:
By 11.2 Capital Ivy Partners, LLC, its Manager, By Shelley Zhuang, Managing Member
Date:
08/14/2025
11.2 Capital IVY, LLC
Signature:
/s/ Shelley Zhuang
Name/Title:
By 11.2 Capital Ivy Partners, LLC, its Manager, By Shelley Zhuang, Managing Member
What stake in Hinge Health (HNGE) did the filers report?
The reporting persons disclosed beneficial ownership of 3,704,524 shares convertible into Class A, representing 12.1% on a fully-converted basis as of June 30, 2025.
Which entities hold the shares reported in the Schedule 13G?
Shares are held directly by 11.2 Capital I (2,703,954), 11.2 Capital IVY (829,020) and 11.2 Capital HH (171,550).
Who has voting and dispositive power over the reported shares?
The filing states shared voting and dispositive power over the reported shares, with Shelley (Qian) Zhuang identified as the sole managing member controlling the affiliated entities.
Do the filers claim to be a group under Schedule 13G?
No. The Reporting Persons expressly disclaim status as a 'group' for purposes of this Schedule 13G.
Are the Class B shares convertible into Class A stock?
Yes. The filing states each Class B common share is convertible into one share of Class A common stock.
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