| Item 1. | Security and Issuer |
| (a) | Title of Class of Securities:
Ordinary shares, par value US$0.000067 per share |
| (b) | Name of Issuer:
LightInTheBox Holding Co., Ltd. |
| (c) | Address of Issuer's Principal Executive Offices:
4 Pandan Crescent, #03-03, Singapore,
SINGAPORE
, 128475. |
Item 1 Comment:
Twelve Ordinary Shares of the Issuer are represented by one American depository share (the "ADS").
This Amendment No. 9 amends and supplements the statement on Schedule 13D filed on March 6, 2020 (the "Initial Statement"), the Amendment No. 1 on Schedule 13D/A filed on June 25, 2021, the Amendment No. 2 on Schedule 13D/A filed on September 23, 2022, the Amendment No. 3 on Schedule 13D/A filed on October 3, 2022, the Amendment No. 4 on Schedule 13D/A filed on January 4, 2023, the Amendment No. 5 on Schedule 13D/A filed on June 6, 2023, the Amendment No. 6 on Schedule 13D/A filed on December 13, 2023, the Amendment No. 7 on Schedule 13D/A filed on January 3, 2024 and the Amendment No. 8 on Schedule 13D/A filed on August 28, 2024. Other than as amended by this Amendment, the disclosures in the Initial Statement are unchanged. Responses to each item of this Amendment are incorporated by reference into the response to each other item, as applicable. |
| Item 2. | Identity and Background |
|
| (a) | This Statement is being filed by the following persons (each a "Reporting Person" and, collectively, the "Reporting Persons"):
Conner Growth Holding Limited, a company incorporated in the British Virgin Islands ("Conner Growth"); and
Mr. He Jian, an individual ("He Jian"). |
| (b) | The address of the principal business and office of the Reporting Persons is 4 Pandan Crescent, #03-03 Singapore (128475). |
| (c) | The principal occupation of He Jian is (i) the Chief Executive Officer and the chairman of the board of directors of the Issuer and (ii) the sole beneficial owner and the sole director of Conner Growth. The principal business of Conner Growth is to hold He Jian's beneficial interest in the Issuer. |
| (d) | During the last five years, neither of the Reporting Persons has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors). |
| (e) | During the last five years, neither of the Reporting Persons has been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and, as a result of such proceeding, was or is 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 finding any violation with respect to such laws. |
| (f) | Conner Growth Holding Limited - British Virgin Islands
He Jian - People's Republic of China |
| Item 3. | Source and Amount of Funds or Other Consideration |
| | The responses of the Reporting Persons to Rows (4) of the cover pages and the information set forth in Item 4 of this Amendment are incorporated herein by reference. |
| Item 4. | Purpose of Transaction |
| | Item 4 of the Schedule 13D is hereby amended by inserting the following information at the end of Item 4:
On July 10, 2026, Conner Growth entered into a subscription agreement (the "Subscription Agreement") with the Issuer, pursuant to which Conner Growth agreed to purchase 4,254,553 Ordinary Shares of the Issuer (the "Subscribed Shares") in a private placement (the "PIPE") at a purchase price of US$0.2566667 per Ordinary Share (equivalent to US$3.08 per ADS, each representing twelve (12) Ordinary Shares), for an aggregate purchase price of approximately US$1,092,003.
The PIPE was consummated on August 10, 2026. As a result of the closing of the PIPE, He Jian beneficially holds 56,724,977 Ordinary Shares in the form of ordinary shares and ADSs as of August 10, 2026, representing approximately 24.1% of the total outstanding Ordinary Shares of the Issuer.
The Subscription Agreement contains customary representations, warranties, and covenants of the Issuer and Conner Growth. Pursuant to the Subscription Agreement, the Issuer has agreed to file a registration statement with respect to the resale of Subscribed Shares. |
| Item 5. | Interest in Securities of the Issuer |
| (a) | The responses of the Reporting Persons to Rows (7) through (13) of the cover pages and the information set forth in Item 2 of this Amendment are incorporated herein by reference.
He Jian is the sole beneficial owner of Conner Growth. Pursuant to Rule 13d-3, he may be deemed to have Conner Growth's beneficial ownership over the Issuer. Accordingly, He Jian may be deemed to beneficially own 56,724,977 Ordinary Shares, representing approximately 24.1% of the total outstanding Ordinary Shares of the Issuer. This percentage is calculated based on the total of 213,974,097 outstanding Ordinary Shares as of June 30, 2026 plus 21,397,409 ordinary shares issued in a private placement pursuant to subscription agreements with certain investors on August 10, 2026, as informed by the Issuer. |
| (b) | The responses of the Reporting Persons to Rows (7) through (13) of the cover pages and the information set forth in Item 2 of this Amendment are incorporated herein by reference. |
| (c) | Except as described in Item 4 which is incorporated herein by this reference, since the filing of the Amendment No. 8 on Schedule 13D/A filed on August 28, 2024, none of the Reporting Persons has effected any transactions in Ordinary Shares or ADS. |
| (d) | None. |
| (e) | Not Applicable. |
| Item 6. | Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer |
| | The information set forth in Item 4 of this Amendment is incorporated herein by reference. |
| Item 7. | Material to be Filed as Exhibits. |
| | Joint Filing Agreement, dated August 11, 2026, by and between Conner Growth Holding Limited and He Jian. |
