Merger price for LakeShore Biopharma (LSB) slashed to US$0.066 a share

Rhea-AI Filing Summary

LakeShore Biopharma’s major shareholders have amended their go‑private deal, sharply cutting the proposed cash payout to public investors. The Amended Merger Agreement reduces the per share merger consideration from US$0.90 to US$0.066, implying about US$1.3 million to buy out outstanding ordinary shares not held by rollover shareholders. The lead reporting person, Huaqin Xue, is deemed to beneficially own 21,021,332 ordinary shares, or 51.0% of the company based on 41,212,693 shares outstanding as of June 30, 2025. Several funds, including Oceanpine, Adjuvant, MSA Growth, Superstring and Epiphron, report smaller holdings below 2% each. Termination fees are also reduced to US$50,000 for the company and US$100,000 for the parent. If the merger closes, LakeShore Biopharma’s ordinary shares would be deregistered and cease trading on the OTC Pink Open Market.

Positive

• None.

Negative

• Per share merger consideration cut from US$0.90 to US$0.066, reducing the cash value offered to minority shareholders to roughly US$1.3 million in total.

Insights

M&A and special situations analyst

Merger terms are revised with a steep cut in cash consideration to minorities.

The filing shows an Amended Merger Agreement where LakeShore Biopharma’s proposed merger price drops from US$0.90 to US$0.066 per ordinary share. Based on this new price, only about US$1.3 million is expected to be spent to acquire outstanding shares not held by rollover shareholders.

Termination economics are also softened: the company termination fee falls to US$50,000 and the parent termination fee to US$100,000, while the sponsor’s liability under the amended limited guarantee is capped at US$110,000. The sponsor has committed US$1,268,818.58 of equity financing to Parent under the amended equity commitment letter.

If the merger is completed, the ordinary shares would be eligible for deregistration under Section 12(g)(4) and would cease trading on the OTC Pink Open Market. For now, completion still depends on the conditions in the Amended Merger Agreement, including support from rollover shareholders who have agreed to cancel their shares for equity in Parent rather than cash.

Key Figures

Per share merger consideration (new): US$0.066 per ordinary share Prior per share merger consideration: US$0.90 per ordinary share Estimated total cash to public holders: Approximately US$1.3 million +6 more

9 metrics

Per share merger consideration (new) US$0.066 per ordinary share Amended Merger Agreement dated April 29, 2026

Prior per share merger consideration US$0.90 per ordinary share Original Merger Agreement before Amendment No. 1

Estimated total cash to public holders Approximately US$1.3 million Purchase of outstanding Ordinary Shares not held by rollover shareholders

Sponsor equity commitment US$1,268,818.58 Amended and Restated Equity Commitment Letter to Parent

Company termination fee US$50,000 Reduced from US$550,000 in Amended Merger Agreement

Parent termination fee US$100,000 Reduced from US$1,100,000 in Amended Merger Agreement

Sponsor guarantee cap US$110,000 Maximum liability under Amended and Restated Limited Guarantee

Shares outstanding 41,212,693 ordinary shares As of June 30, 2025, per Form 20-F

Huaqin Xue beneficial ownership 21,021,332 ordinary shares (51.0%) Based on 41,212,693 shares outstanding

Key Terms

Amended Merger Agreement, Rollover Shareholders, A&R Equity Commitment Letter, termination fee, +2 more

6 terms

Amended Merger Agreement financial

"the Merger Agreement as so amended, the "Amended Merger Agreement""

Rollover Shareholders financial

"outstanding Ordinary Shares not owned by the Rollover Shareholders"

Rollover shareholders are existing owners who choose to keep some or all of their ownership by exchanging their current shares for shares in a new or combined company instead of taking a full cash payout. This matters to investors because it signals those insiders expect future upside or want a continued stake—like choosing to reinvest sale proceeds into a new business—affecting future ownership percentages, potential dilution, and alignment of interests between old owners and new investors.

A&R Equity Commitment Letter financial

"an amended and restated equity commitment letter (the "A&R Equity Commitment Letter")"

termination fee financial

"reduces the Company Termination Fee to US$50,000 ... and the Parent Termination Fee to US$100,000"

A termination fee is a payment required if one party ends a contract before its agreed-upon end date. It acts like a penalty or compensation to the other party for canceling early, similar to a fee you might pay for breaking a lease or canceling a service contract. For investors, it matters because it can influence a company's decisions and financial obligations related to ending agreements prematurely.

A&R Limited Guarantee financial

"an amended and restated limited guarantee (the "A&R Limited Guarantee")"

Section 12(g)(4) regulatory

"eligible for termination of registration pursuant to Section 12(g)(4) of the Act"

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 6)

LakeShore Biopharma Co., Ltd.

(Name of Issuer)

Ordinary Shares, par value $0.0002 per share

(Title of Class of Securities)

G9845F208

(CUSIP Number)

Huaqin Xue
c/o Kingston Chambers, PO Box 173, Road Town
Tortola, D8, VG1110
86 133 3571 1066

Oceanpine Capital Inc.
c/o Suite 2207-9, 22/F, Tower Two, Lippo Centre, 89 Queensway
Admiralty, K3, 000000
86 (10) 6195 9000

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

04/29/2026

(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): G9845F208

1

Name of reporting person

Huaqin Xue

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, OO

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 21,021,332.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 21,021,332.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

21,021,332.00

12

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

13

Percent of class represented by amount in Row (11)

51.0 %

14

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person:

Each of row 7, 9 and 11 represents 21,021,332 ordinary shares held by Crystal Investment (as defined below). Each ordinary share is entitled to one vote. Crystal Investment is a wholly owned subsidiary of Crystal Holdings (as defined below). Huaqin Xue is a director of both Crystal Investment and Crystal Holdings and is the sole shareholder of Crystal Holdings. Based on the foregoing, Huaqin Xue may be deemed to be the beneficial owner of the ordinary shares held by Crystal Investment. Row 13 represents the percentage that is calculated based on 41,212,693 outstanding ordinary shares as of June 30, 2025, as disclosed in the Issuer's Form 20-F, filed on July 31, 2025.

SCHEDULE 13D

CUSIP Number(s): G9845F208

1

Name of reporting person

Crystal Peak Holdings Inc.

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)

AF, OO

5

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

6

Citizenship or place of organization

VIRGIN ISLANDS, BRITISH

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 21,021,332.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 21,021,332.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

21,021,332.00

12

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

13

Percent of class represented by amount in Row (11)

51.0 %

14

Type of Reporting Person (See Instructions)

CO

Comment for Type of Reporting Person:

Each of row 7, 9 and 11 represents 21,021,332 ordinary shares held by Crystal Investment, which is wholly owned by Crystal Holdings. Each ordinary share is entitled to one vote. Row 13 represents the percentage that is calculated based on 41,212,693 outstanding ordinary shares as of June 30, 2025, as disclosed in the Issuer's Form 20-F, filed on July 31, 2025.

SCHEDULE 13D

CUSIP Number(s): G9845F208

1

Name of reporting person

Crystal Peak Investment Inc.

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)

AF, OO

5

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

6

Citizenship or place of organization

VIRGIN ISLANDS, BRITISH

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 21,021,332.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 21,021,332.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

21,021,332.00

12

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

13

Percent of class represented by amount in Row (11)

51.0 %

14

Type of Reporting Person (See Instructions)

CO

Comment for Type of Reporting Person:

Each of row 7, 9 and 11 represents 21,021,332 ordinary shares held by Crystal Investment. Each ordinary share is entitled to one vote. Row 13 represents the percentage that is calculated based on 41,212,693 outstanding ordinary shares as of June 30, 2025, as disclosed in the Issuer's Form 20-F, filed on July 31, 2025.

SCHEDULE 13D

CUSIP Number(s): G9845F208

1

Name of reporting person

Dave Liguang Chenn

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, OO

5

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

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 462,760.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 462,760.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

462,760.00

12

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

13

Percent of class represented by amount in Row (11)

1.1 %

14

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person:

Each of row 7, 9 and 11 represents (i) 410,560 ordinary shares held by Oceanpine Investment (as defined below), and (ii) 52,200 ordinary shares held by Oceanpine Capital (as defined below). Each ordinary share is entitled to one vote. As Dave Liguang Chenn is the managing partner of both Oceanpine Investment and Oceanpine Capital, he may be deemed to be the beneficial owner of the ordinary shares held by Oceanpine Investment and Oceanpine Capital. Row 13 represents the percentage that is calculated based on 41,212,693 outstanding ordinary shares as of June 30, 2025, as disclosed in the Issuer's Form 20-F, filed on July 31, 2025.

SCHEDULE 13D

CUSIP Number(s): G9845F208

1

Name of reporting person

Oceanpine Investment Fund II LP

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, OO

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 410,560.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 410,560.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

410,560.00

12

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

13

Percent of class represented by amount in Row (11)

1.0 %

14

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person:

Each of row 7, 9 and 11 represents 410,560 ordinary shares held by Oceanpine Investment. Each ordinary share is entitled to one vote. Row 13 represents the percentage that is calculated based on 41,212,693 outstanding ordinary shares as of June 30, 2025, as disclosed in the Issuer's Form 20-F, filed on July 31, 2025.

SCHEDULE 13D

CUSIP Number(s): G9845F208

1

Name of reporting person

Oceanpine Capital Inc.

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, OO

5

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

6

Citizenship or place of organization

VIRGIN ISLANDS, BRITISH

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 52,200.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 52,200.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

52,200.00

12

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

13

Percent of class represented by amount in Row (11)

0.1 %

14

Type of Reporting Person (See Instructions)

CO

Comment for Type of Reporting Person:

Each of row 7, 9 and 11 represents 52,200 ordinary shares held by Oceanpine Capital. Each ordinary share is entitled to one vote. Row 13 represents the percentage that is calculated based on 41,212,693 outstanding ordinary shares as of June 30, 2025, as disclosed in the Issuer's Form 20-F, filed on July 31, 2025.

SCHEDULE 13D

CUSIP Number(s): G9845F208

1

Name of reporting person

Adjuvant Capital Management, L.L.C.

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)

OO

5

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

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 290,298.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 290,298.00

11

Aggregate amount beneficially owned by each reporting person

290,298.00

12

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

13

Percent of class represented by amount in Row (11)

0.70 %

14

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person:

Each of row 8, 10 and 11 represents (i) 243,630 ordinary shares held by Adjuvant Fund (as defined below) and (ii) 46,668 ordinary shares held by Adjuvant Fund DE (as defined below). Each ordinary share is entitled to one vote. Adjuvant GP (as defined below) is the sole general partner of Adjuvant Fund and Adjuvant Fund DE. Adjuvant Management (as defined below) is the sole general partner of Adjuvant GP. Therefore, Adjuvant Management may be deemed to be the beneficial owner of the ordinary shares held by Adjuvant Fund and Adjuvant Fund DE. Row 13 represents the percentage that is calculated based on 41,212,693 outstanding ordinary shares as of June 30, 2025, as disclosed in the Issuer's Form 20-F, filed on July 31, 2025.

SCHEDULE 13D

CUSIP Number(s): G9845F208

1

Name of reporting person

Adjuvant Capital GP, L.P.

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)

OO

5

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

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 290,298.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 290,298.00

11

Aggregate amount beneficially owned by each reporting person

290,298.00

12

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

13

Percent of class represented by amount in Row (11)

0.70 %

14

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person:

Each of row 8, 10 and 11 represents (i) 243,630 ordinary shares held by Adjuvant Fund and (ii) 46,668 ordinary shares held by Adjuvant Fund DE. Each ordinary share is entitled to one vote. Adjuvant GP is the sole general partner of Adjuvant Fund and Adjuvant Fund DE, and may be deemed to beneficially own the ordinary shares held by Adjuvant Fund and Adjuvant Fund DE. Row 13 represents the percentage that is calculated based on 41,212,693 outstanding ordinary shares as of June 30, 2025, as disclosed in the Issuer's Form 20-F, filed on July 31, 2025.

SCHEDULE 13D

CUSIP Number(s): G9845F208

1

Name of reporting person

Adjuvant Global Health Technology Fund, L.P.

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)

OO

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 243,630.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 243,630.00

11

Aggregate amount beneficially owned by each reporting person

243,630.00

12

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

13

Percent of class represented by amount in Row (11)

0.59 %

14

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person:

Each of row 8, 10 and 11 represents 243,630 ordinary shares held by Adjuvant Fund. Each ordinary share is entitled to one vote. Row 13 represents the percentage that is calculated based on 41,212,693 outstanding ordinary shares as of June 30, 2025, as disclosed in the Issuer's Form 20-F, filed on July 31, 2025.

SCHEDULE 13D

CUSIP Number(s): G9845F208

1

Name of reporting person

Adjuvant Global Health Technology Fund DE, L.P.

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)

OO

5

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

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 46,668.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 46,668.00

11

Aggregate amount beneficially owned by each reporting person

46,668.00

12

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

13

Percent of class represented by amount in Row (11)

0.11 %

14

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person:

Each of row 8, 10 and 11 represents 46,668 ordinary shares held by Adjuvant Fund DE. Each ordinary share is entitled to one vote. Row 13 represents the percentage that is calculated based on 41,212,693 outstanding ordinary shares as of June 30, 2025, as disclosed in the Issuer's Form 20-F, filed on July 31, 2025.

SCHEDULE 13D

CUSIP Number(s): G9845F208

1

Name of reporting person

MSA China Growth Fund II GP, LLC

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 112,904.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 112,904.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

112,904.00

12

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

13

Percent of class represented by amount in Row (11)

0.27 %

14

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person:

Each of row 7, 9 and 11 represents 112,904 ordinary shares held by MSA Growth (as defined below). Each ordinary share is entitled to one vote. MSA China Growth (as defined below) is the general partner of MSA Growth, and may be deemed to beneficially own the ordinary shares held by MSA Growth. Row 13 represents the percentage that is calculated based on 41,212,693 outstanding ordinary shares as of June 30, 2025, as disclosed in the Issuer's Form 20-F, filed on July 31, 2025.

SCHEDULE 13D

CUSIP Number(s): G9845F208

1

Name of reporting person

MSA Growth Fund II, L.P.

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 112,904.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 112,904.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

112,904.00

12

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

13

Percent of class represented by amount in Row (11)

0.27 %

14

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person:

Each of row 7, 9 and 11 represents 112,904 ordinary shares held by MSA Growth. Each ordinary share is entitled to one vote. Row 13 represents the percentage that is calculated based on 41,212,693 outstanding ordinary shares as of June 30, 2025, as disclosed in the Issuer's Form 20-F, filed on July 31, 2025.

SCHEDULE 13D

CUSIP Number(s): G9845F208

1

Name of reporting person

Superstring Capital Management LP

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

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 30,792.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 30,792.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

30,792.00

12

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

13

Percent of class represented by amount in Row (11)

0.07 %

14

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person:

Each of row 7, 9 and 11 represents 30,792 ordinary shares held by Superstring Capital (as defined below). Each ordinary share is entitled to one vote. Superstring Management (as defined below) serves as the investment manager of Superstring Capital, and may be deemed to beneficially own the ordinary shares held by Superstring Capital. Row 13 represents the percentage that is calculated based on 41,212,693 outstanding ordinary shares as of June 30, 2025, as disclosed in the Issuer's Form 20-F, filed on July 31, 2025.

SCHEDULE 13D

CUSIP Number(s): G9845F208

1

Name of reporting person

Superstring Capital Master Fund LP

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 30,792.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 30,792.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

30,792.00

12

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

13

Percent of class represented by amount in Row (11)

0.07 %

14

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person:

Each of row 7, 9 and 11 represents 30,792 ordinary shares held by Superstring Capital. Each ordinary share is entitled to one vote. Row 13 represents the percentage that is calculated based on 41,212,693 outstanding ordinary shares as of June 30, 2025, as disclosed in the Issuer's Form 20-F, filed on July 31, 2025.

SCHEDULE 13D

CUSIP Number(s): G9845F208

1

Name of reporting person

Epiphron Capital (Hong Kong) 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)

PF, OO

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 70,083.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 70,083.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

70,083.00

12

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

13

Percent of class represented by amount in Row (11)

0.17 %

14

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person:

Each of row 7, 9 and 11 represents 70,083 ordinary shares held by Epiphron Capital (as defined below). Each ordinary share is entitled to one vote. Row 13 represents the percentage that is calculated based on 41,212,693 outstanding ordinary shares as of June 30, 2025, as disclosed in the Issuer's Form 20-F, filed on July 31, 2025.

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Ordinary Shares, par value $0.0002 per share
(b)	Name of Issuer: LakeShore Biopharma Co., Ltd.
(c)	Address of Issuer's Principal Executive Offices: Building No. 2, 38 Yongda Road, Daxing Biomedical Industry Park, Daxing, Beijing, CHINA , 102629.
Item 1 Comment: This statement on Schedule 13D constitutes Amendment No. 6 to the initial Schedule 13D (the "Original Schedule 13D") filed with the Securities and Exchange Commission as of July 22, 2025, as amended by Amendment No. 1 to the Original Schedule 13D filed as of August 27, 2025, Amendment No. 2 to the Original Schedule 13D filed as of October 29, 2025, Amendment No. 3 to the Original Schedule 13D filed as of November 4, 2025, Amendment No. 4 to the Original Schedule 13D filed as of February 5, 2026, Amendment No. 5 to the Original Schedule 13D filed as of March 25, 2026 (together with the Original Schedule 13D, the "Original Filings"), with respect to the ordinary shares, par value $0.0002 per share (the "Ordinary Shares") of the Issuer. Except as amended and supplemented herein, the Original Filings are unmodified and remain in full force and effect as to the applicable reporting persons thereof.
Item 3.	Source and Amount of Funds or Other Consideration
	Item 3 is hereby amended and supplemented by adding the following at the end thereof: The descriptions of the Amended Merger Agreement, the A&R Equity Commitment Letter, the A&R Support Agreement, and the A&R Limited Guarantee (each as defined below) in Item 4 of this Amendment No. 6 to Schedule 13D are incorporated by reference in this Item 3. It is anticipated that approximately US$1.3 million will be expended to purchase the outstanding Ordinary Shares not owned by the Rollover Shareholders at a purchase price of US$0.066 per Ordinary Share.
Item 4.	Purpose of Transaction
	Item 4 is hereby amended and supplemented by adding the following at the end thereof: Amended Merger Agreement On April 29, 2026, in connection with the Proposed Revised Transaction and upon further discussions among the parties, the Issuer, Parent and Merger Sub entered into an amendment No. 1 to agreement and plan of merger (the "Amendment No. 1"), which amends the Merger Agreement (the Merger Agreement as so amended, the "Amended Merger Agreement"), pursuant to which, the per share merger consideration has been reduced from US$0.90 to US$0.066. In addition, the Amendment No. 1 extends the termination date upon which either the Company or Parent may terminate the Amended Merger Agreement to the date falling nine (9) months from the date of the Amendment No. 1, and reduces the Company Termination Fee to US$50,000 (as compared to US$550,000 under the Merger Agreement) and the Parent Termination Fee to US$100,000 (as compared to US$1,100,000 under the Merger Agreement). Consummation of the Merger remains subject to the satisfaction or waiver of various conditions set forth in the Amended Merger Agreement. If the Merger is consummated, the Ordinary Shares would become eligible for termination of registration pursuant to Section 12(g)(4) of the Act and would cease to be quoted on the OTC Pink Open Market. A&R Equity Commitment Letter Concurrently with the execution of the Amendment No. 1, the Sponsor, Parent and the Company entered into an amended and restated equity commitment letter (the "A&R Equity Commitment Letter"), which amends and restates the Equity Commitment Letter in its entirety. Under the A&R Equity Commitment Letter, the Sponsor will provide equity financing of US$1,268,818.58 to Parent to consummate the Transactions. A&R Support Agreement Concurrently with the execution of the Amendment No. 1, the Rollover Shareholders, Parent and the Issuer entered into an amended and restated rollover and support agreement (the "A&R Support Agreement"), which amends and restates the Support Agreement in its entirety. Under the A&R Support Agreement, among other things and subject to the terms and conditions set forth therein, each of the Rollover Shareholders has agreed to (A) vote all Rollover Shares beneficially owned by it in favor of the authorization and approval of the Amended Merger Agreement and the Transactions, including the Merger, and (B) upon the terms and subject to the conditions of the A&R Support Agreement, cancel the Rollover Shares beneficially owned by the respective Rollover Shareholder and receive no cash consideration or distribution for cancellation of the Rollover Shares in accordance with the Amended Merger Agreement in exchange for newly issued shares in Parent. A&R Limited Guarantee Concurrently with the execution of the Amendment No. 1, the Sponsor executed and delivered an amended and restated limited guarantee (the "A&R Limited Guarantee") in favor of the Issuer, which amends and restates the Limited Guarantee in its entirety. Under the A&R Limited Guarantee, the Sponsor agreed to guarantee certain obligations of Parent under the Merger Agreement, including without limitation, the due and punctual payment of certain termination fee payable by Parent pursuant to the Amended Merger Agreement, subject to a maximum liability of US#110,000 (as compared to US$1,210,000 under the Limited Guarantee). The information disclosed in the preceding paragraphs does not purport to be complete and is qualified in its entirety by reference to the Amendment No. 1, the A&R Equity Commitment Letter, the A&R Support Agreement and the A&R Limited Guarantee, copies of which are filed as Exhibits 99.20, 99.21, 99.22 and 99.23 and are incorporated herein by reference in its entirety. Except as disclosed in this Schedule 13D, the Reporting Persons currently have no plans or proposals that relate to or would result in any transaction, event or action enumerated in paragraphs (a) through (j) of Item 4 of Schedule 13D.
Item 5.	Interest in Securities of the Issuer
(a)	The responses of each Reporting Person to Rows (7) through (13) of the cover pages are hereby incorporated by reference in this Item 5. The percentage of the class of securities identified pursuant to Item 1 beneficially owned by each Reporting Person is based on 41,212,693 Ordinary Shares outstanding as of June 30, 2025 as disclosed in the Issuer's Form 20-F, filed on July 31, 2025. Except as otherwise stated herein, each Reporting Person expressly disclaims any beneficial ownership of the Ordinary Shares held by each other Reporting Person.
(b)	See Item 5(a) above.
(c)	Except as disclosed in this Schedule 13D, none of the Reporting Persons has effected any transaction in the Ordinary Shares during the past 60 days.
(d)	Except as disclosed in this Schedule 13D, to the best knowledge of the Reporting Persons, no other person has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Ordinary Shares beneficially owned by any of the Reporting Persons.
(e)	Not applicable.
Item 6.	Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer
	Item 6 is hereby amended and supplemented by adding the following at the end thereof: The Reporting Persons' Responses to Item 3 and Item 4 of this Amendment No. 6 to Schedule 13D are incorporated by reference to this Item 6. To the best knowledge of the Reporting Persons, except as provided herein or incorporated by reference in this Amendment, there are no other contracts, arrangements, understandings or relationships (legal or otherwise) between the Reporting Persons and between any of the Reporting Persons and any other person with respect to any securities of the Issuer, joint ventures, loan or option arrangements, puts or calls, guarantees of profits, divisions of profits or loss, or the giving or withholding of proxies, or a pledge or contingency, the occurrence of which would give another person voting power over the securities of the Issuer.
Item 7.	Material to be Filed as Exhibits.
	99.19 Joint Filing Agreement dated April 29, 2026 by and among the Reporting Persons. 99.20 Amendment No. 1 to Agreement and Plan of Merger, dated April 29, 2026, by and among the Issuer, Parent and Merger Sub (incorporated herein by reference to Exhibit 99.2 to the Current Report on Form 6-K of the Issuer furnished to the SEC on April 29, 2026). 99.21 Amended and Restated Equity Commitment Letter, dated April 29, 2026, by and among the Sponsor, Parent and the Issuer. 99.22 Amended and Restated Support Agreement, dated April 29, 2026, by and among the Rollover Shareholders, Parent and the Issuer. 99.23 Amended and Restated Limited Guarantee, dated April 29, 2026, by and between the Sponsor and the Issuer.

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.

Huaqin Xue

Signature:	/s/ Huaqin Xue
Name/Title:	Huaqin Xue
Date:	04/29/2026

Crystal Peak Holdings Inc.

Signature:	/s/ Huaqin Xue
Name/Title:	Huaqin Xue/Director
Date:	04/29/2026

Crystal Peak Investment Inc.

Signature:	/s/ Huaqin Xue
Name/Title:	Huaqin Xue/Director
Date:	04/29/2026

Dave Liguang Chenn

Signature:	/s/ Dave Liguang Chenn
Name/Title:	Dave Liguang Chenn
Date:	04/29/2026

Oceanpine Investment Fund II LP

Signature:	/s/ Dave Liguang Chenn
Name/Title:	Dave Liguang Chenn/Director
Date:	04/29/2026

Oceanpine Capital Inc.

Signature:	/s/ Jiayu Yang
Name/Title:	Jiayu Yang/Director
Date:	04/29/2026

Adjuvant Capital Management, L.L.C.

Signature:	/s/ Kabeer Aziz
Name/Title:	Kabeer Aziz/Vice President & Secretary
Date:	04/29/2026

Adjuvant Capital GP, L.P.

Signature:	/s/ Kabeer Aziz
Name/Title:	Kabeer Aziz/Vice President & Secretary
Date:	04/29/2026

Adjuvant Global Health Technology Fund, L.P.

Signature:	/s/ Kabeer Aziz
Name/Title:	Kabeer Aziz/Vice President & Secretary
Date:	04/29/2026

Adjuvant Global Health Technology Fund DE, L.P.

Signature:	/s/ Kabeer Aziz
Name/Title:	Kabeer Aziz/Vice President & Secretary
Date:	04/29/2026

MSA China Growth Fund II GP, LLC

Signature:	/s/ Yu (Jenny) Zeng
Name/Title:	Yu (Jenny) Zeng/Manager
Date:	04/29/2026

MSA Growth Fund II, L.P.

Signature:	/s/ Yu (Jenny) Zeng
Name/Title:	Yu (Jenny) Zeng/Managing Partner
Date:	04/29/2026

Superstring Capital Management LP

Signature:	/s/ Ting Guo
Name/Title:	Ting Guo/Managing Partner
Date:	04/29/2026

Superstring Capital Master Fund LP

Signature:	/s/ Ting Guo
Name/Title:	Ting Guo/General Partner
Date:	04/29/2026

Epiphron Capital (Hong Kong) Limited

Signature:	/s/ Sherry Xiaoyu Liu
Name/Title:	Sherry Xiaoyu Liu/Director
Date:	04/29/2026

FAQ

What percentage of LakeShore Biopharma (LSB) does Huaqin Xue beneficially own?

Huaqin Xue is deemed to beneficially own 21,021,332 ordinary shares, representing 51.0% of LakeShore Biopharma’s ordinary shares, based on 41,212,693 shares outstanding as of June 30, 2025, as disclosed in the company’s Form 20-F.

How has the LakeShore Biopharma (LSB) merger price changed in this amendment?

The Amended Merger Agreement reduces the proposed per share merger consideration from US$0.90 to US$0.066. This substantially lowers the cash that non‑rollover shareholders would receive if the merger is completed at the revised terms outlined in the filing.

What total cash is expected to be paid for LakeShore Biopharma (LSB) public shares?

The filing states it is anticipated that approximately US$1.3 million will be spent to purchase outstanding ordinary shares not owned by the rollover shareholders, at a price of US$0.066 per share, under the revised merger structure described in the amendment.

What happens to LakeShore Biopharma (LSB) shares if the merger closes?

If the merger is consummated under the Amended Merger Agreement, LakeShore Biopharma’s ordinary shares would become eligible for deregistration under Section 12(g)(4) of the Exchange Act and would cease to be quoted on the OTC Pink Open Market as described in the document.

How were termination fees for the LakeShore Biopharma (LSB) merger revised?

The amendment reduces the company termination fee to US$50,000 from US$550,000 and the parent termination fee to US$100,000 from US$1,100,000. The sponsor’s maximum liability under the amended limited guarantee is US$110,000.

What equity financing supports the revised LakeShore Biopharma (LSB) merger?

Under the Amended and Restated Equity Commitment Letter, the sponsor will provide US$1,268,818.58 of equity financing to the merger parent entity to fund the transactions, including payment of merger consideration on the terms summarized in the filing.