Ping An reports 73.3% Lufax stake, revises notes

Rhea-AI Filing Summary

Lufax Holding Ltd (LU) is subject to an updated ownership and financing disclosure by its major shareholder group led by Ping An Insurance (Group) Company of China, Ltd. Ping An reports beneficial ownership of 1,579,768,074 ordinary shares, or 73.3% of Lufax’s ordinary shares, including shares issuable upon conversion of certain notes.

An Ke Technology Company Limited reports beneficial ownership of 967,011,824 shares (44.9%), and China Ping An Insurance Overseas (Holdings) Limited reports 612,756,250 shares (28.4%), each figure including shares convertible from Lufax’s convertible promissory notes. Lufax, An Ke and PAOH have amended the terms of these notes: An Ke’s notes will be redeemed on October 8, 2026 for outstanding principal plus unpaid interest and then cancelled, while PAOH’s notes will have their maturity extended to October 8, 2027 with a revised conversion period. Lufax agreed to pay US$29,377,672.86 to PAOH as consideration for this extension.

Filing Explained

The amendment does not make PAOH’s note extension effective immediately: it is subject to closing conditions from October 8, 2026, and, if effective, moves the conversion window to April 30, 2027 through five business days before October 8, 2027.

Key Figures

Ping An beneficial ownership: 1,579,768,074 ordinary shares (73.3%) An Ke beneficial ownership: 967,011,824 ordinary shares (44.9%) PAOH beneficial ownership: 612,756,250 ordinary shares (28.4%) +5 more

8 metrics

Ping An beneficial ownership 1,579,768,074 ordinary shares (73.3%) Beneficial ownership of Lufax ordinary shares including 421,077,586 shares convertible from the Notes

An Ke beneficial ownership 967,011,824 ordinary shares (44.9%) Includes 202,117,241 ordinary shares convertible from the Notes

PAOH beneficial ownership 612,756,250 ordinary shares (28.4%) Includes 218,960,345 ordinary shares convertible from the Notes

Ownership calculation base 2,154,455,370 ordinary shares Comprises 421,077,586 shares convertible from the Notes and 1,733,377,784 issued and outstanding as of July 31, 2026

Original Ping An convertible promissory notes US$1,953.8 million principal Issued by Lufax in 2015 to PAOH before transfers and redemptions

Redeemed portion of notes in 2022 amendment US$976.9 million principal 50% of then outstanding principal redeemed under the 2022 amendment and supplemental agreement

Consideration for extension of PAOH notes US$29,377,672.86 Cash consideration Lufax agreed to pay PAOH under the August 20, 2026 Amendment Agreement

Remaining notes principal after transfer to An Ke US$1,016.0 million Principal amount of notes remaining held by PAOH after transfer of US$937.8 million principal to An Ke

Key Terms

convertible promissory notes, beneficially owned, conversion period, Maturity Date, +1 more

5 terms

convertible promissory notes financial

"Lufax issued to PAOH convertible promissory notes in an aggregate principal amount"

A convertible promissory note is a loan a company takes that can later be turned into shares instead of being paid back in cash; think of lending money now in exchange for a voucher that can become ownership later. Investors care because it mixes credit risk and potential ownership upside—it can protect lenders if a company struggles while also diluting existing shareholders when converted, affecting future share value and investor returns.

beneficially owned financial

"The number of shares beneficially owned as reported in Rows (7), (9) and (11)"

Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.

conversion period financial

"the commencement date of the conversion period for the remaining 50% principal amount"

A conversion period is the window of time when holders of convertible securities — such as convertible bonds or preferred shares — are allowed to exchange those instruments for common stock. Think of it like a limited-time coupon that can be traded for product: investors decide whether exchanging makes sense given the current stock price, and their decisions can increase the number of outstanding shares, affecting share value and company ownership stakes.

Maturity Date financial

"the maturity date will be extended to October 8, 2027 (the "Maturity Date")"

The maturity date is the specific day when a loan, bond, or investment reaches its full term and the borrower must repay the borrowed amount in full. It is important for investors because it indicates when they will receive their initial money back and can plan their future financial steps accordingly. Think of it as the due date for a loan or the day a gift card or coupon expires.

American depositary shares financial

"All references to Ordinary Shares herein include the Ordinary Shares underlying the American depositary shares"

American depositary shares (ADSs) are a way for investors in the United States to buy shares of foreign companies without dealing with international markets directly. They represent ownership in a foreign company's stock and are traded on U.S. stock exchanges, making it easier for American investors to buy, sell, and own parts of companies from around the world.

FAQ

How much of Lufax Holding Ltd (LU) does Ping An currently beneficially own?

Ping An Insurance (Group) Company of China, Ltd. reports beneficial ownership of 1,579,768,074 ordinary shares of Lufax, representing 73.3% of the class, including 421,077,586 shares convertible from the Ping An convertible promissory notes.

What are the beneficial ownership stakes of An Ke and PAOH in Lufax (LU)?

An Ke Technology Company Limited beneficially owns 967,011,824 Lufax ordinary shares (44.9%), and China Ping An Insurance Overseas (Holdings) Limited beneficially owns 612,756,250 shares (28.4%), each figure including shares issuable upon conversion of the notes.

What changes were made to An Ke’s convertible promissory notes with Lufax (LU)?

Under the August 20, 2026 amendment, the outstanding principal on the notes held by An Ke will be redeemed on October 8, 2026 for principal plus unpaid interest, paid in two tranches, after which the An Ke notes will be cancelled.

How were the convertible notes held by PAOH in Lufax (LU) amended?

For notes held by PAOH, effective from October 8, 2026 and subject to closing conditions, the maturity date is extended to October 8, 2027 and the conversion period will run from April 30, 2027 to five business days before the new maturity date.

What consideration will Lufax (LU) pay for extending PAOH’s notes?

Lufax agreed to pay US$29,377,672.86 to China Ping An Insurance Overseas (Holdings) Limited as consideration for extending the maturity date and conversion period of the convertible promissory notes held by PAOH.

What is the share count base used for ownership percentages in this Lufax (LU) disclosure?

Ownership percentages are calculated based on 2,154,455,370 Lufax ordinary shares, comprising 421,077,586 shares convertible from the notes and 1,733,377,784 issued and outstanding ordinary shares as of July 31, 2026.

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

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Available on EDGAR 08/28/2026 - 09:25 PM Accepted by SEC EDGAR 08/28/2026 - 09:24 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. 4)

Lufax Holding Ltd

(Name of Issuer)

Ordinary Shares, par value $0.00001 per share

(Title of Class of Securities)

G5700Y209

(CUSIP Number)

Yanmei Dong
23/F, Two International Finance Centre, 8 Finance Street, Central
Hong Kong, F4, 000000
86 0755 2262 7970

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

08/20/2026

(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): G5700Y209

1

Name of reporting person

An Ke Technology Company 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, 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 967,011,824.00
8	Shared Voting Power
9	Sole Dispositive Power 967,011,824.00
10	Shared Dispositive Power

11

Aggregate amount beneficially owned by each reporting person

967,011,824.00

12

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

13

Percent of class represented by amount in Row (11)

44.9 %

14

Type of Reporting Person (See Instructions)

CO

Comment for Type of Reporting Person:

The number of shares beneficially owned as reported in Rows (7), (9) and (11) includes 202,117,241 Ordinary Shares of Lufax convertible from the Notes, as defined in Item 6 below. The percent of class represented by amount as reported in Row (13) is calculated based on 2,154,455,370 Ordinary Shares of Lufax, including (i) 421,077,586 Ordinary Shares of Lufax convertible from the Notes, as defined in Item 6 below, and (ii) 1,733,377,784 issued and outstanding Ordinary Shares of Lufax as of July 31, 2026, as reported by Lufax on a current report on Form 6-K furnished with the Securities and Exchange Committee (the "Commission") on August 5, 2026 (the "Form 6-K").

SCHEDULE 13D

CUSIP Number(s): G5700Y209

1

Name of reporting person

China Ping An Insurance Overseas (Holdings) 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, 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 612,756,250.00
8	Shared Voting Power
9	Sole Dispositive Power 612,756,250.00
10	Shared Dispositive Power

11

Aggregate amount beneficially owned by each reporting person

612,756,250.00

12

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

13

Percent of class represented by amount in Row (11)

28.4 %

14

Type of Reporting Person (See Instructions)

CO

Comment for Type of Reporting Person:

The number of shares beneficially owned as reported in Rows (7), (9) and (11) includes 218,960,345 Ordinary Shares of Lufax convertible from the Notes, as defined in Item 6 below. The percent of class represented by amount reported in Row (13) is calculated based on 2,154,455,370 Ordinary Shares of Lufax, including (i) 421,077,586 Ordinary Shares of Lufax convertible from the Notes, as defined in Item 6 below, and (ii) 1,733,377,784 issued and outstanding Ordinary Shares of Lufax as of July 31, 2026, as reported by Lufax in the Form 6-K.

SCHEDULE 13D

CUSIP Number(s): G5700Y209

1

Name of reporting person

Ping An Insurance (Group) Company of China, Ltd.

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

CHINA

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 1,579,768,074.00
8	Shared Voting Power
9	Sole Dispositive Power 1,579,768,074.00
10	Shared Dispositive Power

11

Aggregate amount beneficially owned by each reporting person

1,579,768,074.00

12

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

13

Percent of class represented by amount in Row (11)

73.3 %

14

Type of Reporting Person (See Instructions)

HC, CO

Comment for Type of Reporting Person:

The number of shares beneficially owned as reported in Rows (7), (9) and (11) includes 421,077,586 Ordinary Shares of Lufax convertible from the Notes, as defined in Item 6 below. The percent of class represented by amount reported in Row (13) is calculated based on 2,154,455,370 Ordinary Shares of Lufax, including (i) 421,077,586 Ordinary Shares of Lufax convertible from the Notes, as defined in Item 6 below, and (ii) 1,733,377,784 issued and outstanding Ordinary Shares of Lufax as of July 31, 2026, as reported by Lufax in the Form 6-K.

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Ordinary Shares, par value $0.00001 per share
(b)	Name of Issuer: Lufax Holding Ltd
(c)	Address of Issuer's Principal Executive Offices: Building No. 6, Lane 2777, Jinxiu East Road, Pudong New District, Shanghai, CHINA , 201206.
Item 1 Comment: An Ke Technology Company Limited ("An Ke"), China Ping An Insurance Overseas (Holdings) Limited ("PAOH"), and Ping An Insurance (Group) Company of China, Ltd. ("Ping An," together with An Ke and PAOH, the "Reporting Persons" and each, a "Reporting Person") are the beneficial owners of ordinary shares, par value US$0.00001 per share (the "Ordinary Shares"), of Lufax Holding Ltd, a Cayman Islands company ("Lufax"). All references to Ordinary Shares herein include the Ordinary Shares underlying the American depositary shares ("ADSs") of Lufax. The following constitutes Amendment No. 4 to the Schedule 13D of the Reporting Persons, as originally filed with the Commission on August 13, 2024 and amended by the amendments thereto filed on September 4, 2024, December 9, 2024 and March 20, 2026 (the "Schedule 13D"). The Schedule 13D is hereby amended and supplemented by this Amendment No. 4 to Schedule 13D (this "Amendment"). Capitalized terms used herein and not otherwise defined have the meanings assigned to such terms in the Schedule 13D.
Item 5.	Interest in Securities of the Issuer
(a)	Rows (11) and (13) of the cover pages of this Amendment are hereby incorporated by reference into this Item 5(a).
(b)	Rows (7) to (10) of the cover pages of this Amendment are hereby incorporated by reference into this Item 5(b).
(c)	Except as disclosed in the Schedule 13D and this Amendment, none of the Reporting Persons or, to their knowledge, any of the persons listed in Schedules A-1, A-2 or A-3 of the Schedule 13D, has effected any transactions relating to the Ordinary Shares during the past 60 days.
(d)	To the knowledge of the Reporting Persons, no person other than the Reporting Persons has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the securities beneficially owned by the Reporting Persons identified in this Item 5.
(e)	Not applicable.
Item 6.	Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer
	The information set forth and/or incorporated by reference in Items 1, 2, 3, 4 and 5 of this Schedule 13D is hereby incorporated by reference into this Item 6. The section "Ping An Convertible Promissory Notes" in Item 6 of Schedule 13D is hereby supplemented and updated to read as follows: In 2015, Lufax issued to PAOH convertible promissory notes in an aggregate principal amount of US$1,953.8 million, of which notes the outstanding principal amount of US$937.8 million were subsequently transferred to An Ke. Following such transfer, notes with an outstanding principal amount of US$1,016.0 million remained held by PAOH. In 2022, an amendment and supplemental agreement was entered to amend the terms of such convertible promissory notes held by An Ke and PAOH together, pursuant to which (i) 50% of then outstanding principal amount (US$976.9 million) was redeemed, and (ii) the commencement date of the conversion period for the remaining 50% principal amount (US$976.9 million) of such convertible promissory notes respectively held by PAOH and An Ke (the "Notes") was extended to April 30, 2026, and the maturity date was extended to October 8, 2026. Lufax, An Ke and PAOH entered into another amendment and supplemental agreement dated August 20, 2026, with respect to the Notes (the "Amendment Agreement"), pursuant to which (i) with respect to the Notes held by An Ke, (a) the outstanding principal amount thereof shall be redeemed on October 8, 2026, with the redemption price, consisting of the outstanding principal amount thereof plus any unpaid interest accured, payable in two tranches; and (b) following the redemption, the Notes held by An Ke shall be cancelled; and (ii) with respect to the Notes held by PAOH, effective from October 8, 2026 and subject to the satisfaction of certain closing conditions set forth in the Amendment Agreement, (a) the maturity date will be extended to October 8, 2027 (the "Maturity Date"), and (b) the conversion period will be amended to commence on April 30, 2027 and end on the date which is five business days prior to (and excluding) the Maturity Date. Lufax agreed to pay US$29,377,672.86 to PAOH as consideration for such extension. For additional details on the Notes, see "Item 6E. Share Ownership" in Lufax's annual report on Form 20-F for the fiscal year ended December 31, 2025 filed with the Commission on April 30, 2026.
Item 7.	Material to be Filed as Exhibits.
	EXHIBIT NUMBER DESCRIPTION 99.1(2) Joint Filing Agreement, dated September 4, 2024, among the Reporting Persons 99.2(1) Scrip Dividend Scheme (incorporated by reference to Exhibit 99.1 to the Form 6-K furnished by Lufax Holding Ltd on June 12, 2024) 99.3(1) Amended and Restated Option Agreement, dated November 27, 2015, among Mr. Jingkui Shi, Mr.Xuelian Yang, An Ke Technology Company Limited and Lanbang Investment Company Limited 99.4(1) Option Agreement, dated November 27, 2015, among Lanbang Investment Company Limited, An Ke Technology Company Limited and Tun Kung Company Limited 99.5(1) Option Agreement, dated November 28, 2014, among Mr. Jingkui Shi, Mr. Xuelian Yang, Shenzhen Ping An Financial Technology Consulting Co. Ltd. and Shanghai Lanbang Investment Limited Liability Company 99.6(3) Tri-Parte Agreement, dated December 5, 2024, by and among Lanbang Investment Company Limited, An Ke Technology Company Limited and Tun Kung Company Limited (1) Filed as an exhibit to the Schedule 13D filed on August 13, 2024. (2) Filed as an exhibit to the Amendment No. 1 to Schedule 13D filed on September 4, 2024. (3) Filed as an exhibit to the Amendment No. 2 to Schedule 13D filed on December 9, 2024. Schedules A-1, A-2 and A-3 of the Schedule 13D is hereby amended and restated to read as follows: SCHEDULE A-1 DIRECTORS AND EXECUTIVE OFFICERS OF AN KE TECHNOLOGY COMPANY LIMITED The following sets forth the name and principal occupation of each of the directors and executive officers of An Ke Technology Company Limited. Each of the following persons is a citizen of the People's Republic of China, except that Cheung, Siu Man is a citizen of the Hong Kong Special Administrative Region of the People's Republic of China ("Hong Kong"). Unless otherwise noted, the business address of each of the following persons is c/o Suite 2353, 23rd Floor, Two International Finance Centre, 8 Finance Street, Central, Hong Kong. Name Principal Occupation Cheung, Siu Man Director Gao, Song Director SCHEDULE A-2 DIRECTORS AND EXECUTIVE OFFICERS OF CHINA PING AN INSURANCE OVERSEAS (HOLDINGS) LIMITED The following sets forth the name and principal occupation of each of the directors and executive officers of China Ping An Insurance Overseas (Holdings) Limited. Each of the following persons is a citizen of the People's Republic of China, except that Tung, Hoi is a citizen of Hong Kong. Unless otherwise noted, the business address of each of the following persons is c/o Suite 2318, 23rd Floor, Two International Finance Centre, 8 Finance Street, Central, Hong Kong. Name Principal Occupation Cheng, Jianxin Director Guo, Shibang Director Tung, Hoi Director Fu, Xin Director SCHEDULE A-3 DIRECTORS AND EXECUTIVE OFFICERS OF PING AN INSURANCE (GROUP) COMPANY OF CHINA, LTD. The following sets forth the name and principal occupation of each of the directors and executive officers of Ping An Insurance (Group) Company of China, Ltd. Each of the following persons is a citizen of the People's Republic of China, except that (i) Guo, Michael is a citizen of Australia, (ii) Chearavanont, Soopakij is a citizen of Thailand, (iii) Yang, Xiaoping, Ng, Kong Ping Albert and Chan, Hiu Fung Nicholas are citizens of Hong Kong. Unless otherwise noted, the business address of each of the following persons is c/o 47th, 48th, 108th, 109th, 110th, 111th and 112th Floors, Ping An Finance Center, No. 5033 Yitian Road, Futian District, Shenzhen, Guangdong Province, China. Name Principal Occupation Ma, Mingzhe Chairman of the Board of Directors, Executive Director Xie, Yonglin Executive Director, President and Co-Chief Executive Officer Guo, Michael Executive Director, Co- Chief Executive Officer and Senior Vice President Fu, Xin Executive Director, Senior Vice President and Chief Financial Officer Chearavanont, Soopakij Non-executive Director Yang, Xiaoping Non-executive Director He, Jianfeng Non-executive Director Cai, Xun Non-executive Director Ng, Kong Ping Albert Independent Non-executive Director Jin, Li Independent Non-executive Director Wang, Guangqian Independent Non-executive Director Hong, Xiaoyuan Independent Non-executive Director Song, Xianzhong Independent Non-executive Director Chan, Hiu Fung Nicholas Independent Non-executive Director Cai, Fangfang Senior Vice President Huang, Baoxin Senior Vice President Sheng, Ruisheng Board Secretary and Company Secretary Guo, Shibang Assistant President and Chief Risk Officer Zhang, Zhichun Assistant President and Person-in-charge of Auditing Xu, Jing Chief Compliance Officer

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.

An Ke Technology Company Limited

Signature:	/s/ Gao Song
Name/Title:	Gao Song, Director
Date:	08/28/2026

China Ping An Insurance Overseas (Holdings) Limited

Signature:	/s/ Tung Hoi
Name/Title:	Tung Hoi, Director
Date:	08/28/2026

Ping An Insurance (Group) Company of China, Ltd.

Signature:	/s/ Xie Yonglin
Name/Title:	Xie Yonglin, Executive Director, President and Co-CEO
Date:	08/28/2026