Hello Group Inc. ownership disclosure: Athos Capital Limited and its managers report beneficial ownership of 14,962,918 Class A ordinary shares (represented by 7,481,459 ADS, each ADS = 2 Class A shares), equal to 6.96% of the class. The filing lists shared voting and dispositive power for these shares through managed accounts and a special purpose corporation; the Manager is owned by Matthew Love Moskey and Friedrich Schulte-Hillen. Signatures are dated 05/13/2026.
Positive
None.
Negative
None.
Insights
Large passive stake disclosed with shared control via management entities.
The filing states Athos Capital Limited and affiliated managers beneficially own 14,962,918 shares (reported as 7,481,459 ADS), reflecting 6.96% of Class A shares. Ownership is held across a Private Fund, a Separately Managed Account, and a Special Purpose Corporation, with the Manager exercising shared voting and dispositive power.
Key dependencies include the Manager's control relationship and the structure of the Accounts; subsequent filings would show any change in beneficial ownership or voting arrangements.
Disclosure aligns with Rule 13d-3 mechanics and identifies beneficial owners.
The schedule explains that the Manager may be deemed a beneficial owner under Rule 13d-3 because it can direct voting and disposition of the Shares held by the Accounts. The filing identifies the Manager's owners by name, satisfying attribution requirements for Schedule 13G/A reporting.
Material follow-ups would be any amendments showing percentage changes or transfers; timing and cash-flow treatment are not addressed in this excerpt.
Key Figures
Reported shares beneficially owned:14,962,918 sharesADS equivalent:7,481,459 ADSPercent of class:6.96%+2 more
5 metrics
Reported shares beneficially owned14,962,918 sharesClass A ordinary shares
ADS equivalent7,481,459 ADSeach ADS represents 2 Class A shares
Percent of class6.96%percentage of Class A ordinary shares
CUSIP423403104Class A ordinary shares CUSIP
Signature date05/13/2026date on the signed amendment
Key Terms
American Depositary Share (ADS), Rule 13d-3, Shared Dispositive Power
3 terms
American Depositary Share (ADS)financial
"represented by 7,481,459 American Depositary Shares"
Rule 13d-3regulatory
"The Manager may be deemed to be a beneficial owner under 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.
Shared Dispositive Powerregulatory
"Shared Dispositive Power 14,962,918.00"
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 1)
Hello Group Inc.
(Name of Issuer)
Class A ordinary shares, par value US$0.0001 per share) represented by ADS of the Issuer (each ADS represents 2 Class A Ordinary Shares)
(Title of Class of Securities)
423403104
(CUSIP Number)
12/19/2025
(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)
schemaVersion:
SCHEDULE 13G
CUSIP Number(s):
423403104
1
Names of Reporting Persons
Athos Capital Ltd
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
HONG KONG
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
14,962,918.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
14,962,918.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
14,962,918.00
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)
7.0 %
12
Type of Reporting Person (See Instructions)
OO
SCHEDULE 13G
CUSIP Number(s):
423403104
1
Names of Reporting Persons
Matthew Love Moskey
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 KINGDOM
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
14,962,918.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
14,962,918.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
14,962,918.00
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)
7.0 %
12
Type of Reporting Person (See Instructions)
IN
SCHEDULE 13G
CUSIP Number(s):
423403104
1
Names of Reporting Persons
Friedrich Schulte-Hillen
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
GERMANY
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
14,962,918.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
14,962,918.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
14,962,918.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
Athos Capital Limited (the "Manager")
Matthew Love Moskey
Friedrich Schulte-Hillen
(b)
Address or principal business office or, if none, residence:
For Athos Capital Limited, Matthew Love Moskey, Friedrich Schulte-Hillen:
8 Queen?s Road Central,
8th Floor,
Hong Kong
(c)
Citizenship:
Athos Capital Limited is a company incorporated under the laws of Hong Kong
Matthew Love Moskey is a citizen of the United Kingdom
Friedrich Schulte-Hillen is a citizen of Germany
(d)
Title of class of securities:
Class A ordinary shares, par value US$0.0001 per share) represented by ADS of the Issuer (each ADS represents 2 Class A Ordinary Shares)
(e)
CUSIP No.:
423403104
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:
14,962,918
(b)
Percent of class:
6.96%
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
Athos Capital Limited ? 0
Matthew Love Moskey ? 0
Friedrich Schulte-Hillen ? 0
(ii) Shared power to vote or to direct the vote:
Athos Capital Limited ? 14,962,918 Shares represented by 7,481,459 American Depositary Shares of the Issuer (each American Depositary Share represents 2 Class A Shares)
Matthew Love Moskey - 14,962,918 Shares represented by 7,481,459 American Depositary Shares of the Issuer (each American Depositary Share represents 2 Class A Shares)
Friedrich Schulte-Hillen - 14,962,918 Shares represented by 7,481,459 American Depositary Shares of the Issuer (each American Depositary Share represents 2 Class A Shares)
(iii) Sole power to dispose or to direct the disposition of:
Athos Capital Limited ? 0
Matthew Love Moskey ? 0
Friedrich Schulte-Hillen ? 0
(iv) Shared power to dispose or to direct the disposition of:
Athos Capital Limited ? 14,962,918 Shares represented by 7,481,459 American Depositary Shares of the Issuer (each American Depositary Share represents 2 Class A Shares)
Matthew Love Moskey - 14,962,918 Shares represented by 7,481,459 American Depositary Shares of the Issuer (each American Depositary Share represents 2 Class A Shares)
Friedrich Schulte-Hillen - 14,962,918 Shares represented by 7,481,459 American Depositary Shares of the Issuer (each American Depositary Share represents 2 Class A Shares)
Item 5.
Ownership of 5 Percent or Less of a Class.
Not Applicable
Item 6.
Ownership of more than 5 Percent on Behalf of Another Person.
If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.
The Shares are owned directly by Athos Asia Event Driven Master Fund (the "Private Fund"), a separately managed account (the "Separately Managed Account") and a special purpose corporation (the "Special Purpose Corporation" and together with the Private Fund and the Separately Managed Account, the "Accounts") that are managed and advised by the Manager. The Accounts have the right to receive dividends from, as well as the proceeds from the sale of, the Shares.
The Manager may be deemed to be a beneficial owner under Rule 13d-3 of the United States Securities Exchange Act of 1934, as amended (the "1934 Act"), of the Shares held by the Accounts, as, in its capacity as manager of the Accounts, it has the power to vote and dispose of, or direct the voting and disposition of, the Shares.
The Manager is owned by Matthew Love Moskey and Friedrich Schulte-Hillen, each of whom may be deemed to beneficially own the Shares under Rule 13d-3 of the 1934 Act.
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:
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11.
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.
What stake does Athos Capital report in Hello Group (MOMO)?
Athos Capital reports beneficial ownership of 14,962,918 Class A shares, represented by 7,481,459 ADS, equal to 6.96% of the Class A shares, per the Schedule 13G/A excerpt.
How are the reported shares held and who controls them?
The shares are held by a Private Fund, a Separately Managed Account, and a Special Purpose Corporation, with Athos Capital as Manager exercising shared voting and dispositive power over those accounts.
Who are the individuals named in the filing for Athos Capital?
The filing names Matthew Love Moskey and Friedrich Schulte-Hillen as owners of the Manager; both may be deemed beneficial owners under Rule 13d-3 due to the Manager's authority over the Accounts.
What ADS conversion ratio and CUSIP are shown in the filing?
The filing states each American Depositary Share represents 2 Class A ordinary shares, and the CUSIP listed for the Class A ordinary shares is 423403104.
What is the effective date or signature date of this amendment?
Signatures on the Schedule 13G/A amendment are dated 05/13/2026, which is the date shown for the attestations by the Manager and named individuals.
