[SCHEDULE 13D/A] NETCLASS TECHNOLOGY INC SEC Filing

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 2)

Netclass Technology Inc.

(Name of Issuer)

Class A Ordinary Shares

(Title of Class of Securities)

G6427C108

(CUSIP Number)

Jianbiao Dai
6F, Building A, 1188 Wan Rong Road
Shanghai, F4, 200436
86-021-61806588

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

07/25/2025

(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).

SCHEDULE 13D

CUSIP No. G6427C108

1

Name of reporting person

Jianbiao Dai

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

CHINA

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 5,639,500.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 5,639,500.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

5,639,500.00

12

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

13

Percent of class represented by amount in Row (11)

32.82 %

14

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person:

[1] Dragonsoft Holding Limited, a British Virgin Islands business company, holds 5,639,500 class A ordinary shares and 2,000,000 class B ordinary shares of the Company. Jianbiao Dai is the sole shareholder and sole director of Dragonsoft Holding Limited and is deemed the beneficial owner of the 5,639,500 class A ordinary shares and 2,000,000 class B ordinary held by Dragonsoft Holding Limited. [2] The calculation above is based on 17,184,530 class A ordinary shares issued and outstanding as of the date hereof.

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Class A Ordinary Shares
(b)	Name of Issuer: Netclass Technology Inc.
(c)	Address of Issuer's Principal Executive Offices: 6F, Building A, 1188 Wan Rong Road, Shanghai, CHINA , 200436.
Item 4.	Purpose of Transaction
	The transfer was a gift from Dragonsoft Holding Limited to two individuals.
Item 5.	Interest in Securities of the Issuer
(a)	5,639,500; 32.82%
(b)	5,639,500; 32.82%
(c)	On July 25, 2025, Dragonsoft Holding Limited transferred a total of 730,000 Class A ordinary shares as gifts to two individuals. The transfers were completed on July 30, 2025. The transactions were effected off-market through privately arranged transfers, and no brokerage or exchange platform were involved. Jianbiao Dai is the sole shareholder and sole director of Dragonsoft Holding Limited and is deemed the beneficial owner of the 5,639,500 class A ordinary shares and 2,000,000 class B ordinary held by Dragonsoft Holding Limited.
(d)	not applicable
(e)	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.

Jianbiao Dai

Signature:	/s/ Jianbiao Dai
Name/Title:	Jianbiao Dai
Date:	07/30/2025