OP Investment Management Limited, a Hong Kong–based asset manager, reports beneficial ownership of 39,500,000 Class A Ordinary Shares of Sound Group Inc., representing 6.5% of the class. These are Class A Ordinary Shares with a par value of $0.0001 per share.
OP Investment Management Limited has no sole voting or dispositive power over the shares and instead holds shared voting and shared dispositive power over all 39,500,000 shares. The securities are directly held by Trivista Capital SPC - Trivista China SP I, for which OP Investment Management Limited acts as sub‑investment manager.
The reporting person is licensed by the Securities and Futures Commission of Hong Kong to conduct Type 1 (Dealing in Securities), Type 4 (Advising on Securities), and Type 9 (Asset Management) regulated activities, and certifies that its foreign regulatory regime is substantially comparable to that applicable to a functionally equivalent U.S. institution.
Positive
None.
Negative
None.
Key Figures
Beneficially Owned Shares:39,500,000 sharesPercentage of Class:6.5%Shared Voting Power:39,500,000 shares+2 more
5 metrics
Beneficially Owned Shares39,500,000 sharesClass A Ordinary Shares of Sound Group Inc. reported as beneficially owned
Percentage of Class6.5%Portion of Sound Group Inc. Class A Ordinary Shares represented by the reported holdings
Shared Voting Power39,500,000 sharesShares over which OP Investment Management Limited has shared power to vote or direct the vote
Shared Dispositive Power39,500,000 sharesShares over which OP Investment Management Limited has shared power to dispose or direct disposition
Par Value per Share$0.0001 per sharePar value of Sound Group Inc. Class A Ordinary Shares
Key Terms
beneficially owned, shared voting power, shared dispositive power, Class A Ordinary Shares, +1 more
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.
shared voting powerfinancial
"Shared power to vote or to direct the vote: 39,500,000"
Shared voting power occurs when two or more parties jointly have the right to vote or decide how a block of company shares is cast, like co-owners who must agree before moving a piece of furniture. Investors care because who controls voting rights affects board elections, major corporate decisions and takeover outcomes, and shared control can alter regulatory disclosures and the practical influence any holder has over a company’s direction and value.
shared dispositive powerfinancial
"Shared power to dispose or to direct the disposition of: 39,500,000"
Class A Ordinary Sharesfinancial
"Title of class of securities: Class A Ordinary Shares, par value $0.0001 per share"
Class A ordinary shares are a type of ownership stake in a company that typically grants voting rights to shareholders, allowing them to have a say in important company decisions. They often come with priority in receiving dividends or profits, making them attractive to investors seeking influence and potential income. These shares help distinguish different levels of ownership and rights within a company's stock structure.
sub-investment managerfinancial
"for which OP Investment Management Limited serves as the sub-investment manager"
What percentage of Sound Group Inc. (SOGP) does OP Investment Management Limited report owning?
OP Investment Management Limited reports beneficial ownership of 6.5% of Sound Group Inc.’s Class A Ordinary Shares. This stake corresponds to 39,500,000 shares with shared voting and dispositive power.
How many Sound Group Inc. (SOGP) shares are beneficially owned according to this Schedule 13G?
The filing states that OP Investment Management Limited beneficially owns 39,500,000 Class A Ordinary Shares of Sound Group Inc. This entire amount is subject to shared voting and shared dispositive power.
Does OP Investment Management Limited have sole voting power over its SOGP shares?
No. OP Investment Management Limited reports 0 shares with sole voting power and 39,500,000 shares with shared voting power. It likewise has shared dispositive power over the same number of shares.
Who directly holds the Sound Group Inc. (SOGP) shares reported in this filing?
The securities are directly held by Trivista Capital SPC - Trivista China SP I. OP Investment Management Limited serves as the sub-investment manager for this vehicle and reports beneficial ownership on that basis.
What type of securities of Sound Group Inc. (SOGP) are covered in this ownership report?
The report covers Class A Ordinary Shares of Sound Group Inc., each with a par value of $0.0001 per share. The CUSIP number identified for these securities is 53933L203.
What regulatory status does OP Investment Management Limited disclose in relation to this SOGP position?
OP Investment Management Limited states it is licensed by the Securities and Futures Commission of Hong Kong to conduct Type 1, Type 4, and Type 9 regulated activities and certifies a comparable regulatory scheme to equivalent U.S. institutions.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
Sound Group Inc.
(Name of Issuer)
Class A Ordinary Shares, par value $0.0001 per share
(Title of Class of Securities)
53933L203
(CUSIP Number)
06/30/2026
(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):
53933L203
1
Names of Reporting Persons
OP Investment Management Limited
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
39,500,000.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
39,500,000.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
39,500,000.00
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)
6.5 %
12
Type of Reporting Person (See Instructions)
FI
Comment for Type of Reporting Person: OP Investment Management Limited licensed by the Securities and Futures Commission of Hong Kong to conduct Type 1 (Dealing in Securities), Type 4 (Advising on Securities), and Type 9 (Asset Management) regulated activities in Hong Kong (CE No.: AJH044).
Address or principal business office or, if none, residence:
Room 2501-2504, 25/F, New World Tower 1, 16-18 Queen's Road Central, Central, Hong Kong
(c)
Citizenship:
Hong Kong
(d)
Title of class of securities:
Class A Ordinary Shares, par value $0.0001 per share
(e)
CUSIP Number(s):
53933L203
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).
OP Investment Management Limited licensed by the Securities and Futures Commission of Hong Kong to conduct Type 1 (Dealing in Securities), Type 4 (Advising on Securities), and Type 9 (Asset Management) regulated activities in Hong Kong (CE No.: AJH044).
Item 4.
Ownership
(a)
Amount beneficially owned:
39,500,000
(b)
Percent of class:
6.5%
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
0
(ii) Shared power to vote or to direct the vote:
39,500,000
(iii) Sole power to dispose or to direct the disposition of:
0
(iv) Shared power to dispose or to direct the disposition of:
39,500,000
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 securities beneficially owned by the Reporting Person are directly held by Trivista Capital SPC - Trivista China SP I, for which OP Investment Management Limited serves as the sub-investment manager.
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 acquired and are held in the ordinary course of business and 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.
By signing below I certify that, to the best of my knowledge and belief, the foreign regulatory scheme applicable to non-U.S. institution subject to a regulatory scheme that is substantially comparable to the regulatory scheme applicable to the equivalent U.S. institution is substantially comparable to the regulatory scheme applicable to the functionally equivalent U.S. institution(s). I also undertake to furnish to the Commission staff, upon request, information that would otherwise be disclosed in a Schedule 13D.
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.
