L1 Capital Reports 920,268 ADS in SOS Ltd; Warrants Subject to 9.99% Limit

Rhea-AI Filing Summary

L1 Capital Global Opportunities Master Fund, Ltd. reports beneficial ownership of 920,268 American Depository Shares (ADS) of SOS Ltd, representing 9.99% of the class based on 9,005,917 ADS outstanding. The position consists of 714,285 ADS held and 205,983 ADS issuable upon exercise of warrants.

The filing amends a prior Schedule 13G and discloses additional warrants acquired—1,222,587 ADS and 441,296 ADS issuable upon exercise—which are subject to a 9.99% beneficial ownership limitation. The reporting person has sole voting and dispositive power over the 920,268 ADS and identifies its directors who may be deemed to beneficially own the securities but who disclaim ownership for other purposes.

Positive

• Sole voting and dispositive power over 920,268 ADS, indicating clear control of the reported position
• Aggregate ownership equals 9.99% of the ADS class based on 9,005,917 ADS outstanding, a material disclosure of stake size
• Detailed breakdown provided: 714,285 ADS held and 205,983 ADS issuable upon exercise of warrants

Negative

• Certain warrants are subject to a 9.99% beneficial ownership limitation (1,222,587 ADS and 441,296 ADS issuable), which may constrain the economic or voting impact of those instruments
• Directors are named as potentially attributable owners though they disclaim beneficial ownership, which could create ambiguity in attribution

Insights

Securities Analyst

TL;DR: L1 Capital holds a near-10% stake (920,268 ADS), including warrants, with sole voting/dispositive power; some warrant holdings are contractually limited.

The amendment clarifies the composition of the 9.99% position: 714,285 ADS held outright and 205,983 ADS from exercisable warrants, with the percent calculated on 9,005,917 ADS outstanding. The filing also discloses additional warrants (1,222,587 ADS and 441,296 ADS) acquired that are subject to a 9.99% beneficial ownership cap, which may limit the economic or voting effect of those instruments. For investors, this is a material ownership disclosure but not an affirmative change of control.

Corporate Governance Expert

TL;DR: Reporting entity wields sole control over disclosed ADS; directors are named as potentially attributed persons but disclaim broader ownership.

The statement names David Feldman and Joel Arber as directors of the reporting fund and notes they "may be deemed" to beneficially own the securities under Rule 13d-3, while they disclaim beneficial ownership for other purposes. This attribution is disclosed consistent with reporting rules and clarifies potential constructive ownership channels without additional affirmative claims of control.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 1)

SOS Ltd

(Name of Issuer)

American Depository Shares, representing Class A Ordinary Shares, par value $0.005

(Title of Class of Securities)

83587W304

(CUSIP Number)

07/31/2025

(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)

SCHEDULE 13G

CUSIP No. 83587W304

1

Names of Reporting Persons

L1 Capital Global Opportunities Master Fund, 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

CAYMAN ISLANDS

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 920,268.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 920,268.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

920,268.00

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)

9.99 %

12

Type of Reporting Person (See Instructions)

FI

SCHEDULE 13G

Item 1.
(a)	Name of issuer: SOS Ltd
(b)	Address of issuer's principal executive offices: Bldg 6, E. SeaviewPark, 298 Haijing Road, Yinzhu St, West Coast New District, Quingdao City, Shandong Province 266400, People's Republic of China
Item 2.
(a)	Name of person filing: L1 Capital Global Opportunities Master Fund, Ltd.
(b)	Address or principal business office or, if none, residence: 161A Shedden Road, 1 Artillery Court, PO Box 10085 Grand Cayman, Cayman Islands KY1-1001
(c)	Citizenship: Cayman Islands
(d)	Title of class of securities: American Depository Shares, representing Class A Ordinary Shares, par value $0.005
(e)	CUSIP No.: 83587W304
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: 920,268 This amendment refers to a Schedule 13G filed with the Securities and Exchange Commission on March 25, 2024. The amounts in Row (5), (7) and (9) represent 714,285 American Depository Shares and 205,983 American Depository Shares issuable upon exercise of Warrants. Does not include (i) an additional 1,222,587 American Depository Shares issuable upon exercise of Warrants which were acquired on July 31, 2025 and which are subject to a 9.99% beneficial ownership limitation and (ii) 441,296 American Depository Shares issuable upon exercise of Warrants which were acquired on March 13, 2024 and which are subject to a 9.99% beneficial ownership limitation. The percentage set forth on Row (11) of the cover page for the reporting person is based on 9,005,917 American Depository Shares outstanding, immediately after the offering, based on the Issuer's Prospectus Supplement filed under Rule 424(b)(5) of the Securities Act of 1933 as filed with the Securities and Exchange Commission on July 31, 2025. David Feldman and Joel Arber are the Directors of L1 Capital Global Opportunities Master Fund, Ltd. As such, L1 Capital Global Opportunities Master Fund, Ltd., Mr. Feldman, and Mr. Arber may be deemed to beneficially own (as that term is defined in Rule 13d-3 under the Securities Exchange Act of 1934) the issuer's securities described herein. To the extent Mr. Feldman and Mr. Arber are deemed to beneficially own such securities, Mr. Feldman and Mr. Arber disclaim beneficial ownership of these securities for all other purposes.
(b)	Percent of class: 9.99%
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: 920,268
	(ii) Shared power to vote or to direct the vote: 0
	(iii) Sole power to dispose or to direct the disposition of: 920,268
	(iv) Shared power to dispose or to direct the disposition of: 0
Item 5.	Ownership of 5 Percent or Less of a Class.
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	Not Applicable
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.

L1 Capital Global Opportunities Master Fund, Ltd.

Signature:	/s/ David Feldman
Name/Title:	David Feldman, Director
Date:	08/08/2025

FAQ

How many SOS (ADS) does L1 Capital report owning?

L1 Capital reports beneficial ownership of 920,268 ADS of SOS Ltd.

What percentage of SOS (ADS) does that represent?

The filing states this equals 9.99% of the ADS class based on 9,005,917 ADS outstanding.

What is the composition of the 920,268 ADS position?

The position includes 714,285 ADS held and 205,983 ADS issuable upon exercise of warrants.

Are there any limits on additional ADS from warrants?

Yes. The filing discloses additional warrants for 1,222,587 ADS and 441,296 ADS that are subject to a 9.99% beneficial ownership limitation.

Does L1 Capital have voting control over the reported ADS?

Yes. The filing discloses sole voting power and sole dispositive power for the 920,268 ADS.