Hangdu Technology details 5.28% Jingbo Technology (SVMB) ownership after major share transfers

Rhea-AI Filing Summary

Jingbo Technology, Inc. completed a share exchange in which it issued 550,000,000 shares of common stock to Hangdu Technology Limited in return for all shares of Xinghe Technology Limited. Hangdu later transferred 505,702,137 shares in a private transaction to nine persons and another 15,000,000 shares to one person.

After these transfers, Hangdu reports beneficial ownership of 29,297,863 shares of Jingbo common stock, representing 5.28% of outstanding shares based on 555,315,412 shares outstanding. Hangdu has sole voting and dispositive power over all shares it beneficially owns and reports no special contracts or arrangements regarding these securities.

Insights

Equity ownership and disclosure analyst

Schedule 13D details a major historical share issuance and subsequent transfers, leaving Hangdu at a 5.28% stake.

The filing shows Hangdu Technology Limited received 550,000,000 Jingbo common shares via a share exchange for all shares of Xinghe Technology Limited. This significantly expanded Jingbo’s share count, with the consideration entirely in stock rather than cash.

Hangdu then reduced its holdings through private transfers of 505,702,137 shares and 15,000,000 shares. As of the reported date, Hangdu holds 29,297,863 shares, or 5.28% of outstanding stock, with sole voting and dispositive power. Future ownership changes would depend on any additional acquisitions or dispositions Hangdu may choose to undertake.

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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

Jingbo Technology, Inc.

(Name of Issuer)

Common Stock

(Title of Class of Securities)

Zhang Guowei
Floor 1 to 6, No. 1 to 10, Chuangyi Road, Yinhu Village, Shoujiang Town
Fuyang District, F4, 310000
86-4009260345

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

01/27/2025

(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 Number(s):

1

Name of reporting person

Hangdu Technology 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)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

VIRGIN ISLANDS, BRITISH

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 29,297,863.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 29,297,863.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

29,297,863.00

12

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

13

Percent of class represented by amount in Row (11)

5.28 %

14

Type of Reporting Person (See Instructions)

CO

Comment for Type of Reporting Person:

Box 13 - (1) Represents 29,297,863 shares of Issuer's Common Stock held by Hangdu Technology Limited. (2) Based on 555,315,412 shares of the Issuer's Common Stock outstanding on January 12, 2026 as reported by the Issuer on a Form 10-Q filed with the SEC on January 12, 2026.

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Common Stock
(b)	Name of Issuer: Jingbo Technology, Inc.
(c)	Address of Issuer's Principal Executive Offices: Floor 1 to 6, No. 1 to 10, Chuangyi Road, Yinhu Village, Shoujiang Town, Fuyang District, CHINA , 310000.
Item 1 Comment: This Schedule 13D ("Schedule 13D") relates to the shares of common stock, par value $ 0.001 per share (the "Common Stock"), of Jingbo Technology, Inc. (the "Issuer").
Item 2.	Identity and Background
(a)	Hangdu Technology Limited (the "Reporting Person")
(b)	Residence or business address: Sea Meadow House, P.O. Box 116, Road Town, Tortola, British Virgin Islands
(c)	The Reporting Person is a shareholder of the Issuer.
(d)	The Reporting Person has not, during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).
(e)	The Reporting Person has not, during the last five years, been a party to any civil proceeding of a judicial or administrative body of competent jurisdiction as a result of which he was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding of any violation with respect to such laws.
(f)	Citizenship: Virgin Islands, British
Item 3.	Source and Amount of Funds or Other Consideration
	On November 18, 2024, the Issuer entered into a Shares Exchange Agreement with Xinghe Technology Limited ("Xinghe"), a British Virgin Islands company and the Reporting Person, the sole shareholder of Xinghe. Pursuant to the Share Exchange Agreement, the Issuer issued 550,000,000 shares of Common Stock, par value $0.001 per share of the Company to the Reporting Person, in consideration for the acquisition of all the issued and outstanding shares in Xinghe.
Item 4.	Purpose of Transaction
	On March 14, 2025, the Reporting Person transferred 505,702,137 of its Common Stock of the Issuer to nine persons in a private transaction. On June 9, 2025, the Reporting Person transferred 15,000,000 of its Common Stock of the Issuer to one person in a private transaction. As of the date of this Schedule 13D, the Reporting Person held 29,297,863 shares of Common Stock of the Issuer. Except as above, the Reporting Person does not have any current plans or proposals which relate to or would result in any transaction, event or action enumerated in paragraphs (a) through (j) of Item 4 of Schedule 13D. Notwithstanding the foregoing, the Reporting Person reserves the right to, and may in the future choose to, change his purpose with respect to his ownership of the shares of Common Stock he now owns and to take such actions as he deems appropriate in light of the circumstances including, without limitation, to acquire additional shares of Common Stock or to dispose of, in any manner permitted by law, all or a portion of the Common Stock which he now owns or may hereafter acquire.
Item 5.	Interest in Securities of the Issuer
(a)	As of the date hereof, the Reporting Person beneficially owns, in aggregate, 29,297,863 shares of Common Stock, representing 5.28% of the Issuer's outstanding shares.
(b)	(i) Sole power to vote or direct the vote: 29,297,863 (ii) Shared power to vote or direct the vote: -0- (iii) Sole power to dispose or direct the disposition: 29,297,863 (iv) Shared power to dispose or direct the disposition: -0-
(c)	The information set forth in Items 3 and 4 above is hereby incorporated into this Item 5(c) by reference, as applicable. Except as otherwise set forth herein, the Reporting Person has effected no transactions in the Common Stock of the Issuer within the past 60 days.
(d)	No person other than the Reporting Person has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the shares of Common Stock beneficially owned by the Reporting Person.
(e)	Not applicable.
Item 6.	Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer
	Not applicable.
Item 7.	Material to be Filed as Exhibits.
	Exhibit A: Shares Exchange Agreement, dated as of November 18, 2024, by and among Jingbo Technology, Inc., Hangdu Technology Limited and Xinghe Technology Limited

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.

Hangdu Technology Ltd

Signature:	/s/ Xiujuan Chen
Name/Title:	Xiujuan Chen
Date:	03/05/2026

FAQ

What percentage of Jingbo Technology (SVMB) does Hangdu Technology currently own?

Hangdu Technology Limited currently beneficially owns 29,297,863 shares of Jingbo Technology common stock, representing 5.28% of the company’s outstanding shares, based on 555,315,412 shares outstanding as reported by Jingbo in a Form 10-Q dated January 12, 2026.

How did Hangdu Technology acquire its Jingbo Technology (SVMB) shares?

Hangdu acquired Jingbo shares through a Share Exchange Agreement on November 18, 2024. Jingbo issued 550,000,000 shares of common stock to Hangdu in exchange for all issued and outstanding shares of Xinghe Technology Limited, a British Virgin Islands company.

What major share transfers did Hangdu make after the Jingbo Technology (SVMB) share exchange?

After receiving the shares, Hangdu transferred 505,702,137 shares of Jingbo common stock in a private transaction to nine persons on March 14, 2025, and an additional 15,000,000 shares to one person on June 9, 2025, significantly reducing its direct holdings.

Does Hangdu Technology have control over its Jingbo Technology (SVMB) shares?

Yes. Hangdu Technology Limited reports sole voting power and sole dispositive power over 29,297,863 shares of Jingbo common stock. It reports no shared voting or dispositive power and no other person has rights to dividends or sale proceeds from these shares.

Are there any special agreements related to Hangdu’s Jingbo Technology (SVMB) shares?

The filing states that Item 6, covering contracts, arrangements, understandings, or relationships regarding Jingbo securities, is not applicable. Aside from the disclosed Share Exchange Agreement, no additional special agreements affecting these shares are described in this Schedule 13D.

Why did Hangdu Technology file a Schedule 13D for Jingbo Technology (SVMB)?

Hangdu filed Schedule 13D to report its beneficial ownership of Jingbo Technology common stock and recent transactions. After large historical issuances and transfers, Hangdu’s position now stands at 29,297,863 shares, or 5.28% of Jingbo’s outstanding common shares.