TH International (THCH) director discloses 16,153,044-share indirect holding

Rhea-AI Filing Summary

TH International Ltd director and 10% owner Peter Michael Yu has filed an initial Form 3 disclosing indirect beneficial ownership of 16,153,044 ordinary shares. These shares are held through a network of affiliated investment vehicles, including multiple Pangaea funds and partnerships.

The filing lists large blocks such as ordinary shares held by Pangaea Two Acquisition Holdings XXIIA Limited, Pangaea Three Acquisition Holdings IV, Limited, and several related Pangaea Two entities. Yu is the managing partner of Cartesian Capital Group, LLC, which sits atop the general partner and managing member structure that controls these entities.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Yu Peter Michael

Role Director, 10% Owner

Type	Security	Shares	Price	Value
holding	ordinary shares	--	--	--

Holdings After Transaction: ordinary shares — 16,153,044 shares (Indirect, See footnote)

Footnotes (1)

1. Including (i) 11,440,401 ordinary shares held by Pangaea Two Acquisition Holdings XXIIA Limited ("XXIIA"), (ii) 2,063,983 ordinary shares held by Pangaea Three Acquisition Holdings IV, Limited ("Holdings IV"), (iii) 1,238,204 ordinary shares held by Pangaea Two Acquisition Holdings XXIII, Ltd., (iv) 968,078 ordinary shares held by Pangaea Two, LP, (v) 420,310 ordinary shares held by Pangaea Two Parallel, LP, (vi) 10,745 ordinary shares held by Pangaea Two Management, LP, (vii) 4,177 ordinary shares held by Pangaea Two GP, LP, and (viii) 7,146 ordinary shares held by Pangaea Two Parallel LP. The reporting person is the managing partner of Cartesian Capital Group, LLC, which is the sole and managing member of Pangaea Two Admin GP, LLC and Pangaea Three Global GP, LLC, and Pangaea Two Parallel LP. XXIIA and Pangaea Two Acquisition Holdings XXIII, Ltd are controlled by Pangaea Two, LP. The general partner of Pangaea Two, LP and Pangaea Two Parallel, LP is Pangaea Two GP, LP. The general partner of Pangaea Two GP, LP and Pangaea Two Management, LP is Pangaea Two Admin GP, LLC. Holdings IV is controlled by Pangaea Three-B, LP. Pangaea Three GP, LP is the general partner of Pangaea Three-B, LP. Pangaea Three Global GP, LLC is the general partner of Pangaea Three GP, LP.

Understanding Insider Trading Forms →

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0104
Estimated average burden
hours per response:			0.5

1. Name and Address of Reporting Person^*

Yu Peter Michael

(Last) (First) (Middle)

C/O CARTESIAN CAPITAL GROUP

15TH FLOOR, 505 FIFTH AVE

(Street)

NEW YORK NEW YORK 10017

(City) (State) (Zip)

UNITED STATES

(Country)

2. Date of Event Requiring Statement (Month/Day/Year)
03/18/2026

3. Issuer Name and Ticker or Trading Symbol
TH International Ltd [ THCH ]

3a. Foreign Trading Symbol

5. If Amendment, Date of Original Filed (Month/Day/Year)

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
ordinary shares	16,153,044(1)	I	See footnote(2)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Including (i) 11,440,401 ordinary shares held by Pangaea Two Acquisition Holdings XXIIA Limited ("XXIIA"), (ii) 2,063,983 ordinary shares held by Pangaea Three Acquisition Holdings IV, Limited ("Holdings IV"), (iii) 1,238,204 ordinary shares held by Pangaea Two Acquisition Holdings XXIII, Ltd., (iv) 968,078 ordinary shares held by Pangaea Two, LP, (v) 420,310 ordinary shares held by Pangaea Two Parallel, LP, (vi) 10,745 ordinary shares held by Pangaea Two Management, LP, (vii) 4,177 ordinary shares held by Pangaea Two GP, LP, and (viii) 7,146 ordinary shares held by Pangaea Two Parallel LP.

2. The reporting person is the managing partner of Cartesian Capital Group, LLC, which is the sole and managing member of Pangaea Two Admin GP, LLC and Pangaea Three Global GP, LLC, and Pangaea Two Parallel LP. XXIIA and Pangaea Two Acquisition Holdings XXIII, Ltd are controlled by Pangaea Two, LP. The general partner of Pangaea Two, LP and Pangaea Two Parallel, LP is Pangaea Two GP, LP. The general partner of Pangaea Two GP, LP and Pangaea Two Management, LP is Pangaea Two Admin GP, LLC. Holdings IV is controlled by Pangaea Three-B, LP. Pangaea Three GP, LP is the general partner of Pangaea Three-B, LP. Pangaea Three Global GP, LLC is the general partner of Pangaea Three GP, LP.

	/s/ Yu Peter Michael	03/18/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 3: SEC 1473 (03-26)

FAQ

What does Peter Michael Yu’s Form 3 for THCH disclose?

The Form 3 discloses Peter Michael Yu’s initial beneficial ownership in TH International. It reports indirect control over 16,153,044 ordinary shares held through multiple Pangaea-branded investment entities structured under Cartesian Capital Group, LLC.

How many TH International (THCH) shares does Peter Michael Yu indirectly hold?

The filing reports indirect beneficial ownership of 16,153,044 ordinary shares. This entire position is held through affiliated vehicles including Pangaea Two Acquisition Holdings XXIIA Limited, Pangaea Three Acquisition Holdings IV, Limited, and several related Pangaea Two partnerships.

How are Peter Michael Yu’s THCH shares held across Pangaea entities?

The stake is spread across several Pangaea investment vehicles. These include Pangaea Two Acquisition Holdings XXIIA Limited, Pangaea Three Acquisition Holdings IV, Limited, Pangaea Two Acquisition Holdings XXIII, Ltd., Pangaea Two, LP, Pangaea Two Parallel, LP, Pangaea Two Management, LP, and Pangaea Two GP, LP.

Did the THCH Form 3 report any recent buy or sell transactions?

No buy or sell transactions are reported in this Form 3. The entry reflects a holding record, showing 16,153,044 ordinary shares owned indirectly, rather than new purchases or sales during the reported period.

Why is Peter Michael Yu considered a 10% owner of TH International (THCH)?

He is identified as a 10% owner based on his reported indirect holdings. The 16,153,044 ordinary shares beneficially owned through the Pangaea and Cartesian-controlled entities exceed the 10% ownership threshold for reporting under SEC rules.

What role does Cartesian Capital Group play in Peter Michael Yu’s THCH holdings?

Cartesian Capital Group, LLC sits at the top of the control structure. Yu is its managing partner, and Cartesian is the sole and managing member or general partner of several Pangaea entities that directly hold the TH International ordinary shares.