Jane Street Group Reports 132.13M Shares in UP Fintech ADSs

Rhea-AI Filing Summary

Jane Street Group, LLC and related entities reported holdings of UP Fintech Holding Ltd Class A Ordinary Shares (ADS format). The filing shows Jane Street Group's aggregate beneficial ownership of 132,129,960 as-converted Class A shares, representing 5.2% of the class based on 2,552,302,315 Class A shares outstanding per the referenced disclosure. Two subsidiaries are itemized: Jane Street Capital, LLC (33,940,815 shares, 1.3%) and Jane Street Options, LLC (98,189,145 shares, 3.9%). The document clarifies these holdings are held as ADSs, with each ADS representing 15 Class A shares, and states the securities were acquired and are held in the ordinary course of business.

Positive

• Transparency: Timely disclosure of ownership above the 5% threshold provides market clarity
• Clear classification: Holdings certified as passive (Schedule 13G), indicating no intent to seek control
• Detailed attribution: Breakdown across Jane Street Group and subsidiaries clarifies voting and dispositive power

Negative

• None.

Insights

Financial Analyst

TL;DR: Passive disclosure of a meaningful 5.2% stake by Jane Street Group; no control intent indicated.

The filing reports a sizable, but non-controlling, economic interest in UP Fintech (TIGR). Aggregated ownership of 5.2% crosses the 5% reporting threshold, requiring public disclosure; the split among subsidiaries shows internal allocation of positions rather than coordinated activism. The statement that holdings are in the ordinary course of business and not for control aligns with passive investment behavior, so the immediate market impact is likely limited to transparency rather than strategic shift.

Corporate Governance Expert

TL;DR: Disclosure is procedurally complete and classifies holdings as passive; no governance change signaled.

The Schedule 13G provides required identification and voting/dispositive power details, including shared voting and dispositive power totals. By filing under the passive schedule and certifying lack of intent to influence control, the reporters avoid 13D-level scrutiny. For governance, the report signals a significant shareholder to monitor but does not indicate planned board or control actions.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

UP Fintech Holding Ltd

(Name of Issuer)

Class A Ordinary Shares, par value US$0.00001 per share

(Title of Class of Securities)

G9405E104

(CUSIP Number)

06/30/2025

(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. G9405E104

1

Names of Reporting Persons

JANE STREET GROUP, LLC

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

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 132,129,960.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 132,129,960.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

132,129,960.00

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)

5.2 %

12

Type of Reporting Person (See Instructions)

HC

Comment for Type of Reporting Person: The shares reported above represent holdings on an as-converted basis in Class A Ordinary Shares, par value US$0.00001 per share, that are held in the form of American Depositary Shares ("ADS Shares"). Each ADS share represents 15 Class A Ordinary Shares. The percentage indicated in Row 11 is based on 2,552,302,315 Class A Ordinary Shares outstanding as-of March 31, 2025 as indicated in the 6K filed on May 30, 2025.

SCHEDULE 13G

CUSIP No. G9405E104

1

Names of Reporting Persons

Jane Street Capital, LLC

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

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 33,940,815.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 33,940,815.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

33,940,815.00

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)

1.3 %

12

Type of Reporting Person (See Instructions)

BD

Comment for Type of Reporting Person: The shares reported above represent holdings on an as-converted basis in Class A Ordinary Shares, par value US$0.00001 per share, that are held in the form of American Depositary Shares ("ADS Shares"). Each ADS share represents 15 Class A Ordinary Shares. The percentage indicated in Row 11 is based on 2,552,302,315 Class A Ordinary Shares outstanding as-of March 31, 2025 as indicated in the 6K filed on May 30, 2025.

SCHEDULE 13G

CUSIP No. G9405E104

1

Names of Reporting Persons

Jane Street Options, LLC

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

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 98,189,145.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 98,189,145.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

98,189,145.00

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)

3.9 %

12

Type of Reporting Person (See Instructions)

BD

Comment for Type of Reporting Person: The shares reported above represent holdings on an as-converted basis in Class A Ordinary Shares, par value US$0.00001 per share, that are held in the form of American Depositary Shares ("ADS Shares"). Each ADS share represents 15 Class A Ordinary Shares. The percentage indicated in Row 11 is based on 2,552,302,315 Class A Ordinary Shares outstanding as-of March 31, 2025 as indicated in the 6K filed on May 30, 2025.

SCHEDULE 13G

Item 1.
(a)	Name of issuer: UP Fintech Holding Ltd
(b)	Address of issuer's principal executive offices: 18F,NO.16 TAIYANGGONG RD,CHAOYANG DIST., BEIJING, CHINA, 100020
Item 2.
(a)	Name of person filing: Jane Street Group, LLC; Jane Street Capital, LLC; Jane Street Options, LLC
(b)	Address or principal business office or, if none, residence: Jane Street Group, LLC 250 Vesey Street 6th Floor New York, NY 10281 Jane Street Capital, LLC 250 Vesey Street 6th Floor New York, NY 10281 Jane Street Options, LLC 250 Vesey Street 6th Floor New York, NY 10281
(c)	Citizenship: See Item 4 of Cover Page
(d)	Title of class of securities: Class A Ordinary Shares, par value US$0.00001 per share
(e)	CUSIP No.: G9405E104
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: 132129960
(b)	Percent of class: 5.2 %
(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: 132129960
	(iii) Sole power to dispose or to direct the disposition of: 0
	(iv) Shared power to dispose or to direct the disposition of: 132129960
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.
	If a parent holding company has filed this schedule, pursuant to Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary. Subsidiary Jane Street Capital, LLC - (a) Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o); Jane Street Options, LLC - (a) Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
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.

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.

JANE STREET GROUP, LLC

Signature:	Jim Dieterich
Name/Title:	Managing Director
Date:	08/14/2025

Jane Street Capital, LLC

Signature:	Jim Dieterich
Name/Title:	Managing Director
Date:	08/14/2025

Jane Street Options, LLC

Signature:	Jim Dieterich
Name/Title:	Managing Director
Date:	08/14/2025

FAQ

What stake did Jane Street Group report in UP Fintech (TIGR)?

The filing reports an aggregate beneficial ownership of 132,129,960 as-converted Class A shares, representing 5.2% of the class.

How are the holdings allocated among Jane Street entities?

Jane Street Capital, LLC holds 33,940,815 shares (1.3%), and Jane Street Options, LLC holds 98,189,145 shares (3.9%), totaling the group's 5.2%.

Are the UP Fintech shares held as ADSs and what is the ADS ratio?

Yes. The filing states holdings are in the form of American Depositary Shares, with each ADS representing 15 Class A Ordinary Shares.

Does the filing indicate Jane Street intends to influence control of UP Fintech?

No. The filers certify the securities were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control.

On what share count is the percentage ownership based?

The percentage is based on 2,552,302,315 Class A Ordinary Shares outstanding, as referenced in the filing's cited disclosure.