Uxin Ltd (UXIN) SEC Filings, Mar-May 2026

Joy Capital-affiliated entities and related vehicles filed Amendment No. 12 to their Schedule 13D on Uxin Ltd, updating their holdings of Class A ordinary shares. Joy Capital GP, Ltd. reports beneficial ownership of 20,579,308,546 Class A shares, or 31.2% of the class, including shares held by Astral Success Limited, Joy Capital III, L.P. and Brightest Sky Limited.

The calculation is based on 65,953,268,518 Class A shares outstanding, excluding 1,632,099,892 shares issued to the depositary bank for future ADS issuances. On May 14, 2026, Abundant Grace Investment Limited distributed 558,725,100 shares to Joy Capital III, L.P. and 349,203,000 shares to Brightest Sky Limited for nil consideration, shifting ownership within the Joy Capital investment structure.

Abundant Grace Investment Limited and related parties filed Amendment No. 3 to their Schedule 13D on Uxin Limited, updating ownership details for the company’s Class A ordinary shares.

Grace directly holds 18,212,814,010 Class A ordinary shares, representing 27.6% of 65,994,078,379 Class A shares outstanding as of April 25, 2026. NBNW Investment Limited, a holding company indirectly and wholly owned by a family trust set up by Bin Li, holds 71.3% of Grace’s voting rights. As a result, each of NBNW and Bin Li is deemed to beneficially own 12,992,558,760 Class A shares, or 19.7% of the class.

The amendment also notes that on May 14, 2026, Grace distributed 558,725,100, 349,203,000 and 69,840,600 Class A shares to three of its shareholders, pro rata to their holdings in Grace, while concurrently repurchasing and cancelling all of those shareholders’ interests in Grace. The filing confirms that, apart from these structural changes, the disclosures in the prior Schedule 13D remain unchanged.

Uxin Ltd’s large shareholders updated their ownership details in this amended Schedule 13D. Abundant Glory Investment L.P. reports beneficial ownership of 617,538,082 Class A ordinary shares, representing 0.9% of the class, while Fame Dragon Global Limited holds 4,914,884,125 shares, or 7.4%.

Eve One Fund II L.P. is deemed to beneficially own 9,515,225,999 shares, and Nio Capital II LLC is deemed to beneficially own 10,700,474,904 shares, representing 16.2% of the Class A ordinary shares. The percentages are based on 65,994,078,379 Class A ordinary shares outstanding as of April 25, 2026.

The amendment also notes that on May 14, 2026, Abundant Grace Investment Limited distributed blocks of 558,725,100, 349,203,000 and 69,840,600 shares to three shareholders and simultaneously repurchased and cancelled their Grace shares. The reporting persons state no other transactions in Uxin securities in the past sixty days.

Uxin Limited, a Cayman Islands holding company for China-based used-car operations, files its annual report on Form 20-F for the year ended December 31, 2025. The company reports continued net losses and negative operating cash flow and describes significant equity financings to support liquidity.

As of December 31, 2025, Uxin had 64,892,337,575 Class A ordinary shares and 40,809,861 Class B ordinary shares outstanding, with each ADS representing 300 Class A shares. It highlights its shift to an inventory-owning model and expansion of large used-car superstores across multiple Chinese cities.

The filing focuses heavily on risks tied to PRC regulation, including overseas listing rules, data security and cybersecurity reviews, anti-monopoly oversight, currency controls affecting cash transfers, and potential U.S. trading prohibitions under the Holding Foreign Companies Accountable Act if PCAOB access changes.

Ying Li reported acquisition or exercise transactions in this Form 4 filing.

Uxin Ltd director Ying Li received a compensation grant of 7,454 American Depositary Shares (ADS) through restricted share units that vested immediately at no cash cost. After this award, Ying Li directly holds 24,560 ADS. Each ADS represents 300 Class A ordinary shares of Uxin Ltd.

Uxin Limited reported that its board of directors has appointed Mr. Wenbing Jing, previously the Company’s Chief Strategy Officer, as President. Mr. Jing rejoined Uxin in November 2021 and brings extensive strategy and operations experience, including senior roles at Autohome Inc. and earlier leadership positions at Uxin from 2011 to 2019.

Uxin Limited reported rapid growth but remained loss-making in 2025. Full-year revenue reached RMB3.24 billion (US$463.3 million), up 78.6%, with retail transaction volume up 134.7% to 51,110 units as its superstore model scaled.

For Q4 2025, revenue was RMB1,197.9 million, doubling year over year, while gross margin held around 6.8%. Net loss for 2025 narrowed to RMB262.5 million from RMB342.1 million, and non-GAAP adjusted EBITDA loss improved to RMB57.9 million from RMB80.8 million.

Liquidity remains tight: operating cash outflow was RMB504.4 million and cash stood at RMB83.0 million with an accumulated deficit of RMB19.9 billion. Uxin shored up capital via equity financings totaling US$17.0 million received to date and expects additional proceeds, while guiding for over 100% growth in 2026 retail volume and revenue and Q1 2026 revenue of RMB1,050–1,070 million.

Uxin Ltd director Lu Cheng has filed an initial ownership report showing existing holdings in the company. The Form 3 discloses direct ownership of 75,081 American depositary shares of Uxin Ltd as of the reported date. Each American depositary share represents 300 Class A ordinary shares of the issuer, indicating exposure to the company’s equity through ADSs rather than direct ordinary share holdings.

Uxin Ltd director Liu Erhai has filed an initial ownership report showing very large indirect holdings of the company’s Class A ordinary shares. The filing reports 19,671,380,446 Class A ordinary shares held indirectly through entities he ultimately controls, including Astral Success Limited, BRIGHTEST SKY LIMITED and Joy Capital III, L.P. He disclaims beneficial ownership of these securities except to the extent of his pecuniary interest.