[Form 3] Waterdrop Inc. Initial Statement of Beneficial Ownership

Rhea-AI Filing Summary

Waterdrop Inc. Head of Legal Liu Nian filed an initial Form 3 reporting equity holdings in the company’s Class A ordinary shares. The filing shows several restricted share unit (RSU) awards for 700,000, 900,000, 552,610 and 700,000 shares, each granted between March 2025 and October 2022 with vesting schedules extending through 2030.

The RSUs vest in stages, with portions already vested and the remainder vesting on dates including October 1, 2026, March 1, 2027, March 1, 2028, and installments from April 1, 2026 to April 1, 2029, and from February 1, 2027 to February 1, 2030. Liu Nian also holds fully vested share options granted on March 25, 2021, covering 500,000 and 200,000 Class A ordinary shares at an exercise price of US$0.08 per share.

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

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1. Name and Address of Reporting Person^*

Liu Nian

(Last) (First) (Middle)

NO. 203 WANGJING LIZE ZHONGYUAN ZONE 2

CHAOYANG DISTRICT

(Street)

BEIJING F4 100102

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
03/17/2026

3. Issuer Name and Ticker or Trading Symbol
Waterdrop Inc. [ WDH ]

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

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

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

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)
Class A ordinary shares(1)	700,000	D
Class A ordinary shares(2)	900,000	D
Class A ordinary shares(3)	552,610	D
Class A ordinary shares(4)	700,000	D

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
Share Options (Right to Buy)	(5)	(5)	Class A ordinary shares	500,000	(5)	D
Share Options (Right to Buy)	(6)	(6)	Class A ordinary shares	200,000	(6)	D

Explanation of Responses:

1. Represents 700,000 Class A ordinary shares of the Issuer issued or issuable upon the vesting of the underlying restricted share unit awards. These restricted share units were granted on October 1, 2022, representing the contingent right to receive Class A ordinary shares of the Issuer. Of such restricted share units, restricted share units for 455,000 Class A ordinary shares have been vested and the remaining will vest on October 1, 2026.

2. Represents 900,000 Class A ordinary shares of the Issuer issued or issuable upon the vesting of the underlying restricted share unit awards. These restricted share units were granted on April 1, 2024, representing the contingent right to receive Class A ordinary shares of the Issuer. Of such restricted share units, restricted share units for 360,000 Class A ordinary shares have been vested and the remaining will vest in installments on March 1, 2027 and March 1, 2028.

3. Represents 552,610 Class A ordinary shares of the Issuer issuable upon the vesting of the underlying restricted share unit awards. These restricted share units were granted on March 1, 2025, representing the contingent right to receive Class A ordinary shares of the Issuer. These restricted share units shall vest in installments on April 1, 2026, April 1, 2027, April 1, 2028, and April 1, 2029.

4. Represents 700,000 Class A ordinary shares of the Issuer issuable upon the vesting of the underlying restricted share unit awards. These restricted share units were granted on February 24, 2026, representing the contingent right to receive Class A ordinary shares of the Issuer. These restricted share units shall in installments on February 1, 2027, February 1, 2028, February 1, 2029, and February 1, 2030.

5. These options were granted on March 25, 2021. All options granted have been fully vested and exercisable as of the date hereof. The exercise price for these options is US$0.08 per Class A ordinary share.

6. These options were granted on March 25, 2021. All options granted have been fully vested and exercisable as of the date hereof. The exercise price for these options is US$0.08 per Class A ordinary share.

	/s/Nian Liu	03/17/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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