Yalla Group Limited received an updated Schedule 13G/A from founder Tao Yang and related entities reporting large ownership stakes in its Class A ordinary shares as of December 31, 2025.
Tao Yang is reported as beneficially owning 67,069,518 shares, representing 42.1% of the class, including shares held through YooYoo Limited and Allies Partners Limited and 6,250,000 shares he has the right to receive within 60 days after December 31, 2025. Cheerio Investments Limited and YooYoo Limited each report beneficial ownership of 60,374,013 shares, or 39.5% of the class, mainly through YooYoo’s holdings of 35,640,000 Class A shares and 24,734,013 Class B shares.
The filing highlights Yalla’s dual-class structure: each Class A share carries one vote, while each Class B share is convertible into one Class A share and carries 20 votes, with all shares voting together as a single class.
Positive
None.
Negative
None.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 4)
Yalla Group Limited
(Name of Issuer)
Class A Ordinary Shares, par value US$0.0001 per share
(Title of Class of Securities)
98459U103
(CUSIP Number)
12/31/2025
(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.
98459U103
1
Names of Reporting Persons
Tao Yang
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
CHINA
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
67,069,518.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
67,069,518.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
67,069,518.00
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)
42.1 %
12
Type of Reporting Person (See Instructions)
IN
Comment for Type of Reporting Person: (1) Represents (i) 35,640,000 Class A ordinary shares held by YooYoo Limited, (ii) 445,505 Class A ordinary shares held by Allies Partners Limited, (iii) 6,250,000 Class A ordinary shares that Mr. Yang has the right to receive within 60 days after December 31, 2025, and (iv) 24,734,013 Class B ordinary shares held by YooYoo Limited.
Each Class B ordinary share is convertible into one Class A ordinary share at any time by the holder thereof. Class A ordinary shares are not convertible into Class B ordinary shares under any circumstances. In respect of all matters subject to a shareholders' vote, each Class A ordinary share is entitled to one vote, and each Class B ordinary share is entitled to 20 votes, voting together as one class.
(2) The percentage of the class of securities beneficially owned by each reporting person is calculated based on a total of 128,227,316 Class A ordinary shares and 24,734,013 Class B ordinary shares of the Issuer issued and outstanding as of December 31, 2025, based on information provided by the Issuer. Beneficial ownership information is presented as of December 31, 2025.
SCHEDULE 13G
CUSIP No.
98459U103
1
Names of Reporting Persons
Cheerio Investments Limited
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
VIRGIN ISLANDS, BRITISH
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
60,374,013.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
60,374,013.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
60,374,013.00
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)
39.5 %
12
Type of Reporting Person (See Instructions)
CO
Comment for Type of Reporting Person: (1) Represents (i) 35,640,000 Class A ordinary shares held by YooYoo Limited, and (ii) 24,734,013 Class B ordinary shares held by YooYoo Limited.
Each Class B ordinary share is convertible into one Class A ordinary share at any time by the holder thereof. Class A ordinary shares are not convertible into Class B ordinary shares under any circumstances. In respect of all matters subject to a shareholders' vote, each Class A ordinary share is entitled to one vote, and each Class B ordinary share is entitled to 20 votes, voting together as one class.
(2) The percentage of the class of securities beneficially owned by each reporting person is calculated based on a total of 128,227,316 Class A ordinary shares and 24,734,013 Class B ordinary shares of the Issuer issued and outstanding as of December 31, 2025, based on information provided by the Issuer. Beneficial ownership information is presented as of December 31, 2025.
SCHEDULE 13G
CUSIP No.
98459U103
1
Names of Reporting Persons
YooYoo Limited
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
VIRGIN ISLANDS, BRITISH
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
60,374,013.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
60,374,013.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
60,374,013.00
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)
39.5 %
12
Type of Reporting Person (See Instructions)
CO
Comment for Type of Reporting Person: (1) Represents (i) 35,640,000 Class A ordinary shares held by YooYoo Limited, and (ii) 24,734,013 Class B ordinary shares held by YooYoo Limited.
Each Class B ordinary share is convertible into one Class A ordinary share at any time by the holder thereof. Class A ordinary shares are not convertible into Class B ordinary shares under any circumstances. In respect of all matters subject to a shareholders' vote, each Class A ordinary share is entitled to one vote, and each Class B ordinary share is entitled to 20 votes, voting together as one class.
(2) The percentage of the class of securities beneficially owned by each reporting person is calculated based on a total of 128,227,316 Class A ordinary shares and 24,734,013 Class B ordinary shares of the Issuer issued and outstanding as of December 31, 2025, based on information provided by the Issuer. Beneficial ownership information is presented as of December 31, 2025.
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
Yalla Group Limited
(b)
Address of issuer's principal executive offices:
#226, Building 16, Dubai Internet City, Dubai, United Arab Emirates
Item 2.
(a)
Name of person filing:
(i) Tao Yang;
(ii) Cheerio Investments Limited ("Cheerio Investments"), a limited liability company established in the British Virgin Islands; and
(iii) YooYoo Limited ("YooYoo"), a limited liability company established in the British Virgin Islands.
(b)
Address or principal business office or, if none, residence:
(i) The address of the principal business office of Tao Yang is #226, Building 16, Dubai Internet City, Dubai, United Arab Emirates.
(ii) The registered address of Cheerio Investments is Palm Grove House, P.O. Box 438, Road Town, Tortola, VG1110, British VirginIslands.
(iii) The registered address of YooYoo is Vistra Corporate Services Centre, Wickhams Cay II, Road Town, Tortola, VG1110, British Virgin Islands.
(c)
Citizenship:
(i) Tao Yang - People's Republic of China
(ii) Cheerio Investments - British Virgin Islands
(iii) YooYoo - British Virgin Islands
(d)
Title of class of securities:
Class A Ordinary Shares, par value US$0.0001 per share
(e)
CUSIP No.:
98459U103
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:
The information set forth in Rows 5 through 11 of the cover pages to this Schedule 13G is incorporated herein by reference for each Reporting Person.
(b)
Percent of class:
The information set forth in Rows 5 through 11 of the cover pages to this Schedule 13G is incorporated herein by reference for each Reporting Person.
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
The information set forth in Rows 5 through 11 of the cover pages to this Schedule 13G is incorporated herein by reference for each Reporting Person.
(ii) Shared power to vote or to direct the vote:
The information set forth in Rows 5 through 11 of the cover pages to this Schedule 13G is incorporated herein by reference for each Reporting Person.
(iii) Sole power to dispose or to direct the disposition of:
The information set forth in Rows 5 through 11 of the cover pages to this Schedule 13G is incorporated herein by reference for each Reporting Person.
(iv) Shared power to dispose or to direct the disposition of:
The information set forth in Rows 5 through 11 of the cover pages to this Schedule 13G is incorporated herein by reference for each Reporting Person.
Item 5.
Ownership of 5 Percent or Less of a Class.
Not Applicable
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.
Not Applicable
Item 8.
Identification and Classification of Members of the Group.
Not Applicable
Item 9.
Notice of Dissolution of Group.
Not Applicable
Item 10.
Certifications:
Not Applicable
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.
What ownership stake does Tao Yang report in Yalla Group (YALA)?
Tao Yang reports beneficial ownership of 67,069,518 Yalla Group shares, representing 42.1% of the class. This includes Class A shares held via YooYoo Limited and Allies Partners Limited, 6,250,000 shares he may receive within 60 days, and YooYoo’s Class B holdings.
How many Yalla Group shares do Cheerio Investments and YooYoo Limited hold?
Cheerio Investments Limited and YooYoo Limited each report beneficial ownership of 60,374,013 Yalla Group shares, equal to 39.5% of the class. This comes from 35,640,000 Class A shares and 24,734,013 Class B shares held by YooYoo Limited as of December 31, 2025.
What is Yalla Group’s dual-class share structure disclosed here?
Yalla Group has Class A and Class B ordinary shares. Each Class A share carries one vote and is not convertible. Each Class B share carries 20 votes and is convertible into one Class A share at any time by its holder, voting together as one class.
On what share counts are the ownership percentages in Yalla (YALA) based?
Ownership percentages are calculated using 128,227,316 Class A ordinary shares and 24,734,013 Class B ordinary shares outstanding as of December 31, 2025. These totals were provided by Yalla Group and underpin the 42.1% and 39.5% beneficial ownership figures reported.
Which entities are identified as reporting persons in this Yalla Group Schedule 13G/A?
The filing lists three reporting persons: Tao Yang, Cheerio Investments Limited, and YooYoo Limited. Tao Yang’s business address is in Dubai, United Arab Emirates, while Cheerio and YooYoo are limited liability companies organized in the British Virgin Islands.
What key date does the Yalla Group ownership disclosure relate to?
The ownership information is stated as of December 31, 2025, the date of the event requiring the filing. Beneficial ownership details, share counts, and the calculation of each reporting person’s percentage of the class are all anchored to this same reference date.
