[SCHEDULE 13G] Yuanbao Inc. American SEC Filing

Rhea-AI Filing Summary

Schedule 13G filing for Yuanbao Inc. (YB) discloses that reporting person Rui Fang beneficially owns 108,230,475 ordinary shares, equal to 38.5% of the class. The filing separately reports For Ring Limited holds 82,132,500 Class B ordinary shares (29.7%) and Global Running Lion Limited holds 21,802,125 Class A ordinary shares (7.9%). The ownership percentages are calculated on a total of 276,481,206 issued and outstanding ordinary shares (194,348,706 Class A and 82,132,500 Class B) as of August 12, 2025.

The statement shows voting and disposition details: Rui Fang has sole voting power over 108,230,475 shares and sole dispositive power over 88,528,350 shares. It also includes the right to acquire 4,295,850 Class A shares upon option exercise within 60 days. Exhibit 99.1 is a Joint Filing Agreement and the filing is signed by Rui Fang on 08/12/2025.

Positive

• Rui Fang discloses substantial beneficial ownership: 108,230,475 shares representing 38.5% of the class
• For Ring Limited holds a material Class B position: 82,132,500 shares (29.7%), showing concentrated ownership among related parties
• Ownership calculation clarity: Filing specifies total shares used for percentages (276,481,206) and treats Class B as converted for the calculation
• Includes option holdings: 4,295,850 Class A shares are included as exercisable within 60 days, clarifying near-term dilution/ownership

Negative

• High concentration of voting power: Rui Fang has sole voting power over 108,230,475 shares (38.5%), which may raise governance concentration concerns
• Disparity between voting and dispositive power: Rui Fang has sole dispositive power over 88,528,350 shares, less than voting power, indicating some shares are not subject to disposal by the same person
• Complex ownership structure: Global Running Lion Limited has multiple equity holders while Rui Fang controls the entity’s voting power, creating layered control that may complicate transparency

Insights

Corporate Governance Expert

TL;DR: A single individual exerts substantial voting control through direct holdings and controlled entities, creating concentrated influence.

The Schedule 13G discloses that Rui Fang effectively controls voting rights on 108.2 million shares (38.5%) through direct holdings and interests in For Ring Limited and Global Running Lion Limited. The filing clarifies treatment of Class B shares as converted for percentage calculations and documents option rights included in beneficial ownership. For governance, this concentration means one person can materially influence corporate votes; the filing is a routine disclosure but signals meaningful control.

Securities Analyst

TL;DR: Large disclosed stakes are material to investors but this filing is informational rather than a new corporate action.

The ownership figures are sizable: For Ring Limited holds 82,132,500 Class B shares (29.7%) and Global Running Lion holds 21,802,125 Class A shares (7.9%). The filing states the aggregate basis used (276.48 million shares) and includes 4.3 million option shares exercisable within 60 days in the beneficial count. These are material holdings for valuation and control analysis but the document itself is a disclosure rather than an event like a tender or transaction.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

Yuanbao Inc.

(Name of Issuer)

Class A Ordinary Shares, par value of US$0.0001 per share

(Title of Class of Securities)

987910106

(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. 987910106

1

Names of Reporting Persons

Rui Fang

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 108,230,475.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 88,528,350.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

108,230,475.00

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)

38.5 %

12

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person: See Item 4.

SCHEDULE 13G

CUSIP No. 987910106

1

Names of Reporting Persons

For Ring 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 82,132,500.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 82,132,500.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

82,132,500.00

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)

29.7 %

12

Type of Reporting Person (See Instructions)

CO

Comment for Type of Reporting Person: See Item 4.

SCHEDULE 13G

CUSIP No. 987910106

1

Names of Reporting Persons

Global Running Lion 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 21,802,125.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 21,802,125.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

21,802,125.00

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)

7.9 %

12

Type of Reporting Person (See Instructions)

CO

Comment for Type of Reporting Person: See Item 4.

SCHEDULE 13G

Item 1.
(a)	Name of issuer: Yuanbao Inc.
(b)	Address of issuer's principal executive offices: Building 2, No.8 Beichen West Road Chaoyang District Beijing, China, 100101
Item 2.
(a)	Name of person filing: Rui Fang For Ring Limited Global Running Lion Limited
(b)	Address or principal business office or, if none, residence: Rui Fang Building 2, No.8 Beichen West Road Chaoyang District, Beijing, 100101 People's Republic of China For Ring Limited Craigmuir Chambers, Road Town Tortola, VG 1110 British Virgin Islands Global Running Lion Limited Craigmuir Chambers, Road Town Tortola, VG 1110 British Virgin Islands
(c)	Citizenship: Rui Fang-People's Republic of China For Ring Limited-British Virgin Island Global Running Lion Limited-British Virgin Island
(d)	Title of class of securities: Class A Ordinary Shares, par value of US$0.0001 per share
(e)	CUSIP No.: 987910106
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: Rui Fang: 108,230,475 ordinary shares (including (i) 21,802,125 Class A ordinary shares with respect to Global Running Lion Limited, over which Mr. Rui Fang exercises the voting power as the proxy and attorney-in-fact, (ii) 82,132,500 Class B ordinary shares held by For Ring Limited, wholly owned by an entity wholly controlled by Mr. Rui Fang and a family trust of Mr. Rui Fang, and (iii) 4,295,850 Class A ordinary shares that Mr. Rui Fang has the right to acquire upon exercise of the options within 60 days) For Ring Limited: 82,132,500 Class B ordinary shares Global Running Lion Limited: 21,802,125 Class A ordinary shares
(b)	Percent of class: Rui Fang: 38.5% For Ring Limited: 29.7% Global Running Lion Limited: 7.9% Note: Pursuant to Rule 13d-3(d)(1), all Class B ordinary shares (which are convertible into Class A ordinary shares) were deemed to be converted for the purpose of (i) determining the aggregate amount of Class A ordinary shares beneficially owned by the Reporting Persons and (ii) calculating the percentages of the Class A ordinary shares beneficially owned by the Reporting Persons. The percentage of the class of securities beneficially owned by each Reporting Person is calculated based on a total of 276,481,206 issued and outstanding ordinary shares (consisting of 194,348,706 Class A ordinary shares and 82,132,500 Class B ordinary shares) of the issuer as of August 12, 2025 as a single class. Holders of Class A ordinary shares and Class B ordinary shares shall at all times vote together as one class on all resolutions submitted to a vote by the shareholders. In computing the percentage ownership of the Reporting Persons, we have included, where applicable, shares that the Reporting Persons have the right to acquire within 60 days, including through the exercise of any option, warrant, or other right or the conversion of any other security, after August 12, 2025.
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: Rui Fang: 108,230,475 ordinary shares (including (i) 21,802,125 Class A ordinary shares with respect to Global Running Lion Limited, over which Mr. Rui Fang exercises the voting power as the proxy and attorney-in-fact, (ii) 82,132,500 Class B ordinary shares held by For Ring Limited, wholly owned by an entity wholly controlled by Mr. Rui Fang and a family trust of Mr. Rui Fang, and (iii) 4,295,850 Class A ordinary shares that Mr. Rui Fang has the right to acquire upon exercise of the options within 60 days) For Ring Limited: 82,132,500 Class B ordinary shares Global Running Lion Limited: 21,802,125 Class A ordinary shares
	(ii) Shared power to vote or to direct the vote: Rui Fang: 0 For Ring Limited: 0 Global Running Lion Limited: 0
	(iii) Sole power to dispose or to direct the disposition of: Rui Fang: 88,528,350 ordinary shares (including (i) 2,100,000 Class A ordinary shares with respect to Global Running Lion Limited, which is 9.6% beneficially owned by Mr. Rui Fang, (ii) 82,132,500 Class B Ordinary Shares held by For Ring Limited, wholly owned by an entity wholly controlled by Mr. Rui Fang and a family trust of Mr. Rui Fang, and (iii) 4,295,850 Class A Ordinary Shares that Mr. Rui Fang has the right to acquire upon exercise of the options within 60 days) For Ring Limited: 82,132,500 Class B ordinary shares Global Running Lion Limited: 21,802,125 Class A ordinary shares Note: Global Running Lion Limited is 32.6% beneficially owned by Ms. Ying Li, 28.9% beneficially owned by Mr. Bo Wang, 28.9% beneficially owned by Ms. Shuli Sun and 9.6% beneficially owned by Mr. Rui Fang. Mr. Rui Fang acts as the sole director and owns 100% of the voting power of Global Running Lion Limited. Each of the shareholders of Global Running Lion Limited holds dispositive power with respect to the Class A Ordinary Shares beneficially owned by him or her, as applicable, in proportion to his or her respective equity interests in Global Running Lion Limited.
	(iv) Shared power to dispose or to direct the disposition of: Rui Fang: 0 For Ring Limited: 0 Global Running Lion Limited: 0
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.
	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.

Rui Fang

Signature:	/s/ Rui Fang
Name/Title:	Rui Fang
Date:	08/12/2025

For Ring Limited

Signature:	/s/ Rui Fang
Name/Title:	Rui Fang/ Director
Date:	08/12/2025

Global Running Lion Limited

Signature:	/s/ Rui Fang
Name/Title:	Rui Fang/ Director
Date:	08/12/2025

Exhibit Information

Exhibit 99.1 - Joint Filing Agreement dated August 12, 2025, by and among the Reporting Persons

FAQ

What stake does Rui Fang report in Yuanbao Inc (YB)?

Rui Fang reports beneficial ownership of 108,230,475 ordinary shares, equal to 38.5% of the class.

How many shares do For Ring Limited and Global Running Lion Limited hold in YB?

For Ring Limited holds 82,132,500 Class B shares (29.7%) and Global Running Lion Limited holds 21,802,125 Class A shares (7.9%).

What total share count is used to calculate ownership percentages?

The filing uses a total of 276,481,206 issued and outstanding ordinary shares (194,348,706 Class A and 82,132,500 Class B) as of August 12, 2025.

Does Rui Fang have voting or dispositive power over the shares?

Yes. The filing shows Rui Fang has sole voting power over 108,230,475 shares and sole dispositive power over 88,528,350 shares.

Are any option rights included in the beneficial ownership?

Yes. The beneficial ownership includes the right to acquire 4,295,850 Class A shares upon exercise of options within 60 days.