Full Truck Alliance Gets New 5% Holder as First Beijing Files 13G

Rhea-AI Filing Summary

First Beijing Investment Ltd. has filed a Schedule 13G disclosing a passive 5.07% stake in Full Truck Alliance Co. Ltd. (NYSE: YMM). The Hong-Kong–based firm reports beneficial ownership of 951,652,520 Class A ordinary shares, equivalent to 47,582,626 American Depositary Shares (ADSs) at 20 ordinary shares per ADS (CUSIP 35969L108). The filing is based on the issuer’s 18.79 billion Class A shares outstanding as of 31 Dec 2024.

Voting rights are split: sole voting power over 334,702,460 shares (16,735,123 ADSs) and sole dispositive power over the full 951,652,520 shares; no shared voting or dispositive authority is reported. The investor classifies itself as an “Exempt Reporting Adviser” and certifies that the stake is not intended to change or influence control of the issuer, consistent with a passive investment under Rule 13d-1.

The disclosure is impactful mainly because it crosses the 5% threshold, signalling meaningful institutional interest, but no activist intentions or transactional terms are indicated.

Positive

• Institutional stake of 5.07% reveals meaningful third-party confidence in YMM.
• Disclosure increases transparency for shareholders regarding significant ownership blocks.

Negative

• None.

Insights

Securities Analyst

TL;DR: Passive 5.07% stake signals institutional confidence but no control ambitions; limited near-term price impact.

Crossing the 5% line compels public disclosure, so the market now knows First Beijing Investment Ltd. holds 47.6 million ADS-equivalents. Because voting power (1.8% of class) is well below economic ownership, the firm likely holds the shares through structures that limit voting, underscoring a financial—not strategic—position. The filing contains no purchase prices or timing, so we cannot gauge cost basis or momentum. Historically, passive 13G filings of this size add modest support to liquidity and may improve sentiment, but absent activist language or board intentions, the risk/reward profile for YMM remains driven by fundamentals and macro China freight demand.

Corporate Governance Expert

TL;DR: Ownership disclosure is governance-neutral; no control, no group formation.

First Beijing certifies it is neither forming a group nor seeking influence, so board composition and governance remain unchanged. The issuer’s multi-class share structure already concentrates control with founders; this 5% Class A stake does not erode that. From a governance standpoint, the key takeaway is transparency: investors gain visibility into another sizeable but passive holder. No additional risk factors—such as related-party transactions or change-of-control clauses—are introduced.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 08/06/2025 - 09:57 PM Learn about SEC filing dates

FAQ

How many YMM ADSs does First Beijing Investment Ltd. own?

The filing reports 47,582,626 ADSs, each representing 20 Class A ordinary shares.

What percentage of Full Truck Alliance’s Class A shares is held?

First Beijing Investment Ltd. holds 5.07% of the Class A ordinary shares.

Does the investor have activist intentions toward YMM?

No. The certification states the shares are not held to change or influence control; the filing is passive under Rule 13d-1.

What are the voting rights associated with the stake?

The firm has sole voting power over 334,702,460 shares and no shared voting power.

Why was a Schedule 13G filed?

Crossing the 5% ownership threshold in a U.S.-listed issuer requires public disclosure via Schedule 13G for passive investors.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

Full Truck Alliance Co. Ltd.

(Name of Issuer)

Class A Ordinary Shares, Par Value $0.0001 Per Share

(Title of Class of Securities)

35969L108

(CUSIP Number)

07/30/2025

(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. 35969L108

1

Names of Reporting Persons

First Beijing Investment Ltd

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

HONG KONG

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 334,702,460.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 951,652,520.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

951,652,520.00

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)

5.1 %

12

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person: Exempt Reporting Advisor

SCHEDULE 13G

Item 1.
(a)	Name of issuer: Full Truck Alliance Co. Ltd.
(b)	Address of issuer's principal executive offices: BUILDING 3, WANBO R&D PARK, 20 FENGXIN ROAD, YUHUATAI DISTRICT, NANJING, CHINA, 210012.
Item 2.
(a)	Name of person filing: First Beijing Investment Limited
(b)	Address or principal business office or, if none, residence: 16th Floor, On Building, 162 Queens Road, Central, Hong Kong
(c)	Citizenship: Hong Kong
(d)	Title of class of securities: Class A Ordinary Shares, Par Value $0.0001 Per Share
(e)	CUSIP No.: 35969L108
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: These 951,652,520 Class A ordinary Shares represent 47,582,626 ADSs (each representing 20 Class A ordinary shares) of the Issuer. There is no CUSIP number assigned to the ordinary shares, CUSIP number 35969L108 has been assigned to the American Depositary Shares ("ADS") of the Issuer. Each ADS represents 20 Class A ordinary shares, which are quoted on the New York Stock Exchange under the symbol "YMM".
(b)	Percent of class: 5.07%. The ownership is calculated based on 18,786,018,412 Class A ordinary Shares of the Issuer outstanding as of December 31, 2024, according to the Form 20-F filed by the Issuer with Securities and Exchange Commission (the "SEC") on April 14, 2025.
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: These 334,702,460 Class A ordinary shares represent 16,735,123 ADSs (each representing 20 Class A ordinary shares) of the Issuer.
	(ii) Shared power to vote or to direct the vote: 0
	(iii) Sole power to dispose or to direct the disposition of: 951,652,520. Same as Item 4.(a)
	(iv) Shared power to dispose or to direct the disposition of: 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:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above 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.

First Beijing Investment Ltd

Signature:	LI JINGWEI
Name/Title:	DIRECTOR
Date:	08/06/2025