Zhongchao Inc. (ZCMD) grants 2.5M Class A, 200k Class B shares to CEO entity

Rhea-AI Filing Summary

An amended Schedule 13D reports that Zhongchao Inc. allotted and issued 2,500,000 Class A Ordinary Shares and 200,000 Class B Ordinary Shares on July 21, 2026 to More Healthy Holdings Limited, a British Virgin Islands company wholly owned by founder, Chief Executive Officer and Chairman Weiguang Yang. The issuance was in consideration and acknowledgement of Yang’s services in the company’s strategic direction, long-term vision and stewardship.

More Healthy now beneficially owns 2,700,739 shares (2,500,000 Class A and 200,739 Class B), representing 70.0% of a base of 3,856,682 Class A Ordinary Shares, including shares issuable upon conversion of its Class B holdings. Yang beneficially owns 2,707,461 shares, or 70.1% of 3,862,664 Class A Ordinary Shares on a similar converted basis. Each Class A share has one vote and each Class B share has 1,000 votes, giving More Healthy 203,239,000 votes and Yang 209,221,740 votes, with Class B convertible into Class A on a one-for-one basis at the holder’s discretion.

Key Figures

Class A shares issued to More Healthy: 2,500,000 Class A Ordinary Shares Class B shares issued to More Healthy: 200,000 Class B Ordinary Shares More Healthy beneficial ownership: 2,700,739 shares +5 more

8 metrics

Class A shares issued to More Healthy 2,500,000 Class A Ordinary Shares Allotted and issued on July 21, 2026 as consideration for services

Class B shares issued to More Healthy 200,000 Class B Ordinary Shares Allotted and issued on July 21, 2026 alongside Class A shares

More Healthy beneficial ownership 2,700,739 shares 2,500,000 Class A and 200,739 Class B, representing 70.0% of 3,856,682 Class A shares

More Healthy voting power 203,239,000 votes Based on one vote per Class A share and 1,000 votes per Class B share

Yang beneficial ownership 2,707,461 shares Includes indirect holdings via More Healthy and unvested shares, 70.1% of 3,862,664 Class A shares

Yang voting power 209,221,740 votes Aggregate votes from direct and indirect Class A and Class B holdings

Class A share par value $0.744 per share Par value of Zhongchao Class A Ordinary Shares

Base Class A share count (More Healthy) 3,856,682 Class A Ordinary Shares Includes 3,655,943 outstanding and 200,739 issuable upon conversion of More Healthy’s Class B

Key Terms

beneficially owned, Class B Ordinary Shares, dispositive power, sole voting power, +2 more

6 terms

beneficially owned financial

"The Ordinary Shares beneficially owned by the Reporting Persons has increased by an amount"

Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.

Class B Ordinary Shares financial

"Represents 2,500,000 Class A ordinary shares and 200,739 Class B Ordinary Shares"

Class B ordinary shares are a type of ownership stake in a company that typically come with different voting rights or privileges compared to other share classes. For investors, they represent a way to hold part of the company’s value and influence its decisions, often with fewer voting rights than Class A shares. Understanding these shares helps investors assess their level of control and potential returns within a company.

dispositive power financial

"Sole Dispositive Power 2,700,739.00"

Dispositive power is the authority to decide the final outcome of an asset, legal claim, contract, or corporate action — in effect the power to dispose of or resolve something. For investors it matters because whoever holds that authority can determine who gets paid, who controls an asset or vote, and how risks and returns are allocated; think of it like holding the key that lets you lock in the winner or loser in a deal.

sole voting power financial

"Number of Shares Beneficially Owned by Each Reporting Person With: Sole Voting Power"

Sole voting power is the exclusive right to cast votes attached to a shareholder’s stock without needing approval from anyone else. Like holding the only remote control for a TV, it lets that holder decide corporate matters such as board members, mergers, and policy changes, making it important to investors because it concentrates control and can strongly influence a company’s strategy and the value of its shares.

Share Incentive Plan financial

"2025 Share Incentive Plan (incorporated by reference to Exhibit 10.1)"

A share incentive plan is a company program that gives employees or directors the chance to receive or buy company shares, often after staying with the firm or meeting performance goals. It matters to investors because it’s like giving workers a slice of the company pie to boost performance and loyalty, but issuing those slices can reduce each existing owner’s portion and change metrics such as earnings per share and share count.

Lock Up Agreement financial

"Form of Lock Up Agreement (incorporated by reference to Exhibit 4.2)"

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

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Available on EDGAR 07/22/2026 - 07:26 PM Accepted by SEC EDGAR 07/22/2026 - 07:25 PM Learn about SEC filing dates

FAQ

What shares did Zhongchao Inc. (ZCMD) issue to More Healthy Holdings Limited?

Zhongchao Inc. allotted and issued 2,500,000 Class A Ordinary Shares and 200,000 Class B Ordinary Shares to More Healthy on July 21, 2026. The consideration was Mr. Weiguang Yang’s services in a central role in the company’s strategic direction, long-term vision and stewardship.

How many Zhongchao Inc. (ZCMD) shares does More Healthy now beneficially own?

More Healthy beneficially owns 2,700,739 Zhongchao shares, including 2,500,000 Class A and 200,739 Class B. This represents 70.0% of a base of 3,856,682 Class A Ordinary Shares, including shares issuable upon conversion of its Class B holdings.

What is Weiguang Yang’s total beneficial ownership in Zhongchao Inc. (ZCMD)?

Weiguang Yang beneficially owns 2,707,461 Zhongchao shares, directly and through More Healthy. This represents 70.1% of 3,862,664 Class A Ordinary Shares, including 206,721 Class A shares issuable upon conversion of his direct and indirect Class B holdings.

What voting rights do Zhongchao Inc. (ZCMD) Class A and Class B shares carry?

Each Zhongchao Class A Ordinary Share has one vote and each Class B Ordinary Share has 1,000 votes. Based on this structure, More Healthy is entitled to 203,239,000 votes, while Weiguang Yang is entitled to 209,221,740 votes in aggregate.

Why was the Schedule 13D for Zhongchao Inc. (ZCMD) amended?

The Schedule 13D was amended because the Ordinary Shares beneficially owned by the reporting persons increased by more than one percent of the total outstanding. The increase reflects Zhongchao’s July 21, 2026 issuance of Class A and Class B shares to More Healthy.

Can Zhongchao Inc. (ZCMD) Class B Ordinary Shares be converted into Class A shares?

More Healthy and Yang may convert their Class B Ordinary Shares into Class A Ordinary Shares on a one-for-one basis at their discretion, except for certain unvested Class B shares. After conversion, the resulting Class A shares carry standard one-vote-per-share rights.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 3)

Zhongchao Inc.

(Name of Issuer)

Class A Ordinary Shares, par value$ 0.744 per share

(Title of Class of Securities)

G9897X149

(CUSIP Number)

Weiguang Yang
Room 2504, OOCL Tower, 841 Yan'an Middle Road, Jing'An District
Shanghai, F4, 200040
021-32205987

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

07/21/2026

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

schemaVersion:

SCHEDULE 13D

CUSIP Number(s): G9897X149

1

Name of reporting person

More Healthy Holdings Limited

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

VIRGIN ISLANDS, BRITISH

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 2,700,739.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 2,700,739.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

2,700,739.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

70.0 %

14

Type of Reporting Person (See Instructions)

CO

Comment for Type of Reporting Person:

(1) Represents 2,500,000 Class A ordinary shares, par value $0.744 per share (the "Class A Ordinary Shares") and 200,739 Class B ordinary shares, par value $0.744 per share (the "Class B Ordinary Shares") of Zhongchao Inc. (the "Company") held by More Healthy Holdings Limited ("More Healthy"). More Healthy is 100% owned by Weiguang Yang ("Yang"); accordingly, Yang is deemed to control More Healthy. Each Class A Ordinary Share entitles to one (1) vote, and each Class B Ordinary Share entitles to a thousand (1,000) votes. More Healthy is entitled to an aggregate of 203,239,000 votes. More Healthy maintains the right to convert its Class B Ordinary Shares into Class A Ordinary Shares at any time, in its sole discretion, on a one for one basis; following such conversion, the resulting Class A Ordinary Shares will retain the same one for one voting power as all other Class A Ordinary Shares. (2) The percentage is based on an aggregate of 3,856,682 Class A Ordinary Shares, including (i) 3,655,943 Class A Ordinary Shares issued and outstanding, and (ii) 200,739 Class A Ordinary Shares issuable upon the conversion of the Class B Ordinary Shares held by More Healthy as of the date hereof.

SCHEDULE 13D

CUSIP Number(s): G9897X149

1

Name of reporting person

Yang Weiguang

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

CHINA

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 2,707,461.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 2,707,461.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

2,707,461.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

70.1 %

14

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person:

(1) Represents (i) 2,500,000 Class A Ordinary Shares held by More Healthy, (ii) 200,739 Class B Ordinary Shares held by More Healthy, (iii) 740 unvested Class A Ordinary Shares directly held by Yang, and (iv) 5,982 unvested Class B Ordinary Shares directly held by Yang. Each Class A Ordinary Share entitles to one (1) vote, and each Class B Ordinary Shares entitles to a thousand (1,000) votes. Yang is entitled to an aggregate of 209,221,740 votes. Yang maintains the right to convert the Class B Ordinary Shares (except for the unvested Class B Ordinary Shares) into Class A Ordinary Shares at any time, in its sole discretion, on a one for one basis; following such conversion, the resulting Class A Ordinary Shares will retain the same one for one voting power as all other Class A Ordinary Shares. (2) The percentage is based on an aggregate of 3,862,664 Class A Ordinary Shares, including (i) 3,655,943 Class A Ordinary Shares issued and outstanding, and (ii) 206,721 Class A Ordinary Shares issuable upon the conversion of the Class B Ordinary Shares held by Yang, directly and indirectly, as of the date hereof, respectively.

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Class A Ordinary Shares, par value$ 0.744 per share
(b)	Name of Issuer: Zhongchao Inc.
(c)	Address of Issuer's Principal Executive Offices: Room 2504, OOCL Tower, 841 Yan'an Middle Road, Jing'An District, Shanghai, CHINA , 200040.
Item 1 Comment: This amendment No. 3 (the "Amendment") to the Schedule 13D is filed to amend and supplement the statement on Schedule 13D, initially filed with the Securities and Exchange Commission (the "SEC") on February 26, 2020, as amended (the "Schedule 13D"). This Amendment is being filed on behalf of More Healthy Holdings Limited, a company limited by shares incorporated under the laws of British Virgin Islands ("More Healthy") and Mr. Weiguang Yang ("Yang"), the sole member of More Healthy (collectively the "Reporting Persons"), relating to Ordinary Shares of the Company. The person having voting, dispositive or investment powers over More Healthy Holdings Limited is Yang. This Amendment is being filed because the Ordinary Shares beneficially owned by the Reporting Persons has increased by an amount in excess of one percent of the total number of Ordinary Shares outstanding. Except as otherwise set forth in this Amendment, the information set forth in the Schedule 13D remains unchanged and is incorporated herein by reference to the extent relevant to the items in this Amendment. This Amendment should be read together with the Schedule 13D.
Item 2.	Identity and Background
(a)	Item 2(a) and (b) of the Schedule 13D is amended and supplemented as follows: The names of the persons filing this Statement are: i. Yang; and ii. More Healthy.
(b)	The principal business address of Yang is c/o Zhongchao Inc., Room 2504, OOCL Tower, 841 Yan'an Middle Road, Jing'An District, Shanghai, China 200040. The principal office address for More Healthy is Craigmuir Chambers, Road Town, Tortola, VG 1110, British Virgin Islands.
Item 3.	Source and Amount of Funds or Other Consideration
	Item 3 of the Schedule 13D is amended and supplemented by adding the following: On July 21, 2026, the Company allotted and issued 2,500,000 Class A Ordinary Shares, and 200,000 Class B Ordinary Shares, to More Healthy, a company limited by shares incorporated under the laws of British Virgin Islands and holding vehicle of Mr. Weiguang Yang, the founder, Chief Executive Officer and Chairman of the Board of Directors of the Company. This issuance was in consideration and acknowledgement of Mr. Weiguang Yang's services rendered to the Company in a central role in the Company's strategic direction, long-term vision and stewardship.
Item 4.	Purpose of Transaction
	Item 4 of the Schedule 13D is amended and supplemented by adding the following: On July 21, 2026, the Company allotted and issued 2,500,000 Class A Ordinary Shares, and 200,000 Class B Ordinary Shares, to More Healthy, a company limited by shares incorporated under the laws of British Virgin Islands and holding vehicle of Mr. Weiguang Yang, the founder, Chief Executive Officer and Chairman of the Board of Directors of the Company. This issuance was in consideration and acknowledgement of Mr. Weiguang Yang's services rendered to the Company in a central role in the Company's strategic direction, long-term vision and stewardship.
Item 5.	Interest in Securities of the Issuer
(a)	The responses to Rows 1-4 and 7-13 of the cover pages of this Schedule 13D are incorporated herein by reference.
(b)	The responses to Items 1-4, 5(a) above, and 7-13 of the cover pages of this Schedule 13D are incorporated herein by reference.
(c)	The responses to Items 1-4, 5(a) above, and 7-13 of the cover pages of this Schedule 13D are incorporated herein by reference.
(d)	The responses to Items 1-4, 5(a) above, and 7-13 of the cover pages of this Schedule 13D are incorporated herein by reference.
(e)	Not applicable.
Item 6.	Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer
	The information set forth in Items 4 of this Schedule 13D is hereby incorporated by reference into this Item 6.
Item 7.	Material to be Filed as Exhibits.
	Exhibit 99.1 Joint Filing Agreement, dated May 21, 2021. (incorporated by reference from Exhibit 99.1 to Schedule 13D/A filed by the Reporting Persons on May 21, 2021) Exhibit 99.2 Form of Lock Up Agreement (incorporated by reference to Exhibit 4.2 to the Report on Form 6-K filed by the Company with the SEC on February 26, 2020.) Exhibit 99.3 Gift Deed, dated August 3, 2020 (incorporated by reference from Exhibit 99.3 to Schedule 13D/A filed by the Reporting Persons on May 21, 2021) Exhibit 99.4 2025 Share Incentive Plan (incorporated by reference to Exhibit 10.1 to the Registration Statement on Form S-8 (File No. 333-289791) filed by the Company with the SEC on August 22, 2025.) Exhibit 99.5 Restricted Share Agreement dated August 25, 2025, by and between the Company and Weiguang Yang (incorporated by reference from Exhibit 99.5 to Schedule 13D/A filed by the Reporting Persons on August 27, 2025)

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.

More Healthy Holdings Limited

Signature:	/s/ Weiguang Yang
Name/Title:	Sole Shareholder
Date:	07/22/2026

Yang Weiguang

Signature:	/s/ Weiguang Yang
Name/Title:	Weiguang Yang
Date:	07/22/2026