ZKH Group Limited (ZKH) sees 6% Class A stake disclosed by FIL

Rhea-AI Filing Summary

FIL Limited and related entities have disclosed a significant passive stake in ZKH Group Limited. They report beneficial ownership of 266,765,940 shares of ZKH’s Class A common stock, representing 6.0% of the class as of 12/31/2025. FIL Limited has sole voting and dispositive power over these shares. The filing notes that Fidelity China Special Situations PLC has the right to receive dividends and sale proceeds on this 6.0% holding, and certifies the position is held in the ordinary course of business, not to change or influence control of ZKH Group Limited.

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Accepted by SEC EDGAR 02/05/2026 - 01:08 PM Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

ZKH GROUP LIMITED

(Name of Issuer)

CLASS A COMMON STOCK

(Title of Class of Securities)

98877R104

(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. 98877R104

1

Names of Reporting Persons

FIL 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

BERMUDA

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 266,765,940.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 266,765,940.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

266,765,940.00

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)

6.0 %

12

Type of Reporting Person (See Instructions)

FI

SCHEDULE 13G

CUSIP No. 98877R104

1

Names of Reporting Persons

Pandanus Partners, L.P.

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

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 266,765,940.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

266,765,940.00

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)

6.0 %

12

Type of Reporting Person (See Instructions)

PN

SCHEDULE 13G

CUSIP No. 98877R104

1

Names of Reporting Persons

Pandanus Associates, Inc.

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

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 266,765,940.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

266,765,940.00

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)

6.0 %

12

Type of Reporting Person (See Instructions)

CO

SCHEDULE 13G

Item 1.
(a)	Name of issuer: ZKH GROUP LIMITED
(b)	Address of issuer's principal executive offices: 7/F, TOWER 4, LIBAO PLAZA, ,NO. 36 SHENBIN ROAD,MINHANG DISTRICT, SHANGHAI,F4,201106
Item 2.
(a)	Name of person filing: FIL Limited
(b)	Address or principal business office or, if none, residence: Pembroke Hall, 42 Crow Lane, Hamilton, Bermuda, HM19
(c)	Citizenship: Not applicable
(d)	Title of class of securities: CLASS A COMMON STOCK
(e)	CUSIP No.: 98877R104
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).
	Please see Exhibit 99.
Item 4.	Ownership
(a)	Amount beneficially owned: 266765940.00
(b)	Percent of class: 6.0 %
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: Please see the responses to Items 5 and 6 on the cover page.
	(ii) Shared power to vote or to direct the vote: 0.00
	(iii) Sole power to dispose or to direct the disposition of: 266765940.00
	(iv) Shared power to dispose or to direct the disposition of: 0.00
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.
	If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required. One or more other persons are known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the CLASS A COMMON STOCK of ZKH GROUP LIMITED. The interest of Fidelity China Special Situations PLC, in the CLASS A COMMON STOCK of ZKH GROUP LIMITED, amounted to 266765940.00 shares or 6.0% of the total outstanding CLASS A COMMON STOCK at 12/31/2025.
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	If a parent holding company has filed this schedule, pursuant to Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary. See attached Exhibit 99.
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 acquired and are held in the ordinary course of business and 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.

FIL Limited

Signature:	Stephanie J. Brown
Name/Title:	Duly authorized under Power of Attorney effective as of December 19, 2022, by and on behalf of FIL Limited and its direct and indirect subsidiaries*
Date:	02/04/2026

Pandanus Partners, L.P.

Signature:	Stephanie J. Brown
Name/Title:	Duly authorized under Power of Attorney effective as of December 19, 2022, by Pandanus Associates, Inc. on behalf of Pandanus Partners, L.P.*
Date:	02/04/2026

Pandanus Associates, Inc.

Signature:	Stephanie J. Brown
Name/Title:	Duly authorized under Power of Attorney effective as of December 19, 2022, by and on behalf of Pandanus Associates, Inc.*
Date:	02/04/2026

Comments accompanying signature: This power of attorney is incorporated herein by reference to Exhibit 24 to the Schedule 13G filed by FIL Limited on January 31, 2023, accession number: 0000318989-23-000005.

Exhibit Information

Please see Exhibit 99 for 13d-1(k) (1) agreement.

FAQ

How much of ZKH (ZKH) does FIL Limited beneficially own?

FIL Limited reports beneficial ownership of 266,765,940 shares of ZKH Group Limited Class A common stock. This stake represents 6.0% of the total outstanding Class A common stock as of December 31, 2025, giving FIL Limited sole voting and dispositive power over these shares.

What type of securities in ZKH (ZKH) are covered in this Schedule 13G?

The Schedule 13G covers ZKH Group Limited’s Class A common stock. FIL Limited and related entities report beneficial ownership and control details for this class, including voting and dispositive powers tied to 266,765,940 Class A shares, representing 6.0% of the outstanding class.

Which entity is entitled to dividends from ZKH (ZKH) shares held by FIL Limited?

The filing states that Fidelity China Special Situations PLC has the right to receive dividends and sale proceeds from ZKH Group Limited Class A common stock. Its interest amounted to 266,765,940 shares, equal to 6.0% of the total outstanding Class A stock at December 31, 2025.

Is FIL Limited’s 6.0% stake in ZKH (ZKH) intended to influence control?

The certification affirms the securities were acquired and are held in the ordinary course of business. It further states they were not acquired and are not held for the purpose or effect of changing or influencing control of ZKH Group Limited, consistent with a passive Schedule 13G filing.

Who signed the Schedule 13G related to ZKH (ZKH) on behalf of FIL Limited?

Stephanie J. Brown signed the Schedule 13G as duly authorized under a power of attorney effective December 19, 2022. She signed on behalf of FIL Limited and its direct and indirect subsidiaries, as well as on behalf of Pandanus Partners, L.P. and Pandanus Associates, Inc.

What percentage of ZKH (ZKH) does Pandanus Partners, L.P. report owning?

Pandanus Partners, L.P. reports beneficial ownership of 266,765,940 shares of ZKH Group Limited Class A common stock. This holding represents 6.0% of the outstanding Class A common stock, with sole dispositive power over these shares and no reported voting power.