New insider Zhu Jun claimed ownership of 574,387 units of American Depositary Shares, claimed ownership of 689,000,100 units of Class A Ordinary Shares and claimed ownership of 63,607,334 units of Class B Ordinary Shares (SEC Form 3)
| FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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1. Name and Address of Reporting Person*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 03/17/2026 |
3. Issuer Name and Ticker or Trading Symbol
The9 LTD [ NCTY ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Beneficially Owned | |||
|---|---|---|---|
| 1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
| American Depositary Shares(1) | 571,347 | D | |
| American Depositary Shares(1) | 3,040 | I | By Incsight Limited Corporation(2) |
| Class A Ordinary Shares | 270,000,100(3) | D | |
| Class A Ordinary Shares (Restricted) | 365,000,000(4) | D | |
| Class A Ordinary Shares (Restricted) | 54,000,000(5) | D | |
| Class B Ordinary Shares(6) | 57,500,000 | D | |
| Class B Ordinary Shares(6) | 6,107,334 | I | By Incsight Limited Corporation(2) |
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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| 1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| Explanation of Responses: |
| 1. Each American Depositary Share represents 300 Class A Ordinary Shares of the Issuer. |
| 2. These American Depositary Shares are held in the name of Incsight Limited, which is a company registered in the British Virgin Islands and wholly-owned by the reporting person. |
| 3. These Class A Ordinary Shares represent vested Restricted Shares held by the reporting person in the form of Class A Ordinary Shares without transfer restrictions. Among these Class A Ordinary Shares, 5,000,100 were granted on September 7, 2023, 100,000,000 were granted on March 10, 2025, and 165,000,000 were granted on September 18, 2025, each in the form of Restricted Shares at the granting |
| 4. These Class A Ordinary Shares represent the unvested Restricted Shares held in the form of Class A Ordinary Shares by the reporting person. Among these Class A Ordinary Shares, 200,000,000 were granted on March 10, 2025 in the form of Restricted Shares and would vest each month in 1/36th of the total granted amount; 165,000,000 were granted on September 18, 2025 in the form of Restricted Shares, among which 50% would vest on the first anniversary of the grant, and another 50% would vest on the second anniversary of the grant. |
| 5. These Class A Ordinary Shares represent the unvested Restricted Shares held in the form of Class A Ordinary Shares by the reporting person. These Class A Ordinary Shares were granted on September 7, 2023, and would vest and be released from lock-up each month in 1/12th of the total amount during the third year, only if the closing trading price of the Issuer's American Depositary Shares reaches US$20 or higher on any trading day after the date of the grant. |
| 6. Each Class B Ordinary Share is convertible into one Class A Ordinary Share of the Issuer at any time at the option of the reporting person. |
| /s/ Zhu Jun | 03/17/2026 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 5 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||