Insider filing report for Changes in Beneficial Ownership
- Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
- Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13G
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UNDER THE SECURITIES EXCHANGE ACT OF 1934
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Uxin Ltd (Name of Issuer) |
Class A ordinary shares, par value US$0.0001 per share (Title of Class of Securities) |
91818X108 (CUSIP Number) |
08/18/2025 (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)
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 Rule 13d-1(c)
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| Rule 13d-1(d)
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SCHEDULE 13G
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| CUSIP No. | 91818X108 |
| 1 | Names of Reporting Persons
RUITING HOLDINGS LIMITED | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
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| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
VIRGIN ISLANDS, BRITISH
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
3,246,677,100.00 | ||||||||
| 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)
5.2 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
CO |
Comment for Type of Reporting Person: Note to Row 9: Represents 3,246,677,100 Class A Ordinary Shares of the Issuer held by RUITING HOLDINGS LIMITED ("RUITING"). Note to Row 11: Percentage ownership is calculated based on a total of 61,850,771,119 Class A ordinary shares outstanding, comprising of (i) 61,809,961,258 Class A ordinary shares, excluding 1,698,913,492 Class A ordinary shares issued to the Issuer's depositary bank for bulk issuance of ADSs reserved for future issuances upon the exercise or vesting of awards granted under the Issuers share incentive plan, and (ii) 40,809,861 Class B ordinary shares, as disclosed in the Amendment No.5 to Form F-3 registration statement filed by the Issuer on July 28, 2025.
SCHEDULE 13G
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| CUSIP No. | 91818X108 |
| 1 | Names of Reporting Persons
LEAD TREND INTERNATIONAL 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
BAHAMAS
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
3,246,677,100.00 | ||||||||
| 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)
5.2 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
CO |
Comment for Type of Reporting Person: Note to Row 9: LEAD TREND INTERNATIONAL LIMITED ("LEAD TREND") holds 100% equity interest in RUITING. Accordingly, LEAD TREND is deemed to be the beneficial owner of 3,246,677,100 Class A Ordinary Shares of the Issuer directly held by RUITING. Note to Row 11: Percentage ownership is calculated based on a total of 61,850,771,119 Class A ordinary shares outstanding, comprising of (i) 61,809,961,258 Class A ordinary shares, excluding 1,698,913,492 Class A ordinary shares issued to the Issuer's depositary bank for bulk issuance of ADSs reserved for future issuances upon the exercise or vesting of awards granted under the Issuers share incentive plan, and (ii) 40,809,861 Class B ordinary shares, as disclosed in the Amendment No.5 to Form F-3 registration statement filed by the Issuer on July 28, 2025.
SCHEDULE 13G
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| CUSIP No. | 91818X108 |
| 1 | Names of Reporting Persons
Weiping Liang | ||||||||
| 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
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
3,246,677,100.00 | ||||||||
| 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)
5.2 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
IN |
Comment for Type of Reporting Person: Note to Row 9: Weiping Liang is the settlor of Weiping Liang Trust, with Trident Trust Company (HK) Limited as the trustee for the benefit of Weiping Liang and his family. Trident Trust Company (HK) Limited directly holds 100% equity interest in LEAD TREND. Accordingly, Weiping Liang is deemed to be the beneficial owner of 3,246,677,100 Class A Ordinary Shares of the Issuer directly held by RUITING. Note to Row 11: Percentage ownership is calculated based on a total of 61,850,771,119 Class A ordinary shares outstanding, comprising of (i) 61,809,961,258 Class A ordinary shares, excluding 1,698,913,492 Class A ordinary shares issued to the Issuer's depositary bank for bulk issuance of ADSs reserved for future issuances upon the exercise or vesting of awards granted under the Issuers share incentive plan, and (ii) 40,809,861 Class B ordinary shares, as disclosed in the Amendment No.5 to Form F-3 registration statement filed by the Issuer on July 28, 2025.
SCHEDULE 13G
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| Item 1. | ||
| (a) | Name of issuer:
Uxin Ltd | |
| (b) | Address of issuer's principal executive offices:
21/F, Donghuang Building,, No. 16 Guangshun South Avenue, Chaoyang,, BEIJING, CHINA, 100102. | |
| Item 2. | ||
| (a) | Name of person filing:
RUITING HOLDINGS LIMITED LEAD TREND INTERNATIONAL LIMITED Weiping Liang | |
| (b) | Address or principal business office or, if none, residence:
RUITING HOLDINGS LIMITED c/o Commonwealth Trust Limited of P.O. Box 3321, Drake Chambers, Road Town, Tortola, British Virgin Islands LEAD TREND INTERNATIONAL LIMITED The Bahamas Financial Centre, Shirley and Charlotte Streets, P.O. Box N-3023, Nassau, Bahamas Weiping Liang 1/F No. 129, Lane 555, Yehui Road, Qingpu District, Shanghai People's Republic of China | |
| (c) | Citizenship:
RUITING HOLDINGS LIMITED - British Virgin Islands LEAD TREND INTERNATIONAL LIMITED - Bahamas Weiping Liang - People's Republic of China | |
| (d) | Title of class of securities:
Class A ordinary shares, par value US$0.0001 per share | |
| (e) | CUSIP No.:
91818X108 | |
| 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);
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| (b) | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
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| (c) | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
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| (d) | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
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| (e) | An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
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| (f) | An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
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| (g) | A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
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| (h) | A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
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| (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);
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| (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).
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| Item 4. | Ownership | |
| (a) | Amount beneficially owned:
See Item 9 of each cover page. | |
| (b) | Percent of class:
See Item 11 of each cover page. %
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| (c) | Number of shares as to which the person has:
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| (i) Sole power to vote or to direct the vote:
See Item 5 of each cover page. | ||
| (ii) Shared power to vote or to direct the vote:
See Item 6 of each cover page. | ||
| (iii) Sole power to dispose or to direct the disposition of:
See Item 7 of each cover page. | ||
| (iv) Shared power to dispose or to direct the disposition of:
See Item 8 of each cover page. | ||
| 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
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| 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
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| Item 8. | Identification and Classification of Members of the Group. | |
Not Applicable
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| Item 9. | Notice of Dissolution of Group. | |
Not Applicable
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| 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.
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Exhibit Information
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99.1 Joint Filing Agreement |