Sec Form 3 Filing - Zhou Jianxiang @ Cheche Group Inc. - 2026-03-16

Insider filing report for Changes in Beneficial Ownership
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FORM 3
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Zhou Jianxiang
2. Issuer Name and Ticker or Trading Symbol
Cheche Group Inc. [ CCG]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chief Technology Officer
(Last) (First) (Middle)
8/F, DESHENG HOPSON FORTUNE PLAZA, 13-1, DESHENGMENWAI AVENUE, XICHENG DISTRICT
3. Date of Earliest Transaction (MM/DD/YY)
03/16/2026
(Street)
BEIJING, F4100088
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock 1,640,350 D
Restricted Stock 1,093,567 ( 1 ) D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option $ 0.1 ( 2 ) 03/01/2034 Class A Common Stock 3,000 D
Stock Option $ 0.1 ( 3 ) 03/31/2035 Class A Common Stock 3,000 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Zhou Jianxiang
8/F, DESHENG HOPSON FORTUNE PLAZA, 13-1
DESHENGMENWAI AVENUE, XICHENG DISTRICT
BEIJING, F4100088
Chief Technology Officer
Signatures
/s/ Jianxiang Zhou 03/16/2026
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Represents the grant of restricted stock to the Reporting Person on January 1, 2023, under the Issuer's 2019 Equity Incentive Plan. All of the restricted stock was fully vested upon grant, but was subject to time-based transfer restrictions. Such restrictions will lapse, and the shares will become transferable upon the date that is 30 months following the Company's initial public offering date ("IPO" date).
( 2 )On March 1, 2024, pursuant to the 2019 Equity Incentive Plan, the Reporting Person was granted stock options to purchase an aggregate of 3,000 shares of the Issuer's common stock. All of the options were fully vested upon grant. The options are exercisable in installments of 30%, 30%, and 40% upon the dates that are six months, eighteen months, and thirty months, respectively, following the grant date.
( 3 )On March 31, 2025, pursuant to the 2019 Equity Incentive Plan, the Reporting Person was granted stock options to purchase an aggregate of 3,000 shares of the Issuer's common stock. All of the options were fully vested upon grant. The options become exercisable in installments of 30%, 30%, and 40% upon the dates that are six months, eighteen months, and thirty months, respectively, following the grant 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 4(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).

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