6-K

Bilibili Inc. (BILI)

6-K 2024-12-06 For: 2024-12-06
View Original
Added on April 08, 2026

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 6-K

REPORT OFFOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR15d-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of December 2024

Commission File Number: 001-38429

Bilibili Inc.

Building 3,Guozheng Center, No. 485 Zhengli Road

Yangpu District, Shanghai, 200433

People’s Republic of China

(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F ☒    Form 40-F ☐

Explanatory Note

We submitted with The Stock Exchange of Hong Kong Limited a monthly return form dated December 6, 2024 in relation to the movements in our authorized share capital and issued shares in November 2024, attached as Exhibit 99.1 to this current report on Form 6-K.

Exhibit Index

Exhibit 99.1 – Monthly Return with The Stock Exchange of Hong Kong Limited – Monthly Return for Equity Issuer and Hong Kong Depositary Receipts listed under Chapter 19B of the Exchange Listing Rules on Movements in Securities

Exhibit 99.2 – Next Day Disclosure Return dated December 6, 2024

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

BILIBILI INC.
By : /s/ Xin Fan
Name : Xin Fan
Title : Chief Financial Officer

Date: December 6, 2024

EX-99.1

Exhibit 99.1

FF301

LOGO

Monthly Return for Equity Issuer and Hong Kong Depositary Receipts listed under Chapter 19B of the Exchange ListingRules on Movements in Securities

For the month ended: 30 November 2024 Status: New Submission
To : Hong Kong Exchanges and Clearing Limited
Name of Issuer: Bilibili Inc.
Date Submitted: 06 December 2024

I. Movements in Authorised / Registered Share Capital☐****Not applicable ****

1. Class of shares WVR ordinary shares Type of shares Other type (specify in description) Listed on the Exchange (Note 1) No
Stock code (if listed) N/A Description Class Y
Add multi-counter stock code
☐ Manual input Number of authorised/registered shares Par value Authorised/registered share capital
--- --- --- --- ---
Balance at close of preceding month 100,000,000 USD 0.0001
Increase / decrease (-)
Balance at close of the month 100,000,000 USD 0.0001

All values are in US Dollars.

2. Class of shares WVR ordinary shares Type of shares Other type (specify in description) Listed on the Exchange (Note 1) Yes
Stock code (if listed) 09626 Description Class Z
Add multi-counter stock code
☐ Manual input Number of authorised/registered shares Par value Authorised/registered share capital
--- --- --- --- ---
Balance at close of preceding month 9,800,000,000 USD 0.0001
Increase / decrease (-)
Balance at close of the month 9,800,000,000 USD 0.0001

All values are in US Dollars.

Page 1 of 9

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3. Class of shares Other class (specify in description) Type of shares Other type (specify in description) Listed on the Exchange (Note 1) No
Stock code (if listed) N/A Description Undesignated
Add multi-counter stock<br>code
☐ Manual input Number of authorised/registered shares Par value Authorised/registered share capital
--- --- --- --- ---
Balance at close of preceding month 100,000,000 USD 0.0001
Increase / decrease (-)
Balance at close of the month 100,000,000 USD 0.0001

All values are in US Dollars.

Total authorised/registered share capital at the end of the month:  USD        1,000,000

Add remarks

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II. Movements in Issued Shares and/or Treasury Shares

1. Class of shares WVR ordinary shares Type of shares Other type (specify in description) Listed on the Exchange (Note 1) No
Stock code (if listed) N/A Description Class Y
Add multi-counter stock code
Number of issued shares<br><br><br>(excluding treasury shares) Number of treasury shares Total number of issued shares
--- --- --- ---
Balance at close of preceding month 83,715,114 0 83,715,114
Increase / decrease (-) 0 0
Balance at close of the month 83,715,114 0 83,715,114
2. Class of shares WVR ordinary shares Type of shares Other type (specify in description) Listed on the Exchange (Note 1) Yes
--- --- --- --- --- ---
Stock code (if listed) 09626 Description Class Z
Add multi-counter stock code
Number of issued shares<br><br><br>(excluding treasury shares) Number of treasury shares Total number of issued shares
--- --- --- ---
Balance at close of preceding month 331,665,397 0 331,665,397
Increase / decrease (-) 198,942 0
Balance at close of the month 331,864,339 0 331,864,339

Add remarks

Remarks:

The balance of Class Z ordinary shares excludes 5,681,964 Class Z ordinary shares issued and reserved for future issuance upon the exercise or vesting of awards granted under the Company’s share incentive plans.

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III. Details of Movements in Issued Shares and/or Treasury Shares

(A). Share Options (under Share Option Schemes of the Issuer)☐****Not applicable ****

1. Class of shares WVR ordinary shares Type of shares Other type (Please specify) Listed on the Exchange (Note 1) Yes
Other type (Please specify) Class Z
Stock code (if listed) 09626 Description
Add multi-counter stock code
Particulars of share option scheme Number<br>of share<br> <br>options outstanding at<br><br><br>close of preceding<br> <br>month Movement during the month Number of<br><br><br>share options<br> <br>outstanding<br><br><br>at close of<br><br><br>the month Number<br>of<br> <br>new shares<br><br><br>issued during<br> <br>the month<br>pursuant thereto<br> <br>(A1) Number of<br><br><br>treasury shares<br> <br>transferred<br><br><br>out of treasury during the month pursuant thereto (A2) Number<br>of<br> <br>shares which<br> <br>may be issued<br><br><br>or transferred<br><br><br>out of treasury<br><br><br>pursuant<br> <br>thereto as<br>at close of<br> <br>the month The total number<br><br><br>of shares which<br><br><br>may be issued or<br><br><br>transferred out of treasury upon exercise of all share options to be granted under the<br>scheme at close of the month
--- --- --- --- --- --- --- --- --- ---
1). 2018 Share Incentive<br><br><br>Plan - options 13,619,443 Exercised - new shares involved -197,942 13,389,136 197,942 0 13,389,136
Cancelled -32,365
General Meeting approval<br><br><br>date (if applicable)
2). Global Share Incentive<br> <br>Plan - options 82,750 Exercised - new shares involved -1,000 81,750 1,000 0 81,750
General Meeting approval<br><br><br>date (if applicable)
Increase in issued shares (excluding treasury shares): 198,942
--- ---
Decrease in treasury shares: 0
Total funds raised during the month from exercise of options: 19.89

All values are in US Dollars.

Add remarks

Remarks:

(1) No further options will be granted under the 2018 Share Incentive Plan (before its amendment and restatement at the annual general meeting of the Company held on June 28, 2024) or the Global Share Incentive Plan after October 3, 2022 (being the date on which the Company’s voluntary conversion of its secondary listing status to primary listing on the Stock Exchange became effective).

(2) On June 28, 2024, the shareholders of the Company approved the adoption of the Second Amended and Restated 2018 Share Incentive Plan. Any granted and unexercised options, and any granted and unvested awards under the 2018 Share Incentive Plan prior to the adoption date of the Second Amended and Restated 2018 Share Incentive Plan shall continue to be valid and exercisable and/or vested in accordance with the terms of the grant and the 2018 Share Incentive Plan. For details, please refer to the Company’s circular dated April 9, 2024 and announcement dated June 28, 2024. No options have been granted under the Second Amended and Restated 2018 Share Incentive Plan since its adoption.

(B). Warrants to Issue Shares ofthe Issuer ☑ Not applicable ****

Add remarks

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(C). Convertibles (i.e. Convertible into Shares of the Issuer)  ☐ Not applicable ****

1. Class of shares WVR ordinary shares Type of shares Other type (Please specify) Listed on the Exchange (Note 1) Yes
Other type (Please specify) Class Z
Stock code (if listed) 09626 Description
--- --- ---
Add multi-counter stock<br>code
Description of the Convertibles Currency Movement during the month Amount at close of the<br><br><br>month Number of new shares issued during the month pursuant thereto (C1) Number of treasury shares transferred out of treasury during the month pursuant thereto (C2) Number of shares which may be issued or transferred out of treasury pursuant thereto as at close of the<br>month
--- --- --- --- --- --- --- ---
1). April 2026 Notes - US$500 million convertible senior notes 12,000 0 0 485
Type of the Convertibles Bond/Notes
Stock code of the Convertibles (if listed on the Exchange) (Note 1)
Subscription/Conversion price 24.75
General Meeting approval date (if applicable)
2). 2027 Notes - US$800 million convertible senior notes 92,000 0 0 2,260
Type of the Convertibles Bond/Notes
Stock code of the Convertibles (if listed on the Exchange) (Note 1)
Subscription/Conversion price 40.73
General Meeting approval date (if applicable)
3). December 2026 Notes - US$1,600 million convertible senior notes 432,407,000 0 0 4,601,632
Type of the Convertibles Bond/Notes
Stock code of the Convertibles (if listed on the Exchange) (Note 1)
Subscription/Conversion price 93.97
General Meeting approval date (if applicable)
Increase in issued shares (excluding treasury shares): 0 WVR ordinary shares Class Z (CC1)
Decrease in treasury shares: 0 WVR ordinary shares Class Z (CC2)

All values are in US Dollars.

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FF301

Add remarks

Remarks:

(1) The April 2026 Notes included a<br>30-day option exercised by the initial purchasers to purchase an additional US$70 million principal amount of the April 2026 Notes.<br><br><br>(2) The 2027 Notes included a 30-day option exercised by the initial purchasers to purchase an additional<br>US$100 million principal amount of the 2027 Notes.<br> <br>(3) The December 2026 Notes included a 30-day option<br>exercised by the initial purchasers to purchase an additional US$200 million principal amount of the December 2026 Notes.

(D). Any other Agreements or Arrangements to Issue Shares of the Issuer, including Options (other than Share OptionSchemes)☐****Not applicable ****

1. Class of shares WVR ordinary shares Type of shares Other type (Please specify) Listed on the Exchange (Note 1) Yes
Other type (Please<br>specify) Class Z
Stock code (if listed) 09626 Description
--- --- ---
Add multi-counter stock<br>code
Description of other agreements or arrangements General Meeting<br><br><br>approval date<br> <br>(if<br>applicable) Number of new shares issued during the month pursuant thereto (D1) Number of treasury shares transferred out of treasury during the month pursuant thereto (D2) Number of shares which may be issued or transferred out of treasury pursuant thereto as at close of the<br>month
--- --- --- --- --- ---
1). 2018 Share Incentive Plan - restricted share units 0 0 14,051,642
2). Second Amended and Restated 2018 Share Incentive Plan - restricted share units 28 June 2024 0 0 2,782,957
Increase in issued shares (excluding treasury shares): 0 WVR ordinary shares Class Z (DD1)
--- --- ---
Decrease in treasury shares: 0 WVR ordinary shares Class Z (DD2)

Add remarks

Remarks:

(1) The amended 2018 Share Incentive Plan (before its amendment and<br>restatement at the annual general meeting of the Company held on June 28, 2024) became effective on October 3, 2022 (being the date on which the Company’s voluntary conversion of its secondary listing status to primary listing on the<br>Stock Exchange became effective). On June 28, 2024, the shareholders of the Company approved the adoption of the Second Amended and Restated 2018 Share Incentive Plan. Any granted and unexercised options, and any granted and unvested awards<br>under the 2018 Share Incentive Plan prior to the adoption date of the Second Amended and Restated 2018 Share Incentive Plan shall continue to be valid and exercisable and/or vested in accordance with the terms of the grant and the 2018 Share<br>Incentive Plan. For details, please refer to the Company’s circular dated April 9, 2024 and announcement dated June 28, 2024.<br> <br>(2) As of the<br>month ended November 30, 2024, 248,541 restricted share units under the amended 2018 Share Incentive Plan have been cancelled.<br> <br>(3) As of the month<br>ended November 30, 2024, 35,806 restricted share units under the Second Amended and Restated 2018 Share Incentive Plan have been cancelled.
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(E). Other Movements in Issued Shares and/or Treasury Shares ☑ Not applicable ****

Add remarks

Total increase/ decrease (-) in issued shares (excluding treasury shares) during the month (i.e. Total of AA1 to EE1): 198,942 WVR ordinary shares Class Z
Total increase/ decrease (-) in issued shares (excluding treasury shares) during the month (i.e. Total of AA1 to EE1): 0 WVR ordinary shares Class Z
Total increase/ decrease (-) in treasury shares during the month (i.e. Total of AA2 to EE2): 0 WVR ordinary shares Class Z
Total increase/ decrease (-) in treasury shares during the month (i.e. Total of AA2 to EE2): 0 WVR ordinary shares Class Z

Add remarks

IV. Information about Hong Kong Depositary Receipt (HDR)☑****Not applicable

Add remarks

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V. Confirmations☐****Not applicable ****

Pursuant to Main Board Rule 13.25C / GEM Rule 17.27C, we hereby confirm to the best knowledge, information and belief that, in relation to each of the securities issued, or the treasury shares sold or transferred by the issuer during the month as set out in Parts III and IV which has not been previously disclosed in a return published under Main Board Rule 13.25A / GEM Rule 17.27A, it has been duly authorised by the board of directors of the listed issuer and carried out in compliance with all applicable listing rules, laws and other regulatory requirements and, insofar as applicable:

(Note 4)

(i) all money due to the listed issuer in respect of the issue of securities, or sale or transfer of treasury<br>shares has been received by it;
(ii) all pre-conditions for listing imposed by the Rules Governing the<br>Listing of Securities on The Stock Exchange of Hong Kong Limited under “Qualifications of listing” have been fulfilled;
--- ---
(iii) all (if any) conditions contained in the formal letter granting listing of and permission to deal in the<br>securities have been fulfilled;
--- ---
(iv) all the securities of each class are in all respects identical (Note 5);
--- ---
(v) all documents required by the Companies (Winding Up and Miscellaneous Provisions) Ordinance to be filed with<br>the Registrar of Companies have been duly filed and that compliance has been made with all other legal requirements;
--- ---
(vi) all the definitive documents of title have been delivered/are ready to be delivered/are being prepared and will<br>be delivered in accordance with the terms of issue, sale or transfer;
--- ---
(vii) completion has taken place of the purchase by the issuer of all property shown in the listing document to have<br>been purchased or agreed to be purchased by it and the purchase consideration for all such property has been duly satisfied; and
--- ---
(viii) the trust deed/deed poll relating to the debenture, loan stock, notes or bonds has been completed and executed,<br>and particulars thereof, if so required by law, have been filed with the Registrar of Companies.
--- ---

Add remarks

Submitted by: Xin Fan
Title: Joint Company Secretary
(Director, Secretary or other Duly Authorised Officer)
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Notes

1. The Exchange refers to The Stock Exchange of Hong Kong Limited.
2. In the case of repurchase of shares (shares repurchased and cancelled) and redemption of shares (shares<br>redeemed and cancelled), “date of event” should be construed as “cancellation date”.
--- ---
In the case of repurchase of shares (shares held as treasury shares), “date of event” should be<br>construed as “date on which shares were repurchased and held by the issuer in treasury”.
---
3. The information is required in the case of repurchase of shares (shares repurchased for cancellation but not<br>yet cancelled) and redemption of shares (shares redeemed but not yet cancelled). Please state the number of shares repurchased or redeemed during the month or in preceding month(s) but pending cancellation as at close of the month as a negative<br>number.
--- ---
4. Items (i) to (viii) are suggested forms of confirmation. The listed issuer may amend the item(s) that<br>is/are not applicable to meet individual cases. Where the issuer has already made the relevant confirmations in a return published under Main Board Rule 13.25A / GEM Rule 17.27A in relation to the securities issued, or the treasury shares sold or<br>transferred, no further confirmation is required to be made in this return.
--- ---
5. “Identical” means in this context:
--- ---
the securities are of the same nominal value with the same amount called up or paid up;
--- ---
they are entitled to dividend/interest at the same rate and for the same period, so that at the next ensuing<br>distribution, the dividend/interest payable per unit will amount to exactly the same sum (gross and net); and
--- ---
they carry the same rights as to unrestricted transfer, attendance and voting at meetings and rank pari passu in<br>all other respects.
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EX-99.2

Exhibit 99.2

FF305

Next Day Disclosure Return

(Equity issuer - changes in issued shares or treasury shares, share buybacks and/or on-market salesof treasury shares)

Instrument: Equity issuer Status: New Submission
Name of Issuer: Bilibili Inc.
Date Submitted: 06 December 2024
--- ---

Section I must be completed by a listed issuer where there has been a change in its issued shares or treasury shares whichis discloseable pursuant to rule 13.25A of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the “Exchange”) (the “Main Board Rules”) or rule17.27A of the Rules Governing the Listing of Securities on GEM of the Exchange (the “GEM Rules”).

Section I
1. Class of shares WVR ordinary shares Type of shares Other type (specify in description) Listed on the Exchange Yes
Stock code (if listed) 09626 Description Class Z Ordinary Shares
A. Changes in issued shares or treasuryshares
---
Events Changes in issued shares<br><br><br>(excluding treasury shares) Changes in treasuryshares Issue/ selling price pershare (Note 4)
--- --- --- --- ---
Number of issued shares (excludingtreasury shares) As a % of existingnumber of issuedshares(excluding treasury shares) before the relevant event(Note 3) Number of treasury shares
Opening balance as at (Note1) 30 November 2024 331,864,339 0
1).   Issue of new shares or<br>transfer of treasury shares in respect of share awards or options granted to a participant (who is not a director of the issuer) under a share scheme - new shares involved<br> <br><br><br><br>Issue of Class Z ordinary shares upon exercise of share options by eligible<br>participants (other than the directors of the Company) pursuant to the Global Share Incentive Plan – options<br> <br><br><br><br>Date of changes   02 December 2024 800 0.0002% 0.0001

All values are in US Dollars.

Page 1 of 8

FF305

2).   Issue of new shares or<br>transfer of treasury shares in respect of share awards or options granted to a participant (who is not a director of the issuer) under a share scheme - new shares involved<br> <br><br><br><br>Issue of Class Z ordinary shares upon exercise of share options by eligible<br>participants (other than the directors of the Company) pursuant to the 2018<br>Share Incentive Plan - options<br> <br><br><br><br>Date of changes  02 December 2024 18,562 0.0045% 0.0001
3).   Issue of new shares or<br>transfer of treasury shares in respect of share awards or options granted to a participant (who is not a director of the issuer) under a share scheme - new shares involved<br> <br><br><br><br>Issue of Class Z ordinary shares upon exercise of share options by eligible<br>participants (other than the directors of the Company) pursuant to the 2018<br>Share Incentive Plan - options<br> <br><br><br><br>Date of changes  03 December 2024 20,480 0.0049% 0.0001
4).   Issue of new shares or<br>transfer of treasury shares in respect of share awards or options granted to a participant (who is not a director of the issuer) under a share scheme - new shares involved<br> <br><br><br><br>Issue of Class Z ordinary shares upon exercise of share options by eligible<br>participants (other than the directors of the Company) pursuant to the 2018<br>Share Incentive Plan - options<br> <br><br><br><br>Date of changes  04 December 2024 9,871 0.0024% 0.0001
5).   Issue of new shares or<br>transfer of treasury shares in respect of share awards or options granted to a participant (who is not a director of the issuer) under a share scheme - new shares involved<br> <br><br><br><br>Issue of Class Z ordinary shares upon exercise of share options by eligible<br>participants (other than the directors of the Company) pursuant to the 2018<br>Share Incentive Plan - options<br> <br><br><br><br>Date of changes  05 December 2024 6,422 0.0015% 0.0001
6).   Other (please specify)<br><br><br><br> <br>See Part B<br><br><br><br> <br>Date ofchanges  05 December 2024 %
Closing balance as at (Notes 5 and 6) 05 December 2024 331,920,474 0

All values are in US Dollars.

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B. Shares redeemed or repurchased for cancellation but not yet cancelled as at the closing balancedate (Notes 5 and 6)   ☐ Not applicable
1).   Repurchase of shares (or<br>other securities) but not cancelled<br> <br><br><br><br>Date of changes  05 December 2024 155,138 0.0373 % USD      19.3376

Remarks:

1) The percentages as stated in the above “changes in issued shares (excluding treasury shares) as a % of existing number of issued shares (excluding treasury shares) before the relevant event” column were calculated based on the Company’s total number of issued shares of 415,579,453 shares (comprising 83,715,114 Class Y ordinary shares and 331,864,339 Class Z ordinary shares).

2) The balance of Class Z ordinary shares excludes 5,681,964 Class Z ordinary shares issued and reserved for future issuance upon the exercise or vesting of awards granted under the Company’s share incentive plans.

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Confirmation☐****Not applicable ****

Pursuant to Main Board Rule 13.25C / GEM Rule 17.27C, we hereby confirm to the best knowledge, information and belief that, in relation to each issue of shares or sale or transfer of treasury shares as set out in Section I, it has been duly authorised by the board of directors of the listed issuer and carried out in compliance with all applicable listing rules, laws and other regulatory requirements and, insofar as applicable:

(Note 7)

(i) all money due to the listed issuer in respect of the issue of shares, or sale or transfer of treasury shares<br>has been received by it;
(ii) all pre-conditions for the listing imposed by the Main Board Rules */*GEM Rules under “Qualifications of listing” have been fulfilled;
--- ---
(iii) all (if any) conditions contained in the formal letter granting listing of and permission to deal in the<br>securities have been fulfilled;
--- ---
(iv) all the securities of each class are in all respects identical (Note 8);
--- ---
(v) all documents required by the Companies (Winding Up and Miscellaneous Provisions) Ordinance to be filed with<br>the Registrar of Companies have been duly filed and that compliance has been made with all other legal requirements;
--- ---
(vi) all the definitive documents of title have been delivered/are ready to be delivered/are being prepared and will<br>be delivered in accordance with the terms of issue, sale or transfer;
--- ---
(vii) completion has taken place of the purchase by the issuer of all property shown in the listing document to have<br>been purchased or agreed to be purchased by it and the purchase consideration for all such property has been duly satisfied; and
--- ---
(viii) the trust deed/deed poll relating to the debenture, loan stock, notes or bonds has been completed and executed,<br>and particulars thereof, if so required by law, have been filed with the Registrar of Companies.
--- ---

Notes to Section I:

1. Please insert the closing balance date of the last Next Day Disclosure Return published pursuant to MainBoard Rule 13.25A / GEM Rule 17.27A or Monthly Return pursuant to Main Board Rule 13.25B / GEM Rule 17.27B, whichever is the later.
2. Please set out all changes in issued shares or treasury shares requiring disclosure pursuant to Main BoardRule 13.25A / GEM Rule 17.27A together with the relevant dates of changes. Each category will need to be disclosed individually with sufficient information to enable the user to identify the relevant category in the listed issuer’s MonthlyReturn. For example, multiple issues of shares as a result of multiple exercises of share options under the same share option scheme or of multiple conversions under the same convertible note must be aggregated and disclosed as one category.However, if the issues resulted from exercises of share options under 2 share option schemes or conversions of 2 convertible notes, these must be disclosed as 2 separate categories.
--- ---
3. The percentage change in the number of issued shares (excluding treasury shares) of the listed issuer is tobe calculated by reference to the opening balance of the number of issued shares (excluding treasury shares) being disclosed in this Next Day Disclosure Return.
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4. In the case of a share repurchase or redemption, the “issue/ selling price per share” shall beconstrued as “repurchase price per share” or “redemption price per share”.
Where shares have been issued/ sold/ repurchased/ redeemed at more than one price per share, avolume-weighted average price per share should be given.
---
5. The closing balance date is the date of the last relevant event being disclosed.
--- ---
6. For repurchase or redemption of shares, disclosure is required when the relevant event has occurred (subjectto the provisions of Main Board Rules 10.06(4)(a), 13.25A and 13.31 / GEM Rules 13.13(1), 17.27A and 17.35), even if the repurchased or redeemed shares have not yet been cancelled.
--- ---
If repurchased or redeemed shares are to be cancelled upon settlement of such repurchase or redemption afterthe closing balance date, they shall remain part of the issued shares as at the closing balance date in Part A. Details of these repurchased or redeemed shares shall be disclosed in Part B.
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7. Items (i) to (viii) are suggested forms of confirmation. The listed issuer may amend the item(s) thatis/are not applicable to meet individual cases.
--- ---
8. “Identical” means in this context:
--- ---
the securities are of the same nominal value with the same amount called up or paid up;
--- ---
they are entitled to dividend/interest at the same rate and for the same period, so that at the next ensuingdistribution, the dividend/interest payable per unit will amount to exactly the same sum (gross and net); and
--- ---
they carry the same rights as to unrestricted transfer, attendance and voting at meetings and rank pari passuin all other respects.
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FF305

Section II must also be completed by a listed issuer where it has made a repurchase of shares which is discloseable under Main Board Rule 10.06(4)(a) / GEMRule 13.13(1).

Repurchase report ☐ Not applicable

Section II
1. Class of shares WVR ordinary shares Type of shares Other type (specify in description) Listed on the Exchange Yes
Stock code (if listed) 09626 Description Class Z Ordinary Shares
A. Repurchase report
---
Trading date Number of shares repurchased Method of repurchase (Note 1) Repurchase price per share or highest repurchase price pershare $ Lowest repurchase priceper share $ Aggregate price paid $
--- --- --- --- --- ---
1).   05 December 2024 155,138 On another stock exchange<br> <br><br><br><br>NASDAQ USD           19.64 USD        19.16 USD     2,999,996.59
Total number of shares repurchased 155,138 Aggregate price paid  $ USD     2,999,996.59
Number of shares repurchased for cancellation 155,138
Number of shares repurchased for holding as treasury shares 0
B. Additional information for issuer who has a primary listing on the Exchange
--- ---
1).   Date of the resolution granting the repurchase mandate 28 June 2024
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2).   Total number of shares which the issuer is authorised to repurchaseunder the repurchase mandate 41,413,503
3).   Number of shares repurchased on the Exchange or another stock exchangeunder the repurchase mandate (a) 155,138
4).   As a % of number of issued shares (excluding treasury shares) as at thedate of the resolution granting the repurchase mandate (a) x 100 / number of issued shares (excluding treasury shares) as at the date of the resolution granting the repurchase mandate 0.0375 %
5).   Moratorium period for any issue of new shares, or sale or transfer oftreasury shares after the share repurchase(s) set out in Part A (Note 2) Up to 04 January 2025
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We hereby confirm that the repurchases made on the Exchange set out in Part A above were made in accordance with the Main Board Rules / GEM Rules and that there have been no material changes to the particulars contained in the Explanatory Statement dated 9 April 2024 which has been filed with the Exchange. We also confirm that any repurchases made on another stock exchange set out in Part A above were made in accordance with the domestic rules applying to repurchases on that other stock exchange.

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Notes to Section II:

1. Please state whether the repurchase was made on the Exchange, on another stock exchange (stating the name ofthe exchange), by private arrangement or by general offer.
2. Subject to the carve-out set out in Main Board Rule 10.06(3)(a)/ GEMRule 13.12, an issuer may not (i) make a new issue of shares, or a sale or transfer of any treasury shares; or (ii) announce a proposed new issue of shares, or a sale or transfer of any treasury shares, for a period of 30 days after anypurchase by it of shares, whether on the Exchange or otherwise, without the prior approval of the Exchange.
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Section III must also be completed by a listed issuer where it has made a sale of treasury shares on the Exchange or any other stock exchange on which theissuer is listed which is discloseable under Main Board Rule 10.06B / GEM Rule 13.14B.

Report of on-marketsale of treasury shares  ☑ Not applicable

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Submitted by: Xin Fan
(Name)
Title: Joint Company Secretary
(Director, Secretary or other Duly Authorised Officer)
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