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6-K

Noah Holdings Ltd (NOAH)

6-K 2024-05-29 For: 2024-05-29
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Added on April 04, 2026

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16 UNDER

THE SECURITIES EXCHANGE ACT OF 1934


For the month of May 2024

Commission file number: 001-34936

Noah Holdings Limited

No.1226, South ShenbinRoad, Minhang District,

Shanghai,People’s Republic of China

**+**86(21) 8035-8292

(Address of Principal Executive Offices)

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

Form 20-F x            Form 40-F ¨

EXHIBIT INDEX

Exhibit 99.1 Press<br> Release

SIGNATURE

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.

Noah Holdings Limited
By: /s/ Qing Pan
Name: Qing Pan
Title:   Chief Financial Officer

Date: May 29, 2024

Exhibit 99.1


NOAH HOLDINGS LIMITED ANNOUNCES UNAUDITED

FINANCIAL RESULTS FOR THE FIRST QUARTER OF 2024

SHANGHAI, May 30, 2024 — Noah Holdings Limited ("Noah" or the "Company") (NYSE: NOAH and HKEX: 6686), a leading and pioneer wealth management service provider offering comprehensive one-stop advisory services on global investment and asset allocation primarily for Mandarin-speaking high-net-worth investors, today announced its unaudited financial results for the first quarter of 2024.

FIRST QUARTER 2024 FINANCIAL HIGHLIGHTS

· Net revenues for the first quarter of 2024 were RMB649.5 million (US$90.0<br>million), a 19.2% decrease from the corresponding period in 2023, mainly due to decreases in performance-based income generated from USD<br>private equity products and recurring service fees generated from RMB private equity and private secondary products. The Company recorded<br>a 6.0% increase in one-time commissions from the corresponding period in 2023 due to a 4.6% increase in revenues generated from the distribution<br>of insurance products. Net revenues decreased by 18.8% from the fourth quarter of 2023, mainly due to decreases in one-time commissions.

Net revenues from mainland China for the first quarter of 2024 was RMB342.8 million (US$47.5 million), a 28.8% decrease from the corresponding period in 2023, mainly due to decreases in recurring service fees generated from private equity and private secondary products. Net revenues from overseas for the first quarter of 2024 was RMB306.7 million (US$42.5 million), a 4.5% decrease from the corresponding period of 2023, mainly due to decreases in performance-based income generated from private equity products.

Net Revenues by segment is as follows:

(RMB millions, except percentages) Q1 2023 Q1 2024 YoY Change
Wealth management 586.9 462.7 (21.2 )%
Asset management 205.2 180.3 (12.1 )%
Other businesses 11.4 6.5 (42.8 )%
Total net revenues 803.5 649.5 (19.2 )%

Net Revenues by geography is as follows:

(RMB millions, except percentages) Q1 2023 Q1 2024 YoY Change
Mainland China 482.1 342.8 (28.8 )%
Overseas 321.4 306.7 (4.5 )%
Total net revenues 803.5 649.5 (19.2 )%
· Income from operations for the first quarter of 2024 was RMB121.5<br>million (US$16.8 million), a 56.4% decrease from the corresponding period in 2023, primarily due to i) a 19.2% decrease in net revenues,<br>ii) a 10.4% increase in other compensations, mainly due to the new share-based compensation scheme granted in December 2023 and March 2024<br>amounting to RMB36.6 million (US$5.1 million); and iii) a 55.6% increases in general and administrative expenses, mainly due to the relatively<br>lower base in the first quarter of 2023, which occurred immediately after the lifting of pandemic restrictions.
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1

Income from operations by segment is as follows:

(RMB millions, <br> except percentages) Q1 2023 Q1 2024 YoY Change
Wealth management 204.5 65.3 (68.1 )%
Asset management 103.8 84.9 (18.2 )%
Other businesses (29.4 ) (28.6 ) (2.5 )%
Total income from operations 278.9 121.5 (56.4 )%
· Net income attributable to Noah shareholders for the first quarter<br>of 2024 was RMB131.5 million (US$18.2 million), a 46.2% decrease from the corresponding period in 2023, mainly due to a 56.4% decrease<br>in income from operations, and partially offset by a 34.3% increase in interest income.
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· Non-GAAP^1^ net incomeattributable to Noah shareholders for the first quarter of 2024 was RMB161.2 million (US$22.3 million), a 32.7% decrease from the<br>corresponding period in 2023.
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FIRST QUARTER 2024 OPERATIONAL UPDATES

Wealth Management Business

Noah offers global investment products and provides value-added services to global mandarin-speaking high-net-worth investors in its wealth management business. Noah primarily distributes private equity, private secondary, mutual funds and other products denominated in RMB, USD and other currencies.

· Total number of registered clients as of March 31, 2024 was 457,705,<br>a 3.9% increase from March 31, 2023, and a 0.4% increase from December 31, 2023. Among which, the number of overseas registered<br>clients as of March 31, 2024 was 15,725, a 17.1% increase from March 31, 2023 and a 5.3% increase from December 31, 2023.
· Total number of active clients^2^<br>who transacted with us during the first quarter of 2024 was 10,391, a 7.5% decrease from the first quarter of 2023, and a 15.0% increase<br>from the fourth quarter of 2023. Among which, the number of overseas active clients who transacted with us during the first quarter of<br>2024 was 2,745, a 39.6% increase from the first quarter of 2023, and a 9.1% increase from the fourth quarter of 2023.
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· Aggregate value of investment products distributed during the first<br>quarter of 2024 was RMB18.9 billion (US$2.6 billion), a 12.4% increase from the first quarter of 2023, primarily due to a 26.4% increase<br>in mutual fund products distribution. Among which, Noah distributed RMB8.4 billion (US$1.2 billion) of overseas investment products, a<br>58.5% increase from the first quarter of 2023, primarily due to a 60.6% increase in the value of mutual fund products.
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^1^ Noah’s Non-GAAP financial measures are its corresponding GAAP financial measures excluding the effects of all forms of share-based compensation and net of relevant tax impact, if any. See “Reconciliation of GAAP to Non-GAAP Results” at the end of this press release.

^2^ “Active clients” for a given period refers to registered investors who purchase investment products distributed or receive services provided by us during that given period.

2

The aggregate value of investment products distributed, categorized by product type, is as follows:

Product type Three months ended March 31,
2023 2024
(RMB in billions, except percentages)
Mutual fund products 10.0 59.4 % 12.6 66.8 %
Private secondary products 4.3 25.5 % 3.8 20.0 %
Private equity products 1.3 7.8 % 1.2 6.3 %
Other products**^3^** 1.2 7.3 % 1.3 6.9 %
All products 16.8 100.0 % 18.9 100.0 %

The aggregate value of investment products distributed, categorized by geography, is as follows:

Type of products in Mainland China Three months ended March 31,
2023 2024
(RMB in billions, except percentages)
Mutual fund products 7.6 66.3 % 8.8 84.3 %
Private secondary products 2.7 23.5 % 1.0 8.8 %
Private equity products 0.4 3.2 % - 0.0 %
Other products 0.8 7.0 % 0.7 6.9 %
All products in Mainland China 11.5 100.0 % 10.5 100.00 %
Type of overseas products Three months ended March 31,
--- --- --- --- --- --- --- --- ---
2023 2024
(RMB in billions, except percentages)
Mutual fund products 2.4 44.3 % 3.8 44.9 %
Private secondary products 1.6 30.0 % 2.8 33.9 %
Private equity products 0.9 17.7 % 1.2 14.2 %
Other products 0.4 8.0 % 0.6 7.0 %
All Overseas products 5.3 100.0 % 8.4 100.00 %
· Coverage network in mainland China included 18 cities as of March 31,<br>2024, compared with 68 cities as of March 31, 2023 and 44 cities as of December 31, 2023, as a result of the Company’s<br>efforts to streamline its operations in China with a focus on strengthening its operations in central hub cities.
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· Number of relationship managers was 1,109 as of March 31, 2024,<br>a 16.4% decrease from March 31, 2023, and an 11.4% decrease from December 31, 2023. Among which, we had 91 overseas relationship<br>managers as of March 31, 2024, a 2.2% increase from December 31, 2023.
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^3^ “Other products” refers to other investment products, which includes insurance products, multi-strategies products and others.

3

Asset Management Business

Noah’s asset management business is conducted through Gopher Asset Management Co., Ltd. (“Gopher Asset Management”), a leading multi-asset manager in China with global investment capabilities and overseas offices in Hong Kong and the United States. Gopher Asset Management develops and manages assets ranging from private equity, real estate, public securities to multi-strategy investments denominated in RMB, USD and other currencies.

· Total assets under management as of March 31, 2024 remained relatively<br>stable at RMB153.3 billion (US$21.2 billion), compared with RMB157.6 billion as of March 31, 2023 and RMB154.6 billion as of December 31,<br>2023. Mainland China assets under management as of March 31, 2024 were RMB116.1 billion (US$16.1billion), compared with RMB124.2<br>billion as of March 31, 2023 and RMB118.6 billion as of December 31, 2023. Overseas assets under management as of March 31,<br>2024 were RMB37.2 billion (US$5.1 billion), compared with RM33.4 billion as of March 31, 2023 and RMB36.0 billion as of December 31,<br>2023.

Total assets under management, categorized by investment type, are as follows:

Investment type As of <br> December 31, <br> 2023 Growth Allocation/<br><br>Redemption As of<br> March 31, <br> 2024
(RMB billions, except percentages)
Private equity 132.2 85.5 % 1.0 1.4 131.8 85.9 %
Public securities 11.5 7.4 % 2.7 3.3 10.9 7.1 %
Real estate 6.2 4.0 % 0.2 0.7 5.7 3.7 %
Multi-strategies 4.2 2.8 % - (0.1 ) 4.3 2.9 %
Others 0.5 0.3 % 0.1 - 0.6 0.4 %
All Investments 154.6 100.0 % 4.0 5.3 153.3 100.0 %

Total assets under management, categorized by geography, are as follows:

Mainland China<br><br> Investment type As of <br> December 31, <br> 2023 Growth Allocation/ Redemption As of<br> March 31, <br> 2024
(RMB billions, except percentages)
Private equity 105.2 88.7 % - 1.7 103.5 89.2 %
Public securities 7.1 6.0 % 0.1 0.3 6.9 6.0 %
Real estate 3.2 2.7 % - 0.7 2.5 2.2 %
Multi-strategies 2.6 2.2 % - - 2.6 2.2 %
Others 0.5 0.4 % 0.1 - 0.6 0.4 %
All Investments 118.6 100.0 % 0.2 2.7 116.1 100.0 %
Overseas Investment type As of <br> December 31, <br> 2023 Growth Allocation/ Redemption As of<br> March 31, <br> 2024
--- --- --- --- --- --- --- --- --- --- --- --- --- ---
(RMB billions, except percentages)
Private equity 27.0 74.9 % 1.0 (0.3 ) 28.3 75.7 %
Public securities 4.4 12.3 % 2.6 3.0 4.0 10.8 %
Real estate 3.0 8.2 % 0.2 - 3.2 8.6 %
Multi-strategies 1.6 4.6 % - (0.1 ) 1.7 4.9 %
All Investments 36.0 100.0 % 3.8 2.6 37.2 100.0 %
4

Other Businesses

Noah’s other businesses mainly include providing clients with additional comprehensive services and investment products. Operating results for other businesses also include headquarter rental income, depreciation and amortization, as well as operating expenses.

Ms. Jingbo Wang, co-founder and chairwoman of Noah, commented, “We made significant progress during this quarter in repositioning ourselves to drive growth in this challenging market environment. While sluggish domestic markets had a stronger-than-expected impact on our business during this quarter, we strategically used this window of opportunity to increase the pace of our overseas expansion as client demand for global asset allocation continues to grow. Excluding performance-based income, which was elevated due to the high base effect from the same period last year, net revenues from our overseas business increased 22.4% year-over-year. Transaction value from USD denominated products also increased significantly, as did the number of overseas registered and active clients, which increased 17.1% and 39.6% year-over-year, respectively. With these tailwinds, we are rapidly expanding our global offerings and expect to roll out new products originated from Japan and Dubai later this year. While we are still in the relatively early stages of our overseas expansion, these results have reinforced our confidence in our strategy going forward.”

FIRST QUARTER 2024 FINANCIAL RESULTS

Net Revenues

Net revenues for the first quarter of 2024 were RMB649.5 million (US$90.0 million), a 19.2% decrease from the corresponding period in 2023, primarily due to decreases in performance-based income generated from private equity products and recurring service fees generated from RMB private equity and private secondary products.

· Wealth Management Business
· Net revenues from one-time commissions<br>for the first quarter of 2024 were RMB186.4 million (US$25.8 million), a 7.4% increase from the corresponding period in 2023, primarily<br>due to a 4.6% increase in revenues generated by the distribution of insurance products in first quarter of 2024.
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· Net revenues from recurring service fees<br>for the first quarter of 2024 were RMB244.1 million (US$33.8 million), an 18.5% decrease from the corresponding period in 2023, mainly<br>due to decreases in recurring service fees from private secondary products as a result of decrease in assets under management in Mainland<br>China.
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· Net revenues from performance-based income<br>for the first quarter of 2024 were RMB6.5 million (US$0.9 million), compared with RMB55.7 million in the corresponding period of 2023,<br>primarily due to a decrease in performance-based income from certain offshore private equity products.
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· Net revenues from other service fees for<br>the first quarter of 2024 were RMB25.6 million (US$3.5 million), compared with RMB58.3 million in the corresponding period in 2023, primarily<br>due to a reduction in the value-added services Noah offers to its high-net-worth clients.
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· Asset Management Business
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· Net revenues from recurring service fees for<br>the first quarter of 2024 were RMB172.5 million (US$23.9 million), a 1.4% decrease from the corresponding period in 2023, primarily due<br>to decreases in recurring service fees generated from RMB private equity products.
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· Net revenues from performance-based incomefor the first quarter of 2024 were RMB7.8 million (US$1.1 million), compared with RMB27.7 million in the corresponding period of 2023.<br>The decrease was primarily due to less performance-based income realized from private equity products.
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· Other Businesses
· Net revenues for the first quarter of<br>2024 were RMB6.5 million (US$0.9 million), compared with RMB11.4 million from the corresponding period in 2023.
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Operating Costs and Expenses

Operating costs and expenses for the first quarter of 2024 were RMB528.0 million (US$73.1 million), a 0.7% increase from the corresponding period in 2023. Operating costs and expenses for the first quarter of 2024 primarily consisted of i) compensation and benefits of RMB388.8 million (US$53.8 million), ii) selling expenses of RMB62.3 million (US$8.6 million), iii) general and administrative expenses of RMB71.1 million (US$9.8 million), iv) other operating expenses of RMB17.1 million (US$2.4 million).

· Operating costs and expenses for the wealthmanagement business for the first quarter of 2024 were RMB397.4 million (US$55.0 million), a 3.9% increase from the corresponding<br>period in 2023, primarily due to an increase in share-based compensation.
· Operating costs and expenses for the assetmanagement business for the first quarter of 2024 were RMB95.5 million (US$13.2 million), a 5.8% decrease from the corresponding period<br>in 2023, primarily due to a reduction in the compensation and benefits as a result of a decrease in the number of employees.
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· Operating costs and expenses for other businesses for the first quarter<br>of 2024 were RMB35.1 million (US$4.9 million), a 13.8% decrease from the corresponding period in 2023.
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Operating Margin

Operating margin for the first quarter of 2024 was 18.7%, compared with 34.7% for the corresponding period in 2023.

· Operating margin for the wealth managementbusiness for the first quarter of 2024 was 14.1%, compared with 34.8% for the corresponding period in 2023.
· Operating margin for the asset managementbusiness for the first quarter of 2024 was 47.0%, compared with 50.6% for the corresponding period in 2023.
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· Loss from operation for the other businessesfor the first quarter of 2024 was RMB28.6 million (US$4.0 million), compared with an operating loss of RMB29.4 million for the corresponding<br>period in 2023.
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Investment Income

Investment income for the first quarter of 2024 was RMB5.2 million (US$0.7 million), compared with investment loss RMB13.6 million for the corresponding period in 2023.

Income Tax Expenses

Income tax expenses for the first quarter of 2024 were RMB42.7 million (US$5.9 million), a 38.7% decrease from the corresponding period in 2023. The decrease was primarily due to a reduction in the taxable income.

Net Income

· Net Income
· Net income for the first quarter of 2024<br>was RMB131.9 million (US$18.3 million), a 45.8% decrease from the corresponding period in 2023.
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· Net margin for the first quarter of 2024<br>was 20.3%, down from 30.3% for the corresponding period in 2023.
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6
· Net income attributable to Noah shareholdersfor the first quarter of 2024 was RMB131.5 million (US$18.2 million), a 46.2% decrease from the corresponding period in 2023.
· Net margin attributable to Noah shareholdersfor the first quarter of 2024 was 20.2%, down from 30.4% for the corresponding period in 2023.
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· Net income attributable to Noah shareholdersper basic and diluted ADS for the first quarter of 2024 was RMB1.88 (US$0.26), compared with RMB3.52 and RMB3.51 for the corresponding<br>period in 2023, respectively.
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· Non-GAAP Net Income Attributable to Noah Shareholders
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· Non-GAAP net income attributable to Noah shareholdersfor the first quarter of 2024 was RMB161.2 million (US$22.3 million), a 32.7% decrease from the corresponding period in 2023.
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· Non-GAAP net margin attributable to Noah shareholdersfor the first quarter of 2024 was 24.8%, down from 29.8% for the corresponding period in 2023.
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· Non-GAAP net income attributable to Noah shareholdersper diluted ADS for the first quarter of 2024 was RMB2.31 (US$0.32), down from RMB3.45 for the corresponding period in 2023.
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Balance Sheet and Cash Flow

As of March 31, 2024, the Company had RMB5,129.4 million (US$710.4 million) in cash and cash equivalents, compared with RMB5,192.1 million as of December 31, 2023 and RMB4,713.2 million as of March 31, 2023, respectively.

Net cash outflow from the Company’s operating activities during the first quarter of 2024 was RMB181.8 million (US$25.2 million), primarily due to an increase in trading debt products in the first quarter of 2024.

Net cash outflow from the Company’s investing activities during the first quarter of 2024 was RMB59.1 million (US$8.2 million), primarily due to various purchases of term deposits.

Net cash outflow from the Company’s financing activities was RMB12.3 million (US$1.7 million) in the first quarter of 2024, compared to net cash inflow of RMB3.4 million in the corresponding period in 2023.

CONFERENCE CALL

Senior management will host a combined English and Chinese language conference call to discuss the Company’s first quarter of 2024 unaudited financial results and recent business activities.

The conference call will be accessed via Zoom webinar with the following details:

Dial-in details:

Conference title: Noah First Quarter 2024 Earnings Conference Call
Date/Time: Wednesday, May 29, 2024, at 8:00 p.m., U.S. Eastern Time
Thursday, May 30, 2024, at 8:00 a.m., Hong Kong Time
Dial in:
– Hong Kong Toll Free: 800-963976
– United States Toll Free: 1-888-317-6003
– Mainland China Toll Free: 4001-206115
– International Toll: 1-412-317-6061
Participant Password: 4318231
7

A telephone replay will be available starting approximately one hour after the end of the conference until June 5, 2024 at 1-877-344-7529 (US Toll Free) and 1-412-317-0088 (International Toll) with the access code 9541104.

A live and archived webcast of the conference call will be available at the Company’s investor relations website under the “Financial Reports” section at http://ir.noahgroup.com.

DISCUSSION ON NON-GAAP MEASURES

In addition to disclosing financial results prepared in accordance with U.S. GAAP, the Company’s earnings release contains non-GAAP financial measures excluding the effects of all forms of share-based compensation and net of tax impact, if any. See “Reconciliation of GAAP to Non-GAAP Results” at the end of this press release.

The non-GAAP financial measures disclosed by the Company should not be considered a substitute for financial measures prepared in accordance with U.S. GAAP. The financial results reported in accordance with U.S. GAAP and reconciliation of GAAP to non-GAAP results should be carefully evaluated. The non-GAAP financial measures used by the Company may be prepared differently from and, therefore, may not be comparable to similarly titled measures used by other companies.

When evaluating the Company’s operating performance in the periods presented, management reviewed the foregoing non-GAAP net income attributable to Noah shareholders and per diluted ADS and non-GAAP net margin attributable to Noah shareholders to supplement U.S. GAAP financial data. As such, the Company’s management believes that the presentation of the non-GAAP financial measures provides important supplemental information to investors regarding financial and business trends relating to its results of operations in a manner consistent with that used by management.

8

ABOUT NOAH HOLDINGS LIMITED

Noah Holdings Limited (NYSE: NOAH and HKEX: 6686) is a leading and pioneer wealth management service provider offering comprehensive one-stop advisory services on global investment and asset allocation primarily for mandarin-speaking high-net-worth investors. Noah’s American depositary shares, or ADSs, are listed on the New York Stock Exchange under the symbol “NOAH”, and its shares are listed on the main board of the Hong Kong Stock Exchange under the stock code “6686.” One ADS represents five ordinary shares, par value $0.00005 per share. To the Company’s knowledge, as of March 31, 2024, 177,020,325 of its ordinary shares were held by one record holder in the United States, which is Citibank, N. A., the depositary of its ADS program. The number of beneficial owners of its ADSs in the United States is much larger than the number of record holders of its ordinary shares in the United States.

In the first quarter of 2024, Noah distributed RMB18.9 billion (US$2.6 billion) of investment products. As of March 31, 2024, through Gopher Asset Management, Noah managed assets totaling RMB153.3 billion (US$21.2 billion).

Noah’s wealth management business primarily distributes private equity, public securities and insurance products denominated in RMB and other currencies. Noah delivers customized financial solutions to clients through a network of 1,109 relationship managers across 18 cities in mainland China, and serves the international investment needs of its clients through offices in Hong Kong (China), Taiwan (China), New York, Silicon Valley and Singapore as of March 31, 2024. Noah’s wealth management business had 457,705 registered clients as of March 31, 2024. Through Gopher Asset Management, Noah manages private equity, public securities, real estate, multi-strategy and other investments denominated in Renminbi and other currencies. Noah also provides other businesses.

For more information, please visit Noah at ir.noahgroup.com.

FOREIGN CURRENCY TRANSLATION

In this announcement, the unaudited financial results for the first quarter of 2024 ended March 31, 2024 are stated in RMB. This announcement contains currency conversions of certain RMB amounts into US$ at specified rates solely for the convenience of the reader. Unless otherwise noted, all translations from RMB to US$ are made at a rate of RMB7.2203 to US$1.00, the effective noon buying rate for March 29, 2024 as set forth in the H.10 statistical release of the Federal Reserve Board.

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SAFE HARBOR STATEMENT

This announcement contains forward-looking statements. These statements are made under the "safe harbor" provisions of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by terminology such as "will," "expects," "anticipates," "future," "intends," "plans," "believes," "estimates," "confident" and similar statements. Noah may also make written or oral forward-looking statements in its periodic reports to the U.S. Securities and Exchange Commission, in its annual reports to shareholders, in announcements, circulars or other publications made on the website of The Stock Exchange of Hong Kong Limited (the "Hong Kong Stock Exchange"), in press releases and other written materials and in oral statements made by its officers, directors or employees to third parties. Statements that are not historical facts, including statements about Noah's beliefs and expectations, are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties. These statements include, but are not limited to, estimates regarding the sufficiency of Noah's cash and cash equivalents and liquidity risk. A number of factors could cause Noah's actual results to differ materially from those contained in any forward-looking statement, including but not limited to the following: its goals and strategies; its future business development, financial condition and results of operations; the expected growth of the wealth management and asset management market in China and internationally; its expectations regarding demand for and market acceptance of the products it distributes; investment risks associated with investment products distributed to Noah's investors, including the risk of default by counterparties or loss of value due to market or business conditions or misconduct by counterparties; its expectations regarding keeping and strengthening its relationships with key clients; relevant government policies and regulations relating to its industries; its ability to attract and retain qualified employees; its ability to stay abreast of market trends and technological advances; its plans to invest in research and development to enhance its product choices and service offerings; competition in its industries in China and internationally; general economic and business conditions globally and in China; and its ability to effectively protect its intellectual property rights and not to infringe on the intellectual property rights of others. Further information regarding these and other risks is included in Noah's filings with the U.S. Securities and Exchange Commission and the Hong Kong Stock Exchange. All information provided in this press release and in the attachments is as of the date of this press release, and Noah does not undertake any obligation to update any such information, including forward-looking statements, as a result of new information, future events or otherwise, except as required under the applicable law.

Contacts:

Noah Holdings Limited

Melo Xi

Tel: +86-21-8035-8292

ir@noahgroup.com

-- FINANCIAL AND OPERATIONAL TABLES FOLLOW --

10

Noah Holdings Limited

Condensed Consolidated Balance Sheets

(unaudited)

As of
December 31, March 31, March 31,
2023 2024 2024
RMB'000 RMB'000 USD'000
Assets
Current assets:
Cash and cash equivalents 5,192,127 5,129,437 710,419
Restricted cash 154,433 2,276 315
Short-term investments 379,456 747,084 103,470
Accounts receivable, net 503,978 435,114 60,263
Loans receivable, net 286,921 222,516 30,818
Amounts due from related parties 393,891 508,236 70,390
Other current assets 206,250 178,644 24,740
Total current assets 7,117,056 7,223,307 1,000,415
Long-term investments, net 810,484 803,598 111,297
Investment in affiliates 1,526,544 1,522,996 210,933
Property and equipment, net 2,482,199 2,450,271 339,359
Operating lease right-of-use assets, net 139,019 125,475 17,378
Deferred tax assets 431,494 427,680 59,233
Other non-current assets 178,582 189,794 26,286
Total Assets 12,685,378 12,743,121 1,764,901
Liabilities and Equity
Current liabilities:
Accrued payroll and welfare expenses 564,096 585,886 81,144
Income tax payable 89,694 98,998 13,711
Deferred revenues 72,824 88,182 12,213
Contingent liabilities 482,802 490,989 68,001
Other current liabilities 681,802 490,529 67,937
Total current liabilities 1,891,218 1,754,584 243,006
Operating lease liabilities, non-current 76,533 70,335 9,741
Deferred tax liabilities 262,404 260,976 36,145
Other non-current liabilities 27,660 25,564 3,541
Total Liabilities 2,257,815 2,111,459 292,433
Equity 10,427,563 10,631,662 1,472,468
Total Liabilities and Equity 12,685,378 12,743,121 1,764,901
11

Noah Holdings Limited

Condensed Consolidated Income Statements

(In RMB'000, except for ADS data, per ADS data and percentages)

(unaudited)

Three months ended
March 31, March 31, March 31,
2023 2024 2024 Change
RMB'000 RMB'000 '000
Revenues:
Revenues from others:
One-time commissions 170,571 185,255 25,658 8.6 %
Recurring service fees 192,708 155,165 21,490 (19.5 )%
Performance-based income 3,430 5,528 766 61.2 %
Other service fees 72,866 34,960 4,842 (52.0 )%
Total revenues from others 439,575 380,908 52,756 (13.3 )%
Revenues from funds Gopher manages:
One-time commissions 5,896 1,827 253 (69.0 )%
Recurring service fees 283,472 262,689 36,382 (7.3 )%
Performance-based income 80,325 8,844 1,225 (89.0 )%
Total revenues from funds Gopher manages 369,693 273,360 37,860 (26.1 )%
Total revenues 809,268 654,268 90,616 (19.2 )%
Less: VAT related surcharges (5,795 ) (4,733 ) (656 (18.3 )%
Net revenues 803,473 649,535 89,960 (19.2 )%
Operating costs and expenses:
Compensation and benefits
Relationship manager compensation (148,735 ) (144,295 ) (19,985 (3.0 )%
Others (221,371 ) (244,490 ) (33,862 10.4 %
Total compensation and benefits (370,106 ) (388,785 ) (53,847 5.0 %
Selling expenses (96,669 ) (62,332 ) (8,633 (35.5 )%
General and administrative expenses (45,700 ) (71,116 ) (9,849 55.6 %
Reversal of credit losses 5,698 97 13 (98.3 )%
Other operating expenses (30,797 ) (17,146 ) (2,375 (44.3 )%
Government subsidies 12,984 11,233 1,556 (13.5 )%
Total operating costs and expenses (524,590 ) (528,049 ) (73,135 0.7 %
Income from operations 278,883 121,486 16,825 (56.4 )%
Other income:
Interest income 34,388 46,185 6,397 34.3 %
Investment (loss) income (13,583 ) 5,185 718 N.A.
Other income 9,558 3,935 545 (58.8 )%
Total other income 30,363 55,305 7,660 82.1 %
Income before taxes and income from equity in affiliates 309,246 176,791 24,485 (42.8 )%
Income tax expense (69,580 ) (42,686 ) (5,912 (38.7 )%
Income (loss) from equity in affiliates 3,669 (2,242 ) (311 N.A.
Net income 243,335 131,863 18,262 (45.8 )%
Less: net (loss) income attributable to non-controlling interests (875 ) 372 52 N.A.
Net income attributable to Noah shareholders 244,210 131,491 18,210 (46.2 )%
Income per ADS, basic 3.52 1.88 0.26 (46.6 )%
Income per ADS, diluted 3.51 1.88 0.26 (46.4 )%
Margin analysis:
Operating margin 34.7 % 18.7 % 18.7
Net margin 30.3 % 20.3 % 20.3
Weighted average ADS equivalent [1] :
Basic 69,466,932 69,781,578 69,781,578
Diluted 69,517,068 69,788,638 69,788,638
ADS equivalent outstanding at end of period 62,606,724 65,685,535 65,685,535

All values are in US Dollars.

[1] Assumes all outstanding ordinary shares are represented by ADSs. Five ordinary share represents one ADSs.

12
Noah Holdings Limited
Condensed Comprehensive Income Statements
(unaudited)
Three months ended
March 31, <br>2023 March 31,<br><br> 2024 March 31, <br>2024 Change
RMB'000 RMB'000 '000
Net income 243,335 131,863 (45.8 )%
Other comprehensive income, net of tax:
Foreign currency translation adjustments (16,834 ) 53,400 N.A.
Comprehensive income 226,501 185,263 (18.2 )%
Less: Comprehensive loss attributable to non-controlling interests (926 ) (492 ) ) (46.9 )%
Comprehensive income attributable to Noah shareholders 227,427 185,755 (18.3 )%

All values are in US Dollars.

13
Noah Holdings Limited
Supplemental Information
(unaudited)
As of
March 31, <br> 2023 March 31, <br> 2024 Change
Number of registered clients 440,664 457,705 3.9 %
Number of relationship managers 1,327 1,109 (16.4 )%
Three months ended
March 31,<br>  2023 March 31, <br> 2024 Change
(in millions of RMB, except number of active clients and<br><br> percentages)
Number of active clients 11,236 10,391 (7.5 )%
Transaction value:
Private equity products 1,302 1,195 (8.2 )%
Private secondary products 4,288 3,772 (12.0 )%
Mutual fund products 9,975 12,610 26.4 %
Other products 1,233 1,309 6.1 %
Total transaction value 16,798 18,886 12.4 %
14
Noah Holdings Limited
Segment Condensed Income Statements
(unaudited)
Three months ended March 31, 2024
Wealth <br> Management<br> Business Asset <br> Management<br> Business Other <br> Businesses Total
RMB'000 RMB'000 RMB'000 RMB'000
Revenues:
Revenues from others:
One-time commissions 185,255 - - 185,255
Recurring service fees 155,165 - - 155,165
Performance-based income 5,528 - - 5,528
Other service fees 25,711 - 9,249 34,960
Total revenues from others 371,659 - 9,249 380,908
Revenues from funds Gopher manages:
One-time commissions 1,793 34 - 1,827
Recurring service fees 89,719 172,970 - 262,689
Performance-based income 1,039 7,805 - 8,844
Total revenues from funds Gopher manages 92,551 180,809 - 273,360
Total revenues 464,210 180,809 9,249 654,268
Less: VAT related surcharges (1,530 ) (440 ) (2,763 ) (4,733 )
Net revenues 462,680 180,369 6,486 649,535
Operating costs and expenses:
Compensation and benefits
Relationship manager compensation (136,644 ) (7,651 ) - (144,295 )
Other compensations (164,652 ) (61,548 ) (18,290 ) (244,490 )
Total compensation and benefits (301,296 ) (69,199 ) (18,290 ) (388,785 )
Selling expenses (47,547 ) (11,825 ) (2,960 ) (62,332 )
General and administrative expenses (43,641 ) (16,605 ) (10,870 ) (71,116 )
(Reversal of) provision for credit losses (4,735 ) (996 ) 5,828 97
Other operating expenses (7,306 ) (974 ) (8,866 ) (17,146 )
Government subsidies 7,108 4,093 32 11,233
Total operating costs and expenses (397,417 ) (95,506 ) (35,126 ) (528,049 )
Income (loss) from operations 65,263 84,863 (28,640 ) 121,486
15
NoahHoldings Limited
Segment Condensed Income Statements
(unaudited)
Three months ended March 31, 2023
Wealth <br> Management<br> Business Asset <br> Management<br> Business Other <br> Businesses Total
RMB'000 RMB'000 RMB'000 RMB'000
Revenues:
Revenues from others:
One-time commissions 170,571 - - 170,571
Recurring service fees 192,708 - - 192,708
Performance-based income 3,430 - - 3,430
Other service fees 58,480 - 14,386 72,866
Total revenues from others 425,189 - 14,386 439,575
Revenues from funds Gopher manages:
One-time commissions 3,462 2,434 - 5,896
Recurring service fees 107,545 175,927 - 283,472
Performance-based income 52,457 27,868 - 80,325
Total revenues from funds Gopher manages 163,464 206,229 - 369,693
Total revenues 588,653 206,229 14,386 809,268
Less: VAT related surcharges (1,758 ) (1,023 ) (3,014 ) (5,795 )
Net revenues 586,895 205,206 11,372 803,473
Operating costs and expenses:
Compensation and benefits
Relationship manager compensation (143,116 ) (5,619 ) - (148,735 )
Other compensations (139,903 ) (71,535 ) (9,933 ) (221,371 )
Total compensation and benefits (283,019 ) (77,154 ) (9,933 ) (370,106 )
Selling expenses (71,999 ) (21,291 ) (3,379 ) (96,669 )
General and administrative expenses (28,789 ) (11,371 ) (5,540 ) (45,700 )
Reversal of credit losses 3,175 834 1,689 5,698
Other operating expenses (6,938 ) (258 ) (23,601 ) (30,797 )
Government subsidies 5,168 7,812 4 12,984
Total operating costs and expenses (382,402 ) (101,428 ) (40,760 ) (524,590 )
Income (loss) from operations 204,493 103,778 (29,388 ) 278,883
16

Noah Holdings Limited

Supplement Revenue Information  by Geography

(unaudited)

Three months ended March 31, 2024
Wealth <br> Management<br> Business Asset <br> Management<br> Business Other<br><br> Businesses Total
RMB'000 RMB'000 RMB'000 RMB'000
Revenues:
Mainland China 235,422 102,834 9,249 347,505
Overseas 228,788 77,975 306,763
Total revenues 464,210 180,809 9,249 654,268

Noah Holdings Limited

Supplement Revenue Information  by Geography

(unaudited)

Three months ended March 31, 2023
Wealth <br> Management<br> Business Asset <br> Management<br> Business Other<br><br> Businesses Total
RMB'000 RMB'000 RMB'000 RMB'000
Revenues:
Mainland China 350,632 122,891 14,386 487,909
Overseas 238,021 83,338 321,359
Total revenues 588,653 206,229 14,386 809,268
17
Noah Holdings Limited
Reconciliation of GAAP to Non-GAAP Results
(In RMB, except for per ADS data and percentages)
(unaudited) ^4^
Three months ended
March 31, March 31,
2023 2024 Change
RMB'000 RMB'000
Net income attributable to Noah shareholders 244,210 131,491 (46.2 )%
Adjustment for share-based compensation (6,189 ) 36,599 N.A.
Less: Tax effect of adjustments (1,499 ) 6,922 N.A.
Adjusted net income attributable to Noah shareholders (non-GAAP) 239,520 161,168 (32.7 )%
Net margin attributable to Noah shareholders 30.4 % 20.2 %
Non-GAAP net margin attributable to Noah shareholders 29.8 % 24.8 %
Net income attributable to Noah shareholders per ADS, diluted 3.51 1.88 (46.4 )%
Non-GAAP net income attributable to Noah shareholders per ADS, diluted 3.45 2.31 (33.0 )%

^4^ Noah’s Non-GAAP financial measures reflect the respective most directly comparable GAAP financial measures excluding the effects of all forms of share-based compensation and net of relevant tax impact, if any.

18