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6-K

Noah Holdings Ltd (NOAH)

6-K 2024-11-26 For: 2024-11-26
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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 TORULE13a-16 OR 15d-16 UNDERTHE SECURITIES EXCHANGE ACT OF 1934

Forthe month of November 2024

CommissionFile Number**: 001-34936**

Noah Holdings Limited

(Registrant’s name)

No. 1226, South Shenbin Road, MinhangDistrict,

Shanghai, People’s Republic of China

+86 (21) 8035-8292

(Address of principal executive office)

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 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: November 26, 2024

Exhibit 99.1

N****OAHHOLDINGS LIMITED ANNOUNCES UNAUDITED

FINANCIAL RESULTSFOR THE THIRD QUARTER OF 202****4

SHANGHAI, November 27, 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 third quarter of 2024.

THIRD QUARTER 2024 FINANCIAL HIGHLIGHTS

Net revenues for the third quarter of 2024 were RMB683.7 million (US$97.4 million), an 8.8%<br> decrease from the corresponding period in 2023, primarily due to a 33.0% decrease in net<br> revenues from mainland China, which was partially offset by a 28.9% increase in net revenues<br> from overseas.

Net revenues from mainland China for the third quarter of 2024 were RMB306.8 million (US$43.7 million), a 33.0% decrease from the corresponding period in 2023, primarily due to decreases of 89.9% in revenue from distribution of domestic insurance products and 17.3% in revenue from recurring service fees from RMB private equity products.

Net revenues from overseas for the third quarter of 2024 were RMB376.9 million (US$53.7 million), a 28.9% increase from the corresponding period in 2023, primarily due to increases of 42.5% in revenue from offshore investment products and 42.4% in revenue from insurance products, which were partially offset by a 38.8% decrease in revenue from other services provided to offshore high-net-worth investors.

Net Revenues by segment is as follows:

(RMB millions,<br> <br>except percentages) Q3 2023 Q3 2024 YoY Change
Wealth management 548.8 465.0 (15.3 )%
Asset management 191.4 208.9 9.2 %
Other businesses 9.8 9.8 (0.7 )%
Total net revenues 750.0 683.7 (8.8 )%

Net Revenues by geography is as follows:

(RMB millions,<br> <br>except percentages) Q3 2023 Q3 2024 YoY Change
Mainland China 457.7 306.8 (33.0 )%
Overseas 292.3 376.9 28.9 %
Total net revenues 750.0 683.7 (8.8 )%
· Income from operations for the third quarter of 2024 was RMB240.8 million (US$34.3 million),<br> a 3.2% decrease from the corresponding period in 2023, mainly due to the 8.8% decrease in<br> net revenues, which was partially offset by an 11.6% decrease in operating costs and expenses<br> driven by various cost control measures. Income from operations increased by 79.7% sequentially<br> for the third quarter of 2024, primarily due to an 11.0% increase in net revenues and an<br> 8.1% decrease in operating costs and expenses.
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1

Income from operations by segment is as follows:

(RMB millions,<br> <br>except percentages) Q3 2023 Q3 2024 YoY Change
Wealth management 154.5 138.9 (10.1 )%
Asset management 106.5 122.5 15.0 %
Other businesses (12.1 ) (20.6 ) 70.5 %
Total income from operations 248.9 240.8 (3.2 )%
· Net income attributable to Noah shareholders for the third quarter of 2024 was RMB134.4 million<br> (US$19.2 million), a 42.4% decrease from the corresponding period in 2023, mainly due to<br> (i) a 3.2% decrease in income from operations; (ii) approximately RMB43.6 million<br> in unrealized USD-denominated foreign exchange losses; and (iii) a one-off 30.0% increase<br> in income tax expenses associated with a dividend withholding tax for offshore dividend payments<br> from PRC subsidiaries. Net income attributable to Noah shareholders increased by 34.7% sequentially<br> in the third quarter of 2024, mainly due to a 79.7% increase in income from operations.
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· Non-GAAP^1^net income attributable to Noah shareholders for the third quarter of 2024<br> was RMB150.5 million (US$21.4 million), a 35.2% decrease from the corresponding period in<br> 2023 and a 41.9% increase from the second quarter of 2024.
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THIRD 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 September 30, 2024, was 460,380, a 1.8% increase<br> from September 30, 2023, and a 0.3% increase from June 30, 2024. Among registered<br> clients as of September 30, 2024, the number of overseas registered clients was 17,287,<br> a 20.9% increase from September 30, 2023, and a 3.0% increase from June 30, 2024.
· Total number of active clients^2^ for the third<br> quarter of 2024 was 7,857, a decrease of 17.2% from the third quarter of 2023 and a 9.0%<br> decrease from the second quarter of 2024. Among active clients during the third quarter of<br> 2024, the number of overseas active clients was 3,139, a 37.4% increase from the third quarter<br> of 2023, and a 3.2% decrease from the second quarter of 2024.
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· Aggregate value of investment products distributed during the third quarter of 2024 was RMB14.3<br> billion (US$2.0 billion), a 36.1% decrease from the corresponding period in 2023, mainly<br> due to a 42.1% decrease in distribution of mutual fund products. The aggregate value of investment<br> products distributed decreased by 1.1% sequentially, mainly due to a decrease in distribution<br> of private secondary products. Among the investment products distributed during the third<br> quarter of 2024, Noah distributed RMB7.8 billion (US$1.1 billion) of overseas investment<br> products, an 11.4% increase from the corresponding period of 2023, primarily due to a 76.7%<br> increase in distribution of overseas 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 clients who purchase investment products distributed or receive services provided by the Company during that given period.

2

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

Product type Three<br> months ended September 30,
2023 2024
(RMB in billions, except percentages)
Mutual fund products 14.9 66.9 % 8.6 60.6 %
Private secondary products 5.7 25.4 % 3.6 25.0 %
Private equity products 0.7 3.1 % 1.1 7.5 %
Other<br> products**^3^** 1.0 4.6 % 1.0 6.9 %
All products 22.3 100.0 % 14.3 100.0 %

The aggregate value of investmentproducts distributed, categorized by geography, is as follows**:**

Type of products in mainland China Three<br> months ended September 30,
2023 2024
(RMB in billions, except percentages)
Mutual fund products 12.9 84.0 % 5.2 80.2 %
Private secondary products 1.8 11.4 % 0.8 12.3 %
Private equity products - 0.3 % - 0.0 %
Other products 0.7 4.3 % 0.5 7.5 %
All products in mainland China 15.4 100.0 % 6.5 100.0 %
Type of overseas products Three<br> months ended September 30,
--- --- --- --- --- --- --- --- ---
2023 2024
(RMB in billions, except percentages)
Mutual fund products 2.0 28.1 % 3.4 44.6 %
Private secondary products 3.9 56.2 % 2.8 35.7 %
Private equity products 0.7 10.8 % 1.1 13.7 %
Other products 0.3 4.9 % 0.5 6.0 %
All Overseas products 6.9 100.0 % 7.8 100.0 %
· Coverage network in mainland China included 13 cities as of September 30, 2024, compared<br> with 59 cities as of September 30, 2023, and 15 cities as of June 30, 2024, primarily<br> due to the continued streamlining of the Company’s coverage network.
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· Aggregate number of overseas relationship managers was 146 as of September 30, 2024, an increase<br> of 89.6% from September 30, 2023, and 29.2% from June 30, 2024.
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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, and Olive Asset Management Co., Ltd. (“Olive Asset Management”), the Company’s recently launched overseas asset management brand focused on providing global investment solutions with offices in Hong Kong and the United States. Gopher Asset Management and Olive Asset Management develop and manage assets ranging from private equity, real estate, public securities to multi-strategy investments denominated in RMB, USD and other currencies.

^3^ “Other products” refers to other investment products, which includes insurance products, multi-strategies products and others.

3
· Total assets under management as of September 30, 2024, were RMB150.1 billion (US$21.4<br> billion), a 2.5% decrease from June 30, 2024, and a 3.1% decrease from September 30,<br> 2023, mainly due to exits in RMB private equity investment products and exchange rate fluctuations<br> affecting the value of overseas assets under management.

Mainland China assets under management as of September 30, 2024, were RMB110.6 billion (US$15.8 billion), compared with RMB119.5 billion as of September 30, 2023, and RMB114.9 billion as of June 30, 2024.

Overseas assets under management as of September 30, 2024, were RMB39.5 billion (US$5.6 billion), compared with RM35.4 billion as of September 30, 2023, and RMB39.1 billion as of June 30, 2024.

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

Investment type As of <br><br> June 30, <br> 2024 Growth Allocation/<br><br> Redemption As of<br><br> September 30, <br> 2024
(RMB billions, except percentages)
Private equity 133.0 86.4 % 0.5 3.4<br> ^4^ **** 130.1 86.7 %
Public<br> securities**^5^** 10.4 6.7 % 2.3 2.8 9.9 6.6 %
Real estate 5.8 3.8 % - 0.3 5.5 3.7 %
Multi-strategies 4.2 2.7 % - 0.1 4.1 2.7 %
Others 0.6 0.4 % - 0.1 0.5 0.3 %
All Investments 154.0 100.0 % 2.8 6.7 150.1 100.0 %

Total assets under management, categorized by geography, are asfollows:

Mainland China Investment type As of <br><br> June 30, <br> 2024 Growth Allocation/<br> <br>Redemption As of<br><br> September 30, <br> 2024
(RMB billions, except percentages)
Private equity 103.4 90.1 % - 3.3 100.1 90.5 %
Public securities 6.0 5.2 % 0.5 1.0 5.5 5.0 %
Real estate 2.4 2.1 % - 0.2 2.2 2.0 %
Multi-strategies 2.5 2.1 % - 0.2 2.3 2.0 %
Others 0.6 0.5 % - 0.1 0.5 0.5 %
All Investments 114.9 100.0 % 0.5 4.8 110.6 100.0 %

^4^ The asset allocation/redemption of overseas investment products includes the fluctuation result of foreign currencies exchange rate.

^5^ The asset allocation/redemption of public securities also includes market appreciation or depreciation.

4
Overseas<br> <br>Investment type As of<br> <br>June 30,  2024 Growth Allocation/<br> <br>Redemption As of<br><br> September 30, <br> 2024
(RMB billions, except percentages)
Private equity 29.6 75.5 % 0.5 0.1 30.0 75.9 %
Public securities 4.4 11.2 % 1.8 1.8 4.4 11.1 %
Real estate 3.4 8.7 % - 0.1 3.3 8.4 %
Multi-strategies 1.7 4.6 % - (0.1 ) 1.8 4.6 %
All Investments 39.1 100.0 % 2.3 1.9 39.5 100.0 %

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, “I’m pleased to report a significant sequential rebound in net revenues, operating margin, and net income as the pace of our overseas expansion gains momentum and client demand for global asset allocation strengthens. Net revenues from overseas grew by 28.9% year-over-year, bolstered by ongoing investments to expand our global footprint. Our team of relationship managers directly supporting this expansion grew to 146 professionals, an increase of 89.6% year-over-year and 29.2% sequentially. We also opened our Japan office during the quarter to attract local Mandarin-speaking clients and are actively evaluating opportunities in other key potential markets such as Canada, Australia, Southeast Asia, and Europe, to capitalize on this momentum. While sluggish domestic markets continue to pose challenges, we are encouraged by initial signs of a recovery and improving client sentiment, driven by recent policies aimed at supporting the broader economy. We remain confident in the substantial potential for wealth management services tailored to global Mandarin-speaking high-net-worth investors, many of whom are currently underserved by local financial institutions. This presents us with significant opportunities to acquire new clients through our competitive global investment solutions and renowned service standards."

5

THIRD QUARTER 2024 FINANCIAL RESULTS

Net Revenues

Net revenues for the third quarter of 2024 were RMB683.7 million (US$97.4 million), an 8.8% decrease from the corresponding period in 2023.

· Wealth Management Business
· Net revenues from one-time commissions for the third quarter of 2024 were RMB175.1 million<br> (US$25.0 million), an 11.8% decrease from the corresponding period in 2023, primarily due<br> to a decrease in distribution of domestic insurance products.
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· Net revenues from recurring service fees for the third quarter of 2024 were RMB251.0 million<br> (US$35.8 million), a 10.3% decrease from the corresponding period in 2023, primarily due<br> to a decrease in recurring service fees from private secondary products and private equity<br> products associated with the decrease in assets under management in mainland China.
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· Net revenues from performance-based income for the third quarter of 2024 were RMB3.0 million<br> (US$0.4 million), a 65.8% decrease from the corresponding period of 2023, primarily due to<br> a decrease in performance-based income from private secondary products.
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· Net revenues from other service fees for the third quarter of 2024 were RMB35.9 million (US$5.1<br> million), a 41.7% decrease from the corresponding period in 2023, primarily due to a decrease<br> in the value-added services offered to high-net-worth clients.
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· Asset Management Business
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· Net revenues from recurring service fees for the third quarter of 2024 were RMB150.6 million<br> (US$21.5 million), a 19.1% decrease from the corresponding period in 2023, primarily due<br> to a decrease in recurring service fees generated from RMB private equity products.
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· Net revenues from performance-based income for the third quarter of 2024 were RMB58.0 million<br> (US$8.3 million), a substantial increase from the corresponding period in 2023, primarily<br> due to an increase in performance-based income realized from offshore private equity products.
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· Other Businesses
--- ---
· Net revenues for the third quarter of 2024 were RMB9.8 million (US$1.4 million), remaining<br> flat compared with the corresponding period in 2023.
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Operating Costs and Expenses

Operating costs andexpenses for the third quarter of 2024 were RMB442.9 million (US$63.1 million), an 11.6% decrease from the corresponding period in 2023. Operating costs and expenses primarily consisted of (i) compensation and benefits of RMB310.0 million (US$44.2 million); (ii) selling expenses of RMB65.9 million (US$9.4 million); (iii) general and administrative expenses of RMB72.3 million (US$10.3 million); (iv) provision for of credit losses of RMB5.4 million (US$0.8 million); and (v) other operating expenses of RMB12.9 million (US$1.8 million).

· Operating costs and expenses for the wealth management business for the third quarter of 2024 were<br> RMB326.1 million (US$46.5 million), a 17.3% decrease from the corresponding period in 2023,<br> primarily due to decreases of 23.5% in compensation and benefits and 48.6% in selling expenses.
· Operating costs and expenses for the asset management business for the third quarter of 2024 were<br> RMB86.4 million (US$12.3 million), a 1.8% increase from the corresponding period in 2023.
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6
· Operating costs and expenses for other businesses for the third quarter of 2024 were RMB30.4 million<br> (US$4.3 million), compared with RMB21.9 million from the corresponding period in 2023.

Operating Margin

Operating margin for the third quarter of 2024 was 35.2%, compared with 33.2% for the corresponding period in 2023.

· Operating margin for the wealth management business for the third quarter of 2024 was 29.9%, compared<br> with 28.2% for the corresponding period in 2023.
· Operating margin for the asset management business for the third quarter of 2024 was 58.6%, compared<br> with 55.6% for the corresponding period in 2023.
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· Loss from operation for other businesses for the third quarter of 2024 was RMB20.6 million<br> (US$2.9 million), compared with an operating loss of RMB12.1 million for the corresponding<br> period in 2023.
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Interest Income

Interest income for the third quarter of 2024 was RMB28.4 million (US$4.0 million), a 34.6% decrease from the corresponding period in 2023.

Investment Income

Investment income for the third quarter of 2024 was RMB16.3 million (US$2.3 million), compared with RMB9.6 million for the corresponding period in 2023.

Income Tax Expenses

Income tax expense****sfor the third quarter of 2024 were RMB89.0 million (US$12.7 million), a 30.0% increase from the corresponding period in 2023, primarily due to an increase in income tax expenses associated with a dividend withholding tax for offshore dividend payments from PRC subsidiaries.

Net Income

· Net Income
· Net income for the third quarter of 2024 was RMB137.8 million (US$19.6 million), a 40.6%<br> decrease from the corresponding period in 2023.
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· Net margin for the third quarter of 2024 was 20.2%, compared with 30.9% for the corresponding<br> period in 2023.
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· Net income attributable to Noah shareholders for the third quarter of 2024 was RMB134.4 million<br> (US$19.2 million), a 42.4% decrease from the corresponding period in 2023.
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· Net margin attributable to Noah shareholders for the third quarter of 2024 was 19.7%, compared<br> with 31.1% for the corresponding period in 2023.
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· Net income attributable to Noah shareholders per basic and diluted ADS for the third quarter<br> of 2024 was RMB1.91 (US$0.27) and RMB1.91 (US$0.27), respectively, compared with RMB3.36<br> and RMB3.36 respectively, for the corresponding period in 2023.
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· Non-GAAP Net Income Attributable to Noah Shareholders
--- ---
· Non-GAAP net income attributable to Noah shareholders for the third quarter of 2024 was RMB150.5<br> million (US$21.4 million), a 35.2% decrease from the corresponding period in 2023.
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7
· Non-GAAP net margin attributable to Noah shareholders for the third quarter of 2024 was 22.0%,<br> compared with 31.0% for the corresponding period in 2023.
· Non-GAAP net income attributable to Noah shareholders per diluted ADS for the third quarter of<br> 2024 was RMB2.14 (US$0.30), down from RMB3.35 for the corresponding period in 2023.
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Balance Sheet and Cash Flow

As of September 30, 2024, the Company had RMB3,435.8 million (US$489.6 million) in cash and cash equivalents, compared with RMB4,604.9 million as of June 30, 2024 and RMB4,959.6 million as of September 30, 2023. The sequential decrease in cash and cash equivalents was primarily due to the payment of dividends in the amount of RMB1,007.9 million (US$143.6 million) to shareholders and a reclassification of a short-term time deposit in the amount of RMB252.7 million (US$36.0 million) from cash and cash equivalents to short-term investments.

Net cash inflow from the Company’s operating activities during the third quarter of 2024 was RMB237.2 million (US$33.8 million), mainly due to cash inflow generated from net income from operations.

Net cash outflow from the Company’s investing activities during the third quarter of 2024 was RMB53.7 million (US$7.7 million), mainly due to cash used for long-term investments.

Net cash outflow from the Company’s financing activities was RMB1,010.8 million (US$144.0 million) in the third quarter of 2024, primarily due to payment of the final dividend to the Company’s shareholders.

CONFERENCE CALL

The Company’s senior management will host an earnings conference call to discuss its Q3 Results and recent business activities. Details of the conference call are as follows:

Conference title: Noah Holdings 3Q24 Earnings Conference Call
Date/Time: Tuesday, November 26, 2024, at 7:00 p.m., U.S. Eastern<br> Time Wednesday, November 27, 2024, at 8:00 a.m., Hong Kong Time
Dial<br> in:
–<br> Hong Kong Toll Free: 800-963976
–<br> United States Toll Free: 1-888-317-6003
–<br> Mainland China Toll Free: 4001-206115
–<br> International Toll: 1-412-317-6061
Participant<br> Password: 5468333

A telephone replay will be available starting approximately one hour after the end of the conference until December 3, 2024 at 1-877-344-7529 (US Toll Free) and 1-412-317-0088 (International Toll) with the access code 6914431.

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

8

DISCUSSION OF 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.

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.

In the first nine months of 2024, Noah distributed RMB47.6 billion (US$6.8 billion) of investment products. Through Gopher Asset Management and Olive Asset Management, Noah had assets under management of RMB150.1 billion (US$21.4 billion) as of September 30, 2024.

Noah's wealth management business primarily distributes private equity, public securities and insurance products denominated in RMB and other currencies. Noah's network covers major cities in mainland China, as well as Hong Kong (China), New York, Silicon Valley, Singapore, and Los Angeles. The Company’s wealth management business had 460,380 registered clients as of September 30, 2024. Through Gopher Asset Management and Olive Asset Management, Noah manages private equity, public securities, real estate, multi-strategy and other investments denominated in RMB and other currencies. The Company also operates other services.

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

FOREIGN CURRENCY TRANSLATION

In this announcement, the unaudited financial results for the third quarter of 2024 ended September 30, 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 RMB7.0176 to US$1.00, the effective noon buying rate for September 30, 2024 as set forth in the H.10 statistical release of the Federal Reserve Board.

9

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 report 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 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

NoahHoldings Limited

CondensedConsolidated Balance Sheets

(unaudited)

As of
June 30, September 30, September 30,
2024 2024 2024
RMB'000 RMB'000 '000
Assets
Current assets:
Cash and cash equivalents 4,604,946 3,435,758
Restricted cash 4,574 5,786
Short-term investments 1,287,400 1,297,914
Accounts receivable, net 429,417 460,076
Amounts due from related parties 444,937 468,264
Loans receivable, net 207,122 179,089
Other current assets 226,332 246,451
Total current assets 7,204,728 6,093,338
Long-term investments, net 742,322 960,572
Investment in affiliates 1,445,356 1,404,501
Property and equipment, net 2,416,072 2,395,438
Operating lease right-of-use assets,<br> net 102,301 121,435
Deferred tax assets 400,401 400,447
Other non-current<br> assets 155,825 145,394
Total Assets 12,467,005 11,521,125
Liabilities and Equity
Current liabilities:
Accrued payroll and welfare expenses 346,543 270,282
Income tax payable 76,318 130,136
Deferred revenues 73,857 76,867
Dividend payable 1,018,000 -
Contingent liabilities 475,777 459,436
Other current liabilities 420,527 437,260
Total current liabilities 2,411,022 1,373,981
Deferred tax liabilities 245,609 243,466
Operating lease liabilities, non-current 55,043 77,652
Other non-current<br> liabilities 24,980 22,985
Total Liabilities 2,736,654 1,718,084
Equity 9,730,351 9,803,041
Total Liabilities and Equity 12,467,005 11,521,125

All values are in US Dollars.

11

NoahHoldings Limited

CondensedConsolidated Income Statements

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

(unaudited)

Three<br> months ended
September 30, September 30, September 30,
2023 2024 2024 Change
RMB'000 RMB'000 '000
Revenues:
Revenues from others:
One-time<br> commissions 199,286 170,023 (14.7 )%
Recurring<br> service fees 171,408 166,138 (3.1 )%
Performance-based<br> income 8,440 2,974 (64.8 )%
Other<br> service fees 74,355 48,764 (34.4 )%
Total revenues from others 453,489 387,899 (14.5 )%
Revenues from funds Gopher manages:
One-time<br> commissions 32 6,014 18693.8 %
Recurring<br> service fees 295,982 236,638 (20.0 )%
Performance-based<br> income 5,543 58,151 949.1 %
Total revenues from funds Gopher manages 301,557 300,803 (0.3 )%
Total revenues 755,046 688,702 (8.8 )%
Less: VAT related surcharges (5,088 ) (5,016 ) ) (1.4 )%
Net revenues 749,958 683,686 (8.8 )%
Operating costs and expenses:
Compensation and benefits
Relationship<br> managers (185,748 ) (137,082 ) ) (26.2 )%
Others (215,047 ) (172,902 ) ) (19.6 )%
Total compensation and<br> benefits (400,795 ) (309,984 ) ) (22.7 )%
Selling expenses (119,707 ) (65,939 ) ) (44.9 )%
General and administrative<br> expenses (67,407 ) (72,250 ) ) 7.2 %
Reversal of (Provision<br> for) credit losses 525 (5,416 ) ) N.A.
Other operating expenses (18,982 ) (12,859 ) ) (32.3 )%
Government subsidies 105,297 23,576 (77.6 )%
Total operating costs and expenses (501,069 ) (442,872 ) ) (11.6 )%
Income from operations 248,889 240,814 (3.2 )%
Other income:
Interest income 43,465 28,416 (34.6 )%
Investment income 9,640 16,334 69.4 %
Other income (expenses) 2,446 (43,577 ) ) N.A.
Total other income 55,551 1,173 (97.9 )%
Income before taxes and income from equity in affiliates 304,440 241,987 (20.5 )%
Income tax expense (68,499 ) (89,036 ) ) 30.0 %
Loss from equity in affiliates (3,897 ) (15,184 ) ) 289.6 %
Net income 232,044 137,767 (40.6 )%
Less: net (loss) gain attributable to non-controlling<br> interests (1,282 ) 3,351 N.A.
Net income attributable to Noah shareholders 233,326 134,416 (42.4 )%
Income per ADS, basic 3.36 1.91 (43.2 )%
Income per ADS, diluted 3.36 1.91 (43.2 )%
Margin analysis:
Operating margin 33.2 % 35.2 % %
Net margin 30.9 % 20.2 % %
Weighted average ADS equivalent^[1]^:
Basic 69,472,282 70,334,784
Diluted 69,485,287 70,396,502
ADS equivalent outstanding at end of period 63,154,215 65,824,608

All values are in US Dollars.

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

12

Noah Holdings Limited

CondensedComprehensive Income Statements

(unaudited)

Three months<br> ended
September 30, September 30, September 30,
2023 2024 2024 Change
RMB'000 RMB'000 '000
Net income 232,044 137,767 19,630 (40.6 )%
Other comprehensive income, net of tax:
Foreign currency<br> translation adjustments 21,405 (92,022 ) (13,113 N.A.
Comprehensive income 253,449 45,745 6,517 (82.0 )%
Less: Comprehensive<br> (loss) income attributable to non-controlling interests (1,169 ) 4,822 687 N.A.
Comprehensive income attributable to Noah shareholders 254,618 40,923 5,830 (83.9 )%

All values are in US Dollars.

13

Noah Holdings Limited

SupplementalInformation

(unaudited)

As of
September 30,<br><br> 2023 September 30,<br><br> 2024 Change
Number of registered clients 452,222 460,380 1.8 %
Three months<br> ended
--- --- --- --- --- --- --- ---
September 30,<br><br>  2023 September 30,<br><br> 2024 Change
(in millions of RMB, except<br> number of active clients and percentages)
Number of active clients 9,489 7,857 (17.2 )%
Transaction value:
Private equity products 693 1,070 54.3 %
Private secondary products 5,670 3,560 (37.2 )%
Mutual fund products 14,929 8,651 (42.1 )%
Other products 1,024 977 (4.5 )%
Total transaction value 22,316 14,258 (36.1 )%
14

NoahHoldings Limited

SegmentCondensed Income Statements

(unaudited)

Three months<br> ended September 30, 2024
Wealth <br><br> Management<br> Business Asset <br><br> Management<br> Business Other <br><br> Businesses Total
RMB'000 RMB'000 RMB'000 RMB'000
Revenues:
Revenues from others
One-time commissions 170,023 - - 170,023
Recurring service fees 166,138 - - 166,138
Performance-based income 2,974 - - 2,974
Other service<br> fees 36,087 - 12,677 48,764
Total revenues<br> from others 375,222 - 12,677 387,899
Revenues from funds Gopher manages
One-time commissions 5,776 238 - 6,014
Recurring service fees 85,850 150,788 - 236,638
Performance-based<br> income 50 58,101 - 58,151
Total revenues from funds Gopher manages 91,676 209,127 - 300,803
Total revenues 466,898 209,127 12,677 688,702
Less: VAT related<br> surcharges (1,881 ) (208 ) (2,927 ) (5,016 )
Net revenues 465,017 208,919 9,750 683,686
Operating costs and expenses:
Compensation and benefits
Relationship managers (129,395 ) (7,687 ) - (137,082 )
Others (118,388 ) (47,556 ) (6,958 ) (172,902 )
Total compensation and benefits (247,783 ) (55,243 ) (6,958 ) (309,984 )
Selling expenses (48,392 ) (11,704 ) (5,843 ) (65,939 )
General and administrative expenses (45,766 ) (17,500 ) (8,984 ) (72,250 )
Provision for credit losses (1,758 ) (2,203 ) (1,455 ) (5,416 )
Other operating expenses (5,708 ) (22 ) (7,129 ) (12,859 )
Government subsidies 23,350 226 - 23,576
Total operating costs and expenses (326,057 ) (86,446 ) (30,369 ) (442,872 )
Income (loss) from operations 138,960 122,473 (20,619 ) 240,814
15

NoahHoldings Limited

SegmentCondensed Income Statements

(unaudited)

Three months<br> ended September 30, 2023
Wealth<br> Management<br><br> Business Asset<br><br> Management<br> Business Other <br><br> Businesses Total
RMB'000 RMB'000 RMB'000 RMB'000
Revenues:
Revenues from others
One-time commissions 199,286 - - 199,286
Recurring service fees 171,408 - - 171,408
Performance-based income 8,440 - - 8,440
Other service<br> fees 61,915 - 12,440 74,355
Total revenues<br> from others 441,049 - 12,440 453,489
Revenues from funds Gopher manages
One-time commissions - 32 - 32
Recurring service fees 109,368 186,614 - 295,982
Performance-based<br> income 405 5,138 - 5,543
Total revenues from funds Gopher manages 109,773 191,784 - 301,557
Total revenues 550,822 191,784 12,440 755,046
Less: VAT related surcharges (2,074 ) (389 ) (2,625 ) (5,088 )
Net revenues 548,748 191,395 9,815 749,958
Operating costs and expenses:
Compensation and benefits
Relationship managers (179,854 ) (5,894 ) - (185,748 )
Others (144,256 ) (64,041 ) (6,750 ) (215,047 )
Total compensation and benefits (324,110 ) (69,935 ) (6,750 ) (400,795 )
Selling expenses (94,088 ) (18,723 ) (6,896 ) (119,707 )
General and administrative expenses (53,401 ) (9,217 ) (4,789 ) (67,407 )
(Provision for) reversal of credit<br> losses (894 ) (400 ) 1,819 525
Other operating expenses (11,677 ) (298 ) (7,007 ) (18,982 )
Government subsidies 89,925 13,656 1,716 105,297
Total operating costs and expenses (394,245 ) (84,917 ) (21,907 ) (501,069 )
Income (loss) from operations 154,503 106,478 (12,092 ) 248,889
16

NoahHoldings Limited

SupplementRevenue Information by Geography

(unaudited)

Three months<br> ended September 30, 2024
Wealth <br><br> Management<br> Business Asset <br><br> Management<br> Business Other<br><br> Businesses Total
RMB'000 RMB'000 RMB'000 RMB'000
Revenues:
Mainland China 225,569 73,589 12,677 311,835
Overseas 241,329 135,538 - 376,867
Total revenues 466,898 209,127 12,677 688,702
Three months<br> ended September 30, 2023
--- --- --- --- --- --- --- --- ---
Wealth <br><br> Management<br> Business Asset <br><br> Management<br> Business Other<br><br> Businesses Total
RMB'000 RMB'000 RMB'000 RMB'000
Revenues:
Mainland China 333,911 116,355 12,440 462,706
Overseas 216,911 75,429 - 292,340
Total revenues 550,822 191,784 12,440 755,046
17

NoahHoldings Limited

SupplementRevenue Information by Product Types

(unaudited)

Three months<br> ended
September 30,<br><br>  2023 September 30, <br><br> 2024 Change
(in thousands of RMB, except percentages)
Mainland China:
Public securities products [1] 137,967 108,038 (21.7 )%
Private equity products 218,502 180,636 (17.3 )%
Insurance products 85,445 8,617 (89.9 )%
Others 20,792 14,544 (30.1 )%
Subtotal 462,706 311,835 (32.6 )%
Overseas:
Investment products [2] 134,209 191,200 42.5 %
Insurance products 101,754 144,942 42.4 %
Online business [3] 2,706 7,865 190.7 %
Others 53,671 32,860 (38.8 )%
Subtotal 292,340 376,867 28.9 %
Total revenues 755,046 688,702 (8.8 )%

[1] Includes mutual funds and private secondary products.

[2] Includes non-money market mutual fund products, discretionary products, private secondary products, private equity products, real estate products and private credit products.

[3] Includes money market mutual fund products, securities brokerage business.

18

NoahHoldings Limited

SupplementInformation of Overseas Business

(unaudited)

Three months<br> ended
September 30,<br><br> 2023 September 30, <br><br> 2024 Change
Net Revenues from Overseas (RMB, million) 292.3 376.9 28.9 %
Number of Overseas Registered Clients 14,296 17,287 20.9 %
Number of Overseas Active Clients 2,284 3,139 37.4 %
Transaction Value of Overseas Investment Products (RMB, billion) 7.0 7.8 11.4 %
Number of Overseas Relationship Managers 77 146 89.6 %
Overseas Assets Under Management (RMB, billion) 35.4 39.5 11.6 %
19

Noah Holdings Limited

Reconciliationof GAAP to Non-GAAP Results

(InRMB, except for per ADS data and percentages)

(unaudited)

Three months<br> ended
September 30, September 30,
2023 2024 Change
RMB'000 RMB'000
Net income attributable to Noah shareholders 233,326 134,416 (42.4 )%
Adjustment for share-based compensation (1,161 ) 19,846 N.A.
Less: tax effect of adjustments (281 ) 3,745 N.A.
Adjusted net income attributable to Noah shareholders (non-GAAP) 232,446 150,517 (35.2 )%
Net margin attributable to Noah shareholders 31.1 % 19.7 %
Non-GAAP net margin attributable to Noah shareholders 31.0 % 22.0 %
Net income attributable to Noah shareholders per ADS, diluted 3.36 1.91 (43.2 )%
Non-GAAP net income attributable to Noah shareholders per<br> ADS, diluted 3.35 2.14 (36.1 )%
20