Zhihu Inc 6-K, filed Jan 3, 2023
Zhihu Inc. (ZH)
About this 6-K
Zhihu Inc filed this 6-K on January 3, 2023.
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 January 2023
Commission File Number: 001-40253
Zhihu Inc.
(Registrant’s Name)
A5 Xueyuan Road
Haidian District, Beijing 100083
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 Form 20-F or Form 40-F.
Form 20-F x Form 40-F ¨
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ¨
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ¨
EXHIBIT INDEX
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.
| Zhihu Inc. | |||
| By | : |
/s/ Yuan Zhou | |
| Name | : | Yuan Zhou | |
| Title | : | Chairman and Chief Executive Officer | |
Date: January 3, 2023
Exhibit 99.1
Zhihu Inc. Appoints New Director and Chief Financial Officer
BEIJING, January 2, 2023—Zhihu Inc. (“Zhihu” or the “Company”) (NYSE: ZH; HKEX: 2390), the operator of Zhihu, a leading online content community in China, today announced that its board of directors has appointed Mr. Henry Dachuan Sha as a Director and the Chief Financial Officer of the Company, effective immediately. Mr. Sha will replace Mr. Wei Sun, who has tendered his resignation from the positions of director and chief financial officer to pursue other business endeavors.
“On behalf of our board and the management team, I would like to thank Wei for his significant contribution to us in the past four years, particularly in our successful listings on the New York Stock Exchange and The Stock Exchange of Hong Kong Limited, and wish him all the best in his future endeavors,” commented Mr. Yuan Zhou, chairman of the board and chief executive officer of the Company. “Meanwhile, we are excited about having Henry onboard. With his impressive professional experience and abundant insights in the internet sector, we are confident that he will be a great addition for Zhihu’s further development.”
Prior to joining Zhihu, Mr. Sha served as the Chief Financial Officer of Quwan Holding Limited between October 2020 and December 2022. From September 2017 to December 2019, Mr. Sha served as the Chief Financial Officer of Huya Inc. (NYSE: HUYA). Before his corporate career, Mr. Sha was a director of Greenwoods Asset Management from May 2015 to August 2017. He also worked at China Media Capital between August 2013 and July 2014. From August 2011 to August 2013, Mr. Sha worked in the Investment Banking Division of Goldman Sachs. Mr. Sha received a bachelor’s degree in electronic engineering and a bachelor’s degree in accounting from Fudan University in the PRC in July 2008 and July 2009, respectively.
About Zhihu Inc.
Zhihu Inc. (NYSE: ZH; HKEX: 2390), the operator of Zhihu, a leading online content community in China where people come to find solutions, make decisions, seek inspiration, and have fun. We have been dedicated to expanding our content and service offerings to enable our users to explore and enjoy “fulfilling content” (有获得感的內容) that broadens horizons, provides solutions, and resonates with minds. Since the initial launch in 2010, we have grown from a Q&A community into one of the top five comprehensive online content communities and the largest Q&A-inspired online content community in China, both in terms of average mobile MAUs and revenue in 2019, 2020, and 2021, according to CIC. For more information, please visit https://ir.zhihu.com.
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. Statements that are not historical facts, including statements about the Company’s beliefs and expectations, are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties, and a number of factors could cause actual results to differ materially from those contained in any forward-looking statement. In some cases, forward-looking statements can be identified by words or phrases such as “may,” “will,” “expect,” “anticipate,” “target,” “aim,” “estimate,” “intend,” “plan,” “believe,” “potential,” “continue,” “is/are likely to,” or other similar expressions. Further information regarding these and other risks, uncertainties or factors is included in the Company’s filings with the United States Securities and Exchange Commission and the Stock Exchange of Hong Kong Limited. All information provided in this press release is as of the date of this press release, and the Company does not undertake any duty to update such information, except as required under applicable law.
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For investor and media inquiries, please contact:
In China:
Zhihu Inc.
Email: ir@zhihu.com
The Piacente Group, Inc.
Helen Wu
Tel: +86-10-6508-0677
Email: zhihu@tpg-ir.com
In the United States:
The Piacente Group, Inc.
Brandi Piacente
Phone: +1-212-481-2050
Email: zhihu@tpg-ir.com
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Exhibit 99.2
Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.
Zhihu Inc.
(A company controlled through weighted voting rights and incorporated in the Cayman Islands with limited liability)
(Stock Code: 2390)
(1) RESIGNATION OF EXECUTIVE DIRECTOR, CHIEF FINANCIAL OFFICER AND AUTHORISED REPRESENTATIVE; AND
(2) APPOINTMENT OF EXECUTIVE DIRECTOR, CHIEF FINANCIAL OFFICER AND AUTHORISED REPRESENTATIVE
RESIGNATION OF EXECUTIVE DIRECTOR, CHIEF FINANCIAL OFFICER AND AUTHORISED REPRESENTATIVE
The board (the “Board”) of directors (the “Directors”, and each a “Director”) of Zhihu Inc. (the “Company”) announces that Mr. Wei Sun (“Mr. Sun”) resigns as an executive Director (the “Executive Director”), the chief financial officer (the “Chief Financial Officer”) and the authorised representative of the Company under Rule 3.05 of the Rules Governing the Listing of Securities on the Stock Exchange of Hong Kong Limited (the “Listing Rules”) and Section 786 of the Hong Kong Companies Ordinance (Cap.622) (the “Authorised Representative”) with effect from December 31, 2022.
Mr. Sun confirmed that (i) he has no disagreement with the Board; and (ii) there is no other matter relating to his resignation that needs to be brought to the attention of the shareholders of the Company or the Stock Exchange of Hong Kong Limited (the “Stock Exchange”).
The Board would like to take this opportunity to express their sincere gratitude to Mr. Sun for his significant contributions to the Company in the past four years.
APPOINTMENT OF EXECUTIVE DIRECTOR, CHIEF FINANCIAL OFFICER AND AUTHORISED REPRESENTATIVE
The Board is pleased to announce the appointment of Mr. Henry Dachuan Sha (“Mr. Sha”) as an Executive Director, the Chief Financial Officer and the Authorised Representative with effect from December 31, 2022.
Set out below is the biographical details of Mr. Sha:
Mr. Sha, aged 37, has been appointed as an Executive Director and Chief Financial Officer since December 2022. Prior to joining the Company, he served as the chief financial officer of Quwan Holding Limited between October 2020 and December 2022. From September 2017 to December 2019, Mr. Sha served as the chief financial officer of Huya Inc. (NYSE: HUYA). Before his corporate career, he served as a director of Greenwoods Asset Management from May 2015 to August 2017. Mr. Sha worked in China Media Capital from August 2013 to August 2014. He worked in the Investment Banking Division of Goldman Sachs from August 2011 to August 2013. Mr. Sha received a bachelor’s degree in electronic engineering and a bachelor’s degree in accounting from Fudan University in the PRC in July 2008 and July 2009, respectively.
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Mr. Sha will enter into a service agreement in respect of his appointment as an Executive Director and the Chief Financial Officer with the Company for an initial fixed term of three years, and such appointment will continue thereafter unless terminated in accordance with the terms of the agreement. Pursuant to the articles of association of association of the Company, Mr. Sha shall hold office only until the first general meeting of the Company and then shall be eligible for re-election at such meeting. Mr. Sha is entitled to a remuneration of HK$200,000 per month, which is determined with reference to his duties, responsibilities and experience.
Save as disclosed above, Mr. Sha (i) does not hold any other positions with the Company or any members of the Group; (ii) does not have any relationship with any Directors, senior management or substantial shareholders or the controlling shareholders (has the meaning as defined under the Listing Rules) of the Company; (iii) does not have any interest in the shares of the Company within the meaning of Part XV of the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong); and (iv) has not held any other directorships in any other listed public companies in the last three years as of the date of this announcement.
Saved as disclosed above, as of the date of this announcement, there was no other information required to be disclosed pursuant to any of the requirements of Rule 13.51(2)(h) to (v) of the Listing Rules and there are no other matters relating to the proposed appointment of Mr. Sha as an Executive Director that need to be brought to the attention of the shareholders of the Company.
| By order of the Board | |
| Zhihu Inc. | |
| Yuan Zhou | |
| Chairman |
Hong Kong, January 2, 2023
As of the date of this announcement, the Board comprises Mr. Yuan Zhou, Mr. Dahai Li and Mr. Henry Dachuan Sha as Executive Directors, Mr. Zhaohui Li and Mr. Dingjia Chen as non-Executive Directors, and Mr. Hanhui Sam Sun, Ms. Hope Ni, and Mr. Derek Chen as independent non-Executive Directors.
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