{"url_path":"/sec/bq/10-k/2026/item-6","section_key":"item-6","section_title":"Item 6 DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES**","topic":"sec","document":{"doc_type":"20-F","doc_date":"2026-07-13","source_url":"https://www.sec.gov/Archives/edgar/data/1815021/0001213900-26-077593-index.html","accession_number":"0001213900-26-077593","cik":"0001815021","ticker":"BQ","issuer_name":"Boqii Holding Ltd","edgar_url":"https://www.sec.gov/Archives/edgar/data/1815021/0001213900-26-077593-index.html","primary_entity_key":"0001815021","primary_entity_name":"Boqii Holding Ltd"},"word_count":4731,"has_tables":true,"body_markdown":"**ITEM 6. DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES**\n\n** **\n\n**6.A. Directors and Senior Management**\n\n \n\nThe following table sets forth information regarding\nour executive officers and directors as of the date of this annual report.\n\n \n\n**Directors and Executive Officers**\n \n**Age**\n \n**Position/Title**\n\nHao (Louis) Liang\n \n47\n \nDirector, Chairman and Chief Executive Officer\n\nYingzhi (Lisa) Tang\n \n46\n \nDirector, Co-Chief Executive Officer and Chief Financial Officer\n\nGuangyu Luo\n \n48\n \nIndependent Director\n\nSu Zhang\n \n53\n \nIndependent Director\n\n* *\n\n*Hao (Louis) Liang*has\nserved as our Director, Chairman and Chief Executive Officer since 2012, and is currently in charge of our overall strategic planning\nand management. Mr. Liang has 15 years of experience in management and strategy, and deep understanding of internet, pet and media industries.\nPrior to joining us, Mr. Liang was the chief operational officer of PPLive Inc., director of Tencent Video and one of the earliest product\nmanagers of QQ. Mr. Liang obtained his bachelor’s degree in computer science from Guilin Electronic Technology University.\n\n* *\n\n*Yingzhi (Lisa) Tang*has\nserved as our Director and our co-Chief Executive Officer and Chief Financial Officer since 2012, and is currently in charge of our private\nlabels business, online community, MCN & content marketing, external cooperation and human resources management. Ms. Tang has 14 years\nof experience in internet, pet, media industries and expertise in financial investment and mergers and acquisitions. Prior to joining\nus, Ms. Tang was the marketing director of PPLive Inc. and the head of Tencent’s business services department. Ms. Tang obtained\nher bachelor’s degree in computer science from Tongji University.\n\n* *\n\n113\n\n \n\n* *\n\n*Guangyu Luo*has served\nas our Independent Director since January 2025. Mr. Luo has worked in enterprise management, artificial intelligence, technology architecture,\nand financial management industries for more than 20 years. He currently serves as the founder, Chief Technology Officer, and Chief Financial\nOfficer of Shenzhen JuShu Network Group (“JuShu Group”), a company mainly featuring construction and implementation of technology\nprojects, where Mr. Luo is responsible for JuShu Group’s operations and finance. Prior to JuShu Group, Mr. Luo founded Shenzhen\nZhonglian Unlimited Co., Ltd., a technology development platform company, in 2013 and served as the Chief Technology Officer and Financial\nController from 2013 to 2017. Prior to Shenzhen Zhonglian, Mr. Luo served at Huawei Technologies Co., Ltd. from 2001 to 2013, as a project\nmanager, system architect, and overall domain architect. Mr. Luo graduated from Guilin Institute of Electronic Technology with a Bachelor’s\ndegree in Computer Software in 2001.\n\n \n\n*Su Zhang*has served\nas our Independent Director since May 2023. Mr. Zhang, with over 28 years of experience in the technology and internet industry, has worked\nat international well-known technology enterprises for more than 20 years. Mr. Zhang obtained his bachelor’s degree in automatic\ncontrol in Information and Control Engineering from Xi’an Jiaotong University in 1995.\n\n* *\n\n**6.B. Compensation**\n\n \n\nFor the year ended March\n31, 2026, we paid an aggregate of approximately RMB0.78 million (US$0.11 million) in cash to our executive officers, and we paid an aggregate\nof approximately RMB0.04 million (US$0.005 million) to our non-executive directors. We have not set aside or accrued any amount to provide\npension, retirement or other similar benefits to our directors and executive officers. Our PRC subsidiaries and the VIEs are required\nby law to make contributions equal to certain percentages of each employee’s salary for his or her pension insurance, medical insurance,\nunemployment insurance and other statutory benefits and a housing provident fund. For share incentive grants to our directors and executive\nofficers, see “*Item 6. Directors, Senior Management and Employees-6.B. Compensation-Share Incentive Plan*.”\n\n** **\n\n**Employment Agreements and Indemnification Agreements**\n\n \n\nWe have entered into an employment\nagreement with each of our executive officers. Each of our executive officers is employed for a specified time period. We may terminate\nemployment for cause, at any time, without advance notice or remuneration, for certain acts of the executive officer. We may also terminate\nan executive officer’s employment without cause upon advance written notice. In such case of termination by us other than for cause,\nwe will pay an additional amount to the executive officer as provided by applicable law. The executive officer may resign at any time\nwith an advance written notice.\n\n \n\nEach executive officer has\nagreed to hold, both during and after the termination or expiry of his or her employment agreement, in strict confidence and not to use\nall nonpublic information relating to the business, financial condition and other aspects of us and our customers, users and suppliers,\nand may not disclose such nonpublic information for any purpose other than to fulfill his or her responsibilities in the best interest\nof the Company except otherwise authorized by us. In addition, each executive officer has agreed to be bound by noncompetition and nonsolicitation\nrestrictions during the term of his or her employment and typically for one year following the last date of employment.\n\n \n\nWe have also entered into\nan indemnification agreement with each of our directors and executive officers. Under these agreements, we agree to indemnify our directors\nand executive officers against certain liabilities and expenses incurred by such persons in connection with claims made by reason of their\nbeing a director or officer of our company.\n\n \n\n**Share Incentive Plan**\n\n** **\n\n**Amended and Restated 2018 Global Share Plan**\n\n \n\nWe adopted the 2018 Global\nShare Plan in August 2018, for the purpose of granting share-based compensation awards to employees, directors and consultants to incentivize\ntheir performance and align their interests with ours. The 2018 Global Share Plan was last amended and restated in May 2022, and the total\nnumber of Class A ordinary shares reserved for awards to be granted to the eligible participants thereunder was increased by 25,000 Class\nA ordinary shares, in order to retain and attract talent to drive the long-term success of Boqii. After the increase, the maximum aggregate\nnumber of Class A ordinary shares that may be issued under the amended and restated 2018 Global Share Plan, or the Amended and Restated\n2018 Global Share Plan, is 81,174.\n\n \n\n114\n\n \n\n \n\nThe following paragraphs summarize the key terms\nof the Amended and Restated 2018 Global Share Plan.\n\n** **\n\n**Types of Awards**.\nThe Amended and Restated 2018 Global Share Plan permits the awards of options, including incentive stock option and nonstatutory stock\noption and rights to purchase restricted shares, including Reg S share purchase right and share purchase right other than a Reg S share\npurchase right.\n\n** **\n\n**Plan Administration**.\nThe Amended and Restated 2018 Global Share Plan shall be administered by the Board or our chief executive officer. Subject to applicable\nlaw, the administrator may delegate limited authority to specified officers of our company to execute on behalf of the Company any instrument\nrequired to effect an award previously granted by the administrator.\n\n** **\n\n**Eligibility**.\nOur employees, directors and consultants (together, as “service providers”) are eligible to participate in the Amended and\nRestated 2018 Global Share Plan. Generally, only service providers that are not U.S. persons, or trusts established in connection with\nany of our employee benefit plans for the benefit of such a service provider, shall be eligible for the grant of Reg S options and Reg\nS share purchase rights. Non-statutory stock options that are not designated as Reg S options and share purchase rights that are not designated\nas Reg S share purchase rights may be granted to service providers only. Incentive stock options may be granted to employees only. Any\nawards granted to consultants that are intended to comply with and qualify under Rule 701 promulgated under the Securities Act may only\nbe granted to natural persons who meet the applicable requirements under the Securities Act. A service provider who owns more than 10%\nof the total combined voting power of all classes of outstanding securities of Boqii or any of its parent or subsidiary shall not be eligible\nfor the grant of an incentive stock option unless otherwise specified under the Amended and Restated 2018 Global Share Plan, and notwithstanding\nany contrary provision of Amended and Restated 2018 Global Share Plan, a service provider located in California is eligible to receive\nonly awards that comply with certain requirements under the Amended and Restated 2018 Global Share Plan.\n\n** **\n\n**Designation of Award**.\nEach award under the Amended and Restated 2018 Global Share Plan is designated in an award agreement, which is a written agreement evidencing\nthe grant of an award executed by our company and the grantee, including any amendments thereto.\n\n** **\n\n**Conditions of Award**.\nThe Board or the chief executive officer shall determine the terms and conditions of each award including, but not limited to, the exercise\nprice, the purchase price, the exercise conditions, the repurchase or redemption rights, vesting acceleration or waiver of forfeiture\nrestrictions, and restriction or limitation regarding any award or shares relating thereto.\n\n** **\n\n**Terms of Award**.** **The\nterm of each award is stated in the award agreement between our company and the grantee of such award, and shall not exceed ten years\nfrom the date of grant.\n\n** **\n\n**Transfer Restrictions**.** **Unless\notherwise determined by the administrator and so provided in the applicable award agreement (or be amended to provide), no award shall\nbe sold, pledged, assigned, hypothecated, transferred, or disposed of in any manner (whether by operation of law or otherwise) other than\nby will or applicable laws of descent and distribution or (except in the case of an incentive stock option) pursuant to a domestic relations\norder, and shall not be subject to execution, attachment, or similar process, and each award may be exercised, during the lifetime of\nthe participant only by the participant.\n\n** **\n\n**Change in Control**.\nIn the event that our company is a party to a change in control (whether structured as a merger, share purchase, scheme of arrangement\nor other similar transaction), outstanding awards and shares acquired under the Amended and Restated 2018 Global Share Plan shall be subject\nto the definitive agreement covering such change in control, which need not treat all outstanding awards in an identical manner.\n\n** **\n\n**Amendment or Termination**.\nThe administrator of the Amended and Restated 2018 Global Share Plan may at any time amend, alter, suspend, or terminate the Amended and\nRestated 2018 Global Share Plan.\n\n \n\n115\n\n \n\n \n\nAs of March 31, 2026, options\nto purchase a total of 77,690 Class A ordinary shares were outstanding, excluding those that were forfeited or canceled, of which options\nto purchase 74,906 Class A ordinary shares had become vested and exercisable. The following table summarizes the number of ordinary shares\nunderlying outstanding options that we granted to our directors and executive officers but have not been exercised under the Amended and\nRestated 2018 Global Share Plan as of the same date.\n\n \n\n  \nClass A\nOrdinary\nShares\nUnderlying\nOptions\nGranted  \nExercise Price\n(US$/Share) \nDate of Grant \nDate of Expiration\n\nHao (Louis) Liang \n 3,696  \n16 to 660.8 \nVarious dates from May 10, 2014 to April 12, 2023 \nVarious dates from May 9, 2024 to April 11, 2033\n\nYingzhi (Lisa) Tang \n 684  \n16 to 660.8 \nVarious dates from May 10, 2014 to April 12, 2023 \nVarious dates from May 9, 2024 to April 11, 2033\n\nAll directors and executive officers as a group \n 4,380  \n  \n  \n \n\n \n\nAs of March 31, 2026, there\nwere outstanding options to purchase 65,185 ordinary  shares that were granted to our employees, other than members of our senior\nmanagement, with exercise prices ranging from US$0.016 per share to US$660.8 per share.\n\n** **\n\n**6.C. Board Practices**\n\n** **\n\n**Board of Directors**\n\n \n\nOur Board consist of four\ndirectors, including two independent directors. A director is not required to hold any shares in our company to qualify to serve as a\ndirector. A director may vote with respect to any contract, proposed contract or arrangement notwithstanding that he may be interested\ntherein, and if he or she does so his or her vote shall be counted and he or she may be counted in the quorum at any meeting of our directors\nat which any such contract or proposed contract or arrangement is considered, provided that (i) such director declares the nature of his\ninterest at the meeting of the Board at which the question of entering into the contract or arrangement is first considered, if he knows\nhis or her interest then exists, or in any other case at the first meeting of the Board after he or she knows that he is or has become\nso interested, and (ii) if such contract or arrangement is a transaction with a related party, such transaction has been approved by the\naudit committee. The directors may exercise all the powers of the company to borrow money, to mortgage or charge its undertaking, property\nand uncalled capital, and to issue debentures or other securities whenever money is borrowed or as security for any debt, liability or\nobligation of the company or of any third party. None of our non-executive directors has a service contract with us that provides for\nbenefits upon termination of service.\n\n** **\n\n**Committees of the board of directors**\n\n \n\nWe have established an audit\ncommittee, a compensation committee and a nominating and corporate governance committee under our Board and have adopted a charter for\neach of the three committees. Each committee’s members and functions are described below.\n\n** **\n\n116\n\n \n\n** **\n\n**Audit Committee**.\nOur audit committee consists of Mr. Guangyu Luo and Mr. Su Zhang. Mr. Guangyu Luo is the chairman of our audit committee. We have determined\nthat each of Mr. Guangyu Luo and Mr. Su Zhang satisfies the “independence” requirements of Section 803 of the NYSE American\nLLC Company Guide and Rule 10A-3 under the Securities Exchange Act of 1934. We have determined that Mr. Guangyu Luo qualifies as an “audit\ncommittee financial expert.” The audit committee oversees our accounting and financial reporting processes and the audits of the\nconsolidated financial statements of our company. The audit committee is responsible for, among other things:\n\n \n\n \n●\nselecting the independent registered public accounting firm and preapproving all auditing and nonauditing services permitted to be performed by the independent registered public accounting firm;\n\n \n\n \n●\nreviewing with the independent registered public accounting firm any audit problems or difficulties and management’s response;\n\n \n\n \n●\nreviewing and approving all proposed related party transactions;\n\n \n\n \n●\ndiscussing the annual audited consolidated financial statements with management and the independent registered public accounting firm;\n\n \n\n \n●\nreviewing major issues as to the adequacy of our internal controls and any special audit steps adopted in light of material control deficiencies;\n\n \n\n \n●\nannually reviewing and reassessing the adequacy of our audit committee charter;\n\n \n\n \n●\nmeeting separately and periodically with management and the independent registered public accounting firm; and\n\n \n\n \n●\nreporting regularly to the board of directors.\n\n \n\n**Compensation Committee**.\nOur compensation committee consists of Mr. Hao (Louis) Liang, Mr. Guangyu Luo and Ms. Yingzhi (Lisa) Tang, and is chaired by Mr. Hao (Louis)\nLiang. We have determined that Mr. Guangyu Luo satisfies the “independence” requirements of Section 803 of the NYSE American\nLLC Company Guide. The compensation committee assists the Board in reviewing and approving the compensation structure, including all forms\nof compensation, relating to our executive officers. Our executive officer may not be present at any committee meeting during which such\nexecutive officer’s performance or compensation is deliberated upon. The compensation committee is responsible for, among other\nthings:\n\n \n\n \n●\nreviewing and approving the compensation for our executive officers;\n\n \n\n \n●\nreviewing and evaluating periodically the management succession plan in consultation with the chief executive officer;\n\n \n\n \n●\nreviewing any incentive compensation or equity plans, programs or similar arrangements;\n\n \n\n \n●\nselecting compensation consultant, legal counsel or other adviser only after taking into consideration of all factors relevant to that person’s independence from management; and\n\n \n\n \n●\nreporting periodically to the board of directors.\n\n** **\n\n**Nominating and Corporate\nGovernance Committee**.** **Our nominating and corporate governance committee consists of Mr. Hao (Louis) Liang and\nMr. Su Zhang and is chaired by Mr. Hao (Louis) Liang. We have determined that Mr. Su Zhang satisfies the “independence” requirements\nof Section 803 of the NYSE American LLC Company Guide. The nominating and corporate governance committee assists the Board in selecting\nindividuals qualified to become our directors and in determining the composition of the Board and its committees. The nominating and corporate\ngovernance committee is responsible for, among other things:\n\n \n\n \n●\nrecommending nominees to the Board for membership on the Board and its committees pursuant to the terms of the MAA;\n\n \n\n \n●\nleading and overseeing self-evaluation of the Board at least annually to determine whether it and its committees are functioning effectively;\n\n \n\n \n●\nrecommending criteria for the selection of candidates to the Board and its committees;\n\n \n\n \n●\nselecting and recommending to the Board the names of directors to serve as members of the audit committee and the compensation committee, as well as of the nominating and corporate governance committee itself;\n\n \n\n \n●\ndeveloping and recommending to the Board the code of business conduct and ethics; and\n\n \n\n \n●\noverseeing and setting compensation for our directors.\n\n** **\n\n117\n\n \n\n** **\n\n**Duties and Functions of Directors**\n\n \n\nUnder Cayman Islands law,\nour directors owe fiduciary duties to our company, including a duty of loyalty, a duty to act honestly and a duty to act in what they\nconsider in good faith to be in our best interests. Our directors must also exercise their powers only for a proper purpose. Our directors\nalso owe to our company a duty to exercise the skill they actually possess and such care and diligence that a reasonable prudent person\nwould exercise in comparable circumstances. It was previously considered that a director need not exhibit in the performance of his duties\na greater degree of skill than may reasonably be expected from a person of his knowledge and experience. However, English and Commonwealth\ncourts have moved towards an objective standard with regard to the required skill and care and these authorities are likely to be followed\nin the Cayman Islands. In fulfilling their duty of care to us, our directors must ensure compliance with our memorandum and articles of\nassociation, as amended and restated from time to time. Our company has the right to seek damages if a duty owed by our directors is breached.\nIn limited exceptional circumstances, a shareholder may have the right to seek damages in our name if a duty owed by our directors is\nbreached. In accordance with our MAA, the functions and powers of our Board include, among others, (i) convening shareholders’ annual\ngeneral meetings and extraordinary general meetings and reporting its work to shareholders at such meetings, (ii) declaring dividends,\n(iii) appointing officers and determining their terms of offices and responsibilities, and (iv) approving the transfer of shares of our\ncompany, including the registering of such shares in our register of members.\n\n \n\n**Terms of Directors and Officers**\n\n \n\nOur officers are elected\nby and serve at the discretion of the Board. Each director is not subject to a term of office and holds office until such time as his\nsuccessor takes office or until the earlier of his death, resignation or removal from office by ordinary resolution or the affirmative\nvote of a simple majority of the other directors present and voting at a board meeting. In accordance with our MAA, a director will be\nremoved from office automatically if, among other things, the director (i) becomes bankrupt or makes any arrangement or composition with\nhis creditors generally; (ii) dies or is found by our company to be or become of unsound mind; (iii) resigns by notice in writing to our\ncompany; (iv) is prohibited by law or NYSE American rules from being a director; or (v) is removed from office pursuant to any other provisions\nof our MAA.\n\n** **\n\n**Interested Transactions**\n\n \n\nA director may, subject to\nany separate requirement for audit committee approval under applicable law or applicable NYSE American rules, vote in respect of any contract\nor transaction in which he or she is interested, provided that the nature of the interest of any directors in such contract or transaction\nis disclosed by him or her at or prior to its consideration and any vote in that matter.\n\n** **\n\n**6.D. Employees**\n\n \n\nWe had 241, 158 and 96 full-time\nemployees as of March 31, 2024, 2025, and 2026, respectively. The following table sets forth the number of our full-time employees by\nfunction as of March 31, 2026, and all of these full-time employees are based in China.\n\n \n\nFunction \nNumber of employees \n\nFulfillment \n 3 \n\nSales and marketing \n 54 \n\nGeneral and administrative \n 39 \n\nTotal \n 96 \n\n \n\nAdditionally, we also had\n63 outsourced workers as of March 31, 2026, of whom 19 primarily support our customer services and 12 primarily support our fulfillment\nservices.\n\n \n\nOur success depends on our\nability to attract, motivate, train and retain qualified personnel. We have fostered a friendly and productive work culture that encourages\nself-development and collaboration. We believe we offer our employees competitive compensation packages consisting of base salary and\nvarious performance bonuses. As a result, we have generally been to attract and retain qualified personnel and maintain a stable core\nmanagement team.\n\n \n\n118\n\n \n\n \n\nAs required by regulations\nin China, we participate in housing fund and various employee social security plans that are organized by applicable local governments,\nincluding medical insurance, childbirth insurance, workplace injury insurance, unemployment benefit plans and pension benefit plans, under\nwhich we make contributions at specified percentages of the salaries of our employees.\n\n \n\nSome of our employees are\nrepresented by labor unions. We believe that we maintain a good working relationship with our employees and labor unions. As of the date\nof this annual report, we have not experienced any material labor disputes.\n\n** **\n\n**6.E. Share Ownership**\n\n \n\nThe following table sets\nforth information concerning the beneficial ownership of our ordinary shares as of July 6, 2026 by:\n\n \n\n \n●\neach of our directors and executive officers; and\n\n \n\n \n●\neach person known to us to beneficially own more than 5% of our ordinary shares.\n\n \n\nThe calculations in the table\nbelow are based on 7,879,614 ordinary shares issued and outstanding as of July 6, 2026, comprising 7,298,128 Class A ordinary shares\nof par value of US$0.0000001 each, 81,486 Class B ordinary shares of par value of US$0.0000001 each, and 500,000 Class C ordinary shares\nof par value of US$0.0000001 each.\n\n \n\nBeneficial ownership is determined\nin accordance with the rules and regulations of the SEC. In computing the number of shares beneficially owned by a person and the percentage\nownership of that person, we have included shares that the person has the right to acquire within 60 days of July 6, 2026, including through\nthe exercise of any option, warrant, or other right or the conversion of any other security. These shares, however, are not included in\nthe computation of the percentage ownership of any other person.\n\n \n\n  \nOrdinary Shares Beneficially Owned \n\n  \nClass A\nordinary\nshares  \nClass B\nordinary\nshares  \nClass C\nordinary\nshares (4)  \n% of\nbeneficial\nownership**  \n%\nof aggregate\nvoting\npower+ \n\nDirectors and Executive Officers: † \n   \n   \n   \n   \n  \n\nHao (Louis) Liang(1)(3)(4)(5) \n 3,696  \n 51,964  \n 500,000  \n *  \n 86.6%\n\nYingzhi (Lisa) Tang(2)(3)(4)(5) \n 684  \n 27,159  \n 500,000  \n *  \n 85.8%\n\nGuangyu Luo \n —  \n —  \n —  \n —  \n — \n\nSu Zhang \n —  \n —  \n —  \n —  \n — \n\nAll directors and executive officers as a group \n 4,380  \n 79,123  \n 500,000  \n 1.1% \n 87.5%\n\nPrincipal Shareholder(s): \n    \n    \n    \n    \n   \n\nMerchant Tycoon Limited(5) \n —  \n 81,486  \n —  \n 1.1% \n 2.8%\n\nGreen Mountain Management Limited(4) \n    \n    \n 500,000  \n —  \n 84.9%\n\n \n\n*Notes:*\n\n \n\n*\nLess than 1%.\n\n \n\n**\nFor each person and group\nincluded in this column, percentage of beneficial ownership is calculated by dividing the number of shares beneficially owned by\nsuch person or group by the sum of (i) 7,379,614, being the number of Class A ordinary shares on an as-converted basis issued and\noutstanding (excluding the non-convertible Class C ordinary shares) as of July 6, 2026, and (ii) the number of ordinary shares\nunderlying share options held by such person or group that are exercisable within 60 days of July 6, 2026.\n\n \n\n119\n\n \n\n \n\n+ \nFor each person and group included in this column, percentage of voting power is calculated by dividing the voting power beneficially owned by such person or group by the voting power of all of our ordinary shares as a single class. Each holder of Class A ordinary shares is entitled to one vote per share, each holder of our Class B ordinary shares is entitled to 20 votes per share and each holder of our Class C ordinary shares is entitled to 100 votes per share on all matters submitted to them for a vote. Our Class A ordinary shares, Class B ordinary shares and Class C ordinary shares vote together as a single class on all matters submitted to a vote of our shareholders, except as may otherwise be required by law. Our Class B ordinary shares are convertible at any time by the holder thereof into Class A ordinary shares on a one-for-one basis and our Class C ordinary shares are not convertible into Class A ordinary shares.\n\n \n\n**†**\nExcept as otherwise indicated below, the business address of our directors and executive officers is Room 1203, 12th Floor, Building T1, Smart Cloud,  No. 1, Lane 235, Yubei Road Pudong New District, Shanghai 201204, People’s Republic of China.\n\n \n\n(1)\nConsists of (i) 3,500 Class A ordinary shares directly held by Mr.\nLiang, (ii) 51,964 Class B ordinary shares, equal to 63.77% of the 81,486 Class B ordinary shares held of record by Merchant Tycoon Limited\n(“MTL”), a limited liability company incorporated under the laws of the British Virgin Islands; (iii) 500,000 Class C ordinary\nshares held directly by Green Mountain Management Limited (“GML”), a limited liability company incorporated under the laws\nof the British Virgin Islands and of which each of Mr. Liang and Ms. Tang holds 50% ownership; and (iv) 196 Class A ordinary shares underlying\nshare options held by Hao (Louis) Liang that are exercisable within 60 days of July 6, 2026. Based on the terms of governing documents\nof MTL, Hao (Louis) Liang disclaims beneficial ownership of the ordinary shares beneficially owned by Yingzhi (Lisa) Tang and a former\ndirector through their respective shareholdings in MTL.\n\n \n\n(2)\nConsists of (i) 375 Class A ordinary shares directly held by Ms. Tang,\n(ii) 27,159 Class B ordinary shares, equal to 33.33% of the 81,486 Class B ordinary shares held of record by MTL; (iii) 500,000 Class\nC ordinary shares held directly by GML, of which each of Ms. Tang and Mr. Liang holds 50% ownership;  and (iv) 309 Class A ordinary\nshares underlying share options held by Yingzhi (Lisa) Tang that are exercisable within 60 days of July 6, 2026. Based on the terms of\ngoverning documents of MTL, Yingzhi (Lisa) Tang disclaims beneficial ownership of the ordinary shares beneficially owned by Hao (Louis)\nLiang and a former director through their respective shareholdings in MTL.\n\n \n \n\n(3)\nMr. Hao (Louis) Liang and Ms. Yingzhi (Lisa) Tang are spouses. Each of them disclaims beneficial ownership of all the ordinary shares beneficially owned by the other.\n\n** ** \n\n(4)\nRepresents 500,000 Class C\nordinary shares of the issuer beneficially held by the Reporting Person through Green Mountain Management Limited (“Green\nMountain”), a British Virgin Islands business company, which directly holds 500,000 Class C ordinary shares. The Reporting\nPerson and his spouse each holds 50% ownership interests of Green Mountain. The registered address of GML is Trinity Chambers, Road Town, Tortola,\nBritish Virgin Islands VG 1110.\n\n \n\n(5)\nRepresents an aggregate of approximately 81,486 Class B ordinary shares held of record by MTL. MTL is a limited liability company incorporated under the laws of the British Virgin Islands. Each of Hao (Louis) Liang, Yingzhi (Lisa) Tang and a former director holds 63.77%, 33.33% and 2.9% of the equity interest in MTL and beneficially owns approximately 51,964, 27,159 and 2,363 Class B ordinary shares directly held by MTL. The registered address of MTL is Trinity Chambers, PO Box 4301, Road Town, Tortola, British Virgin Islands.\n\n \n\nTo our knowledge, as of July\n6, 2026, we had one holder of record of our Class A ordinary shares in the United States, Cede & Co., the nominee of the Depositary\nTrust Company, which held 4,085,118 Class A ordinary shares, representing approximately 51.84% of our outstanding Class A ordinary shares.\nThe number of holders of record and the shares they held is based exclusively upon the certified shareholder list provided by our transfer\nagent and does not address whether a share or shares may be held by the holder of record on behalf of more than one person or institution\nwho may be deemed to be the beneficial owner of a share or shares in the Company. We are not aware of any arrangement that may, at a subsequent\ndate, result in a change of control of our company.\n\n** **\n\n**6.F. Disclosure of a Registrant’s Action to Recover Erroneously\nAwarded Compensation**\n\n \n\nNot applicable.\n\n \n\n120"}