{"url_path":"/sec/ymt/10-k/2026/item-7","section_key":"item-7","section_title":"Item 7 MAJOR SHAREHOLDERS AND RELATED PARTY","topic":"sec","document":{"doc_type":"20-F","doc_date":"2026-05-15","source_url":"https://www.sec.gov/Archives/edgar/data/1991605/0001213900-26-057895-index.html","accession_number":"0001213900-26-057895","cik":"0001991605","ticker":"YMT","issuer_name":"Yimutian Inc.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1991605/0001213900-26-057895-index.html","primary_entity_key":"0001991605","primary_entity_name":"Yimutian Inc."},"word_count":1397,"has_tables":true,"body_markdown":"ITEM 7.MAJOR SHAREHOLDERS AND RELATED PARTY\nTRANSACTIONS\n\nA.MAJOR SHAREHOLDERS\n\nSee &ldquo;Item 6. Directors,\nSenior Management and Employees—E. Share Ownership.&rdquo;\n\nB.RELATED PARTY TRANSACTIONS\n\nEmployment Agreements\nand Indemnification Agreements\n\nSee &ldquo;Item 6. Directors,\nSenior Management and Employees—B. Compensation of Directors and Executive Officers—Employment Agreements and Indemnification\nAgreements.&rdquo;\n\nShare Incentive Plans\n\nSee &ldquo;Item 6. Directors,\nSenior Management and Employees—B. Compensation of Directors and Executive Officers—Share Incentive Plans.&rdquo;\n\nOther Related Party Transactions\n\nAmounts due from related\nparties represent interest free loans we provided to a preferred shareholder and certain entities controlled by a preferred shareholder.\nAll the loans were due on demand. In 2019, we provided interest free loans of RMB12.3 million to certain entities controlled by\na preferred shareholder. In December 2023 and 2024, we received the repayment of RMB5.0 million and RMB1.5 million. The remaining\nbalance was agreed to be settled by shareholders under an agreement signed in 2024. In June 2021, we provided an interest free loan to\na preferred shareholder of US$0.5 million (equivalent to RMB3.1 million). As of December 31, 2023, 2024 and 2025, the\namount due from the preferred shareholder was RMB3.4 million, RMB3.4 million and RMB3.4 million\n(US$480 thousand), respectively.\n\nAmounts due to related parties\nincluded (i) the payables related to cash collected on behalf of our equity investee of RMB18.0 million, RMB9.5 million and\nnil as of December 31, 2023, 2024 and 2025 and we made a repayment of RMB8.5 million and RMB9.5 million\n(US$1.4 million) in 2024 and 2025, respectively, and (ii) the payables\nrelated to the repurchase the Company&rsquo;s preferred shares of RMB3.5 million, RMB3.6 million and RMB3.5 million\n(US$502 thousand) as of December 31, 2023, 2024 and 2025, respectively.\n\nThe principal of Series C\nODI convertible loan issued by us was RMB42.0 million. Upon the investor&rsquo;s exercise of the warrant and our issuance of preferred\nshares to the investor, we partially repaid Series C ODI convertible loan of RMB27.0 million in 2021 and entered into a new interest\nfree shareholder loan agreement with the investor in the amount of RMB15.0 million in 2022, which is due on demand. In 2023, 2024\nand 2025, we repaid RMB2.0 million, RMB0.5 million, and nil to the investor, respectively. As of December 31, 2023, 2024\nand 2025, RMB13.0 million, RMB12.5 million and RMB12.5 million\n(US$1.8 million) of the convertible loan was outstanding, respectively.\n\nIn 2021, we borrowed interest\nfree loans of RMB1.2 million from our founder, Jinhong Deng, and US$0.2 million (equivalent to RMB1.0 million) from a\npreferred shareholder. In 2023, we borrowed interest free loans in the total amount of RMB14.2 million from our founder and repaid\nRMB4.6 million. In 2024, we borrowed interest free loans in the total amount of RMB28.3 million from our founder and repaid\nRMB0.5 million. As of December 31, 2025, we borrowed interest free loans in the total amount of RMB28.9 million\n(US$4.1 million) from our founder and repaid RMB8.7\nmillion (US$1.2 million). Such loans are due on demand. As of December 31,\n2023, 2024 and 2025, RMB21.2 million, RMB49.6 million and RMB69.8 million\n(US$10.0 million) of interest free loans from our founder and the\npreferred shareholder was outstanding, respectively.\n\nIn 2023, we borrowed interest\nfree loans of RMB6.9 million from an entities controlled by a preferred shareholder and repaid the loans in full in 2024.\n\nRegistration Rights\n\nPursuant to the current shareholders\nagreement entered into on May 8, 2021, we have granted certain registration rights to our shareholders. Set forth below is a description\nof the registration rights granted under the agreement.\n\n126\n\n*Demand Registration Other\nThan on Form F-3 or Form S-3. * At any time or from time to time after the date that is six months\nafter the closing of the IPO, holders of registrable securities holding 20% or more of the voting power of the then outstanding registrable\nsecurities held by all holders of registrable securities may request in writing that our company effect a registration of registrable\nsecurities. Upon receipt of such a request, our company shall (x) promptly give written notice of the proposed registration to all\nother holders of registrable securities and (y) as soon as practicable, use our reasonable best efforts to cause the registrable\nsecurities specified in the request, together with any registrable securities of any holders of registrable securities who requests in\nwriting to join such registration within 15 days after our company&rsquo;s delivery of written notice, to be registered and/or qualified\nfor sale and distribution in such jurisdiction as the initiating holders may request. Our company shall be obligated to consummate no\nmore than two registrations that have been declared and ordered effective; provided that if the registrable securities sought to be included\nin the registration are not fully included in the registration due to the fault of our company, such registration shall not be deemed\nto constitute one of the registration rights granted.\n\n*Demand Registration on\nForm F-3 or Form S-3. *Our company shall use its best efforts to qualify for registration on\nForm F-3 or Form S-3. If our company qualifies for registration on Form F-3 or Form S-3 (or any comparable\nform for registration in a jurisdiction other than the United States), holders of registrable securities holding 20% or more of\nthe voting power of the then outstanding registrable securities held by all holders of registrable securities may request our company\nto file, in any jurisdiction in which our company has had a registered underwritten public offering, a Registration Statement on Form F-3 or\nForm S-3 (or any comparable form for Registration in a jurisdiction other than the United States), including without limitation\nany registration statement filed under the Securities Act providing for the registration of, and the sale on a continuous or a delayed\nbasis by the holders of registrable securities of, all of the registrable securities pursuant to Rule 415 under the Securities Act\nand/or any similar rule that may be adopted by the SEC. Upon receipt of such a request, our company shall (i) promptly give\nwritten notice of the proposed registration to all other holders of registrable securities and (ii) as soon as practicable, use\nour reasonable best efforts to cause the registrable securities specified in the request, together with any registrable securities of\nany holder who requests in writing to join such registration within 15 days after our company&rsquo;s delivery of written notice,\nto be registered and qualified for sale and distribution in such jurisdiction. Our company shall be obligated to consummate no more than\ntwo registrations that have been declared and ordered effective within any 12-month period; provided that if the registrable securities\nsought to be included in the registration are not fully included in such registration due to the fault of our company, such registration\nshall not be deemed to constitute one of the registration rights granted.\n\n*Piggyback Registrations. *If\nour company proposes to register for our own account any of our equity securities, or for the account of any holder (other than a holder\nof registrable securities) of equity securities any of such holder&rsquo;s equity securities, in connection with the public offering\nof such securities (except for exempt registrations), our company shall promptly give each holder of registrable securities written notice\nof such registration and, upon the written request of any holder of registrable securities given within 15 days after delivery of\nsuch notice, our company shall use reasonable best efforts to include in such registration any registrable securities thereby requested\nto be registered by such holder of registrable securities. If a holder of registrable securities decides not to include all or any of\nits registrable securities in such registration by our company, such holder of registrable securities shall nevertheless continue to\nhave the right to include any registrable securities in any subsequent registration statement or registration statements as may be filed\nby our company.\n\n*Expense of Registration. *We\nwill bear all registration expenses, other than the underwriting discounts and selling commissions applicable to the sale of registrable\nsecurities pursuant to the current shareholders agreement, subject to certain limitations.\n\n*Termination of Registration\nRights. *Our shareholders&rsquo; registration rights shall terminate on the earlier of (i) the date that\nis five years from the date of closing of IPO, (ii) with respect to any Holder, the date on which such shareholder may sell\nall of such shareholder&rsquo;s registrable securities under Rule 144 of the Securities Act in any 90-day period.\n\nC.INTERESTS OF EXPERTS AND COUNSEL\n\nNot applicable.\n\n127"}