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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13G
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UNDER THE SECURITIES EXCHANGE ACT OF 1934
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(Amendment No. 1)
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Yuanbao Inc. (Name of Issuer) |
Class A ordinary shares, par value US$0.0001 per share (Title of Class of Securities) |
987910106 (CUSIP Number) |
12/31/2025 (Date of Event Which Requires Filing of this Statement) |
| Check the appropriate box to designate the rule pursuant to which this Schedule is filed: |
 Rule 13d-1(b)
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| Rule 13d-1(c)
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 Rule 13d-1(d)
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SCHEDULE 13G
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| CUSIP No. | 987910106 |
| 1 | Names of Reporting Persons
Qiming Venture Partners VII, L.P. | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
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| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
CAYMAN ISLANDS
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
19,250,849.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
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| 11 | Percent of class represented by amount in row (9)
9.9 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
PN |
Comment for Type of Reporting Person: Note to Row (11): The percentage is calculated based upon an aggregate of 194,348,706 Class A ordinary shares that were issued and outstanding as of December 31, 2025, which is based on the information provided by the Issuer.
SCHEDULE 13G
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| CUSIP No. | 987910106 |
| 1 | Names of Reporting Persons
Qiming VII Strategic Investors Fund, L.P. | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
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| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
CAYMAN ISLANDS
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
177,411.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
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| 11 | Percent of class represented by amount in row (9)
0.1 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
PN |
Comment for Type of Reporting Person: Note to Row (11): The percentage is calculated based upon an aggregate of 194,348,706 Class A ordinary shares that were issued and outstanding as of December 31, 2025, which is based on the information provided by the Issuer.
SCHEDULE 13G
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| CUSIP No. | 987910106 |
| 1 | Names of Reporting Persons
Qiming GP VII, LLC | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
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| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
CAYMAN ISLANDS
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
19,428,260.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
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| 11 | Percent of class represented by amount in row (9)
10.0 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
OO |
Comment for Type of Reporting Person: Note to Row (5) (7) and (9): As of the date of this Schedule 13G filing, Qiming GP VII, LLC is the general partner of Qiming Venture Partners VII, L.P., which hold 14,029,175 Class A ordinary shares and 870,279 American depository shares ("ADSs"), and Qiming VII Strategic Investors Fund, L.P., which hold 129,279 Class A ordinary shares and 8,022 ADSs. Each ADS represent six Class A ordinary shares.
Note to Row (11): The percentage is calculated based upon an aggregate of 194,348,706 Class A ordinary shares that were issued and outstanding as of December 31, 2025, which is based on the information provided by the Issuer.
SCHEDULE 13G
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| Item 1. | |
| (a) | Name of issuer:
Yuanbao Inc. |
| (b) | Address of issuer's principal executive offices:
Building 2, No.8 Beichen West Road, Chaoyang District, Beijing, F4, 100101. |
| Item 2. | |
| (a) | Name of person filing:
Qiming GP VII, LLC, Qiming Venture Partners VII, L.P., Qiming VII Strategic Investors Fund, L.P. |
| (b) | Address or principal business office or, if none, residence:
PO Box 309GT, Ugland House, South Church Street, George Town, Grand Cayman, KY1-1104, Cayman Islands |
| (c) | Citizenship:
Cayman Islands |
| (d) | Title of class of securities:
Class A ordinary shares, par value US$0.0001 per share |
| (e) | CUSIP No.:
987910106 |
| Item 4. | Ownership |
| (a) | Amount beneficially owned:
The information set forth in Row (9) of the cover page for each of the Reporting Person is incorporated herein by reference. |
| (b) | Percent of class:
The information set forth in Row (11) of the cover page for each of the Reporting Person is incorporated herein by reference. |
| (c) | Number of shares as to which the person has:
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| (i) Sole power to vote or to direct the vote:
The information set forth in Row (5) of the cover page for each of the Reporting Person is incorporated herein by reference. | |
| (ii) Shared power to vote or to direct the vote:
The information set forth in Row (6) of the cover page for each of the Reporting Person is incorporated herein by reference. | |
| (iii) Sole power to dispose or to direct the disposition of:
The information set forth in Row (7) of the cover page for each of the Reporting Person is incorporated herein by reference. | |
| (iv) Shared power to dispose or to direct the disposition of:
The information set forth in Row (8) of the cover page for each of the Reporting Person is incorporated herein by reference. | |
| Item 5. | Ownership of 5 Percent or Less of a Class. |
Not Applicable
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| Item 6. | Ownership of more than 5 Percent on Behalf of Another Person. |
Not Applicable
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| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. |
Not Applicable
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| Item 8. | Identification and Classification of Members of the Group. |
Not Applicable
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| Item 9. | Notice of Dissolution of Group. |
Not Applicable
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| Item 10. | Certifications: |
Not Applicable
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| SIGNATURE | |
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
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Exhibit Information
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Exhibit 99.1 Joint Filing Agreement, dated as of August 12, 2025 (incorporated by reference to Exhibit A to the Reporting Persons' Schedule 13G filed with the SEC on Augusts 12, 2025).
https://www.sec.gov/Archives/edgar/data/1807384/000095010325010168/dp232908_sc13g-exa.htm |