New insider Tang Yan claimed ownership of 40,182,233 units of Class B ordinary shares (SEC Form 3)
$MOMO
Computer Software: Prepackaged Software
Technology
| FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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1. Name and Address of Reporting Person*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 03/17/2026 |
3. Issuer Name and Ticker or Trading Symbol
Hello Group Inc. [ MOMO ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Beneficially Owned | |||
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| 1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
| Class B ordinary shares | 32,182,233 | I | by Gallant Future Holdings Limited(1) |
| Class B ordinary shares | 8,000,000 | I | by New Heritage Global Limited(2) |
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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| 1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| Options (right to buy) | (3) | 12/30/2026 | Class A ordinary shares | 198,262 | $0.0002 | D | |
| Options (right to buy) | (3) | 03/07/2027 | Class A ordinary shares | 875,134 | $0.0002 | D | |
| Options (right to buy) | (3) | 05/02/2028 | Class A ordinary shares | 597,638 | $0.0002 | D | |
| Options (right to buy) | (3) | 04/15/2029 | Class A ordinary shares | 1,008,098 | $0.0002 | D | |
| Options (right to buy) | (3) | 04/15/2030 | Class A ordinary shares | 1,063,432 | $0.0002 | D | |
| Options (right to buy) | (3) | 04/15/2031 | Class A ordinary shares | 1,054,516 | $0.0002 | D | |
| Options (right to buy) | (3) | 10/10/2033 | Class A ordinary shares | 2,500,000 | $0.1404 | D | |
| Options (right to buy) | (3) | 10/29/2034 | Class A ordinary shares | 100,000 | $0.0002 | D | |
| Options (right to buy) | (4) | 04/15/2032 | Class A ordinary shares | 1,400,000 | $0.0002 | D | |
| Options (right to buy) | (5) | 04/06/2033 | Class A ordinary shares | 1,525,530 | $0.0002 | D | |
| Options (right to buy) | (6) | 04/08/2034 | Class A ordinary shares | 1,319,068 | $0.0002 | D | |
| Options (right to buy) | (7) | 04/07/2035 | Class A ordinary shares | 996,826 | $0.0002 | D | |
| Options (right to buy) | (3) | 03/31/2036 | Class A ordinary shares | 807,612 | $0.0002 | D | |
| Explanation of Responses: |
| 1. Gallant Future Holdings Limited is wholly beneficially owned by Mr. Tang through a family trust. |
| 2. New Heritage Global Limited is wholly beneficially owned by Mr. Tang through a family trust. |
| 3. The options are fully vested and exercisable as of the date of this form. |
| 4. 1,312,500 options are fully vested and exercisable as of the date of this form. 87,500 options will vest on April 6, 2026. |
| 5. 1,048,802 options are fully vested and exercisable as of the date of this form. The rest of the options vest per quarter in five equal installments, starting from April 6, 2026. |
| 6. 577,092 options are fully vested and exercisable as of the date of this form. The rest of the options vest per quarter in nine equal installments, starting from April 6, 2026. |
| 7. One fourth of options vest on April 7, 2026, the rest of the options vest per quarter in twelve equal installments, starting from July 7, 2026. |
| /s/ Yan Tang | 03/17/2026 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 5 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||