| 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)
(Country) | 2. Date of Event Requiring Statement
(Month/Day/Year) 03/18/2026 | 3. Issuer Name and Ticker or Trading Symbol
Amber International Holding Ltd [ AMBR ] | |||||||||||||||
| 3a. Foreign Trading Symbol
| 5. If Amendment, Date of Original Filed
(Month/Day/Year) | ||||||||||||||||
| 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
| 6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Beneficially Owned | |||
|---|---|---|---|
| 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 A ordinary shares, par value $0.001 per share | 13,430,558 | I | See Footnote(1) |
| Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
|---|---|---|---|---|---|---|---|
| 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 | ||||
| Class B ordinary shares, par value $0.001 per share | (2) | (2) | Class A ordinary shares, par value $0.001 per share | 6,996,638 | (2) | I | See Footnote(3) |
| Explanation of Responses: |
| 1. Amber Global Limited ("AGL") is the record holder of the Class A ordinary shares reported herein. AGL holds a total of 309,834,748 Class A ordinary shares of the Issuer. Amber Fort Limited ("AFL") holds an equity interest in AGL, and the Reporting Person holds a 19.31% equity interest in AFL through his 100% equity interest in Amber Wit Limited ("AWL"). Accordingly, the Reporting Person may be deemed to hold an approximate 4.33% interest in AGL and beneficially own 13,430,558 Class A ordinary shares of the Issuer. |
| 2. Each Class B ordinary share will automatically convert into one Class A ordinary share upon the sale, transfer, assignment or disposition of beneficial ownership of such Class B ordinary share at the request of or for the benefit of the Reporting Person, unless such sale, transfer, assignment or disposition is to Yuao Wu and his affiliate or an affiliate of AFL, according to the currently effective memorandum and articles of association of the Issuer. |
| 3. AFL is the record holder of the Class B ordinary shares reported herein. AFL holds a total of 36,233,237 Class B ordinary shares of the Issuer. The Reporting Person holds a 19.31% equity interest in AFL through his 100% equity interest in AWL and may therefore be deemed to beneficially own approximately 6,996,638 of the shares held by AFL. The Reporting Person disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein. |
| Remarks: |
| Exhibit 24 - Power of Attorney |
| /s/Junwei Huo | 03/18/2026 | |
| ** 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. | ||
| * Form 3: SEC 1473 (03-26) | ||