| 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
SUPER HI INTERNATIONAL HOLDING LTD. [ HDL ] | |||||||||||||||
| 3a. Foreign Trading Symbol
[9658 (HKEX)] | 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) |
| Ordinary Shares, par value of US$0.000005 per share | 71,561,070(1) | I | By SP NP LTD(2) |
| Ordinary Shares, par value of US$0.000005 per share | 208,176,319(3) | I | By Spouse(4) |
| 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 | ||||
| Explanation of Responses: |
| 1. Represents the ordinary shares held by SP NP LTD, an investment holding company incorporated in the British Virgin Islands and controlled by the Reporting Person. |
| 2. The shares are held of record by SP NP LTD. SP NP LTD is wholly owned by UBS Nominees Limited, acting in its capacity as nominee for UBS Trustees (B.V.I.) Limited, the trustee of the Rose Trust. The Rose Trust is a discretionary trust of which the Reporting Person is the settlor and protector, established for the benefit of the Reporting Person, the Reporting Person's spouse and their family. By reason of the Reporting Person's role as settlor and protector of the Rose Trust and her status as a beneficiary, the Reporting Person is deemed to be the indirect beneficial owner of the shares held by SP NP LTD. |
| 3. Represents the ordinary shares held by ZY NP LTD, an investment holding company incorporated in the British Virgin Islands and controlled by Yong Zhang, the spouse of the Reporting Person. |
| 4. The shares are held of record by ZY NP LTD. ZY NP LTD is wholly owned by UBS Nominees Limited, acting in its capacity as nominee for UBS Trustees (B.V.I.) Limited, the trustee of the Apple Trust. The Apple Trust is a discretionary trust set up by Mr. Yong Zhang, the spouse of the Reporting Person, as the settlor and protector for the benefit of the Reporting Person, the Reporting Person's spouse and their family. The Reporting Person is deemed to be the indirect beneficial owner of the shares held by ZY NP LTD by virtue of her spousal relationship with Mr. Yong Zhang, the settlor and protector of the Apple Trust. |
| /s/ Ping Shu | 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) | ||