SEC Form SC 13G/A filed by Atour Lifestyle Holdings Limited (Amendment)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. 1)*

Atour Lifestyle Holdings Ltd.

(Name of Issuer)

Class A ordinary shares, par value $0.0001 per share

(Title of Class of Securities)

04965M106**

(CUSIP Number)

December 31, 2023

(Date of Event Which Requires Filing of This Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

ITEM 1.

(a) Name of Issuer: Atour Lifestyle Holdings Ltd.

(b) Address of Issuer’s Principal Executive Offices: 18th Floor, Wuzhong Building, 618 Wuzhong Road, Minhang District, Shanghai, People's Republic of China

ITEM 2.

2(a) Name of Person Filing:

GLV Holding Limited

Li Jin

The shares reported herein are directly held by GLV Holding Limited. Li Jin is the sole shareholder of GLV Holding Limited. Accordingly, Li Jin may be deemed to indirectly beneficially own the securities of the Issuer held by GLV Holding Limited.

2(b) Address of Principal Business Office, or if None, Residence:

Address of GLV Holding Limited: Vistra Corporate Services Centre, Wickhams Cay II, Road Town, VG1110, British Virgin Islands.

Business address of Li Jin: 20C, Xindongya Building, No. 238, East Nandan Road, Xuhui District, Shanghai, People's Republic of China, 200030

2(c) Citizenship:

GLV Holding Limited: British Virgin Islands

Li Jin: People’s Republic of China

2(d) Title of Class of Securities:

Class A ordinary shares, par value $0.0001 per share

2(e) CUSIP Number:

04965M106

ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO SS.240.13d-1(b) OR 240.13d-2(b) OR (c), CHECK WHETHER THE PERSON FILING IS A:

Not Applicable.

ITEM 4. OWNERSHIP.

Provide the following information regarding the aggregate number and percentage of the class of securities of issuer identified in Item 1.

(a) The information required by Item 4(a) is set forth in Row 9 of the cover page for each Reporting Person and is incorporated herein by reference.

(b)The total number of outstanding Class A ordinary shares used to calculate the percentage of class represented by the Class A ordinary Shares is the sum of (i) 339,104,792 Class A ordinary shares (excluding 1,211,514 Class A ordinary shares issued by the Issuer to the depositary bank for bulk issuance of ADSs reserved for future issuances upon the exercising or vesting of equity awards under the Issuer’s Public Company Plan) and (ii) 73,680,917 Class B ordinary shares outstanding as of November 20, 2023, all of which can be converted into an equal number of Class A ordinary shares at any time by the holder thereof.

(c) The information required by Item 4(c) is set forth in Rows 5-8 of the cover page for each Reporting Person and is incorporated herein by reference.

ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS.

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than 5 percent of the class of securities, check the followingx.

As shown from the percentage of class calculated herein, each of GLV Holding Limited and Li Jin has ceased to be the beneficial owner of more than five percent of the referenced class of securities. The filing of this Amendment No.1 constitutes an exit filing for each of GLV Holding Limited and Li Jin.

ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.

Not applicable.

ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY.

Not applicable.

ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP.

Not applicable.

ITEM 9. NOTICE OF DISSOLUTION OF GROUP.

Not applicable.

ITEM 10. CERTIFICATIONS.

Not applicable.

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.

Date: February 07, 2024

The original statement shall be signed by each person on whose behalf the statement is filed or his authorized representative. If the statement is signed on behalf of a person by his authorized representative other than an executive officer or general partner of the filing person, evidence of the representative’s authority to sign on behalf of such person shall be filed with the statement, provided, however, that a power of attorney for this purpose which is already on file with the Commission may be incorporated by reference. The name and any title of each person who signs the statement shall be typed or printed beneath his signature.

LIST OF EXHIBITS

* Filed previously.