| UNITED STATES | ||
| SECURITIES AND EXCHANGE COMMISSION | ||
| Washington, D.C. 20549 |
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 3)*
Xiaobai Maimai Inc.
(Name of Issuer)
Ordinary Shares
(Title of Class of Securities)
98422P108
(CUSIP Number)
July 13, 2021
(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) |
| ¨ | Rule 13d-1(c) |
| x | Rule 13d-1(d) |
*The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.
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)
| CUSIP No. 98422P108 | SCHEDULE 13G |
| 1 |
Name of Reporting Persons Xiaobo An |
| 2 |
Check the Appropriate Box if a Member of a Group (See Instructions)
(a) ¨
(b) ¨ |
| 3 | SEC Use Only |
| 4 | Citizenship or Place of Organization People’s Republic of China |
| Number of Shares Beneficially Owned by Each Reporting Person With |
5 | Sole Voting Power 0 (See Item 4) |
| 6 | Shared Voting Power 0 | |
| 7 | Sole Dispositive Power 0 (See Item 4) | |
| 8 | Shared Dispositive Power 0 |
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person 0 (See Item 4) |
| 10 | Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ¨ |
| 11 | Percent of Class Represented by Amount in Row (9) 0% (See Item 4) |
| 12 | Type of Reporting Person (See Instructions) IN |
2
| CUSIP No. 98422P108 | SCHEDULE 13G |
| 1 |
Name of Reporting Persons Hexin Holding Limited |
| 2 |
Check the Appropriate Box if a Member of a Group (See Instructions)
(a) ¨
(b) ¨ |
| 3 | SEC Use Only |
| 4 | Citizenship or Place of Organization British Virgin Islands |
| Number of Shares Beneficially Owned by Each Reporting Person With |
5 | Sole Voting Power 0 (See Item 4) |
| 6 | Shared Voting Power 0 | |
| 7 | Sole Dispositive Power 0 (See Item 4) | |
| 8 | Shared Dispositive Power 0 |
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person 0 (See Item 4) |
| 10 | Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ¨ |
| 11 | Percent of Class Represented by Amount in Row (9) 0% (See Item 4) |
| 12 | Type of Reporting Person (See Instructions) CO |
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| CUSIP No. 98422P108 | SCHEDULE 13G |
| Item 1. | ||
| (a) | Name of Issuer: Xiaobai Maimai Inc. (the “Issuer”) | |
| (b) | Address of Issuer’s Principal Executive Offices: Room 515, Floor 5, Jia No. 92-4 to 24 Jianguo Road, Chaoyang District, Beijing 100020, People's Republic of China | |
| Item 2. | ||
| (a) |
Name of Person Filing:
(2) Hexin Holding Limited (“Hexin Holding”)
Mr. An and Hexin Holding (collectively, the “Filing Persons”) have entered into a Joint Filing Agreement, a copy of which is filed with this amendment to Schedule 13G as Exhibit 99.1. Pursuant to the Joint Filing Agreement, the Filing Persons have agreed to file this amendment to Schedule 13G jointly in accordance with the provisions of Rule 13d-1(k) under the Act. | |
| (b) |
Address of Principal Business Office, or if none, Residence: (1) Mr. An: c/o Room 515, Floor 5, Jia No. 92-4 to 24 Jianguo Road, Chaoyang District, Beijing 1000020, People’s Republic of China
(2) Hexin Holding: NovaSage Chambers, Wickham’s Cay II, Road Town, Tortola, British Virgin Islands. | |
| (c) |
Citizenship:
(2) Hexin Holding: British Virgin Islands | |
| (d) | Title of Class of Securities: Ordinary Shares | |
| (e) | CUSIP Number: 98422P108 | |
| Item 3. | If this statement is filed pursuant to Sections §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: | |
| Not Applicable. | ||
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| CUSIP No. 98422P108 | SCHEDULE 13G |
| Item 4. | Ownership. |
| Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1. | |
| Shared | Sole power to | |||||||||||||||
| Sole power | power to | dispose or to | Shared power | |||||||||||||
| Percent | to vote or | vote or | direct the | to dispose or | ||||||||||||
| Reporting | Amount beneficially | of | direct the | to direct | disposition | to direct the | ||||||||||
| Person(1) | owned | class(1) | vote | the vote | of(1) | disposition of | ||||||||||
| Mr. An | 0 | 0 | % | 0 | 0 | 0 | 0 | |||||||||
| Hexin Holding | 0 | 0 | % | 0 | 0 | 0 | 0 | |||||||||
Notes:
(1) This percentage is based on 48,850,574 ordinary shares outstanding as of July 23, 2021.
| Item 5. | Ownership of Five Percent or Less of a Class. |
| 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. On July 13, 2021, Hexin Holding sold 31,980,800 ordinary shares at a price of $1.59 per share, for a total sale price of $16,949,824. The number of ordinary shares deemed beneficially owned by Hexin Holding decreased from 31,980,800 to 0. The number of shares deemed to be beneficially owned Mr. An also decreased from 31,980,800 to 0 accordingly. | |
| 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 or Control Person. |
| 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. | |
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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.
Date: July 23, 2021
| /s/ Xiaobo An | ||
| Xiaobo An | ||
| Hexin Holding Limited | ||
| By: | /s/ Xiaobo An | |
| Name: Xiaobo An | ||
| Title: Director | ||
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EXHIBITS INDEX
| EXHIBIT NO. | EXHIBITS | |
| A | Joint Filing Agreement |
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