SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

U Power Ltd

(Name of Issuer)

Common Stock

(Title of Class of Securities)

G9520U124

(CUSIP Number)

03/27/2026

(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)

Rule 13d-1(d)

SCHEDULE 13G

CUSIP Number(s):

G9520U124

Names of Reporting Persons

Arena Investors LP

Check the appropriate box if a member of a Group (see instructions)

(a)

(b)

Sec Use Only

Citizenship or Place of Organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 1,197,595.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 1,197,595.00
8	Shared Dispositive Power 0.00

Aggregate Amount Beneficially Owned by Each Reporting Person

1,197,595.00

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

Checkbox not checked

Percent of class represented by amount in row (9)

5.4 %

Type of Reporting Person (See Instructions)

SCHEDULE 13G

CUSIP Number(s):

G9520U124

Names of Reporting Persons

Arena Investors GP, LLC

Check the appropriate box if a member of a Group (see instructions)

(a)

(b)

Sec Use Only

Citizenship or Place of Organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 1,197,595.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 1,197,595.00
8	Shared Dispositive Power 0.00

Aggregate Amount Beneficially Owned by Each Reporting Person

1,197,595.00

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

Checkbox not checked

Percent of class represented by amount in row (9)

5.4 %

Type of Reporting Person (See Instructions)

SCHEDULE 13G

CUSIP Number(s):

G9520U124

Names of Reporting Persons

Arena Special Opportunities Parallel Investor Vehicle III US, LP?

Check the appropriate box if a member of a Group (see instructions)

(a)

(b)

Sec Use Only

Citizenship or Place of Organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 799,241.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 799,241.00
8	Shared Dispositive Power 0.00

Aggregate Amount Beneficially Owned by Each Reporting Person

799,241.00

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

Checkbox not checked

Percent of class represented by amount in row (9)

3.6 %

Type of Reporting Person (See Instructions)

SCHEDULE 13G

CUSIP Number(s):

G9520U124

Names of Reporting Persons

Arena Special Opportunities Parallel Investor Vehicle III GP, LLC

Check the appropriate box if a member of a Group (see instructions)

(a)

(b)

Sec Use Only

Citizenship or Place of Organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 799,241.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 799,241.00
8	Shared Dispositive Power 0.00

Aggregate Amount Beneficially Owned by Each Reporting Person

799,241.00

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

Checkbox not checked

Percent of class represented by amount in row (9)

3.6 %

Type of Reporting Person (See Instructions)

SCHEDULE 13G

CUSIP Number(s):

G9520U124

Names of Reporting Persons

Arena Special Opportunities Partners III, LP?

Check the appropriate box if a member of a Group (see instructions)

(a)

(b)

Sec Use Only

Citizenship or Place of Organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 398,354.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 398,354.00
8	Shared Dispositive Power 0.00

Aggregate Amount Beneficially Owned by Each Reporting Person

398,354.00

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

Checkbox not checked

Percent of class represented by amount in row (9)

1.8 %

Type of Reporting Person (See Instructions)

SCHEDULE 13G

CUSIP Number(s):

G9520U124

Names of Reporting Persons

Arena Special Opportunities Partners III GP, LLC

Check the appropriate box if a member of a Group (see instructions)

(a)

(b)

Sec Use Only

Citizenship or Place of Organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 398,354.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 398,354.00
8	Shared Dispositive Power 0.00

Aggregate Amount Beneficially Owned by Each Reporting Person

398,354.00

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

Checkbox not checked

Percent of class represented by amount in row (9)

1.8 %

Type of Reporting Person (See Instructions)

SCHEDULE 13G

Item 1.

(a)

Name of issuer:

U Power Ltd

(b)

Address of issuer's principal executive offices:

2F, ZUOAN 88 A, LUJIAZUI, SHANGHAI, CHINA, 200122

Item 2.

(a)

Name of person filing:

This Schedule 13G is filed by the following (the ?Reporting Persons?)?: (i) Arena Investors, LP (the ?Investment Manager?) who serves as investment manager to the Arena Funds (as defined below); (ii) Arena Investors GP, LLC, who serves as the general partner of the Investment Manager (the ?IM General Partner?); (iii) Arena Special Opportunities Parallel Investor Vehicle III US, LP (?ASOIII?) (iv) Arena Special Opportunities Parallel Investor Vehicle III GP, LLC, who serves as the general partner of ASO III (the ?ASOIII General Partner?) (v) Arena Special Opportunities Partners III, LP (?ASOPIII?; and collectively with ASOIII, the ?Arena Funds?); and (vi) Arena Special Opportunities Partners III GP, LLC, who serves as the general partner of ASOPIII (the ?ASOPIII General Partner?).

(b)

Address or principal business office or, if none, residence:

The principal business office of the Reporting Person is 405 Lexington Avenue, 59th Floor, New York, NY, 10174.

(c)

Citizenship:

For citizenship or place of organization see Item 4 of the cover page of each reporting person.

(d)

Title of class of securities:

Common Stock

(e)

CUSIP Number(s):

G9520U124

Item 3.

If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

(a)

Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);

(b)

Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);

(c)

Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);

(d)

Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);

(e)

An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);

(f)

An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);

(g)

A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);

(h)

A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

(i)

A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);

(j)

A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:

(k)

Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).

Item 4.

Ownership

(a)

Amount beneficially owned:

Aggregate - 1,197,595 shares; see also Item 9 on the cover page for each reporting person.

(b)

Percent of class:

Aggregate - 5.4%; see also Item 10 on the cover page for each reporting person.

(c)

Number of shares as to which the person has:

(i) Sole power to vote or to direct the vote:

See Item 5 on the cover page for each reporting person.

(ii) Shared power to vote or to direct the vote:

See Item 6 on the cover page for each reporting person.

(iii) Sole power to dispose or to direct the disposition of:

See Item 7 on the cover page for each reporting person.

(iv) Shared power to dispose or to direct the disposition of:

See Item 8 on the cover page for each reporting person.

Item 5.

Ownership of 5 Percent or Less of a Class.

Not Applicable

Item 6.

Ownership of more than 5 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:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11.

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.

Arena Investors LP

Signature:	Tsering Lama
Name/Title:	Chief Compliance Officer
Date:	05/15/2026

Arena Investors GP, LLC

Signature:	Tsering Lama
Name/Title:	Chief Compliance Officer
Date:	05/15/2026

Arena Special Opportunities Parallel Investor Vehicle III US, LP?

Signature:	Tsering Lama
Name/Title:	Chief Compliance Officer
Date:	05/15/2026

Arena Special Opportunities Parallel Investor Vehicle III GP, LLC

Signature:	Tsering Lama
Name/Title:	Chief Compliance Officer
Date:	05/15/2026

Arena Special Opportunities Partners III, LP?

Signature:	Tsering Lama
Name/Title:	Chief Compliance Officer
Date:	05/15/2026

Arena Special Opportunities Partners III GP, LLC

Signature:	Tsering Lama
Name/Title:	Chief Compliance Officer
Date:	05/15/2026

Comments accompanying signature: During review of quarterly filings, we discovered that an error was made, and that the wrong shares outstanding was applied to the calculation. The shares outstanding used in previous calculation accounted for all exercisable warrants by third parties being exercised. Upon further review, it was determined that if only Arena's exercisable warrants were added to the shares outstanding disclosed in the Prospectus on March 20, 2026 by UCAR, that Arena did exceed the 5% reporting threshold. Accordingly, Arena is submitting this filing.

SEC Form SCHEDULE 13G filed by U Power Limited