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SCHEDULE 13D/A Filed 2026-07-02 Event 2026-06-30 SEC 0001213900-26-075054 →

Zhu Yue Lianhe Sowell International Group Ltd LHSW

Stake: 97.69% Shares: 3,489,688 CUSIP: G5480C112 Class: Class A Ordinary Shares, par value $0.0016 per share

Item 4 — Purpose of Transaction

On June 30, 2026, Lianyue Holding entered into a share subscription agreement (the "Subscription Agreement") with the Issuer and Shenzhen Sowell Technology Development Co., Ltd, a subsidiary of the Issuer. Pursuant to the Subscription Agreement, the Company issue and sold to Lianyue Holding an aggregate of 2,400,000 Class B Ordinary Shares, for a purchase price of US$0.165 per share, representing the average closing price, as reported on Nasdaq.com, of the Class A Ordinary Shares for the five (5) trading days immediately preceding the date on which the board of directors of the Issuer (the "Board") approved the transaction. The 2,400,000 Class B Ordinary Shares were issued in accordance with Regulation S under the Securities Act of 1933, as amended. The transaction contemplated by the Subscription Agreement was closed on June 30, 2026. The entry into the Subscription Agreement and the consummation of the transaction contemplated thereby have been approved and ratified by the Company's audit committee of the Board. Except as set forth in this Item 4, none of the Reporting Persons has any plans or proposals that relate to or would result in: (a) the acquisition by any person of additional securities of the Issuer, or the disposition of securities of the Issuer; (b) an extraordinary corporate transaction, such as a merger, reorganization or liquidation, involving the Issuer or any of its subsidiaries; (c) a sale or transfer of a material amount of assets of the Issuer or any of its subsidiaries; (d) any change in the present Board or management of the Issuer, including any plans or proposals to change the number or term of directors or to fill any existing vacancies on the Board; (e) any material change in the present capitalization or dividend policy of the Issuer; (f) any other material change in the Issuer's business or corporate structure, including but not limited to, if the issuer is a registered closed-end investment company; (g) changes in the Issuer's charter, by-laws or instruments corresponding thereto or other actions which may impede the acquisition of control of the Issuer by any person; (h) causing a class of securities of the Issuer to be delisted from a national securities exchange or to cease to be authorized to be quoted in an inter-dealer quotation system of a registered national securities association; (i) a class of equity securities of the Issuer becoming eligible for termination of registration pursuant to Section 12(g)(4) of the Act, as amended; or (j) any action similar to any of those enumerated above. The Reporting Persons may, at any time and from time to time, formulate other purposes, plans or proposals regarding the Issuer, or any other actions that could involve one or more of the types of transactions or have one or more of the results described in clauses (a) through (j) in the preceding paragraph.

Cross-References

Insider Activity (last 365d)
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Issuer Cluster
1 13D/G filings on this issuer
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Filer Track Record
1 filings by this filer
0 other filings in the data moat
Short Interest · settle 2026-07-31
DTC 1.00
52,946 shares short · +2.9% vs prior

Post-Filing Returns · since 2026-06-30 on LHSW

+1 day
0.0%
+5 days
0.0%
+30 days
-37.6%
+60 days
+90 days
+180 days

Anchor price 3.99 on closest trading day on/after 2026-06-30. Source: Yahoo Finance daily adj_close (split + dividend adjusted).

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