Yuanbao Inc. - SEC Filing

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SEC FORM 4/ASEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Yue Ying

(Last)

(First)

(Middle)

BUILDING 2, NO.8 BEICHEN WEST ROAD

CHAOYANG DISTRICT

(Street)

BEIJING

100101

(City)

(State)

(Zip)

CHINA

(Country)

2. Issuer Name and Ticker or Trading Symbol
Yuanbao Inc. [ YB ]
Foreign Trading Symbol

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
	Officer (give title below)	Other (specify below)
Vice President

3. Date of Earliest Transaction (Month/Day/Year)
09/16/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)
09/18/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
American Depositary Shares	⁽¹⁾	09/16/2026		F			815⁽²⁾	⁽¹⁾	⁽¹⁾	Class A ordinary shares	4,890	$12.31⁽²⁾	3,685	D
Options (Right to Buy)	$0.15	09/24/2026		M			42,000	⁽³⁾	08/01/2031	Class A ordinary shares	42,000	$0	18,000	D
American Depositary Shares	⁽¹⁾⁽⁴⁾	09/24/2026		M		7,000⁽⁴⁾		⁽¹⁾	⁽¹⁾	Class A ordinary shares	42,000	⁽⁴⁾	10,685	D
American Depositary Shares	⁽¹⁾	09/24/2026		S			2,866⁽⁵⁾	⁽¹⁾	⁽¹⁾	Class A ordinary shares	17,196	$12.11⁽⁵⁾	7,819	D

Explanation of Responses:

1. Represents American Depositary Share ("ADS"). Each ADS is convertible at any time, at the holder's election, into six (6) Class A Ordinary Shares, with a par value of US$0.0001 per share, of Yuanbao Inc. The ADSs have no expiration date.

2. The number of shares previously reported as being withheld for the payment of taxes was estimated. This amendment updates the Form 4 with the actual number of shares withheld. The price reported in Column 8 is a weighted average price per ADS sold, with the last of such sales completed on September 23, 2026. The Reporting Person hereby undertakes to provide upon request to the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the sales were effected.

3. The option shares are fully vested and exercisable as of August 1, 2025.

4. Represents ADSs acquired upon exercise of options.

5. Represents ADSs sold pursuant to a sell-to-cover arrangement in payment of the aggregate option exercise price and withholding tax liability incurred upon the exercise of options. The price reported in Column 8 is a weighted average price per ADS sold.

	/s/ Yue Ying	09/25/2026
	** 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 4 (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).
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