
OR For the fiscal year ended December 31, 2023.OR OR (Exact name of Registrant as specified in its charter) 740,172,377 Class A ordinary shares (excluding the Class A ordinary shares issued to the Depositary for bulk-issuance of ADSs reserved for future issuances upon the exercise or vesting ofawards granted under the share incentive plans and excluding the Class A ordinary shares underlying the ADSs repurchased by the Company pursuant to its share repurchase program) and139,630,401 Class B ordinary shares, par value US$0.0001 per share, are outstanding as of December 31, 2023. Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.☐ Yes☐ No If this report is an annual or transition report, indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act of Note – Checking the box above will not relieve any registrant required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 from their obligations under those Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or forsuch shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.☐ Yes☐ No Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter)during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).☐ Yes☐ No Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or an emerging growth company. See the definitions of “large acceleratedfiler,” “accelerated filer,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. Large accelerated filer ☐Accelerated filer ☐Non-accelerated filer ☐Emerging growth company ☐ If an emerging growth company that prepares its financial statements in accordance with U.S. GAAP, indicate by check mark if the registrant has elected not to use the extended transition periodfor complying with any new or revised financial accounting standards† provided pursuant to Section 13(a) of the Exchange Act. ☐ † The term “new or revised financial accounting standard” refers to any update issued by the Financial Accounting Standards Board to its Accounting Standards Codification after April 5, 2012. Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting underSection 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☐ If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error topreviously issued financial statements. ☐ Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive- based compensation received by any of the registrant’s executiveofficers during the relevant recovery period pursuant to §240.10D-1(b). ☐ Indicate by check mark which basis of accounting the registrant has used to prepare the financial statements included in this filing: TABLE OF CONTENTS PageINTRODUCTION1FORWARD-LOOKING INFORMATION3PART I4Item 1.Identity of Directors, Senior Management and Advisers4Item 2.Offer Statistics and Expected Timetable4Item 3.Key Information4Item 4.Information on the Company63Item 4A.Unresolved Staff Comments104Item 5.Operating and Financial Review and Prospects104Item 6.Directors, Senior Management and Employees114Item 7.Major Shareholders and Related Party Transactions125Item 8.Financial Information126Item 9.The Offer and Listing127Item 10.Additional Information127Item 11.Quantitative and Qualitative Disclosures about Market Risk143Item 12.Description of Securities Other than Equity Securities144PART II149Item 13.Defaults, Dividend Arrearages and Delinquencies149Item 14.Material Modifications to the Rights of Security Holders and Use of Proceeds149Item 15.Controls and Procedures149Item 16A.Audit Committee Financial Expert150Item 16B.Code of Ethics150Item 16C.Principal Accountant Fees and Services151Item 16D.Exemptions from the Listing Standards for Audit Committees151Item 16E.Purchases of Equity Securities by the Issuer and Affiliated Purchasers151Item 16F.Change in Registrant’s Certifying Accountant152Item 16G.Corporate Governance152Item 16H.Mine Safety Disclosure152Item 16I.Disclosure Regarding Foreign Jurisdictions That Prevent Inspections152Item 16J.Insi