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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
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Lotus Technology Inc. (Name of Issuer) |
Ordinary Shares, par value US$0.00001 per share (Title of Class of Securities) |
(CUSIP Number) |
Zhejiang Geely Holding Group No. 1760 Jiangling Road, Binjiang District Hangzhou, F4, 310051 86-571-2809-8282 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
06/10/2026 (Date of Event Which Requires Filing of This Statement) |
SCHEDULE 13D
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| CUSIP No. |
| 1 |
Name of reporting person
Eric Li (Li Shufu) | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b) | ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
AF, WC | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
CHINA
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
338,624,525.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
52.3 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
IN |
SCHEDULE 13D
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| CUSIP No. |
| 1 |
Name of reporting person
Lotus Advanced Technology Limited Partnership | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b) | ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
AF, WC | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
VIRGIN ISLANDS, BRITISH
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
186,648,945.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
28.8 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
PN |
SCHEDULE 13D
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| CUSIP No. |
| 1 |
Name of reporting person
Lotus Technology International Investment Limited | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b) | ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
AF, WC | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
VIRGIN ISLANDS, BRITISH
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
108,740,886.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
16.8 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
CO |
SCHEDULE 13D
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| CUSIP No. |
| 1 |
Name of reporting person
Lotus Group International Limited | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b) | ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
AF, WC | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
UNITED KINGDOM
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
0.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
0 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
CO |
SCHEDULE 13D
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| Item 1. | Security and Issuer | |
| (a) | Title of Class of Securities:
Ordinary Shares, par value US$0.00001 per share | |
| (b) | Name of Issuer:
Lotus Technology Inc. | |
| (c) | Address of Issuer's Principal Executive Offices:
No. 800 Century Avenue, Pudong District, Shanghai,
CHINA
, 200120. | |
Item 1 Comment:
Explanatory Note
This CUSIP number applies to the American Depositary Shares, evidenced by American Depositary Receipts, each representing one ordinary share of the Issuer.
This Amendment No. 1 to Schedule 13D (this "Amendment No. 1") is filed on behalf of each of Mr. Eric Li (Li Shufu), Lotus Advanced Technology Limited Partnership ("LATLP"), Lotus Technology International Investment Limited ("LTIIL"), and Lotus Group International Limited ("LGIL") to amend the statement on Schedule 13D, filed on February 13, 2026 (the "Original Filing").
Except as provided herein, this statement does not modify any of the information previously reported on the Original Filing. Capitalized terms used but not defined in this statement have the meanings ascribed to them in the Original Filing. | ||
| Item 2. | Identity and Background | |
| (a) | Item 2(a) is hereby amended to add the following:
LGIL is wholly owned by Lotus Advance Technologies Sdn. Bhd, which is in turn 51% owned by Geely HK and 49% owned by Etika. On June 10, 2026, Geely HK received 24,477,676 Ordinary Shares and Etika received 23,517,767 Ordinary Shares, in each case from LGIL, following which, LGIL ceases to beneficially own more than 5% of the outstanding shares of the Issuer as of June 10, 2026 and is not a member of any group reporting beneficial ownership of securities of the Issuer. Accordingly, LGIL shall cease to be Reporting Person immediately after the filing of this Amendment No. 1. | |
| (b) | The name, business address, present principal occupation or employment and citizenship of each of the executive officers and directors of each of the Reporting Persons are set forth on Annex A hereto and are incorporated herein by reference. | |
| (c) | The name, business address, present principal occupation or employment and citizenship of each of the executive officers and directors of each of the Reporting Persons are set forth on Annex A hereto and are incorporated herein by reference. | |
| (d) | During the last five years, none of the Reporting Persons and, to the best of their knowledge, none of the Covered Persons has been convicted in any criminal proceedings (excluding traffic violations or similar misdemeanors). | |
| (e) | During the last five years, none of the Reporting Persons and, to the best of their knowledge, none of the Covered Persons has been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of which such person was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. | |
| (f) | The name, business address, present principal occupation or employment and citizenship of each of the executive officers and directors of each of the Reporting Persons are set forth on Annex A hereto and are incorporated herein by reference. | |
| Item 3. | Source and Amount of Funds or Other Consideration | |
Item 3 is hereby amended and supplemented by adding the following at the end:
On January 31, 2023, the Issuer entered into a put option agreement with each of Geely HK and Etika (the "Put Option Agreements"), pursuant to which each of Geely HK and Etika is granted the right to require the Issuer to purchase all of the equity interests held by each of Geely HK and Etika in Lotus Advance Technologies Sdn. Bhd. On April 14, 2025, Geely HK exercised its put option, requiring the Issuer to purchase 51% of the equity interests in Lotus Advance Technologies Sdn. Bhd. On June 30, 2025, Etika also exercised its put option, requiring the Issuer to purchase 49% of the equity interests in Lotus Advance Technologies Sdn. Bhd. In connection with the closing of the transactions contemplated by the Put Option Agreements and upon the final settlement of such put options, Geely HK received 24,477,676 Ordinary Shares of the Issuer and Etika received 23,517,767 Ordinary Shares of the Issuer on June 10, 2026, in each case from LGIL. | ||
| Item 4. | Purpose of Transaction | |
The information set forth in Item 3 is hereby incorporated by reference in its entirety. Except as set forth herein, the Reporting Persons do not have any present plans or proposals which relate to or would result in any of the transactions of this Item 4. | ||
| Item 5. | Interest in Securities of the Issuer | |
| (a) | See responses to Rows (11) and (13) of the cover pages of this Schedule 13D. | |
| (b) | See responses to Rows (7) through (10) of the cover pages of this Schedule 13D. | |
| (c) | Other than as described in this Schedule 13D, none of the Reporting Persons and, to the best of their knowledge, none of the Covered Persons, has effected any transactions in the Ordinary Shares of the Issuer during the past 60 days. | |
| (d) | Not applicable. | |
| (e) | Not applicable. | |
| Item 6. | Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer | |
The information set forth in Item 3 is hereby incorporated by reference in its entirety.
The Reporting Persons are parties to an agreement with respect to the joint filing of this Schedule 13D and any amendments thereto. A copy of such agreement is filed as Exhibit 1 to this Schedule 13D.
Other than as described in this Schedule 13D, no contracts, arrangements, understandings or relationships exist with respect to the securities of the Issuer among or between the Reporting Persons or any other person or entity. | ||
| Item 7. | Material to be Filed as Exhibits. | |
Annex A
*1 - Joint Filing Agreement dated February 13, 2026 by and among the Reporting Persons
*2 - Subscription Agreement dated December 23, 2025 by and between the Issuer and ECARX Holdings Inc. (incorporated by reference to Exhibit 99.2 to the Issuer's Form 6-K filed with the Securities and Exchange Commission on December 29, 2025)
* Previously filed. | ||
| 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.
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