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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 6)*
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TDH Holdings, Inc. (Name of Issuer) |
Common Shares (Title of Class of Securities) |
(CUSIP Number) |
Dandan Liu c/o Beijing Wenxin Co., Ltd., Rm. 1104, Full Twr., 9 East 3rd Ring, Mi Rd Chaoyang District, Beijing, F4, 100020 86-10-6500-8528 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
08/27/2026 (Date of Event Which Requires Filing of This Statement) |
SCHEDULE 13D
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| CUSIP No. |
| 1 |
Name of reporting person
Dandan Liu | ||||||||
| 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)
PF | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
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| 6 | Citizenship or place of organization
CHINA
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 11 | Aggregate amount beneficially owned by each reporting person
5,069,389.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
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| 13 | Percent of class represented by amount in Row (11)
49.11 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
IN |
SCHEDULE 13D
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| Item 1. | Security and Issuer |
| (a) | Title of Class of Securities:
Common Shares |
| (b) | Name of Issuer:
TDH Holdings, Inc. |
| (c) | Address of Issuer's Principal Executive Offices:
C/O BEIJING WENXIN CO., LTD., ROOM 1104, FULL TOWER, 9 EAST THIRD RING MIDDLE RD., BEIJING,
CHINA
, 100020. |
| Item 2. | Identity and Background |
| (a) | Dandan Liu |
| (b) | Ms. Liu's business address is: c/o Beijing Wenxin Co., Ltd., Room 1104, Full Tower, 9 East Third Ring Middle Road, Chaoyang District, Beijing, People's Republic of China, 100020 |
| (c) | Ms. Liu's principal occupation is Chair and CEO of the Company. |
| (d) | Ms. Liu has not been: (i) convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or (ii) a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and, as a result of such proceeding, is or was 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 People's Republic of China |
| Item 3. | Source and Amount of Funds or Other Consideration |
This Statement on Schedule 13D/A (this "Statement") is being filed because on August 27, 2026, Ms. Liu purchased an aggregate 2,969,692 common shares of the Company from certain shareholders for an aggregate purchase price of $3,563,630.40. | |
| Item 4. | Purpose of Transaction |
Ms. Liu acquired the common shares from the investors for investment purposes. Ms. Liu expects to evaluate, on an ongoing basis, the Company's financial condition and prospects and its interests in, and intentions with respect to, the Company and the investment in the securities of the Company, which review may be based on various factors, including but not limited to the Company's business and financial condition, results of operation and prospects, general economic and industry conditions, the securities markets in general. Accordingly, Ms. Liu reserves the right to change her intentions, as she deems appropriate, at any time. In particular, Ms. Liu may, from time to time, in the open market, through privately negotiated transactions or otherwise, increase her holdings in the Company or dispose of all or a portion of the securities of the Company that she now owns or may hereafter acquire. Other than as expressly set forth in this Item 4 or below, Ms. Liu has no plans or proposals as of the date of this filing which relate to, or would result in, any of the actions enumerated in Item 4 of the instructions to this Statement. Ms. Liu may, however, adopt in the future such plans or proposals subject to compliance with applicable regulatory requirements. | |
| Item 5. | Interest in Securities of the Issuer |
| (a) | Ms. Liu beneficially owns 5,069,389 common shares, representing 49.11% of the outstanding common shares of the Company (based upon 10,323,268 common shares outstanding as of the date of this filing). |
| (b) | Ms. Liu has the sole power to vote or direct the vote and the sole power to dispose or direct the disposition of the 5,069,389 common shares. |
| (c) | The following table sets forth the transactions of common shares that were effected during the past sixty days by Ms. Liu. None. |
| (d) | Not applicable. |
| (e) | Not applicable. |
| Item 6. | Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer |
There are no contracts, arrangements, understandings or relationships (legal or otherwise) between Ms. Liu and any person with respect to any securities of the Company, including, but not limited to, the transfer or voting of any of the securities, finder's fees, joint ventures, loan or option arrangements, puts or calls, guarantees of profits, division of profits or loss, or the giving or withholding of proxies, the occurrence of which would give another person voting or investment power over the securities. | |
| Item 7. | Material to be Filed as Exhibits. |
None. |
| 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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