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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 4)*
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CHEETAH NET SUPPLY CHAIN SERVICE INC. (Name of Issuer) |
Class A common stock (Title of Class of Securities) |
(CUSIP Number) |
Huan Liu 8707 Research Drive, Irvine, CA, 92618 (949) 740-7799 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
10/09/2026 (Date of Event Which Requires Filing of This Statement) |
SCHEDULE 13D
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| CUSIP No. |
| 1 |
Name of reporting person
Huan 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
101,358.00 | ||||||||
| 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)
7.1 % | ||||||||
| 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:
Class A common stock | |
| (b) | Name of Issuer:
CHEETAH NET SUPPLY CHAIN SERVICE INC. | |
| (c) | Address of Issuer's Principal Executive Offices:
8707 Research Drive, Irvine,
CALIFORNIA
, 92618. | |
Item 1 Comment:
Item 1 of the Schedule 13D is hereby amended and restated to reflect the new CUSIP number assigned to the Issuer's Class A common stock in connection with the September 2026 Reverse Stock Split (as defined in Item 4 below). | ||
| Item 2. | Identity and Background | |
| (a) | This Amendment is being filed by Mr. Huan Liu (the "Reporting Person"). | |
| (b) | The business address of Huan Liu is 8707 Research Drive, Irvine, California 92618. | |
| (c) | Huan Liu is the Chief Executive Officer, Interim Chief Financial Officer, Director, and Chairman of the Board of Directors of the Issuer. | |
| (d) | During the past five years, Huan Liu has never been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors). | |
| (e) | During the past five years, Huan Liu has never been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and, as a result of such proceeding, 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) | Huan Liu is a citizen of the People's Republic of China. | |
| Item 3. | Source and Amount of Funds or Other Consideration | |
PF, $330,000. The Reporting Person used personal funds to purchase the 100,000 shares of Class B common stock described in this Amendment. | ||
| Item 4. | Purpose of Transaction | |
Item 4 of the Schedule 13D is hereby amended and restated as follows:
Prior to the 1-for-200 reverse stock split of the Issuer's common stock that became effective on April 20, 2026 (the "April 2026 Reverse Stock Split"), Huan Liu, Chief Executive Officer, Interim Chief Financial Officer, Director, and Chairman of the Board of Directors of the Issuer, beneficially owned shares of the Issuer's Class A common stock issuable upon conversion of shares of Class B common stock held directly by him and by FAIRVIEW EASTERN INTERNATIONAL HOLDINGS LIMITED, of which the Reporting Person is the sole shareholder. The Reporting Person's prior acquisitions, including the stock awards granted in 2024 and 2025 and the June 15, 2026 private placement, are described in Amendment No. 3 to this Schedule 13D filed on June 17, 2026 and are incorporated herein by reference.
Following the April 2026 Reverse Stock Split and the June 15, 2026 private placement, the Reporting Person directly held 200,877 shares of Class B common stock and FAIRVIEW EASTERN INTERNATIONAL HOLDINGS LIMITED held 2,579 shares of Class B common stock.
On September 21, 2026, the Issuer effected a 1-for-150 reverse stock split of its Class A common stock and Class B common stock (the "September 2026 Reverse Stock Split"), which became market effective on September 28, 2026. No fractional shares were issued in connection with the September 2026 Reverse Stock Split, and fractional shares were rounded up to the nearest whole share at the participant level. Following the September 2026 Reverse Stock Split and adjustment for the treatment of fractional shares, immediately prior to the transaction described below, the Reporting Person directly held 1,340 shares of Class B common stock and FAIRVIEW EASTERN INTERNATIONAL HOLDINGS LIMITED held 18 shares of Class B common stock.
On October 7, 2026, the Issuer entered into a Securities Purchase Agreement (the "Purchase Agreement") with the Reporting Person pursuant to which the Issuer agreed to issue and sell to the Reporting Person 100,000 shares of Class B common stock at a purchase price of $3.30 per share, for an aggregate purchase price of $330,000. The transaction closed on October 9, 2026. The Reporting Person used personal funds and acquired the shares for investment purposes.
The information set forth on the cover page of this Amendment is hereby incorporated by reference into this Item 4. Except as set forth in this Item 4, the Reporting Person has no plans or proposals that relate to or would result in any of the matters described in Items 4(a) through 4(j) of Schedule 13D. | ||
| Item 5. | Interest in Securities of the Issuer | |
| (a) | The Reporting Person beneficially owns an aggregate of 101,358 shares of Class A common stock, consisting of 101,340 shares of Class A common stock issuable upon conversion of 101,340 shares of Class B common stock directly held by the Reporting Person and 18 shares of Class A common stock issuable upon conversion of 18 shares of Class B common stock held by FAIRVIEW EASTERN INTERNATIONAL HOLDINGS LIMITED. Such shares represent approximately 7.1% of the Class A common stock. The percentage of class is calculated based on 1,332,087 shares of Class A common stock outstanding as of October 9, 2026, as provided by the Issuer to the Reporting Person, and in accordance with Rule 13d-3(d)(1) under the Securities Exchange Act of 1934, as amended. | |
| (b) | The Reporting Person has sole voting and dispositive power over 101,340 shares of Class B common stock of the Issuer. The Reporting Person has shared voting and dispositive power over 18 shares of Class B common stock held by FAIRVIEW EASTERN INTERNATIONAL HOLDINGS LIMITED, a British Virgin Islands company, which is 100% owned by the Reporting Person. The registered address of FAIRVIEW EASTERN INTERNATIONAL HOLDINGS LIMITED is Vistra Corporate Services Center, Wickhams Cay II, Road Town, Tortola, VG1110, the British Virgin Islands. | |
| (c) | On October 9, 2026, the Reporting Person purchased 100,000 shares of Class B common stock directly from the Issuer in a private placement at a purchase price of $3.30 per share, for an aggregate purchase price of $330,000. Other than as described herein, the Reporting Person has not effected any transactions in the Issuer's securities during the 60 days preceding the date of this Amendment. | |
| (d) | Not applicable. | |
| (e) | Not applicable. | |
| Item 6. | Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer | |
On October 7, 2026, the Issuer and the Reporting Person entered into the Purchase Agreement, pursuant to which the Issuer agreed to issue and sell to the Reporting Person 100,000 shares of Class B common stock at a purchase price of $3.30 per share, for aggregate gross proceeds of $330,000. The transaction closed on October 9, 2026. The foregoing description is qualified in its entirety by reference to the Purchase Agreement, which is incorporated by reference as described in Item 7. | ||
| Item 7. | Material to be Filed as Exhibits. | |
Securities Purchase Agreement, dated October 7, 2026, by and between Cheetah Net Supply Chain Service Inc. and Huan Liu, incorporated by reference to Exhibit 10.1 to the Issuer's Current Report on Form 8-K filed with the Securities and Exchange Commission on October 9, 2026. | ||
| 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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