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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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Atlas Trinity Tech Co. (Name of Issuer) |
Ordinary Shares, par value US$0.0001 per share (Title of Class of Securities) |
(CUSIP Number) |
Atlas Trinity Tech Limited Unit 6, 10/F, Wing Tuck Comm. Ctr., Bonham Strand W. Sheung Wan, K3, 000000 852 3103 2020 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
09/10/2026 (Date of Event Which Requires Filing of This Statement) |
SCHEDULE 13D
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| CUSIP No. |
| 1 |
Name of reporting person
Zhiwei 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)
WC | ||||||||
| 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
HONG KONG
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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
377,326.00 | ||||||||
| 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)
6.42 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
IN |
SCHEDULE 13D
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| CUSIP No. |
| 1 |
Name of reporting person
Chunda International Capital Management Co., Ltd | ||||||||
| 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)
WC | ||||||||
| 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
VIRGIN ISLANDS, BRITISH
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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
245,239.00 | ||||||||
| 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)
4.17 % | ||||||||
| 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$0.0001 per share | |
| (b) | Name of Issuer:
Atlas Trinity Tech Co. | |
| (c) | Address of Issuer's Principal Executive Offices:
Unit 6, 10/F, Wing Tuck Comm. Ctr., Bonham Strand W., Sheung Wan,
HONG KONG
, 000000. | |
Item 1 Comment:
This Amendment No. 1 to Schedule 13D (this "Amendment No. 1") amends and supplements the prior statement on Schedule 13D as filed on March 10, 2026 (the "Original 13D", the Original 13D as amended and supplemented, this "Schedule 13D"), and relates to the beneficial ownership of ordinary shares, par value $0.0001 per share (the " Ordinary Shares") of Atlas Trinity Tech Limited, a business company incorporated under the British Virgin Islands law, (the "Issuer"). | ||
| Item 5. | Interest in Securities of the Issuer | |
| (a) | Item 5(a) of this Schedule 13D is hereby amended and supplemented to add the following:
The aggregate number of ordinary shares beneficially owned by the Reporting Persons is 377,326 Ordinary Shares, consisting of (i) 132,087 Ordinary Shares beneficially owned by Mr. Liu Zhiwei, and (ii) 245,239 Ordinary Shares directly held by Chunda International Capital Management Co., Ltd. ("Chunda"). Chunda is a British Virgin Islands company wholly owned and controlled by Mr. Liu. Pursuant to Section 13(d) of the Exchange Act and the rules promulgated thereunder, Mr. Liu may be deemed to beneficially own all of the Ordinary Shares directly held by Chunda. The Reporting Persons' aggregate beneficial ownership represents approximately 6.42% of the Issuer's outstanding Ordinary Shares. The percentage of beneficial ownership reported herein is based on 5,874,743 Ordinary Shares outstanding as of October 23, 2026, according to the records of the Issuer. The change in the Reporting Persons' percentage of beneficial ownership reflects (i) the Issuer's issuance of 3,149,832 additional Ordinary Shares on June 29, 2026, in connection with separate transactions to which neither of the Reporting Persons was a party, and (ii) Mr. Liu's sale of 111,050 Ordinary Shares in open-market transactions on September 10, 2026. | |
| (b) | Each of the Reporting Person has sole voting and dispositive power over the ordinary shares of reported in this Schedule 13D. | |
| (c) | Item 5(c) of this Schedule 13D is hereby amended and supplemented to add the following:
On September 10, 2026, Mr. Liu Zhiwei sold an aggregate of 111,050 Ordinary Shares in open-market transactions for an aggregate consideration of approximately US$335,000. | |
| (d) | To the best knowledge of the Reporting Persons, except for the agreement described in this Schedule 13D, no one other than the Reporting Persons, or the holders of interests in the Reporting Persons, has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the ordinary shares of the Issuer that they beneficially own. | |
| (e) | Item 5(e) of this Schedule 13D is hereby amended and supplemented to add the following:
As a result of the Issuer's issuance of 3,149,832 additional Ordinary Shares on June 29, 2026, Chunda International Capital Management Co., Ltd. ceased to be the beneficial owner of more than five percent of the Issuer's outstanding Ordinary Shares on June 22, 2026. Mr. Liu Zhiwei continues to beneficially own more than five percent of the Issuer's outstanding Ordinary Shares. | |
| 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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