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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 2)*
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DATASEA INTELLIGENT TECHNOLOGY LTD. (Name of Issuer) |
Class A Ordinary Share, no par value (Title of Class of Securities) |
(CUSIP Number) |
Fu Liu Room 302-5, Building C, Gemdale Viseen, No. 5 Shengfang Rd. Beijing, F4, 102699 86 10-58401996 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
07/09/2026 (Date of Event Which Requires Filing of This Statement) |
SCHEDULE 13D
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| CUSIP No. |
| 1 |
Name of reporting person
Fu 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)
OO | ||||||||
| 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
101,192,558.00 | ||||||||
| 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)
47.57 % | ||||||||
| 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 Ordinary Share, no par value | |
| (b) | Name of Issuer:
DATASEA INTELLIGENT TECHNOLOGY LTD. | |
| (c) | Address of Issuer's Principal Executive Offices:
Room 302-5, Building C, Gemdale Viseen, No. 5 Shengfang Rd., Beijing,
CHINA
, 102699. | |
Item 1 Comment:
This Amendment No. 2 to Schedule 13D ("SC 13D/A No.2") amends the Schedule 13D originally filed on June 16, 2023 under the CIK of Datasea Inc. ("Datasea"), prior to the merger of Datasea into the Company and later amended on June 2, 2026 (together, the "Schedule 13D"). The Schedule 13D is hereby amended and supplemented to the extent hereinafter expressly set forth. Except as amended hereby, the original disclosure set forth in the Schedule 13D shall remain unchanged. All capitalized terms used and not expressly defined herein have the respective meanings ascribed to such terms in the Schedule 13D. | ||
| Item 4. | Purpose of Transaction | |
On July 9, 2026, the Issuer issued 150,000 restricted Class A Ordinary Shares to the Reporting Person as additional quarterly compensation for his services with the Company, pursuant to an arrangement approved by the compensation committee of the Company's board of directors in December 2025 under the Company's 2018 Equity Incentive Plan, as amended.
On July 9, 2026, the Issuer issued 89,862 restricted Class A Ordinary Shares to the Reporting Person as payment of accrued and unpaid salary for the period from January 2026 to June 2026, as approved by the Company's board of directors on June 30, 2026. | ||
| Item 5. | Interest in Securities of the Issuer | |
| (a) | The information set forth in rows 7 through 13 of the cover pages to this SC 13D/A is incorporated by reference herein. The percentage set forth in row 13 is based on an aggregate of 12,737,285 Class A Ordinary Shares and 4,000,000 Class B Ordinary Shares issued and outstanding as of October 23, 2026, as reported by the Issuer to the Reporting Person. The percentages of beneficial ownership were determined in accordance with Rule 13d-3 of the Securities Exchange Act of 1934, as amended. Information with respect to all transactions in the Shares beneficially owned by the Reporting Persons that were effected during the past sixty days is set forth in Item 4 and incorporated herein by reference. | |
| (b) | The information set forth in rows 7 through 13 of the cover pages to this SC 13D/A is incorporated by reference herein. The percentage set forth in row 13 is based on an aggregate of 12,737,285 Class A Ordinary Shares and 4,000,000 Class B Ordinary Shares issued and outstanding as of October 23, 2026, as reported by the Issuer to the Reporting Person. The percentages of beneficial ownership were determined in accordance with Rule 13d-3 of the Securities Exchange Act of 1934, as amended. Information with respect to all transactions in the Shares beneficially owned by the Reporting Persons that were effected during the past sixty days is set forth in Item 4 and incorporated herein by reference. | |
| (c) | The information set forth in rows 7 through 13 of the cover pages to this SC 13D/A is incorporated by reference herein. The percentage set forth in row 13 is based on an aggregate of 12,737,285 Class A Ordinary Shares and 4,000,000 Class B Ordinary Shares issued and outstanding as of October 23, 2026, as reported by the Issuer to the Reporting Person. The percentages of beneficial ownership were determined in accordance with Rule 13d-3 of the Securities Exchange Act of 1934, as amended. Information with respect to all transactions in the Shares beneficially owned by the Reporting Persons that were effected during the past sixty days is set forth in Item 4 and incorporated herein by reference. | |
| 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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