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Form Serial Number: |
CS20260724E00540 |
| 1.
Date of relevant event: |
22/07/2026
(dd/mm/yyyy)
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| 2.
Date when the substantial shareholder becomes aware of the relevant event / interest in the shares (if later): |
(dd/mm/yyyy)
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| 3.
Stock code: |
09911 |
| 4.
Name of listed corporation: |
Newborn Town Inc. |
| 5.
Class of shares: |
Ordinary Shares |
| 6.
Number of issued shares in class: |
1,403,002,391 |
| 7.
Name of substantial shareholder: |
TMF Trust (HK) Limited |
| 8.
Registered office: |
31/F., Tower Two, Times Square, 1 Matheson Street, Causeway Bay, Hong Kong |
| 9.
Principal place of business in Hong Kong: |
31/F., Tower Two, Times Square, 1 Matheson Street, Causeway Bay, Hong Kong |
| 15.
Exchange on which listed: |
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| 16.
Name of listed parent and exchange on which parent is listed: |
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| 17.
Details of relevant event: |
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Brief description of relevant event
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Capacity in which shares were/are held
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Number of shares bought/sold or involved |
Currency of transaction |
On Exchange
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Off Exchange
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| Before relevant event
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After relevant event
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Highest price (per share)
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Average price (per share)
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Average consideration (per share)
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Nature of consideration
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|
Long position |
| 1213 | The percentage level of your interest in the shares has reduced because:
any other event (you must briefly describe the relevant event in the Supplementary Information box) |
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18,717,049 |
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| Short position |
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| 18.
Total shares immediately before the relevant event: |
| | Total number of shares | Percentage figure (%) |
| Long position | 159,665,318 | 11.38 |
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| 19.
Total shares immediately after the relevant event: |
| | Total number of shares | Percentage figure (%) |
| Long position | 140,948,269 | 10.05 |
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| 20.
Capacity in which interests disclosed in Box 19 are held: |
| Capacity code | Number of shares |
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| 21.
Further information in respect of derivative interests: |
| Derivatives code | Number of shares |
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| 22.
Further information in relation to interests of corporations controlled by substantial shareholder: |
| Name of controlled corporation | Address and place of incorporation | Name of controlling person | % control | Direct interest (Y/N) | Number of shares |
| Bridge Partners Limited | Vistra Corporate Services Centre, Wickhams Cay II, Road Town, Tortola, VG1110, British Virgin Islands | TMF Trust (HK) Limited | 100.00 | Y | |
| Three D Partners Limited | Vistra Corporate Services Centre, Wickhams Cay II, Road Town, Tortola, VG1110, British Virgin Islands | TMF Trust (HK) Limited | 100.00 | Y | |
| JJQJ Partners Limited | Vistra Corporate Services Centre, Wickhams Cay II, Road Town, Tortola, VG1110, British Virgin Islands | TMF Trust (HK) Limited | 100.00 | Y | |
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| 23.
Further information in relation to interests held by substantial shareholder jointly with another person: |
| Name of joint shareholder | Address | Number of shares |
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| 24.
Further information from a trustee, a beneficiary of a trust, or a person who set up a discretionary trust: |
| Names of trust | Address | Status code | Number of shares |
| Bridge Partners Trust | Addresses of individuals are not displayed. | | |
| Three D Partners Trust | Addresses of individuals are not displayed. | | |
| JJQJ Trust | Addresses of individuals are not displayed. | | |
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| 25.
Further information from a party to an agreement under Section 317 (Please see Notes for further information required): |
| Names of other parties | Address | Number of shares |
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| Total number of shares in which a substantial shareholder is interested under sections 317 and 318 | |
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| 26.
Details of person(s) in accordance with whose directions the substantial shareholder or its directors are accustomed to act: |
| Names | Address | Relationship Code | Percentage (%) |
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| 27.
Supplementary information: |
A trust distribution of total 18,717,049 shares of Newborn Town Inc. (the "Listed corporation") was made via Three D Partners Limited and JJQJ Partners Limited in which both are directly and wholly owned by TMF Trust (HK) Limited as trustee of employee benefit trusts to various employees of the Listed Corporation on 21 July 2026 and 22 July 2026 respectively.
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| 28.
Log/Serial Number of the previous form: |
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| 29.
Number of concert party document(s) under section 317 attached/uploaded: |
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Date of filing this Form 2: |
24/07/2026
(dd/mm/yyyy)
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