| |
|
Form Serial Number: |
CS20260909E00538 |
| 1.
Date of relevant event: |
04/09/2026 (dd/mm/yyyy)
|
| 2.
Date when the substantial shareholder becomes aware of the relevant event / interest in the shares (if later): |
(dd/mm/yyyy)
|
| 3.
Stock code: |
09626 |
| 4.
Name of listed corporation: |
Bilibili Inc. - W |
| 5.
Class of shares: |
Others |
| 6.
Number of issued shares in class: |
345,334,100 |
| 7.
Name of substantial shareholder: |
Tencent Holdings Limited |
| 8.
Registered office: |
Cricket Square, Hutchins Drive, P.O. Box 2681, Grand Cayman KY1-1111, Cayman Islands |
| 9.
Principal place of business in Hong Kong: |
29/F., Three Pacific Place, No. 1 Queen's Road East, Wanchai, Hong Kong |
| 15.
Exchange on which listed: |
Hong Kong Stock Exchange |
| 16.
Name of listed parent and exchange on which parent is listed: |
|
|
| 17.
Details of relevant event: |
|
|
Brief description of relevant event
|
Capacity in which shares were/are held
|
Number of shares bought/sold or involved |
Currency of transaction |
On Exchange
|
Off Exchange
|
| Before relevant event
|
After relevant event
|
Highest price (per share)
|
Average price (per share)
|
Average consideration (per share)
|
Nature of consideration
|
|
Long position |
| 11035 | The percentage level of your interest in the shares has increased because: you became the holder of, wrote or issued equity derivatives under which (choose one): you have any of the rights or obligations referred to in 11031 to 11034 above embedded in a contract or instrument |
|
|
| 2201 | Interest of corporation controlled by you |
|
10,067,480 |
|
|
|
|
|
| Short position |
|
|
|
|
|
|
|
|
|
|
|
| 18.
Total shares immediately before the relevant event: |
| | Total number of shares | Percentage figure (%) |
| Long position | 40,014,008 | 11.59 |
|
|
| 19.
Total shares immediately after the relevant event: |
| | Total number of shares | Percentage figure (%) |
| Long position | 50,081,488 | 14.50 |
|
|
| 20.
Capacity in which interests disclosed in Box 19 are held: |
| Capacity code | Number of shares |
| 2201 | Interest of corporation controlled by you |
| |
|
|
|
|
| 21.
Further information in respect of derivative interests: |
| Derivatives code | Number of shares |
| 4104 | Listed derivatives - Other (you must describe the category of derivatives in the Supplementary Information box) |
| |
| 4107 | Unlisted derivatives - Convertible instruments |
| |
|
|
| 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 |
| Huang River Investment Limited | Vistra Corporate Services Centre, Wickhams Cay II, Road Town, Tortola, VG1110, British Virgin Islands (British Virgin Islands) | Tencent Holdings Limited | 100.00 | Y | |
| Tencent Mobility Limited | 29/F., Three Pacific Place, No. 1 Queen's Road East, Wanchai, Hong Kong (Hong Kong) | Tencent Holdings Limited | 100.00 | Y | |
| THL A13 Limited | Vistra Corporate Services Centre, Wickhams Cay II, Road Town, Tortola, VG1110, British Virgin Islands (British Virgin Islands) | Tencent Holdings Limited | 100.00 | N | |
| Qinghai Lake Investment Limited | Vistra Corporate Services Centre, Wickhams Cay II, Road Town, Tortola, VG1110, British Virgin Islands (British Virgin Islands) | Tencent Holdings Limited | 100.00 | N | |
| Tencent Mobility Limited | 29/F., Three Pacific Place, No. 1 Queen's Road East, Wanchai, Hong Kong (Hong Kong) | Tencent Holdings Limited | 100.00 | N | |
| China Literature Limited | The offices of Maples Corporate Services Limited, PO Box 309, Ugland House, Grand Cayman KY1-1104, Cayman Islands (Cayman Islands) | THL A13 Limited | 26.40 | Y | |
| China Literature Limited | The offices of Maples Corporate Services Limited, PO Box 309, Ugland House, Grand Cayman KY1-1104, Cayman Islands (Cayman Islands) | Qinghai Lake Investment Limited | 22.68 | Y | |
| China Literature Limited | The offices of Maples Corporate Services Limited, PO Box 309, Ugland House, Grand Cayman KY1-1104, Cayman Islands (Cayman Islands) | Tencent Mobility Limited | 7.70 | Y | |
|
|
|
| 23.
Further information in relation to interests held by substantial shareholder jointly with another person: |
| Name of joint shareholder | Address | Number of shares |
| | |
|
|
| 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 |
| | | |
|
|
| 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 |
| | |
| Total number of shares in which a substantial shareholder is interested under sections 317 and 318 | |
|
|
| 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 (%) |
| | | |
|
| |
| 27.
Supplementary information: |
Boxes 5-6: The issued shares held are the Class Z ordinary shares ("Shares") of Bilibili Inc. ("Bilibili"). Box 17 and Box 21: Huang River has agreed to subscribe for US$200 million convertible senior notes, subject to approval by Bilibili's disinterested shareholders and the satisfaction of other conditions precedent. Please refer to Bilibili's announcement dated 4 September 2026 for details. Box 21: Listed derivatives represent an aggregate of 11,674,167 American Depositary Shares.
|
| 28.
Log/Serial Number of the previous form: |
|
| 29.
Number of concert party document(s) under section 317 attached/uploaded: |
|
|
Date of filing this Form 2: |
09/09/2026 (dd/mm/yyyy)
|
|
|
|
|