Director Luo Cheng filed a Form 4 with the SEC on October 29, 2026, reporting the disposition of Class A ordinary shares and restricted share units in Cloopen Group Holding Ltd (RAASY) upon completion of a going-private merger effective October 28, 2026.
Key Highlights
- Two share tranches disposed: 120,000 Class A ordinary shares (held as ADSs) and 280,000 Class A ordinary shares were each disposed of on October 28, 2026, reducing Luo Cheng's indirect beneficial ownership in both tranches to 0.
- Cash consideration for ADS-held shares: Each Class A ordinary share was canceled in exchange for US$0.4940 in cash per share, or US$2.9641 per ADS (each ADS representing six Class A ordinary shares), according to the filing.
- Support agreement exchange: The 280,000 Class A ordinary shares covered by a support agreement dated May 12, 2026, were canceled in exchange for one ordinary share of HoldCo per share, rather than cash.
- 1,500,000 RSUs canceled: On April 1, 2024, Luo Cheng was granted 1,500,000 restricted share units; all had vested, and at the effective time 450,000 were canceled for US$0.4940 per RSU in cash, while 1,050,000 were converted into vested awards of other rights or property under HoldCo.
- Company taken private: According to the filing, upon completion of the merger, Cloopen Group Holding Ltd became a privately held company as a wholly-owned subsidiary of AutumnX Holdings Limited (HoldCo).
- Merger parties: The Agreement and Plan of Merger, dated May 12, 2026, involved the issuer, SpringX Holdings Limited (Parent), AutumnX Holdings Limited (HoldCo), and SummerX Holdings Limited (Merger Sub), with Merger Sub merged into the issuer.
Cloopen Director Luo Cheng Reports Full Disposition of Shares and RSUs in Going-Private Transaction
According to the Form 4 filed October 29, 2026, Luo Cheng, a director of Cloopen Group Holding Ltd (RAASY), reported the disposition of all beneficially owned Class A ordinary shares and restricted share units in connection with a merger that closed October 28, 2026. The filing states that Merger Sub was merged with and into Cloopen, with Cloopen surviving as a wholly-owned subsidiary of HoldCo, and that "upon completion of the Merger, the Issuer became a privately-held company."
The filing reports two tranches of Class A ordinary shares disposed of on October 28, 2026. The first tranche of 120,000 shares, held in the form of ADSs through Flawless Success Limited (as nominee for an employee trust), was canceled for US$0.4940 per share in cash, or US$2.9641 per ADS, per the merger's terms. The second tranche of 280,000 shares, also held by Flawless Success Limited under a support agreement dated May 12, 2026, was canceled in exchange for one newly issued ordinary share of HoldCo per Class A ordinary share, rather than cash. Following both transactions, Luo Cheng's indirect beneficial ownership in each tranche is reported as 0.
The filing also discloses the cancellation of 1,500,000 restricted share units originally granted to Luo Cheng on April 1, 2024, all of which had vested. Of these, 450,000 RSUs were canceled and converted into the right to receive US$0.4940 per RSU in cash under the merger agreement. The remaining 1,050,000 RSUs were canceled and, per the filing, Luo Cheng "was issued a vested award comprised of other rights or property to the extent permitted by applicable laws," with terms substantially equivalent to those of the original vested RSUs as determined by HoldCo and the issuer. Following these transactions, Luo Cheng's directly held derivative security positions are each reported as 0.
What Was Disclosed
Director Luo Cheng reported the full disposition of 400,000 Class A ordinary shares and 1,500,000 vested RSUs in Cloopen Group Holding Ltd, each canceled as of October 28, 2026, pursuant to a going-private merger under an Agreement and Plan of Merger dated May 12, 2026.



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