Cloopen Group Holding Ltd CPO and CTO Xiong Xiegang filed a Form 4 on October 29, 2026, reporting the disposal of Class A ordinary shares, options, and restricted share units on October 28, 2026, in connection with the completion of a going-private merger.

Key Highlights

  • Merger completion: Cloopen Group became a privately held company following the completion of a merger with SummerX Holdings Limited, a wholly-owned subsidiary of AutumnX Holdings Limited ("Holdco"), itself a wholly-owned subsidiary of SpringX Holdings Limited ("Parent"), pursuant to a Merger Agreement dated May 12, 2026.
  • Class A ordinary shares disposed: Xiong Xiegang disposed of 363,225 Class A ordinary shares (held as ADSs) and 847,525 Class A ordinary shares, both on October 28, 2026, resulting in 0 indirectly held shares following each transaction.
  • ADS cash consideration: According to the filing, each ADS representing six Class A ordinary shares was canceled in exchange for the right to receive US$2.9641 in cash per ADS, without interest.
  • Per-share cash consideration: Each Class A ordinary share was canceled in exchange for the right to receive US$0.4940 in cash, without interest.
  • Options canceled: 300,000 options (vested as of April 30, 2026) were canceled and converted into the right to receive US$34,200 in aggregate cash; 700,000 vested options were canceled and exchanged for a vested award of other rights or property under HoldCo.
  • RSUs canceled: 300,000 RSUs (vested as of April 30, 2026) were canceled and converted into the right to receive US$0.4940 per RSU in cash; 700,000 RSUs were canceled and exchanged for a vested award of other rights or property under HoldCo.
  • Resulting ownership: Following all reported transactions, Xiong Xiegang beneficially owned 0 Class A ordinary shares, 0 options, and 0 RSUs of Cloopen Group.

Cloopen Goes Private: Xiong Xiegang's Holdings Canceled Under Merger Agreement

According to the filing, all transactions reported by Xiong Xiegang, who served as CPO and CTO of Cloopen Group Holding Ltd (RAASY), occurred on October 28, 2026, and arose from the completion of a going-private merger. The Merger Agreement, dated May 12, 2026, was entered into among Cloopen, SpringX Holdings Limited as Parent, AutumnX Holdings Limited as Holdco, and SummerX Holdings Limited as Merger Sub. At the effective time of the merger, Merger Sub was merged with and into Cloopen, with Cloopen surviving as a wholly-owned subsidiary of Holdco and becoming a privately held company.

The filing reports the disposal of 363,225 Class A ordinary shares held in the form of ADSs by Flawless Success Limited, a nominee for an employee trust, and the separate disposal of 847,525 Class A ordinary shares also held by Flawless Success Limited. The filing states that the 847,525 shares were subject to a Support Agreement dated May 12, 2026, under which those shares were canceled at the effective time in exchange for one ordinary share newly issued by HoldCo per share. The 363,225 shares held as ADSs were canceled in exchange for the right to receive US$0.4940 per underlying Class A ordinary share in cash, without interest.

With respect to derivative securities, the filing discloses that Xiong Xiegang held 1,000,000 options granted on January 29, 2024, at an exercise price of US$0.38, all of which had vested. Of these, 300,000 were canceled and converted into the right to receive US$34,200 in aggregate cash, while 700,000 were canceled and exchanged for a vested award of other rights or property under HoldCo. Separately, 1,000,000 RSUs granted on November 30, 2022, at a conversion price of US$0, had all vested. Of these, 300,000 were converted into the right to receive US$0.4940 per RSU in cash, and 700,000 were exchanged for a vested award of other rights or property under HoldCo. Following all reported transactions, the filing shows Xiong Xiegang's beneficial ownership in each security class at zero.

What Was Disclosed

The filing discloses that Cloopen Group CPO and CTO Xiong Xiegang disposed of all beneficially owned Class A ordinary shares, options, and RSUs on October 28, 2026, as a result of the completion of a going-private merger, leaving a resulting beneficial ownership of zero in all reported security classes.