Jun Dong - 16 Mar 2026 Form 3 Insider Report for J & Friends Holdings Ltd (JF)

Role: Director, Chairman of the Board
Signature: /s/ Jun Dong
Issuer symbol: JF
Transactions as of: 16 Mar 2026
Net transactions value: $0
Form type: 3
Filing time: 16 Mar 2026, 20:25:55 UTC
SEC: View on sec.gov

Reporting Owners (1)

Name	Relationship	Address	Signature	Signature date	CIK
Dong Jun	Director, Chairman of the Board	C/O J AND FRIENDS HOLDINGS LTD, TOWER A, 56 EAST 4TH RING ROAD MIDDLE, 7TH FLOOR, BEIJING, CHINA	/s/ Jun Dong	16 Mar 2026	0001765083

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
holding	JF	Class A Ordinary Shares						8,500,000	16 Mar 2026	See footnote	F1

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
holding	JF	Share Option (right to buy)							16 Mar 2026	Class A Ordinary Shares	1,560,000	$0.000100	Direct	F2, F3
holding	JF	Class B Ordinary Shares							16 Mar 2026	Class A Ordinary Shares	9,948,795		See footnote	F1, F4
holding	JF	Class B Ordinary Shares							16 Mar 2026	Class A Ordinary Shares	32,490,725		See footnote	F4, F5

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Shares are held of record by Flamel Enterprises Ltd ("Flamel"). The Reporting Person is the sole director, officer, and shareholder of Flamel and holds sole voting and dispositive power over the shares.
F2	All shares subject to the option have become vested and exercisable.
F3	The Exercise Price is $0.000125.
F4	Each share of Class B Ordinary Shares is convertible at the option of the Reporting Person into one share of Class A Ordinary Shares and has no expiration date.
F5	Shares are held of record by Genius Hub Limited ("Genius Hub"), an entity wholly owned and controlled by Coastal Hero Limited, a company incorporated under the laws of the British Virgin Islands ("CHL"). CHL is controlled by Genesis Trust ("Trust"), a trust established under the laws of the Cayman Islands and managed by TMF (Cayman) Ltd. as the trustee. Mr. Dong is the settlor of the Trust, and Mr. Dong and his family members are the Trust's beneficiaries. Under the terms of the Trust, Mr. Dong may be deemed to have the voting and dispositive power over the Issuer's shares held by the Genius Hub. The Reporting Person disclaims beneficial ownership of the securities held by he Genius Hub except to the extent of his pecuniary interest therein.