You should read the following discussion and analysis of the Group’s financial condition and results of operations in conjunction with the Group’s consolidated financial statements and the related notes included elsewhere in this annual report. This discussion may contain forward-looking statements based upon current expectations that involve risks and uncertainties. The Group’s actual results may differ materially from those anticipated in these forward-looking statements as a result of various factors, including those set forth under “Item 3. Key Information⸺D. Risk Factors” or in other parts of this annual report. For comparison of the Group’s results of operations for the years ended December 31, 2024 to December 31, 2023, refer to “Item 5. Operating and Financial Review and Prospects” in our annual report on Form 20-F for the year ended December 31, 2024, filed with the SEC on April 23, 2025. A.Operating Results Overview The Group historically focused on providing credit solutions to consumers. The Group has been exploring new business opportunities to promote long-term value for its shareholders. In December 2022, the Group launched its last-mile delivery business under the name of “Fast Horse.” The Group has since determined to discontinue this business and is currently in the process of winding down its operations. In addition, the Group launched its aircraft leasing business and started to lease its aircrafts to third parties in September 2023. As of March 31, 2026, the Group had two aircrafts. The aircraft leasing business is still at the initial stage and has not reached a meaningful scale as of the date of this annual report. The Group plans to continue developing this business. The Group historically operated a loan book business, whereby the Group offered small credit products to consumers and undertook the related credit risk. The Group has ceased new credit offerings since September 6, 2022 and there was no outstanding loan balance from the Group’s historical loan book business since the end of 2022. The Group historically generated (i) financing income, loan facilitation income and other related income and guarantee income from cash credit products and (ii) sales income from the QD Food business, (iii) educational services income from the Group’s Wanlimu Kids Clubs business, (iv) financing income and sales commission fee from merchandise credit products and (v) transaction services fee and other related income from the Group’s transaction services business. The Group historically generated sales income from merchandise sales on the Wanlimu e-commerce platform, which the Group completely wound down in April 2024. In addition, the Group historically offered budget auto financing products, from which the Group generated sales income and financing income before year 2024. The Group started to wind down its budget auto financing business in the second quarter of 2019. The Group’s total revenues amounted to RMB126.3 million, RMB216.4 million and RMB41.0 million (US$5.9 million) in 2023, 2024 and 2025, respectively. The Group recorded net income of RMB39.1 million, RMB91.7 million, and net income of RMB708.6 million (US$101.3 million) in 2023, 2024 and 2025, respectively. 76 Table of Contents Key Factors Affecting the Group’s Results of Operations New Business Initiatives In December 2022, the Group launched its last-mile delivery business under the name of “Fast Horse.” The business was initially launched on a trial basis and has gradually achieved meaningful scale in Australia during the second quarter of 2023. In 2025, the Group determined to discontinue this business and is currently in the process of winding down its operations. The Group has been exploring innovative consumer products and services by leveraging its technology capabilities. The Group’s results of operations depend on its ability to execute its new business initiatives. The success of these new business initiatives will depend on, among other things, the Group’s ability to ● enhance brand recognition and acquire consumer in a cost-efficient manner; ● design and offer products or services that meet consumer demand; and ● enhance operational efficiency. New businesses may significantly change the Group’s cost structure. For example, the Group may incur significant marketing expenses to acquire new consumers. As a result, the Group is likely to incur losses initially due to its new business initiatives. Economic Conditions and Regulatory Environment in the Jurisdictions where the Group Operates The demand for the Group’s services is dependent upon overall economic conditions in the jurisdictions where the Group operates. General economic factors, including the interest rate environment, unemployment rates, levels of per capita disposable income, levels of consumer spending and other general economic conditions may affect consumption and business activities in general. These may affect the demand for logistics services to deliver the products consumers purchase and in turn affect the demand for the Group’s services. The regulatory environment in the jurisdictions may continue to develop and evolve, creating both challenges and opportunities that could affect the Group’s financial performance. We will continue to make efforts to ensure that the Group is compliant with the existing laws, regulations and governmental policies relating to the Group’s business and to comply with new laws and regulations or changes under existing laws and regulations that may arise in the future. ​ 77 Table of Contents Non-GAAP Measure Adjusted Net Income We use adjusted net income, a non-GAAP financial measure, in evaluating the Group’s operating results and for financial and operational decision-making purposes. We believe that adjusted net income help identify underlying trends in the Group’s business by excluding the impact of share-based compensation expenses, which are non-cash charges. We believe that such non-GAAP financial measure provides useful information about the Group’s operating results, enhance the overall understanding of the Group’s past performance and future prospects and allow for greater visibility with respect to key metrics used by our management in its financial and operational decision-making. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the year ended December 31, ​ ​ 2023 ​ 2024 ​ 2025 ​ ​ ​ ​ RMB ​ ​ ​ RMB ​ ​ ​ RMB ​ ​ ​ US$ ​ ​ (in thousands) Adjusted net income (1) ​ 44,070 ​ 93,989 ​ 708,627 ​ 101,332 (1) Defined as net income excluding share-based compensation expenses. Adjusted net income is not defined under U.S. GAAP and are not presented in accordance with U.S. GAAP. This non-GAAP financial measure has limitations as analytical tools, and when assessing the Group’s operating performance, cash flows or the Group’s liquidity, investors should not consider them in isolation, or as a substitute for net income, cash flows provided by operating activities or other consolidated statements of operation and cash flow data prepared in accordance with U.S. GAAP. The Group mitigates these limitations by reconciling the non-GAAP financial measure to the most comparable U.S. GAAP performance measure, all of which should be considered when evaluating the Group’s performance. The following table reconciles the Group’s adjusted net income in the years presented to the most directly comparable financial measure calculated and presented in accordance with U.S. GAAP, which is net income: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the year ended December 31, ​ ​ 2023 ​ 2024 ​ 2025 ​ ​ ​ ​ RMB ​ ​ ​ RMB ​ ​ ​ RMB ​ ​ ​ US$ ​ ​ (in thousands) Net income ​ 39,134 ​ 91,731 ​ 708,627 ​ 101,332 Add: share-based compensation expenses ​ 4,936 ​ 2,258 ​ — ​ — Adjusted net income ​ 44,070 ​ 93,989 ​ 708,627 ​ 101,332 ​ ​ 78 Table of Contents Components of Results of Operations Revenues The Group’s total revenues comprise delivery service income and sales income and others. The Group’s total revenues are presented net of VAT. Delivery service income represents income earned from customers in connection with the Group’s service to deliver the package from a warehouse to the location designated by customers. For more information, see “Item 5. Operating and Financial Review and Prospects⸺A. Operating Results⸺Critical Accounting Policies⸺Revenue Recognition.” The following table sets forth the breakdown of the Group’s total revenues, both in absolute amount and as a percentage of the Group’s total revenues, for the periods presented: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ ​ 2023 ​ ​ ​ 2024 ​ ​ ​ 2025 ​ ​ ​ ​ % of total ​ ​ ​ % of total ​ ​ ​ ​ ​ % of total ​ ​ RMB ​ revenues ​ RMB ​ revenues ​ RMB ​ US$ ​ revenues ​ ​ (in thousands, except for percentages) Revenues: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Delivery service income 95,292 ​ 75.4 ​ 203,745 ​ 94.1 ​ 23,972 ​ 3,428 ​ 58.5 Sales income and others 31,046 ​ 24.6 ​ 12,683 ​ 5.9 ​ 16,992 ​ 2,430 ​ 41.5 Total revenues 126,338 ​ 100.0 ​ 216,428 ​ 100.0 ​ 40,964 ​ 5,858 ​ 100.0 ​ Delivery services income In 2023, 2024 and 2025, the Group provided “last mile” package delivering service from warehouses to the locations in Australia and New Zealand designated by international delivery customers after the packages were shipped by international delivery customers from China to Australia and New Zealand. The Group’s customers are international delivery channel companies. The Group concludes that it acts as a principal in these transactions as the Group is primarily responsible for the delivery of package and has the ability to control the related services. The Group has the ability to control the services provided by delivery drivers as it is responsible for identifying qualifying drivers and directing them to complete the deliveries. Additionally, the Group has ultimate control over the amounts charged to the customers. Revenues resulting from these services are recognized on a gross basis at a fixed rate or a pre-determined amount for each completed delivery, with the amounts paid to the drivers recorded in costs of revenue. These revenues are recognized at the point of delivery of package. Cost of Revenues and Operating Expenses The Group’s cost of revenues and operating expenses consist of cost of goods sold, cost of delivery services income and other revenues, sales and marketing expenses, general and administrative expenses, research and development expenses, (reversal of)/provision for expected credit losses on receivables and other assets and impairment loss from other assets. The following table sets forth the Group’s cost of revenues and operating expenses, both in absolute amount and as a percentage of the Group’s total revenues, for the periods presented: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ ​ 2023 ​ 2024 ​ 2025 ​ ​ RMB ​ ​ ​ % ​ ​ ​ RMB ​ ​ ​ % ​ ​ ​ RMB ​ ​ ​ US$ ​ ​ ​ % ​ ​ (in thousands, except for percentages) Cost of revenues and operating expenses: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cost of revenues 160,114 ​ 126.7 ​ 201,023 ​ 92.9 ​ 38,044 ​ 5,440 ​ 92.9 Sales and marketing 3,796 ​ 3.0 ​ 5,868 ​ 2.7 ​ 8,064 ​ 1,153 ​ 19.7 General and administrative 273,589 ​ 216.6 ​ 276,565 ​ 127.8 ​ 291,504 ​ 41,685 ​ 711.6 Research and development 47,763 ​ 37.8 ​ 58,464 ​ 27.0 ​ 45,733 ​ 6,540 ​ 111.6 Provision for/(Reversal of) expected credit losses on receivables and other assets 24,653 ​ 19.5 ​ (18,616) ​ (8.6) ​ 2,122 ​ 303 ​ 5.2 Impairment loss from other assets 5,800 ​ 4.6 ​ 1,570 ​ 0.7 ​ 54,276 ​ 7,761 ​ 132.5 Total ​ 515,715 ​ 408.2 ​ 524,874 ​ 242.5 ​ 439,743 ​ 62,882 ​ 1,073.5 ​ 79 Table of Contents Cost of Revenues The Group’s cost of revenues primarily consists of fulfillment expenses, packaging material, and the purchase price of products, mainly including the amounts paid to the drivers for delivery services. The following table sets forth components of the Group’s cost of revenues, both in absolute amount and as a percentage of the Group’s total revenues, for the periods presented: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ ​ 2023 ​ 2024 ​ 2025 ​ ​ RMB ​ ​ ​ % ​ ​ ​ RMB ​ ​ ​ % ​ ​ ​ RMB ​ ​ ​ US$ ​ ​ ​ % ​ ​ (in thousands, except for percentages) Cost of revenues: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cost of goods sold 27,716 ​ 21.9 ​ 1,018 ​ 0.5 ​ 7,737 ​ 1,106 ​ 18.9 Cost of delivery services income and other revenues 132,398 ​ 104.8 ​ 200,005 ​ 92.4 ​ 30,307 ​ 4,334 ​ 74.0 Total 160,114 ​ 126.7 ​ 201,023 ​ 92.9 ​ 38,044 ​ 5,440 ​ 92.9 ​ Sales and Marketing Sales and marketing expenses consist primarily of expenses related to marketing activities the Group conducted to promote the brand and expenses related to salaries, benefits related to the Group’s relevant sales and marketing staff. General and Administrative General and administrative expenses consist primarily of salaries and benefits related to accounting and finance, legal, human resources and other personnel, the depreciation and property tax expenses for the Group’s headquarters, as well as professional service fees related to various corporate activities. Research and Development Research and development expenses consist primarily of salaries and benefits related to technology and product development personnel and third-party services fees. Provision for/(Reversal of) Expected Credit Losses on Receivables and Other Assets The allowance for receivables and other assets is calculated based on historical loss experience using probability of default (“PD”) and loss given default (“LGD”) methods. LGD is determined based on the Basel III Accord issued in December 2010, where the 45% post-default loss rate applies to senior claims and the 75% post-default loss rate applies to subordinated claims under the Basel III Junior Act of reference. The Group applies a consistent credit risk management framework to the entire portfolio of receivables and other assets in accordance with ASC 326 and adjusts the allowance that is determined by the PD and LGD methods for various qualitative factors that reflect reasonable and supportable forecasts of future economic conditions. These factors may include gross-domestic product rates, consumer price indexes, per capita consumption expenditure and other considerations. The Group analyzes a combination of qualitative factors to the change in roll rate using a regression model. Factors that had a strong correlation and economic and commercial significance were selected for the model. Account receivables represent the considerations for which the Group has satisfied its performance obligations and has the unconditional right to consideration. The following table sets forth the provision for/(reversal of) expected credit losses on receivables and other assets, both in an absolute amount and as a percentage of total revenues, for the periods presented. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ ​ 2023 ​ 2024 ​ 2025 ​ ​ RMB ​ ​ ​ % ​ ​ ​ RMB ​ ​ ​ % ​ ​ ​ RMB ​ ​ ​ US$ ​ ​ ​ % ​ ​ (in thousands, except for percentages) Provision for/(Reversal of) expected credit losses on receivables and other assets 24,653 ​ 19.5 ​ (18,616) ​ (8.6) ​ 2,122 ​ 303 ​ 5.2 ​ 80 Table of Contents Impairment loss from other assets The Group reviews the impairment for long-lived assets in accordance with authoritative guidance for impairment or disposal of long-lived assets. Long-lived assets are reviewed for events or changes in circumstances, which indicate that their carrying value may not be recoverable. Long-lived assets are reported at the lower of carrying amount or fair value less cost to sell for long-lived assets held for sales, or at the lower of carrying amount or fair value for long-lived assets held for use. The Group recorded the impairment loss from other assets in 2025, primarily due to impairment loss for other assets led by the operation businesses wind down. Share-based Compensation The following table sets forth the effect of share-based compensation expenses on the Group’s operating expenses line items, both in an absolute amount and as a percentage of total revenues, for the periods presented. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ ​ 2023 ​ 2024 ​ 2025 ​ ​ RMB ​ ​ ​ % ​ ​ ​ RMB ​ ​ ​ % ​ ​ ​ RMB ​ ​ ​ US$ ​ ​ ​ % ​ ​ (in thousands, except for percentages) Sales and marketing 266 ​ 0.2 ​ 300 ​ 0.1 ​ — ​ — ​ — General and administrative 4,650 ​ 3.7 ​ 1,754 ​ 0.8 ​ — ​ — ​ — Research and development 20 ​ 0.0 ​ 204 ​ 0.1 ​ — ​ — ​ — Total 4,936 ​ 3.9 ​ 2,258 ​ 1.0 ​ — ​ — ​ — ​ Taxation Cayman Islands We are an exempted company incorporated in the Cayman Islands. Under the current laws of the Cayman Islands, we are not subject to tax based upon profits, income, gains or appreciations and there is no taxation in the nature of inheritance tax or estate duty. In addition, upon payment of dividends by us to our shareholders, no Cayman Islands withholding tax will be imposed. Hong Kong Our subsidiary incorporated in Hong Kong is subject to Hong Kong profit tax at a rate of 16.5%. Hong Kong does not impose a withholding tax on dividends. Australia Our subsidiaries incorporated in Australia are subject to a federal tax rate of 30% on their taxable income. China Generally, our subsidiary and the Group VIEs in China are subject to enterprise income tax on their taxable income in China at a rate of 25%. The enterprise income tax is calculated based on the entity’s global income as determined under PRC tax laws and accounting standards. The Group is subject to VAT at a rate of 6% on the services the Group provides, less any deductible VAT the Group has already paid or borne. The Group is subject to VAT at a rate of 13% on other product sales. The Group is also subject to surcharges on VAT payments in accordance with PRC law. Dividends paid by our wholly foreign-owned subsidiary in China to our intermediary holding company in Hong Kong will be subject to a withholding tax rate of 10%, unless the relevant Hong Kong entity satisfies all the requirements under the Arrangement between the PRC and the Hong Kong Special Administrative Region on the Avoidance of Double Taxation and Prevention of Fiscal Evasion with respect to Taxes on Income and Capital and receives approval from the relevant tax authority. If our Hong Kong subsidiary satisfies all the requirements under the tax arrangement and receives approval from the relevant tax authority, then the dividends paid to the Hong Kong subsidiary would be subject to withholding tax at the standard rate of 5%. 81 Table of Contents If our holding company in the Cayman Islands or any of our subsidiaries outside of China were deemed to be a “resident enterprise” under the PRC Enterprise Income Tax Law, it would be subject to enterprise income tax on its worldwide income at a rate of 25%. Critical Accounting Policies We prepare the Group’s consolidated financial statements in conformity with U.S. GAAP, which requires us to make judgments, estimates and assumptions. We continually evaluate these estimates and assumptions based on the most recently available information, our own historical experiences and various other assumptions that we believe to be reasonable under the circumstances. Since the use of estimates is an integral component of the financial reporting process, actual results could differ from our expectations as a result of changes in our estimates. Some of our accounting policies require a higher degree of judgment than others in their application and require us to make significant accounting estimates. The selection of critical accounting policies, the judgments and other uncertainties affecting application of those policies and the sensitivity of reported results to changes in conditions and assumptions are factors that should be considered when reviewing our financial statements. For further information on our critical accounting policies, see Note 2 to the Group’s consolidated financial statements. We believe the following accounting policies involve the most significant judgments and estimates used in the preparation of our financial statements. Revenue recognition The Group generates revenues primarily by providing delivery services, ready-to-cook meal products and others. Under ASC 606, revenue is recognized when control of the promised goods or services is transferred to the Group’s customers, in an amount that reflects the consideration that the Group expects to be entitled to in exchange for those goods or services, net of value-added tax. We determine revenue recognition through the following steps: ● Identify the contract(s) with a customer; ● Identify the performance obligations in the contract; ● Determine the transaction price; ● Allocate the transaction price to the performance obligations in the contract; and ● Recognize revenue when (or as) the entity satisfies a performance obligation. ​ 82 Table of Contents Delivery services income In 2023, 2024 and 2025, the Group provided “last-mile” package delivering service from warehouses to the locations in Australia and New Zealand designated by international delivery customers after the packages were shipped by international delivery customers from China to Australia and New Zealand. The Group’s customers are international delivery channel companies. Though the Group is currently in the process of winding down such business, the Group still acts as a principal in these transactions as the Group is primarily responsible for the delivery of package and has the ability to control the related services. The Group has the ability to control the services provided by delivery drivers as it is responsible for identifying qualifying drivers and directing them to complete the deliveries. Additionally, the Group has ultimate control over the amounts charged to the customers. Revenues resulting from these services are recognized on a gross basis at a fixed rate or a pre-determined amount for each completed delivery, with the amounts paid to the drivers recorded in costs of revenue. These revenues are recognized at the point of delivery of package. Impairment of long-lived assets, including intangible assets with definite lives The Group evaluates long-lived assets, such as fixed assets, right-of-use assets and construction in progress, for impairment whenever events or changes in circumstances indicate the carrying value of an asset may not be recoverable in accordance with ASC Topic 360, Property, Plant and Equipment. When such events occur, the Group assesses the recoverability of the asset group based on the undiscounted future cash flows the asset group is expected to generate and recognizes an impairment loss when estimated undiscounted future cash flows expected to result from the use of the asset group plus net proceeds expected from disposition of the asset group, if any, is less than the carrying value of the asset group. As of December 31, 2025, as the Group’s long-lived assets are located at the headquarter and being used together by the headquarter staff in centrally managing both cash management and the exploration of new businesses, such long-lived assets are included in a single entity-wide asset group. Within such asset group, the building is considered the primary asset as it is the most significant long-lived asset. If the Group identifies an impairment, the Group reduces the carrying amount of the asset group to its estimated fair value based on a discounted cash flow approach or, when available and appropriate, to comparable market values. The Group uses estimates and judgments in its impairment tests and if different estimates or judgments have been utilized, the timing or the amount of any impairment charges could be different. The Group evaluates its long-lived assets for recoverability due to net operating losses for the year ended December 31, 2025. Short-term investments and structured deposits Short-term investments include, (i) wealth management products with the intention to sell in the near term which are classified as trading securities and measured at fair value; (ii) wealth management products with original maturities less than one year; (iii) marketable equity securities (level 1) and restricted equity securities (level 2) in listed companies, both of which are measured at fair value. For trading securities, the realized investment income and changes in fair value are recognized in interest and investment income in the consolidated statements of comprehensive income. The banks or trust companies publish the redemption price of wealth management products daily (level 1) or publish their net value on a regular basis (level 2). The products that have fixed interest rates are classified as held-to-maturity when the Group has the positive intent and ability to hold the securities to maturity and are recorded at amortized cost. Structured deposits are financial instruments with fixed maturity dates. The Group classifies structured deposits that have fixed interest rates as held-to-maturity debt investments in accordance with ASC 320, as it has the positive intent and ability to hold these investments to maturity. These deposits are stated at amortized cost, net of any allowance for credit losses. The fair value of structured deposits is estimated using prevailing interest rates (level 2). The Group utilized a forward-looking CECL model to assess the credit loss of financial instruments measured at amortized cost. Based upon the Group’s assessment of various factors, including historical experience, credit quality of the related financial institutions, and other factors that may affect its ability to collect the short-term investment, the Group determined there were no credit losses for the years ended December 31, 2023, 2024 and 2025. ​ 83 Table of Contents Results of Operations The following tables set forth a summary of the Group’s consolidated results of operations, both in an absolute amount and as a percentage of total revenues, for the periods presented. The Group’s historical results presented below are not necessarily indicative of the results that may be expected for any future period. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ ​ 2023 ​ ​ ​ 2024 ​ ​ ​ 2025 ​ ​ RMB ​ ​ ​ % ​ ​ ​ RMB ​ ​ ​ % ​ ​ ​ RMB ​ ​ ​ US$ ​ ​ ​ % ​ ​ (in thousands, except for share and per share data) ​ ​ Revenues: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Delivery service income 95,292 ​ 75.4 ​ 203,745 ​ 94.1 ​ 23,972 ​ 3,428 ​ 58.5 Sales income and others 31,046 ​ 24.6 ​ 12,683 ​ 5.9 ​ 16,992 ​ 2,430 ​ 41.5 Total revenues 126,338 ​ 100.0 ​ 216,428 ​ 100.0 ​ 40,964 ​ 5,858 ​ 100.0 Cost of revenues: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cost of goods sold (27,716) ​ (21.9) ​ (1,018) ​ (0.5) ​ (7,737) ​ (1,106) ​ (18.9) Cost of delivery services income and other revenues (132,398) ​ (104.8) ​ (200,005) ​ (92.4) ​ (30,307) ​ (4,334) ​ (74.0) Total cost of revenues (160,114) ​ (126.7) ​ (201,023) ​ (92.9) ​ (38,044) ​ (5,440) ​ (92.9) Operating expenses: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Sales and marketing (3,796) ​ (3.0) ​ (5,868) ​ (2.7) ​ (8,064) ​ (1,153) ​ (19.7) General and administrative (273,589) ​ (216.6) ​ (276,565) ​ (127.8) ​ (291,504) ​ (41,685) ​ (711.6) Research and development (47,763) ​ (37.8) ​ (58,464) ​ (27.0) ​ (45,733) ​ (6,540) ​ (111.6) (Provision for)/Reversal of expected credit losses on receivables and other assets (24,653) ​ (19.5) ​ 18,616 ​ 8.6 ​ (2,122) ​ (303) ​ (5.2) Impairment loss from other assets (5,800) ​ (4.6) ​ (1,570) ​ (0.7) ​ (54,276) ​ (7,761) ​ (132.5) Total operating expenses (355,601) ​ (281.5) ​ (323,851) ​ (149.6) ​ (401,699) ​ (57,442) ​ (980.6) Other operating income 58,368 ​ 46.2 ​ 298 ​ 0.1 ​ 377 ​ 54 ​ 0.9 Loss from operations (331,009) ​ (262.0) ​ (308,148) ​ (142.4) ​ (398,402) ​ (56,970) ​ (972.6) Interest and investment income, net 255,333 ​ 202.1 ​ 380,062 ​ 175.6 ​ 990,369 ​ 141,621 ​ 2,417.7 Gain/(Loss) from equity method investments 3,207 ​ 2.5 ​ (4,049) ​ (1.9) ​ (18,938) ​ (2,708) ​ (46.2) Gain on derivative instruments 153,835 ​ 121.8 ​ 19,457 ​ 9.0 ​ 188,711 ​ 26,985 ​ 460.7 Foreign exchange (loss)/gain, net (2,932) ​ (2.3) ​ 20,658 ​ 9.5 ​ (46,305) ​ (6,622) ​ (113.0) Other income 29,005 ​ 23.0 ​ 61,352 ​ 28.4 ​ 26,019 ​ 3,721 ​ 63.5 Other expenses (5,965) ​ (4.7) ​ (11,795) ​ (5.4) ​ (2,152) ​ (308) ​ (5.3) Net income before income taxes 101,474 ​ 80.3 ​ 157,537 ​ 72.8 ​ 739,302 ​ 105,719 ​ 1,804.8 Income tax expenses (62,340) ​ (49.3) ​ (65,806) ​ (30.4) ​ (30,675) ​ (4,387) ​ (74.9) Net income 39,134 ​ 31.0 ​ 91,731 ​ 42.4 ​ 708,627 ​ 101,332 ​ 1,729.9 ​ Comparison of Year Ended December 31, 2025 and Year Ended December 31, 2024 Total revenues. The Group’s total revenues in 2025 decreased by 81.1% to RMB41.0 million (US$5.9 million) from RMB216.4 million for 2024, primarily due to the winding down of our last-mile delivery business. Total cost of revenues and operating expenses. Total cost of revenues and operating expenses decreased by 16.2% to RMB439.7 million (US$62.9 million) from RMB524.9 million for 2024. ● Cost of revenues. The Group’s cost of revenues decreased by 81.1% to RMB38.0 million (US$5.4 million) from RMB201.0 million for 2024, primarily due to the decrease in service cost as we wind down the last-mile delivery business. ● General and administrative expenses. The Group’s general and administrative expenses increased by 5.4% to RMB291.5 million (US$41.7 million) from RMB276.6 million for 2024, primarily due to the increase in depreciation and property tax expenses following the completion of the construction of the Company’s headquarters and partially offset by the decrease in staff compensations. 84 Table of Contents ● Research and development expenses. The Group’s research and development expenses decreased by 21.9% to RMB45.7 million (US$6.5 million) from RMB58.5 million for 2024, primarily due to the decrease in staff head count, which led to a corresponding decrease in staff salaries. ● Impairment loss from other assets. The Group’s impairment loss from other assets increased to RMB54.3 million (US$7.8million) from RMB1.6 million for 2024, primarily due to impairment loss for other assets led by the operation businesses wind down. Loss from operations. The Group’s loss from operations was RMB398.4 million (US$57.0 million) for 2025 compared to RMB308.1 million for 2024. Interest and investment income, net. The Group’s interest and investment income, net increased to RMB990.4 million (US$141.6 million) for 2025 from RMB380.1 million for 2024, primarily attributable to the increase of income from investments in the year of 2025. Gain on derivative instrument. The Group’s gain on derivative instrument increased to RMB188.7 million (US$27.0 million) for 2025 from RMB19.5 million for 2024, mainly attributable to an increase in quoted price of the underlying equity securities relating to the derivative instruments we held. Income tax expenses. The Group’s income tax expenses decreased to RMB30.7 million (US$4.4 million) for 2025 from RMB65.8 million for 2024. Net income. The Group’s net income increased to RMB708.6 million (US$101.3 million) for 2025 from RMB91.7 million for 2024. Net income per diluted share was RMB4.25 (US$0.61) for 2025, compared to RMB0.49 in the prior year. Comparison of Year Ended December 31, 2024 and Year Ended December 31, 2023 For a discussion of the Group’s results of operations for the year ended December 31, 2024 compared with the year ended December 31, 2023, see “Item 5. Operating and Financial Review and Prospects⸺A. Operating Results⸺Comparison of Year Ended December 31, 2024 and Year Ended December 31, 2023” in our annual report on Form 20-F for the year ended December 31, 2024, filed with the SEC on April 23, 2025. B.Liquidity and Capital Resources The Group’s primary sources of liquidity have been cash provided by operating activities and funds provided by our investors, including through the issuance of equity securities and convertible debt securities, which have historically been sufficient to meet the Group’s working capital and substantially all of the Group’s capital expenditure requirements. In October 2017, we completed our initial public offering in which we issued and sold an aggregate of 35,625,000 ADSs, representing 35,625,000 Class A ordinary shares, resulting in net proceeds to us of approximately US$799.6 million. In 2023, 2024 and 2025, the Group had net cash provided by operating activities of RMB352.0 million, net cash used in operating activities of RMB111.0 million, and net cash provided by operating activities of RMB687.1 million (US$98.2 million) respectively. As of December 31, 2025, the Group had cash and cash equivalents of RMB5,532.4 million (US$791.1 million), as compared to cash and cash equivalents of RMB4,263.3 million as of December 31, 2024. The following table sets forth the Group’s total assets, total liabilities and total net assets as of the dates indicated. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As of December 31, ​ ​ 2023 ​ 2024 ​ 2025 ​ ​ RMB ​ ​ ​ RMB ​ ​ ​ RMB ​ ​ ​ US$ ​ ​ (in thousands) Total assets 12,482,196 ​ 12,464,227 ​ 13,612,911 ​ 1,946,620 Total liabilities 794,245 ​ 1,172,798 ​ 1,981,307 ​ 283,323 Total net assets(1) 11,687,951 ​ 11,291,429 ​ 11,631,604 ​ 1,663,297 (1) Defined as total assets minus total liabilities. 85 Table of Contents The Group’s total net assets decreased from RMB11,688.0 million as of December 31, 2023 to RMB11,291.4 million as of December 31, 2024. The Group’s total net assets increased to RMB11,631.6 million (US$1,663.3 million) as of December 31, 2025, primarily attributable to the increase of accumulated retained earnings and partially offset by the increase in treasury shares as a result of the share repurchases we made under our share repurchase program. We believe that the anticipated cash flows from operating activities will be sufficient to meet the Group’s anticipated working capital requirements and capital expenditures in the ordinary course of business for the next 12 months. We may, however, need additional cash resources in the future if the Group experiences changes in business conditions or other developments, or if we find and wish to pursue opportunities for investment, acquisition, capital expenditure or similar actions. If we determine that the Group’s cash requirements exceed the amount of cash and cash equivalents the Group has on hand at the time, we may seek to issue equity or debt securities or obtain credit facilities. The issuance and sale of additional equity would result in further dilution to our shareholders. The incurrence of indebtedness would result in increased fixed obligations and could result in operating covenants that would restrict the Group’s operations. We cannot assure you that financing will be available in amounts or on terms acceptable to us, if at all. See “Item 3. Key Information⸺D. Risk Factors⸺Risks Related to Our Business and Industry⸺We may need additional capital to pursue business objectives and respond to business opportunities, challenges or unforeseen circumstances, and financing may not be available on terms acceptable to us, or at all.” Our ability to manage the Group’s working capital, including receivables and other assets and accrued expenses and other liabilities, may materially affect the Group’s financial condition and results of operations. The following table sets forth a summary of the Group’s cash flows for the periods presented: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ ​ 2023 ​ 2024 ​ 2025 ​ ​ RMB ​ ​ ​ RMB ​ ​ ​ RMB ​ ​ ​ US$ ​ ​ (in thousands) Summary Consolidated Cash Flow Data: ​ ​ ​ ​ Net cash provided by/(used in) operating activities 352,020 ​ (111,000) ​ 687,058 ​ 98,248 Net cash provided by/(used in) investing activities 3,895,444 ​ (2,344,367) ​ 845,438 ​ 120,896 Net cash (used in)/provided by financing activities (565,972) ​ 186,844 ​ 555,594 ​ 79,449 Cash and cash equivalents, and restricted cash and cash equivalents at beginning of the year 3,572,748 ​ 7,266,779 ​ 5,044,498 ​ 721,354 Cash and cash equivalents, and restricted cash and cash equivalents at end of the year 7,266,779 ​ 5,044,498 ​ 7,056,034 ​ 1,008,999 ​ Operating Activities Net cash provided by operating activities was RMB687.1 million (US$98.2 million) in 2025, mainly attributable to net income of RMB708.6 million. Adjustments for non-cash and non-operating items include impairment loss from other assets of RMB54.3 million and depreciation and amortization of RMB50.7 million, partially offset by investment income of derivative instruments of RMB188.7 million and unrealized investment income of short-term investments and structured deposits of RMB66.9 million. Net cash used in operating activities was RMB111.0 million in 2024, mainly attributable to net income of RMB91.7 million. Adjustment for changes in working capital primarily consisted of a decrease in other current and non-current liabilities of RMB125.1 million as a result of income taxes paid and an increase in other current and non-current assets of RMB47.3 million as a result of increase in expenditure for exploration of new business opportunities. Net cash provided by operating activities was RMB352.0 million in 2023, mainly attributable to net income of RMB39.1 million. Adjustment for changes in working capital primarily consisted of a decrease in other current and non-current assets of RMB395.4 million as a result of settlement of trust incomes related to the loan book business, which is partially offset by investment gain of derivative instruments of RMB153.8 million. 86 Table of Contents Investing Activities Net cash provided by investing activities was RMB845.4 million (US$120.9 million) in 2025, which was primarily attributable to proceeds from redemption of short-term investments and time and structured deposits of RMB14,556.0 million and collection of deposits related to derivative instruments of RMB345.9 million, partially offset by purchases of short-term investments and time and structured deposits of RMB14,160.3 million. Net cash used in investing activities was RMB2,344.4 million in 2024, which was primarily attributable to purchases of short-term investments and time and structured deposits of RMB11,345.0 million and payments of deposits related to derivative instruments of RMB1,250.5 million, partially offset by proceeds from redemption of short-term investments and time and structured deposits of RMB10,557.0 million. Net cash provided by investing activities was RMB3,895.4 million in 2023, which was primarily attributable to (i) proceeds from redemption of short-term investments of RMB22,690.8 million and (ii) proceeds from collection of deposits related to derivative instruments of RMB1,048.1 million, partially offset by (i) purchases of short-term investments and time and structured deposits of RMB19,193.8 million, (ii) purchases of property and equipment, intangible assets and land lease right of use asset of RMB565.0 million, which include the purchase of an aircraft for our aircraft leasing business and which is currently used by the Group for business travels related to the development of its overseas businesses and (iii) payments to originate secured lending of RMB100.0 million, which represent the purchase of an aircraft for our aircraft leasing business that are currently lent to third parties and used by the lessee as guarantees for the lending. Financing Activities Net cash provided by financing activities was RMB555.6 million (US$79.4 million) in 2025, which was primarily attributable to the proceeds from short-term borrowings and partially offset by the repurchase of our ADSs. Net cash provided by financing activities was RMB186.8 million in 2024, which was primarily attributable to proceeds from short-term borrowings, which was partially offset by the repurchase of our ADSs. Net cash used in financing activities was RMB566.0 million in 2023, which was primarily due to the repayment of short-term borrowings and repurchases of our ADSs. Capital Expenditures The Group made capital expenditures of RMB565.0 million, RMB318.0 million and RMB116.6 million (US$16.7 million) in 2023, 2024 and 2025, respectively. In these periods, the Group’s capital expenditures were mainly used for building construction and purchase of equipment and intangible assets and leasehold improvements. The Group will continue to make capital expenditures to meet the expected growth of its business. Contractual Obligations The Group’s capital commitments relate primarily to commitments in connection with the ongoing construction and facility improvements of its headquarters. Total capital commitments contracted but not yet reflected in the financial statements amounted to RMB17.5 million (US$2.5 million) as of December 31, 2025. All of the commitments relating to the construction will be settled in installments. 87 Table of Contents Holding Company Structure High Templar Tech Limited is a holding company with no material operations of its own. We conduct our operations primarily through our subsidiaries, the Group VIEs and their subsidiaries in China. As a result, High Templar Tech Limited’s ability to pay dividends depends upon dividends paid by our PRC subsidiaries. If our existing PRC subsidiaries or any newly formed ones incur debt on their own behalf in the future, the instruments governing their debt may restrict their ability to pay dividends to us. In addition, each of our PRC subsidiaries is permitted to pay dividends to us only out of its retained earnings, if any, as determined in accordance with PRC accounting standards and regulations. Under PRC law, each of our PRC subsidiaries, the Group VIEs and their subsidiaries in China is required to set aside at least 10% of its after-tax profits each year, if any, to fund certain statutory reserve funds until such reserve funds reach 50% of its registered capital. In addition, our PRC subsidiaries may allocate a portion of their after-tax profits based on PRC accounting standards to enterprise expansion funds and staff bonus and welfare funds at their discretion, and the Group VIEs and their subsidiaries may allocate a portion of their after-tax profits based on PRC accounting standards to a discretionary surplus fund at their discretion. The statutory reserve funds and the discretionary funds are not distributable as cash dividends. Remittance of dividends by a wholly foreign-owned company out of China is subject to examination by the banks designated by SAFE. Our PRC subsidiaries will not be able to pay dividends until they generate accumulated profits and meet the requirements for statutory reserve funds. Recent Accounting Pronouncements A list of recent accounting pronouncements that are relevant to us is included in note 2 to our consolidated financial statements, which are included in this annual report. C.Research and Development, Patent and Licenses, etc. The Group has focused on and will continue to invest in its technology system, which supports all key aspects of the Group’s online platform and is designed to optimize for scalability and flexibility. See “Item 4. Information of the Company⸺B. Business Overview⸺Intellectual Property.” D.Trend Information Other than as disclosed elsewhere in this annual report, we are not aware of any trends, uncertainties, demands, commitments or events for the year ended December 31, 2025 that are reasonably likely to have a material effect on the Group’s total net revenues, income, profitability, liquidity or capital reserves, or that caused the disclosed financial information to be not necessarily indicative of future operating results or financial conditions. E.Critical Accounting Estimates Impairment of long-lived assets Fair value measurement of an asset group occurs when events or changes in circumstances related to an asset indicate that the carrying amount of the asset group is no longer recoverable. An example of an event or changed circumstance is net operating losses for the year. If indicators are present, we will prepare a projection of the undiscounted future cash flows of the property, excluding interest charges, and determine if the carrying amount of the asset group is recoverable. When a carrying amount is not recoverable, an impairment loss is recognized to the extent that the carrying amount of the asset group exceeds its fair market value. We estimate fair value based on a discounted cash flow approach. We uses estimates and judgments in the impairment tests and if different estimates or judgments had been utilized, the timing or the amount of any impairment charges could be different. See “Item 5. Operating and Financial Review and Prospectus—A. Operating Results—Critical Accounting Policies.” for the accounting policies related to other accounting estimates. ​ 88 Table of Contents