| SECURITIES AND EXCHANGE
COMMISSION Washington, D.C. 20549 |
SCHEDULE 13G |
UNDER THE SECURITIES EXCHANGE ACT OF 1934
|
(Amendment
No. 5
)*
|
iHuman Inc. (Name of Issuer) |
Class A ordinary shares, par value US$0.0001 per share (Title of Class of Securities) |
45175B109 (CUSIP Number) |
05/23/2024 (Date of Event Which Requires Filing of this Statement) |
| Check the appropriate box to designate the rule pursuant to which this Schedule is filed: |
 Rule
13d-1(b) |
 Rule
13d-1(c) |
| Rule
13d-1(d) |
SCHEDULE 13G |
| CUSIP No. | 45175B109 |
| 1 | Names of Reporting Persons Arisaig Partners (Asia) Pte Ltd. | ||||||||
| 2 | Check the appropriate box if a member of a Group (see
instructions)
(a)
(b) | ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization SINGAPORE | ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting
Person 6,803,730.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes
certain shares (See Instructions) | ||||||||
| 11 | Percent of class represented by amount in row (9) 5.7 % | ||||||||
| 12 | Type of Reporting Person (See Instructions) IA |
SCHEDULE 13G |
| CUSIP No. | 45175B109 |
| 1 | Names of Reporting Persons Arisaig Asia Fund Ltd | ||||||||
| 2 | Check the appropriate box if a member of a Group (see
instructions)
(a)
(b) | ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization VIRGIN ISLANDS, BRITISH | ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting
Person 6,803,730.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes
certain shares (See Instructions) | ||||||||
| 11 | Percent of class represented by amount in row (9) 5.7 % | ||||||||
| 12 | Type of Reporting Person (See Instructions) OO |
SCHEDULE 13G |
| Item 1. | |
| (a) | Name of issuer: iHuman Inc. |
| (b) | Address of issuer's principal executive
offices: FLOOR 8, BUILDING 2,, FLOOR 8, BUILDING 2,, BEIJING, CHINA, 100102. |
| Item 2. | |
| (a) | Name of person filing: Arisaig Partners (Asia) Pte Ltd
Arisaig Asia Fund Limited |
| (b) | Address or principal business office or, if
none, residence: Arisaig Partners (Asia) Pte Ltd.
6 Lorong Telok, #02-01
Singapore 049019
Arisaig Asia Fund Limited
Craigmuir Chambers
P.O. Box 71, Road Town
Tortola, VG-1110
British Virgin Islands |
| (c) | Citizenship: Arisaig Partners (Asia) Pte Ltd - Singapore
Arisaig Asia Fund Limited - British Virgin Islands |
| (d) | Title of class of securities: Class A ordinary shares, par value US$0.0001 per share |
| (e) | CUSIP No.: 45175B109 |
| Item 4. | Ownership |
| (a) | Amount beneficially owned: 6,803,730 shares deemed beneficially owned by Arisaig Partners (Asia) Pte Ltd and Arisaig Asia Fund Limited. |
| (b) | Percent of class: 5.7 % |
| (c) | Number of shares as to which the person has: |
| (i) Sole power to vote or to direct the vote: | |
| (ii) Shared power to vote or to direct the
vote: 6,803,730 | |
| (iii) Sole power to dispose or to direct the
disposition of: | |
| (iv) Shared power to dispose or to direct the
disposition of: 6,803,730 | |
| Item 6. | Ownership of more than 5 Percent on Behalf of Another Person. |
If any other person is known to have the right to receive or the power to direct
the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to
that effect should be included in response to this item and, if such interest relates to more
than 5 percent of the class, such person should be identified. A listing of the shareholders of
an investment company registered under the Investment Company Act of 1940 or the beneficiaries
of employee benefit plan, pension fund or endowment fund is not required.
The Class A ordinary shares reported herein are held by Arisaig Asia Fund Limited and may be deemed to be beneficially owned by Arisaig Partners (Asia) Pte Ltd, its investment manager. | |
| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. |
Not Applicable
| |
| Item 8. | Identification and Classification of Members of the Group. |
Not Applicable
| |
| Item 9. | Notice of Dissolution of Group. |
Not Applicable
|
| Item 10. | Certifications: |
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11. |
| SIGNATURE | |
After reasonable inquiry and to the
best of my knowledge and belief, I certify that the information set forth in this statement is
true, complete and correct. |
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