UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. )*
Jayud Global Logistics Limited
(Name of Issuer)
Class A Ordinary Shares, par value of $0.0001 per share
(Title of Class of Securities)
G5084H103
(CUSIP Number)
December 31, 2023
(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) |
| * | The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page. |
The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
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SCHEDULE 13G
CUSIP No. G5084H103
| 1. | Names of Reporting Persons. Pengeo Investment Holding Limited |
| 2. | Check the Appropriate Box if a Member of a Group (See Instructions). |
| 3. | SEC Use Only
|
| 4. | Citizenship or Place of Organization |
| Number of Shares Beneficially Owned by Each Reporting Person With | 5. | Sole Voting Power 800,000 Class A Ordinary Shares (See Item 4) |
| 6. | Shared Voting Power 0 | |
| 7. | Sole Dispositive Power 800,000 Class A Ordinary Shares (See Item 4) | |
| 8. | Shared Dispositive Power 0 |
| 9. | Aggregate Amount Beneficially Owned by Each Reporting Person 800,000 Class A Ordinary Shares (See Item 4) |
| 10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ☐ |
| 11. | Percent of Class Represented by Amount in Row (9) 5.4% (See Item 4) |
| 12. | Type of Reporting Person (See Instructions) CO |
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SCHEDULE 13G
CUSIP No. G5084H103
| 1. | Names of Reporting Persons. Zhongliang Peng |
| 2. | Check the Appropriate Box if a Member of a Group (See Instructions). |
| 3. | SEC Use Only
|
| 4. | Citizenship or Place of Organization |
| Number of Shares Beneficially Owned by Each Reporting Person With | 5. | Sole Voting Power 800,000 Class A Ordinary Shares (See Item 4) |
| 6. | Shared Voting Power 0 | |
| 7. | Sole Dispositive Power 800,000 Class A Ordinary Shares (See Item 4) | |
| 8. | Shared Dispositive Power 0 |
| 9. | Aggregate Amount Beneficially Owned by Each Reporting Person 800,000 Class A Ordinary Shares (See Item 4) |
| 10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ☐ |
| 11. | Percent of Class Represented by Amount in Row (9) 5.4% (See Item 4) |
| 12. | Type of Reporting Person (See Instructions) IN |
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| Item 1(a). | Name of Issuer: |
Jayud Global Logistics Limited
| Item 1(b). | Address of Issuer’s Principal Executive Offices: |
4th Floor, Building 4
Shatoujiao Free Trade Zone
Yantian District, Shenzhen
People’s Republic of China
| Item 2(a). | Name of Person Filing: |
Pengeo Investment Holding Limited
Zhongliang Peng
| Item 2(b). | Address of Principal Business Office, or, if none, Residence: |
The address of the principal business office of each of the reporting persons are No. 7, Gangqiao Road, Xiali Lang Community, Longgang District, Shenzhen, China.
| Item 2(c). | Citizenship: |
Pengeo Investment Holding Limited- British Virgin Islands
Zhongliang Peng - People’s Republic of China
| Item 2(d). | Title of Class of Securities: |
Class A ordinary shares, par value US$0.0001 per share (“Class A Ordinary Shares”).
| Item 2(e). | CUSIP No.: |
G5084H103
| Item 3. | If this statement is filed pursuant to §§ 240.13d-1(b), or 240.13d -2(b) or (c), check whether the persons filing is a: |
Not applicable
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| Item 4. | Ownership |
The following information with respect to the ownership of the Class A Ordinary Shares by each of the reporting persons is provided as of December 31, 2023:
| Amount | Sole power | Shared power to vote | Sole power to dispose or to | Shared power to dispose or to | ||||||||||||||||||||
| beneficially | Percent | to vote or direct | or to direct | direct the | direct the | |||||||||||||||||||
| Reporting person | owned | of class1 | the vote | the vote | disposition of | disposition of | ||||||||||||||||||
| Pengeo Investment Holding Limited | 800,000 | 2 | 5.4 | 800,000 | 0 | 800,000 | 0 | |||||||||||||||||
| Zhongliang Peng | 800,000 | 2 | 5.4 | 800,000 | 0 | 800,000 | 0 | |||||||||||||||||
| 1 | The percentage of the class of securities beneficially owned by each Reporting Person is calculated based on a total of 14,942,623 issued and outstanding Class A Ordinary Shares of the Issuer as of December 31, 2023, as provided by the Issuer to the Reporting Persons. |
| 2 | Represents 800,000 Class A Ordinary Shares directly held by Pengeo Investment Holding Limited. Zhongliang Peng is the beneficial owner and sole director of Pengeo Investment Holding Limited. |
| Item 5. | Ownership of Five Percent or Less of a Class |
Not applicable
| Item 6. | Ownership of More than Five Percent on Behalf of Another Person |
Not applicable
| 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 |
Not applicable
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SIGNATURES
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.
Date: February 5, 2024
| Pengeo Investment Holding Limited |
| By: | /s/ Zhongliang Peng | |
| Name: Zhongliang Peng | ||
| Title: Director |
| Zhongliang Peng |
| By: | /s/ Zhongliang Peng |
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LIST OF EXHIBITS
| Exhibit 99.1 – Joint Filing Agreement dated February 5, 2024, by and among the Reporting Persons |
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