Filing Details

*

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.

CUSIP No. 16953Q105

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(1)

Names of reporting persons

Zhengyu (Zane) Wang

(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

United States of America

Number of

(5)

Sole voting power

3,919,549⁽¹⁾

shares

beneficially

owned by

(6)

Shared voting power

0

each

reporting

person

(7)

Sole dispositive power

3,919,549⁽¹⁾

with:

(8)

Shared dispositive power

0

(9)

Aggregate amount beneficially owned by each reporting person

3,919,549 ⁽¹⁾

(10)

Check if the aggregate amount in Row (9) excludes certain shares (see instructions)

☐

(11)

Percent of class represented by amount in Row (9)

6.2 %⁽¹⁾⁽²⁾

(12)

Type of reporting person (see instructions)

IN

(a)

Name of Issuer

China Rapid Finance Limited

CUSIP No. 16953Q105

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(b)

Address of Issuer’s Principal Executive Offices

5F, Building D, BenQ Plaza, 207 Songhong RD., Changning District, Shanghai, 200335, China

(a)

Name of Person Filing

Zhengyu (Zane) Wang

(b)

Address of the Principal Office or, if none, residence

5F, Building D, BenQ Plaza, 207 Songhong RD., Changning District, Shanghai, 200335, China

(c)

Citizenship

United States of America

(d)

Title of Class of Securities

Class A ordinary shares, par value $0.0001 per share

The Issuer’s ordinary shares consist of Class A ordinary shares and Class B ordinary shares. The rights of the holders of Class A ordinary shares and Class B ordinary shares are identical, except with respect to conversion rights and voting rights. Each Class B ordinary share is convertible at the option of the holder into one Class A ordinary share, whereas Class A ordinary shares are not convertible into Class B ordinary shares under any circumstances. Each Class B ordinary share is entitled to ten votes, whereas each Class A ordinary share is entitled to one vote; provided, however, according to Article 4.1(b) of the Fourth Amended and Restated Memorandum and Articles of Association of the Issuer (the “Articles”), that holders holding Class B ordinary shares shall only be permitted to vote in aggregate a maximum of 9.5% of the outstanding Voting Interests (as defined in the Articles) in the Issuer at any point in time (taking into account any Voting Interests Constructively Owned (as defined in the Articles) by such holders), except that if the reporting person holds Class B ordinary shares, he shall only be permitted to vote a maximum of 37% of the outstanding Voting Interests in the Issuer at any point in time (taking into account any Voting Interests Constructively Owned by the reporting person).

(e)

CUSIP Number

16953Q105

This CUSIP number applies to the American Depositary Shares of the Issuer, each representing one Class A ordinary share of the Issuer, par value $0.0001 per share. No CUSIP has been assigned to the ordinary shares.

(a)

☐

Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).

(b)

☐

Bank as defined in section 3(a) (6) of the Act (15 U.S.C. 78c).

(c)

☐

Insurance company as defined in section 3(a) (19) of the Act (15 U.S.C. 78c).

(d)

☐

Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8).

(e)

☐

An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);

(f)

☐

An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);

(g)

☐

A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);

(h)

☐

A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

CUSIP No. 16953Q105

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(i)

☐

A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);

(j)

☐

A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J);

(k)

☐

Group, in accordance with §240.13d-1(b)(1)(ii)(J).

If filing as a non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J), please specify the type of institution:

(a)

Amount beneficially owned: 3,919,549

(b)

Percent of class: 6.2 %

(c)

Number of shares as to which the person has:

(i)

Sole power to vote or to direct the vote

See Item 5 on page 2.

(ii)

Shared power to vote or to direct the vote

See Item 6 on page 2.

(iii)

Sole power to dispose or to direct the disposition of

See Item 7 on page 2.

(iv)

Shared power to dispose or to direct the disposition of

See Item 8 on page 2.

CUSIP No. 16953Q105

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SIGNATURE

February 27, 2019

Date

/s/ Zhengyu (Zane) Wang

Zhengyu (Zane) Wang