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Filing Details

Accession Number:: 0001564590-20-004453
Form Type:: 13G Filing
Publication Date:: 2020-02-13 06:03:11

Filed By:: Sha Yunlong
Company:: Puxin Ltd (NYSE:NEW)
Filing Date:: 2020-02-13
SEC Url:: 13G Filing

Ownership Summary

Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.

Name	Sole Voting Power	Shared Voting Power	Sole Dispositive Power	Shared Dispositive Power	Aggregate Amount Owned Power	Percent of Class
Yunlong Sha	77,592,320	0	77,592,320	0	77,592,320	44.6%
Long bright Limited	0	77,080,000	0	77,080,000	77,080,000	44.3%

Filing

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

SCHEDULE 13G/A

(Rule 13d-102)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT

TO RULES 13d-1 (b), (c) AND (d) AND AMENDMENTS THERETO

FILED PURSUANT TO 13d-2

Under the Securities Exchange Act of 1934

(Amendment No. 1)*

Puxin Limited

(Name of Issuer)

Ordinary Shares, par value US$0.00005 per share

(Title of Class of Securities)

G7307L 101

(CUSIP Number)

December 31, 2019

(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 disclosures provided in a prior cover page.

The information required on 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).



			Schedule 13G/A CUSIP No. G7307L 101

1.	NAMES OF REPORTING PERSONS Yunlong Sha
2.	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*			(a) ☐
	Not applicable			(b) ☐
3.	SEC USE ONLY
4.	CITIZENSHIP OR PLACE OF ORGANIZATION People’s Republic of China
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5.	SOLE VOTING POWER 77,592,320⁽¹⁾
		6.	SHARED VOTING POWER 0
		7.	SOLE DISPOSITIVE POWER 77,592,320⁽¹⁾
		8.	SHARED DISPOSITIVE POWER 0
9.	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 77,592,320⁽¹⁾
10.	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES Not applicable ☐
11.	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 44.6%⁽²⁾
12.	TYPE OF REPORTING PERSON* IN

(1)Consists of (i) 77,080,000 ordinary shares held by Long bright Limited; and (ii) 256,160 American Depositary Shares (representing 512,320 ordinary shares) held by Yunlong Sha.

(2)Based on 174,025,810 ordinary shares issued and outstanding of the Issuer as of December 31, 2019.



			Schedule 13G/A CUSIP No. G7307L 101

1.	NAMES OF REPORTING PERSONS Long bright Limited
2.	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*			(a) ☐
	Not applicable			(b) ☐
3.	SEC USE ONLY
4.	CITIZENSHIP OR PLACE OF ORGANIZATION British Virgin Islands
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5.	SOLE VOTING POWER 0
		6.	SHARED VOTING POWER 77,080,000
		7.	SOLE DISPOSITIVE POWER 0
		8.	SHARED DISPOSITIVE POWER 77,080,000
9.	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 77,080,000
10.	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES Not applicable ☐
11.	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 44.3% ⁽¹⁾
12.	TYPE OF REPORTING PERSON* CO

(1) Based on 174,025,810 ordinary shares issued and outstanding of the Issuer as of December 31, 2019.

Item 1(a).

Name of Issuer:

Puxin Limited

Item 1(b).

Address of Issuer’s Principal Executive Offices:

Floor 16, Chuangfu Mansion, No. 18 Danling Street, Haidian District

Beijing 100080, the People’s Republic of China

Item 2(a).

Name of Person Filing:

Yunlong Sha

Long bright Limited

Item 2(b).

Address of Principal Business Office or, if None, Residence:

Yunlong Sha

Floor 16, Chuangfu Mansion, No. 18 Danling Street, Haidian District

Beijing 100080, the People’s Republic of China

Long bright Limited

Start Chambers, Wickham’s Cay II, P.O. Box 2221

Road Town, Tortola

British Virgin Islands

Item 2(c).

Citizenship:

Yunlong Sha: People’s Republic of China

Long bright Limited: British Virgin Islands

Item 2(d).

Title of Class of Securities:

Ordinary shares of the Issuer, par value US$0.00005 per share

Item 2(e).

CUSIP Number:

G7307L 101

Item 3.

If this Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c):

Not applicable.

Item 4.

Ownership.

The following information with respect to the ownership of the ordinary shares of par value of $0.00005 per share of Puxin Limited (the “Issuer”) by each of the reporting persons is provided as of December 31, 2019:

Reporting Person

Amount

beneficially

owned:

Percent of

class:

Sole power to

vote or direct

the vote:

Shared

power to

vote or to

direct the

vote:

Sole power to

dispose or to

direct the

disposition of:

Shared power

to dispose or

to direct the

disposition of:

Yunlong Sha

77,592,320

44.6%

77,592,320

Long bright Limited

77,080,000

44.3%

77,080,000

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.

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.

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.

Dated: February 13, 2020

YUNLONG SHA
By:	/s/ Yunlong Sha
	Name: Yunlong Sha

LONG BRIGHT LIMITED
By:	/s/ Yunlong Sha
	Name: Yunlong Sha
	Title: Director

Exhibit A

Joint Filing Agreement

In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with the other Reporting Persons (as such term is defined in the Schedule 13G/A referred to below) on behalf of each of them of a statement on Schedule 13G (including any and all amendments thereto) with respect to the ordinary shares, par value US$0.00005 per share, of Puxin Limited, a Cayman Islands company, and further agree that this Joint Filing Agreement shall be included as an exhibit to such joint filing. This Agreement may be executed in any number of counterparts all of which, taken together, shall constitute one and the same instrument.

[Remainder of this page has been left intentionally blank.]

Signature Page

IN WITNESS WHEREOF, the undersigned hereby execute this Joint Filing Agreement as of February 13, 2020.

Yunlong Sha		/s/ Yunlong Sha
		Yunlong Sha



Long bright Limited	By:	/s/ Yunlong Sha
		Name:	Yunlong Sha
		Title:	Director