Filing Details

1

Names of Reporting Persons

Pengjian Shi

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

People’s Republic of China

Number of Shares Beneficially Owned by Each Reporting Person With:

5

Sole Voting Power

5,662,634 common shares¹

6

Shared Voting Power

0

7

Sole Dispositive Power

5,662,634 common shares¹

8

Shared Dispositive Power

0

9

Aggregate Amount Beneficially Owned by Each Reporting Person

5,662,634 common shares¹

10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)☐

11

Percent of Class Represented by Amount in Row (9)

9.1%²

12

Type of Reporting Person (See Instructions)

IN

¹ 

Includes 5,662,634 common shares directly owned by CL-TCC. CL-TCC is a Cayman Islands company with 50% and 50% of its issued and outstanding share capital owned by CL Management Ltd. and TCC Management Limited, respectively. TCC Management Limited is wholly owned by Pengjian Shi. Pengjian Shi may be deemed to have the sole voting power and sole dispositive power with respect to the common shares of the Issuer held by CL-TCC.

² 

Percentage calculated based on 62,423,578 outstanding Common Shares as of December 24, 2019.

1

Names of Reporting Persons

TCC Management Limited

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

Cayman Islands

Number of Shares Beneficially Owned by Each Reporting Person With:

5

Sole Voting Power

5,662,634 common shares¹

6

Shared Voting Power

0

7

Sole Dispositive Power

5,662,634 common shares¹

8

Shared Dispositive Power

0

9

Aggregate Amount Beneficially Owned by Each Reporting Person

5,662,634 common shares¹

10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)☐

11

Percent of Class Represented by Amount in Row (9)

9.1%²

12

Type of Reporting Person (See Instructions)

CO

¹ Includes 5,662,634 common shares owned by CL-TCC. CL-TCCis a Cayman Islands company with 50% and 50% of its issued and outstanding share capital owned by CL Management Ltd. and TCC Management Limited,
respectively. TCC Management Limited may be deemed to have the sole voting power and sole dispositive power with respect to the common shares of the Issuer held by CL-TCC.

² Percentage calculated based on 62,423,578 outstanding Common Shares as of December 24, 2019.

1

Names of Reporting Persons

CL-TCC

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

Cayman Islands

Number of Shares Beneficially Owned by Each Reporting Person With:

5

Sole Voting Power

5,662,634 common shares¹

6

Shared Voting Power

0

7

Sole Dispositive Power

5,662,634 common shares¹

8

Shared Dispositive Power

0

9

Aggregate Amount Beneficially Owned by Each Reporting Person

5,662,634 common shares¹

10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)☐

11

Percent of Class Represented by Amount in Row (9)

9.1%²

12

Type of Reporting Person (See Instructions)

CO

¹ Includes 5,662,634 common shares directly owned by CL-TCC.

² Percentage calculated based on 62,423,578 outstanding Common Shares as of December 24, 2019.

Item 1(a)

Name of Issuer:
ATA Creativity Global (“Issuer”)

Item 1(b)

Address of Issuer’s Principal Executive Offices:
1/F East Gate, Building No.2, Jian Wai Soho,

No.39 Dong San Huan Zhong Road,

Item 2(a)

Name of Persons Filing:

Item 2(b)

Address of Principal Business Office or, If None, Residence, Citizenship

Item 2(c)

Citizenship

Item 2(d)

Title of Class of Securities:
Common shares, par value US$0.01

Item 2(e)

CUSIP Number:
00211V106 

Item 3.

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

Not applicable.

(a)

Amount beneficially owned: 5,662,634 common shares ⁽¹⁾

(b)

Percent of class: 9.1% ⁽²⁾

(c)

Number of shares as to which the person has:

(i)

Sole power to vote or to direct the vote: 5,662,634 common shares ⁽¹⁾

(ii)

Shared power to vote or to direct the vote: 0

(iii)

Sole power to dispose or to direct the disposition of 5,662,634 common shares ⁽¹⁾

(iv)

Shared power to dispose or to direct the disposition of: 0.

Item 5.

Ownership of Five Percent or Less of a Class

Item 6.

Ownership of More than Five Percent on Behalf of Another Person

Not applicable.

Item 7.

Identification and Classification of 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

The members of this group are set forth as reporting persons on this Schedule 13G.

Item 9.

Notice of Dissolution of Group

Not applicable.

Item 10.

Certifications

⁽¹⁾ Represents securities owned by CL-TCC, which is a Cayman Islands company with 50% and 50% of its issued and outstanding share capital owned by CL Management Ltd. and TCC Management Limited, respectively. TCC
Management Limited is wholly owned by Pengjian Shi. Pengjian Shi may be deemed to have the sole voting power and sole dispositive power with respect to the common shares of the Issuer held by CL-TCC.

⁽²⁾ Percentage calculated based on 62,423,578 outstanding Common Shares as of December 24, 2019.

Exhibit No.

Description

A

Joint Filing Agreement