Filing Details

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* WATERDROP INC. (Name of Issuer) Class A Ordinary Shares, $0.000005 par value per share (Title of Class of Securities) 94132V105** (CUSIP Number) December 31, 2021 (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. **There is no CUSIP number assigned to the Class A Ordinary Shares. CUSIP number 94132V105 has been assigned to the American Depositary Shares of the Issuer, which are quoted on the New York Stock Exchange under the symbol ?WDH.? Each American Depositary Share represents ten Class A Ordinary Share. 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).

? CUSIP No. 94132V105 SCHEDULE 13G Page 2 of 14 Pages 1 NAME OF REPORTING PERSON OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Swiss Re Ltd 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ? (b) ? 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION Switzerland NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 5 SOLE VOTING POWER - 0 - 6 SHARED VOTING POWER 206,362,384 7 SOLE DISPOSITIVE POWER - 0 - 8 SHARED DISPOSITIVE POWER 206,362,384 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 206,362,384 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ? 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 6.44% based upon 3,206,653,701 Class A Shares stated to be outstanding as of December 31, 2021 12 TYPE OF REPORTING PERSON COCUSIP No. 94132V105 SCHEDULE 13G Page 3 of 14 Pages 1 NAME OF REPORTING PERSON OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Swiss Reinsurance Company Ltd 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ? (b) ? 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION Switzerland NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 5 SOLE VOTING POWER - 0 - 6 SHARED VOTING POWER 206,362,384 7 SOLE DISPOSITIVE POWER - 0 - 8 SHARED DISPOSITIVE POWER 206,362,384 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 206,362,384 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ? 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 6.44% based upon 3,206,653,701 Class A Shares stated to be outstanding as of December 31, 2021 12 TYPE OF REPORTING PERSON CO? CUSIP No. 94132V105 SCHEDULE 13G Page 5 of 14 Pages 1 NAME OF REPORTING PERSON OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Swiss Re Asia Holding Pte. Ltd 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ? (b) ? 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION Singapore NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 5 SOLE VOTING POWER - 0 - 6 SHARED VOTING POWER 206,362,384 7 SOLE DISPOSITIVE POWER - 0 - 8 SHARED DISPOSITIVE POWER 206,362,384 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 206,362,384 10 CHECK BCHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ? 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 6.44% based upon 3,206,653,701 Class A Shares stated to be outstanding as of December 31, 2021 12 TYPE OF REPORTING PERSON CO ? CUSIP No. 94132V105 SCHEDULE 13G Page 6 of 14 Pages 1 NAME OF REPORTING PERSON OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Swiss Re Principal Investments Company Asia Pte. Ltd 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ? (b) ? 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION Singapore NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 5 SOLE VOTING POWER - 0 - 6 SHARED VOTING POWER 206,362,384 7 SOLE DISPOSITIVE POWER - 0 - 8 SHARED DISPOSITIVE POWER 206,362,384 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 206,362,384 10 CHECK BCHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ? 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 6.44% based upon 3,206,653,701 Class A Shares stated to be outstanding as of December 31, 2021 12 TYPE OF REPORTING PERSON COWaterdrop Inc.(b) Address of Issuer?s Principal Executive Offices:Block C, Wangjing Science and Technology Park No. 2 Lize Zhonger Road, Chaoyang District, Beijing People?s Republic of China ITEM 2. (a) Name of Persons Filing:Swiss Re Ltd Swiss Reinsurance Company Ltd Swiss Re Reinsurance Holding Company Ltd Swiss Re Asia Holding Pte. Ltd Swiss Re Principal Investments Company Asia Pte. Ltd This statement is being filed jointly by the above- listed parties (?Reporting Persons?) and relates to Shares (as defined herein) held by Swiss Re Principal Investments Company Asia Pte. Ltd. Swiss Re Ltd owns all of the outstanding capital stock of Swiss Reinsurance Company Ltd which in turn owns all of the outstanding capital stock of Swiss Re Reinsurance Holding Company Ltd which in turn owns all of the outstanding capital stock of Swiss Re Asia Holding Pte. Ltd which in turn owns all of the outstanding capital stock of Swiss Re Principal Investments Company Asia Pte. Ltd.(b) Address of Principal Business Office, or if None, Residence: Mythenquai 50/60 8022 Zurich Switzerland(d) Title of Class of Securities:Class A ordinary shares, par value of US$0.000005 per share (the ?Shares?).CUSIP No. 94132V105 SCHEDULE 13G Page 8 of 14 Pages (e) CUSIP Number:94132V105 ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO ?240.13D-1(B) OR 240.13D-2(B) OR (C), CHECK WHETHER THE PERSON FILING IS A:(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) (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).As of December 31, 2021: (a) Amount beneficially owned: Swiss Re Ltd - 206,362,384 Swiss Reinsurance Company Ltd - 206,362,384 Swiss Re Reinsurance Holding Company Ltd - 206,362,384 Swiss Re Asia Holding Pte. Ltd - 206,362,384 Swiss Re Principal Investments Company Asia Pte. Ltd - 206,362,384(b) Percent of class: Swiss Re Ltd - 6.44% Swiss Reinsurance Company Ltd - 6.44% Swiss Re Reinsurance Holding Company Ltd - 6.44% CUSIP No. 94132V105 SCHEDULE 13G Page 9 of 14 Pages Swiss Re Asia Holding Pte. Ltd - 6.44% Swiss Re Principal Investments Company Asia Pte. Ltd - 6.44%(c) Number of shares as to which the Reporting Persons have:(i) Sole power to vote or to direct the vote: Swiss Re Ltd - 0 Swiss Reinsurance Company Ltd - 0 Swiss Re Reinsurance Holding Company Ltd - 0 Swiss Re Asia Holding Pte. Ltd - 0 Swiss Re Principal Investments Company Asia Pte. Ltd - 0(ii) Shared power to vote or to direct the vote: Swiss Re Ltd - 206,362,384 Swiss Reinsurance Company Ltd - 206,362,384 Swiss Re Reinsurance Holding Company Ltd - 206,362,384 Swiss Re Asia Holding Pte. Ltd - 206,362,384 Swiss Re Principal Investments Company Asia Pte. Ltd - 206,362,384(iv) Shared power to dispose or to direct the disposition of: Swiss Re Ltd - 206,362,384 Swiss Reinsurance Company Ltd - 206,362,384 Swiss Re Reinsurance Holding Company Ltd - 206,362,384 Swiss Re Asia Holding Pte. Ltd - 206,362,384 Swiss Re Principal Investments Company Asia Pte. Ltd - 206,362,384 CUSIP No. 94132V105 SCHEDULE 13G Page 10 of 14 Pages ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS. If this statement is being filed to report the fact that as of the* date hereof the reporting person has ceased to be the beneficial owner* of more than five percent of the class of securities, check the following ?. 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.By: /s/ Flavia Diethelm Name: Flavia Diethelm Title: Authorized SignatoryBy: /s/ Sten E. D. Rasmussen Name: Sten E. D. Rasmussen Title: Authorized Signatory Dated: January 28, 2022 SWISS REINSURANCE COMPANY LTDBy: /s/ Flavia Diethelm Name: Flavia Diethelm Title: Authorized SignatoryBy: /s/ Sten E. D. Rasmussen Name: Sten E. D. Rasmussen Title: Authorized Signatory Dated: January 28, 2022 SWISS RE REINSURANCE HOLDING COMPANY LTDBy: /s/ Donatella Fiala Name: Donatella Fiala Title: Authorized SignatoryBy: /s/ Simon Meyer Name: Simon Meyer Title: Authorized SignatoryCUSIP No. 94132V105 SCHEDULE 13G Page 12 of 14 Pages Dated: January 28, 2022 SWISS RE ASIA HOLDING PTE. LTDBy: /s/ Sandhia Nair Thampuran Name: Sandhia Nair Thampuran Title: Company SecretaryBy: /s/ Amit Mishra Name: Amit Mishra Title: Head Finance SRAL Dated: January 28, 2022 SWISS RE PRINCIPAL INVESTMENTS COMPANY ASIA PTE. LTDBy: /s/ Lee Seng Chuen Name: Lee Seng Chuen Title: Authorized Signatory? CUSIP No. 94132V105 SCHEDULE 13G Page 13 of 14 Pages Exhibit A JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning him or it contained herein and therein,but shall not be responsible for the completeness and accuracy of the information concerning the others, except to the extent that he or it knows or has reason to believe that such information is inaccurate. Dated: January 28, 2022 SWISS RE LTDBy: /s/ Sten E. D. Rasmussen Name: Sten E. D. Rasmussen Title: Authorized Signatory Dated: January 28, 2022 SWISS REINSURANCE COMPANY LTDBy: /s/ Flavia Diethelm Name: Flavia Diethelm Title: Authorized SignatoryBy: /s/ Sten E. D. Rasmussen Name: Sten E. D. Rasmussen Title: Authorized Signatory Dated: January 28, 2022 SWISS RE REINSURANCE HOLDING COMPANY LTDBy: /s/ Donatella Fiala Name: Donatella Fiala Title: Authorized SignatoryBy: /s/ Simon Meyer Name: Simon Meyer Title: Authorized Signatory CUSIP No. 94132V105 SCHEDULE 13G Page 14 of 14 Pages Dated: January 28, 2022 SWISS RE ASIA HOLDING PTE. LTDBy: /s/ Sandhia Nair Thampuran Name: Sandhia Nair Thampuran Title: Company SecretaryBy: /s/ Amit Mishra Name: Amit Mishra Title: Head Finance SRAL Dated: January 28, 2022 SWISS RE PRINCIPAL INVESTMENTS COMPANY ASIA PTE. LTDBy: /s/ Sandhia Nair Thampuran Name: Sandhia Nair Thampuran Title: Company Secretary