Filing Details

The remainder of this cover page shall be filled out for a reporting persons 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 Number 88557W101 applies to the American Depository Shares (ADS) of Qifu Thechnology, Inc,. (the Issuer). Each ADS represents two Class A Ordinary Shares. No CUSIP number has been assigned to the Class A Ordinary Shares.

CUSIP No. 88557W101

Page 2 of 9 Pages

NAME OF REPORTING PERSONS

Sumitomo Mitsui Financial Group, Inc.

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)

(a) ☐  (b) ☐

SEC USE ONLY

CITIZENSHIP OR PLACE OF ORGANIZATION

Tokyo, Japan

NUMBER OF 

SHARES 

BENEFICIALLY 

OWNED BY 

EACH 

REPORTING 

PERSON 

WITH 

SOLE VOTING POWER

0

SHARED VOTING POWER

7,748,328 ⁽¹⁾

SOLE DISPOSITIVE POWER

0

SHARED DISPOSITIVE POWER

7,748,328 ⁽¹⁾

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

7,748,328 ⁽¹⁾

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) ☐

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

2.40% ⁽²⁾

TYPE OF REPORTING PERSON (See Instructions)

FI

Represents 7,748,328 Class A Ordinary Shares in the form of ADS held by various investment vehicles for which TT International Asset Management and Sumitomo Mitsui DS Asset Management Company, Ltd serve as investment manager.

Based upon 322,792,063 Class A Ordinary Shares outstanding as of December 31, 2023, according to the Form 20-F filed by the Issuer with the Securities and Exchange Commission (the SEC) on April 27, 2023.

CUSIP No. 88557W101

Page 3 of 9 Pages

NAME OF REPORTING PERSONS

SMBC Asset Management Services (UK) Limited

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)

(a) ☐  (b) ☐

SEC USE ONLY

CITIZENSHIP OR PLACE OF ORGANIZATION

London, United Kingdom

NUMBER OF 

SHARES 

BENEFICIALLY 

OWNED BY 

EACH

REPORTING 

PERSON 

WITH 

SOLE VOTING POWER

0

SHARED VOTING POWER

7,740,800 ⁽¹⁾

SOLE DISPOSITIVE POWER

0

SHARED DISPOSITIVE POWER

7,740,800 ⁽¹⁾

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

7,740,800 ⁽¹⁾

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) ☐

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

2.40% ⁽²⁾

TYPE OF REPORTING PERSON (See Instructions)

FI

Represents 7,740,800 Class A Ordinary Shares in the form of ADS held by various investment vehicles for which TT International Asset Management serves as investment manager.

Based upon 322,792,063 Class A Ordinary Shares outstanding as of December 31, 2023, according to the Form 20-F filed by the Issuer with the SEC on April 27, 2023.

CUSIP No. 88557W101

Page 4 of 9 Pages

NAME OF REPORTING PERSONS

TT International Asset Management Ltd

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)

(a) ☐  (b) ☐

SEC USE ONLY

CITIZENSHIP OR PLACE OF ORGANIZATION

London, United Kingdom

NUMBER OF 

SHARES 

BENEFICIALLY 

OWNED BY 

EACH 

REPORTING 

PERSON 

WITH 

SOLE VOTING POWER

0

SHARED VOTING POWER

7,740,800 ⁽¹⁾

SOLE DISPOSITIVE POWER

0

SHARED DISPOSITIVE POWER

7,740,800 ⁽¹⁾

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

7,740,800 ⁽¹⁾

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) ☐

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

2.40% ⁽²⁾

TYPE OF REPORTING PERSON (See Instructions)

FI

Represents 7,740,800 Class A Ordinary Shares in the form of ADS held by various investment vehicles for which TT International Asset Management serves as investment manager.

Based upon 322,792,063 Class A Ordinary Shares outstanding as of December 31, 2023, according to the Form 20-F filed by the Issuer with the SEC on April 27, 2023.

Name of Issuer.

Address of Issuers Principal Executive Offices.

Name of Person Filing.

Address of Principal Business Office or, if none, Residence.

Citizenship.

Title of Class of Securities.

CUSIP Number.

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:

☐ Broker or dealer registered under Section 15 of the Act.

☐ Bank as defined in section 3(a)(6) of the Act.

☐ Insurance company as defined in section 3(a)(19) of the Act.

☐ Investment company registered under section 8 of the Investment Company Act of 1940.

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

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

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

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

☐ 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.

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

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

Ownership.

Ownership of Five Percent or Less of a Class.

Ownership of More than Five Percent on Behalf of Another Person.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company.

Identification and Classification of Member of the Group.

Notice of Dissolution of Group.

Certification.