As filed with the Securities and Exchange Commission on January 22, 2026 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 3 To FORM F-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Zhibao Technology Inc. (Exact name of Registrant as specified in its charter) Not Applicable (Translation of Registrant's name into English) Cayman Islands 6411 Not Applicable (State or other jurisdiction of incorporation or organization) (Primary Standard Industrial Classification ...

Group 1 - The core viewpoint of the article is that Zhihua Technology reported significant growth in revenue and user base for the fiscal year 2025, despite a net loss [1] - For the fiscal year 2025, Zhihua Technology's total revenue reached 277 million yuan, representing a year-on-year increase of 51% [1] - The gross profit for the same period was 113 million yuan, showing a year-on-year growth of 52% [1] - The company reported a net loss of 62 million yuan for the fiscal year 2025 [1] Group 2 - In terms of B-end channels, the number increased from 1,800 to over 2,400, marking a year-on-year growth of 33% [1] - The C-end user base grew from 15 million to 24 million, reflecting a year-on-year increase of 60% [1]

Core Viewpoint - Zhibao Technology Inc. reported a significant revenue growth of 51% for the fiscal year 2025, driven by the increasing acceptance of its 2B2C business model and digital insurance solutions, despite experiencing a net loss due to increased selling expenses [4][5][10]. Financial and Operational Summary - Total revenues for the year ended June 30, 2025, increased by 51% to RMB 276.9 million (US$38.7 million) from RMB 183.7 million in 2024 [10]. - Gross profit for the fiscal year ended June 30, 2025, was RMB 113.6 million (US$15.9 million), compared to RMB 74.8 million in the same period of 2024 [4][10]. - The net loss for the year ended June 30, 2025, was RMB 62.0 million (US$8.7 million), a decline from a net income of RMB 13.3 million in 2024 [13]. - Cash and cash equivalents as of June 30, 2025, were RMB 10.3 million (US$1.44 million), up from RMB 2.4 million in 2024 [14]. Product Offerings and Collaborations - Zhibao Labuan received its general reinsurance license in July 2025 and was assigned a Financial Strength Rating of B+ and a Long-Term Issuer Credit Rating of "bbb-" from AM Best [4]. - The company signed an agreement to establish a joint venture, Zhongfang JV, with Beijing Zhongfang Hongchuang Technology and Guangzhou Ruiling Intelligent Technology to develop an "Insurance + Technology + Service" model [4]. - Zhibao acquired 51% equity interest in Zhonglian Jinan Insurance Brokers Co., Ltd. for RMB 25.5 million (approximately US$3.5 million) [4]. Management Commentary and Outlook - The CEO expressed satisfaction with the revenue growth and emphasized the importance of expanding the 2B2C digital insurance solutions and partnerships [5][6]. - The company plans to continue investing in its sales force and technology platform to drive organic growth [6][7]. - The management team is committed to maximizing shareholder value through strategic acquisitions and diversifying revenue streams [8]. Cost and Expenses - Cost of revenues increased by approximately 50% to RMB 163.4 million (US$22.8 million) for the fiscal year ended June 30, 2025 [9]. - Selling expenses rose by approximately RMB 80.6 million, or 255%, to RMB 112.2 million (US$15.7 million) due to increased marketing service fees [18]. - General and administrative expenses increased by approximately RMB 26.1 million, or 145%, to RMB 44.0 million (US$6.1 million) [18]. Customer Base and Market Reach - The number of B channels increased to over 2,400, contributing to the growth of the 2B2C embedded digital insurance model [4]. - The company served over 24 million end customer users as of June 30, 2025, which is expected to drive future revenue growth [4]. Business Model and Innovation - Zhibao Technology is recognized for its innovative 2B2C digital embedded insurance model, having launched the first digital insurance brokerage platform in China in 2020 [20]. - The company has developed over 40 proprietary digital insurance solutions across various industries, utilizing big data and AI technology for continuous improvement [21].

As filed with the Securities and Exchange Commission on January 12, 2026 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 2 To FORM F-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Zhibao Technology Inc. (Exact name of Registrant as specified in its charter) Not Applicable (Translation of Registrant's name into English) Cayman Islands 6411 Not Applicable (State or other jurisdiction of incorporation or organization) (Primary Standard Industrial Classification ...

Financial Performance - The company reported a net loss of RMB 43,098,780 for the fiscal year ended June 30, 2023, and a net income of RMB 13,251,753 for the fiscal year ended June 30, 2024, followed by a net loss of RMB 62,019,599 for the fiscal year ended June 30, 2025[629]. - Adjusted EBITDA for the fiscal year ended June 30, 2023 was RMB 16,687,974, while for the fiscal year ended June 30, 2024 it was RMB 16,027,851, and for the fiscal year ended June 30, 2025 it was a loss of RMB 53,875,452[629]. Credit Loss Provisions - The company accrued provisions for credit losses of approximately RMB 1.9 million, RMB 4.0 million, and RMB 12.3 million (US$1.7 million) for the fiscal years ended June 30, 2023, 2024, and 2025, respectively[616]. - The allowance for credit losses increased by RMB 8,821,129 upon the adoption of ASU 2016-13 on July 1, 2023[615]. Deferred Tax Assets - As of June 30, 2024 and 2025, the company recorded valuation allowances for deferred tax assets amounting to RMB 10.4 million and RMB 21.2 million (US$3.0 million), respectively[618]. Financing Activities - The company entered into a L1 Securities Purchase Agreement on September 23, 2024, providing for loans up to $8.0 million under three tranches[622]. - The company received net proceeds of approximately RMB 17.5 million (US$2.4 million) from convertible notes for the year ended June 30, 2025[622]. - The company has classified convertible notes as liabilities under ASC 470, estimating the fair value of the derivative liability using the Binomial Tree Model[623]. Tax Benefits - The company has not recognized any interest expense or penalty related to unrecognized tax benefits for the fiscal years ended June 30, 2024 and 2025[621]. Reserve Funds - The company’s PRC subsidiaries are required to set aside at least 10% of their after-tax profits to fund certain reserve funds until the total amount reaches 50% of their registered capital[606].

Core Insights - ZBAO Technology experienced a significant stock price increase of 13.76% on December 17, reaching $1.024 per share, with a total market capitalization of $33.91 million [1] - The company reported a total revenue of 146 million RMB for the year ending December 31, 2024, representing a year-on-year growth of 73.73% [1] - ZBAO Technology's net profit attributable to shareholders was -644,600 RMB, showing an improvement with a year-on-year increase of 82.26% [1] Company Overview - ZBAO Technology is a Cayman Islands-registered holding company primarily operating through its domestic subsidiary, ZBAO Technology Co., Ltd [1] - The company is recognized as a leading insurance technology firm in China, redefining insurance brokerage services through a "technology + insurance brokerage" model [1] - ZBAO Technology provides customized digital insurance solutions to B-end channels, which include a wide range of industries and organizations such as internet platforms, large and medium-sized enterprises, and government agencies [1]

Group 1 - The core viewpoint of the article highlights the significant growth of ZBAO Technology, with a stock price increase of 7.75% and a market capitalization of $32.12 million as of December 16 [1] - ZBAO Technology reported total revenue of 146 million RMB for the year ending December 31, 2024, representing a year-on-year growth of 73.73% [1] - The company also recorded a net profit attributable to shareholders of -644,600 RMB, which is an improvement of 82.26% year-on-year [1] Group 2 - ZBAO Technology is registered in the Cayman Islands and operates primarily through its domestic subsidiary, ZBAO Technology Co., Ltd [1] - The company is recognized as a leading insurance technology firm in China, redefining insurance brokerage services through a "technology + insurance brokerage" model [1] - ZBAO Technology provides customized digital insurance solutions to B-end channels, which include a wide range of industries and organizations, integrating these solutions into existing business matrices to serve C-end customers [1]

Group 1 - The core viewpoint of the article highlights the significant stock performance and financial growth of ZBAO Technology, which saw a 17.93% increase in stock price on December 15, reaching $1.085 per share, with a total market capitalization of $35.93 million [1] - ZBAO Technology reported a total revenue of 146 million RMB for the year ending December 31, 2024, representing a year-on-year growth of 73.73% [1] - The company also recorded a net profit attributable to shareholders of -644,600 RMB, which is an improvement of 82.26% year-on-year [1] Group 2 - ZBAO Technology is registered in the Cayman Islands and operates primarily through its domestic subsidiary, ZBAO Technology Co., Ltd [1] - The company is recognized as a leading insurance technology firm in China, redefining insurance brokerage services through a "technology + insurance brokerage" model [1] - ZBAO Technology provides customized digital insurance solutions for B-end channels, which include a wide range of industries and organizations, such as internet platforms, large and medium-sized enterprises, and government agencies [1]

Core Viewpoint - Zhibao Technology Inc. has launched a joint venture, Zhibao Yingshi, to enhance the development of medical insurance products in China, leveraging the strengths of both Zhibao and Yingshi Health [1][5]. Company Overview - Zhibao Technology Inc. is a leading InsurTech company focused on digital insurance brokerage services in China, having pioneered the first digital insurance brokerage platform in the country in 2020 [8][9]. - Yingshi Health specializes in health insurance management, emphasizing innovative product design and comprehensive risk control management [10]. Joint Venture Details - The joint venture, Zhibao Yingshi, was established in September 2025, with Zhibao holding a 51% equity interest [3]. - The initial revenue for Zhibao Yingshi was recorded in November 2025, primarily from service fees related to mid- and high-end medical policies [2]. Financial Targets - The joint venture has set preliminary monthly revenue targets of RMB 4 million (approximately USD 560,000) for the remainder of 2025 and an annual revenue target of RMB 50 million (approximately USD 7 million) for 2026, with an expected annual growth rate of no less than 10% [4]. Management and Operations - The management team of Zhibao Yingshi will include Mr. Chunhui Ji from Yingshi Health as chairman and general manager, integrating resources from both companies to achieve growth targets [7][8]. - Zhibao will contribute its existing strengths in reinsurance, brokerage, medical networks, and risk management to the joint venture [7].

Core Insights - Zhibao Technology Inc. has appointed three new executives to strengthen its operational foundation and support its growth strategy for the next decade [2][12] - The new executives include Mr. Xiaowei Le as Chief Operating Officer, Mr. Xiao Luo as Chief Marketing Officer, and Mr. Guangtong Ren as Chief Actuary, all of whom have significant experience in the insurance industry [1][12] Executive Profiles - Mr. Xiaowei Le has a proven track record with over 20 years in sales management and leadership roles, achieving over 70% year-over-year revenue growth for Zhibao China [3][4] - Mr. Xiao Luo, a co-founder of Zhibao China, has over 10 years of experience in the insurance industry and will focus on promoting the Zhibao brand to new business channels and strategic partners [5][7][6] - Mr. Guangtong Ren brings over 20 years of experience in corporate finance and risk management, and will be responsible for the development and pricing of insurance products [8][9][11] Strategic Importance - The appointments are part of Zhibao's roadmap for accelerated growth and expansion, reflecting the company's commitment to enhancing its operational capabilities [2][12] - The new leadership team is expected to leverage their expertise to drive Zhibao's ambitious goals and further establish its position in the InsurTech market [12] Company Overview - Zhibao Technology Inc. is a leading InsurTech company in China, providing digital insurance brokerage services and pioneering a 2B2C business model [13] - The company has developed over 40 proprietary digital insurance solutions across various industries, utilizing big data and AI technology to enhance its offerings [14]