SEC Filing | Luckin Coffee Inc.

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SEC FORM 3 SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Li Hui (David)

(Last)

(First)

(Middle)

28TH FL, BUILDING T3, HAIXI JINGU PLAZA

1-3 TAIBEI ROAD, SIMING DISTRICT

(Street)

XIAMEN

361008

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
03/18/2026

3. Issuer Name and Ticker or Trading Symbol
Luckin Coffee Inc. [ LKNCY ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
	Officer (give title below)		Other (specify below)

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A Ordinary Shares	35,555,998	I	By Camel ZQ Limited⁽¹⁾
Class A Ordinary Shares	25,384,789	I	By Centurium Capital II Ltd.⁽¹⁾
Class A Ordinary Shares	5	I	By Camel Zhengkai Limited⁽¹⁾
Class A Ordinary Shares	32,313,906	I	By CCM Prosper L.P.⁽¹⁾
Class A Ordinary Shares	32,313,906	I	By Masterclass Holdings Limited⁽¹⁾
Class A Ordinary Shares	13,848,817	I	By Tianyu Ruikong Limited⁽¹⁾
American Depositary Shares⁽⁴⁾	2,627,249	I	By Camel ZQ Limited⁽¹⁾
American Depositary Shares⁽⁴⁾	544,346	I	By Camel Zhengkai Limited⁽¹⁾

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Class B Ordinary Shares	⁽²⁾	⁽²⁾	Class A Ordinary Shares	136,172,000⁽²⁾	⁽²⁾	I	By Centurium Investment Limited⁽¹⁾
Class B Ordinary Shares	⁽²⁾	⁽²⁾	Class A Ordinary Shares	4⁽²⁾	⁽²⁾	I	By Fortunate Cup Holdings Limited⁽¹⁾
Senior Convertible Preferred Shares	⁽³⁾	⁽³⁾	Class A Ordinary Shares	158,158,519⁽³⁾	⁽³⁾	I	By Centurium Capital Partners 2018, L.P.⁽¹⁾
Senior Convertible Preferred Shares	⁽³⁾	⁽³⁾	Class A Ordinary Shares	125,486,906⁽³⁾	⁽³⁾	I	By CCM Lucky, L.P.⁽¹⁾
Senior Convertible Preferred Shares	⁽³⁾	⁽³⁾	Class A Ordinary Shares	11,739,190⁽³⁾	⁽³⁾	I	By CCM CB II, L.P.⁽¹⁾

Explanation of Responses:

1. The Reporting Person is the sole shareholder and director of Centurium Holdings (BVI) Ltd., which is the sole shareholder of Centurium Holdings Ltd. ("Centurium"). Centurium is the sole shareholder of Centurium Capital II Ltd. and Centurium Investment Limited. Centurium holds interests in the general partners of Centurium Capital Partners II, L.P. (which is the sole shareholder of Masterclass Holdings Limited), Centurium Capital Partners 2018, L.P. (which is the sole shareholder of Fortunate Cup Holdings Limited), CCM Lucky, L.P., CCM CB II, L.P. and CCM Prosper L.P.. The Reporting Person has sole voting and investment discretion with respect to Tianyu Ruikong Limited, and has all voting power in Camel ZQ Limited and Camel Zhengkai Limited through an entity ultimately controlled by him.

2. The Class B Ordinary Shares are convertible into the Issuer's Class A Ordinary Shares on a one-for-one basis at any time at the option of the Reporting Person. The Class B Ordinary Shares have no expiration date.

3. The Senior Convertible Preferred Shares are convertible into that number of Issuer's Class A Ordinary Shares (or an equivalent number of ADSs), at any time at the option of the Reporting Person, determined by dividing (i) the sum of the original issue price plus any declared but unpaid dividends on such Senior Convertible Preferred Shares by (ii) the conversion price in effect at the time of the conversion, which was initially the original issue price of $0.8125, subject to adjustment from time to time.

4. Each American Depositary Share ("ADS") represents eight Class A Ordinary Shares. The ADSs have no expiration date.

	/s/ Hui Li	03/18/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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