Why did Geely decide to privatize Zeekr?
The information set forth in Item 3 is hereby incorporated by reference in this Item 4. This Statement is being filed in connection with the Acquisition of company Shares. On December 31, 2024, the date of completion of the Acquisition of company Shares, Geely International (Hong Kong) Limited transferred 300,000,000 Ordinary Shares to Luckview Group Limited. Taking into account the Reporting Persons' existing beneficial ownership in the Issuer and the Sale Shares, the Reporting Persons have the power to control and/or dispose of Shares representing approximately 66.6% of the total voting power in the general shareholders meeting of the Issuer. The purpose of the Acquisition of company Shares is to further demonstrate support for the company brand, simplify the Issuer's shareholder structure, and enhance influence over the Issuer's strategic direction, thereby facilitating the allocation of strategic resources and implementation of future plans, as well as strengthening equity control over the Issuer and helping to mitigate possible equity dilution in the future. Additionally, as disclosed on the Form $6 - K$ filed by the Issuer on November 14, 2024, on such date the Issuer entered into strategic integration transactions (the "Strategic Integration Transactions") with certain other entities controlled by Mr. Li, including LYNK & CO Automotive Technology Co., Ltd. ("LYNK & CO"), a Chinese-foreign joint venture in China for which Geely Auto has a 50% indirect ownership interest. Upon the consummation of the Strategic Integration Transactions, LYNK & CO will be owned indirectly as to 51% by the Issuer and 49% by Geely Auto, respectively. Geely Auto is a leading Chinese automobile company. Geely Auto has been Geely Auto's controlling shareholder since its incorporation in 2021, and will continue to control company upon the completion of this offering. Geely Holding is a controlling shareholder of Geely Auto, and company also enjoys significant business synergies with Geely Group, as evidenced by company's cooperation in research and development, and production and delivery of battery electric vehicles (BEVs), as well as the after-sales service network. Following company's establishment on March 31, 2021, company operates separately from Geely Auto and will continue to independently grow its business after becoming a public company. Historically, Geely Group has provided company with technology, infrastructure, and financial support. For instance, on April 15, 2022, and November 30, 2022, company's subsidiary Ningbo Viridi separately entered into a 10-year loan agreement with Zhejiang Geely Automobile Manufacturing Co., Ltd. in the total principal amount of RMB9.7 billion and RMB1.6 billion to supplement its working capital. However, company's relationship with Geely Group may subject company to various risks, including potential conflicts of interest that may arise between Geely Group and company in a number of areas. Geely Auto is a leading Chinese automobile company. Geely Auto has been Geely Auto's controlling shareholder since its incorporation in 2021, and will continue to control the company upon the completion of this offering. Geely Holding is a controlling shareholder of Geely Auto, and the company also enjoys significant business synergies with Geely Group, as evidenced by the company's cooperation in research and development, and production and delivery of battery electric vehicles (BEVs), as well as the after-sales service network. Following the company's establishment on March 31, 2021, the company operates separately from Geely Auto and will continue to independently grow its business after becoming a public company. Historically, Geely Group has provided the company with technology, infrastructure, and financial support. For instance, on April 15, 2022, Zhejiang ZEEKR entered into a 10-year loan agreement with Zhejiang Geely Automobile Manufacturing Co., Ltd. in the total principal amount of RMB9.7 billion. On November 30, 2022, the company's subsidiary Ningbo Viridi entered into another 10-year loan agreement with Zhejiang Geely Automobile Manufacturing Co., Ltd. in the total principal amount of RMB1.6 billion to supplement its working capital. However, the company's relationship with Geely Group may subject the company to various risks, including potential conflicts of interest that may arise between Geely Group and the company in a number of areas. For more information about such risks, see “Risk Factors — Risks Related to the company's Relationship with Geely Group.” Upon the completion of this offering, Geely Auto will have $\%$ of the total voting power of its outstanding ordinary shares, assuming the underwriters do not exercise the over-allotment option. Geely Auto is a leading Chinese automobile company. Geely Auto has been Geely Auto's controlling shareholder since its incorporation in 2021, and will continue to control the company upon the completion of this offering. Geely Holding is a controlling shareholder of Geely Auto, and the company also enjoys significant business synergies with Geely Group, as evidenced by the cooperation in research and development, and production and delivery of battery electric vehicles (BEVs), as well as the after-sales service network. Following the company's establishment on March 31, 2021, the company operates separately from Geely Auto and will continue to independently grow its business after becoming a public company. Historically, Geely Group has provided the company with technology, infrastructure, and financial support. For instance, on April 15, 2022, and November 30, 2022, the company's subsidiary Ningbo Viridi separately entered into a 10-year loan agreement with Zhejiang Geely Automobile Manufacturing Co., Ltd. in the total principal amount of RMB9.7 billion and RMB1.6 billion to supplement its working capital. However, the company's relationship with Geely Group may subject the company to various risks, including potential conflicts of interest that may arise between Geely Group and the company in a number of areas. Geely Auto is a leading Chinese automobile company. Geely Auto has been Geely Auto's controlling shareholder since its incorporation in 2021, and will continue to control company upon the completion of this offering. Geely Holding is a controlling shareholder of Geely Auto and company also enjoys significant business synergies with Geely Group, as evidenced by the cooperation in research and development, and production and delivery of battery electric vehicles (BEVs), as well as the after-sales service network. Following company's establishment on March 31, 2021, company operates separately from Geely Auto and will continue to independently grow its business after becoming a public company. Historically, Geely Group has provided company with technology, infrastructure, and financial support. For instance, on April 15, 2022, Zhejiang ZEEKR entered into a 10-year loan agreement with Zhejiang Geely Automobile Manufacturing Co., Ltd. in the total principal amount of RMB9.7 billion. On November 30, 2022, company's subsidiary Ningbo Viridi entered into another 10-year loan agreement with Zhejiang Geely Automobile Manufacturing Co., Ltd. in the total principal amount of RMB1.6 billion to supplement its working capital. However, company's relationship with Geely Group may subject company to various risks, including potential conflicts of interest that may arise between Geely Group and company in a number of areas. The company began as a business unit within Geely Auto in October 2017. The company conducts its business primarily through the following entities: (i) ZEEKR Automobile (Shanghai) Co., Ltd. (“ZEEKR Shanghai”), (ii) ZEEKR Automobile (Ningbo Hangzhou Bay New Zone) Co., Ltd. (“ZEEKR Hangzhou Bay”), (iii) Viridi E-Mobility Technology (Ningbo) Co., Ltd. (“Ningbo Viridi”) and (iv) Zeekr Technology Europe AB (“CEVT”). Under the leadership of our co-founders, Mr. Shufu Li, Mr. Conghui An, Mr. Donghui Li, and Mr. Shengyue Gui, ZEEKR Intelligent Technology was incorporated as an exempted company with limited liability in March 2021 under the law of the Cayman Islands to act as the company's holding company. The company is seeking to list separately from Geely Auto because of its different brand positioning and its operational, management, and financial independence. The company has an equity story built around its premium brand, product portfolio, and future plans that is better served by operating independently and seeking a separate listing, which the company believes will allow it to establish its own profile and attract different investors. In April 2021, ZEEKR Innovation, currently a wholly-owned subsidiary of ZEEKR Intelligent Technology, was incorporated under the laws of the British Virgin Islands. In the same period, ZEEKR Technology, currently a wholly-owned subsidiary of ZEEKR Innovation, was incorporated under the laws of Hong Kong. In April 2021, the company announced the launch of its first BEV model, ZEEKR 001, and started delivery from October 2021. In July 2021, ZEEKR Shanghai acquired a 100% equity interest in ZEEKR Hangzhou Bay from Geely Holding. The company began as a business unit within Geely Auto in October 2017. The company conducts its business primarily through the following entities: (i) ZEEKR Automobile (Shanghai) Co., Ltd. (“ZEEKR Shanghai”), (ii) ZEEKR Automobile (Ningbo Hangzhou Bay New Zone) Co., Ltd. (“ZEEKR Hangzhou Bay”), (iii) Viridi E-Mobility Technology (Ningbo) Co., Ltd. (“Ningbo Viridi”) and (iv) Zeekr Technology Europe AB (“CEVT”). Under the leadership of our co-founders, Mr. Shufu Li, Mr. Conghui An, Mr. Donghui Li, and Mr. Shengyue Gui, the company incorporated ZEEKR Intelligent Technology as an exempted company with limited liability in March 2021 under the law of the Cayman Islands to act as its holding company. The company is seeking to list separately from Geely Auto because of its different brand positioning and its operational, management, and financial independence. The company has an equity story built around its premium brand, product portfolio, and future plans that is better served by operating independently and seeking a separate listing, which the company believes will allow it to establish its own profile and attract different investors. In April 2021, ZEEKR Innovation, currently a wholly-owned subsidiary of ZEEKR Intelligent Technology, was incorporated under the laws of the British Virgin Islands. In the same period, ZEEKR Technology, currently a wholly-owned subsidiary of ZEEKR Innovation, was incorporated under the laws of Hong Kong. In April 2021, the company announced the launch of its first BEV model, ZEEKR 001, and started delivery from October 2021. In July 2021, ZEEKR Shanghai acquired a 100% equity interest in ZEEKR Hangzhou Bay from Geely Holding. Currently, the company has partnered with Geely Group to produce its ZEEKR vehicles on an OEM basis under the Cooperation Framework Agreements at the ZEEKR Factory and the Chengdu Factory. If market demand for ZEEKR vehicles increases in the future, the company may consider building its own manufacturing factories or acquiring manufacturing facilities from third parties, including Geely Group, to produce ZEEKR vehicles independently. In such a scenario, the company would need to significantly increase its capital outlay, and its business model will transition to an asset-heavy model. Additionally, the company does not have any experience operating manufacturing facilities independently. All of these factors could adversely impact the company's operations and financial condition. Currently, the company has partnered with Geely Group to produce its vehicles on an OEM basis under the Cooperation Framework Agreements at the Vehicle Manufacturing Factories. If market demand for the company's vehicles increases in the future, the company may consider building its own manufacturing factories or acquiring manufacturing facilities from third parties, including Geely Group, to produce its vehicles independently. In such a scenario, the company would need to significantly increase its capital outlay, and its business model will transition to an asset-heavy model. Additionally, the company does not have any experience operating manufacturing facilities independently. All of these factors could adversely impact the company's operations and financial condition.
The company is a fast-growing BEV technology company developing and offering next generation premium BEVs and technology-driven solutions to lead the electrification, intelligentization, and innovation of the automobile industry. The company is an independently-run startup-style company relying on its in-house R&D capabilities and self-owned sales and marketing network, among others. The company adopts a flat and efficient organizational structure led by key management with diversified backgrounds. Since inception, the company has been managed and directed by its executive officers, and save for Conghui An, who is currently an executive director of Geely Auto, none of the company's executive officers are members of management of Geely Auto. Additionally, Mr. An is expected to not hold any positions in Geely Auto prior to or upon the completion of the offering. While the company's chairman, Shufu Li, is also the chairman of Geely Auto, upon the completion of the offering, the directors that the company shares in common with Geely Auto will not have executive roles at the company. The company has been dedicated to serving its customers leveraging top-notch technology, advanced product concepts, and an enriched entrepreneurial spirit that embraces creativity and innovation. The company is strategically positioned as a premium BEV brand that delivers an ultimate experience covering driving, charging, after-sale service, and customer community engagement. The company’s product family meets a wide spectrum of customer needs in different mobility and travel scenarios and is highly customized with a wide selection of vehicle configurations. Within less than 2 years since the company’s inception, the company has launched two commercialized electric vehicle models, 001 and 009. The company is a fast-growing BEV technology company developing and offering next generation premium BEVs and technology-driven solutions to lead the electrification, intelligentization, and innovation of the automobile industry. The company is an independently-run startup-style company relying on its in-house R&D capabilities and self-owned sales and marketing network, among others. The company adopts a flat and efficient organizational structure led by key management with diversified backgrounds. Since inception, the company has been managed and directed by its executive officers, and save for Conghui An, who is currently an executive director of Geely Auto, none of the company's executive officers are members of management of Geely Auto. Additionally, Mr. An is expected to not hold any positions in Geely Auto prior to or upon the completion of the offering. While the company's chairman, Shufu Li, is also the chairman of Geely Auto, upon the completion of the offering, the directors that the company shares in common with Geely Auto will not have executive roles at the company. The company has been dedicated to serving its customers leveraging top-notch technology, advanced product concepts, and an enriched entrepreneurial spirit that embraces creativity and innovation. The company is strategically positioned as a premium BEV brand that delivers an ultimate experience covering driving, charging, after-sale service, and customer community experience. The company’s product family meets a wide spectrum of customer needs in different mobility and travel scenarios and is highly customized with a wide selection of vehicle configurations. The company is a fast-growing BEV technology company developing and offering next generation premium BEVs and technology-driven solutions to lead the electrification, intelligentization, and innovation of the automobile industry. The company is an independently-run startup-style company relying on its in-house R&D capabilities and self-owned sales and marketing network, among others. The company adopts a flat and efficient organizational structure led by key management with diversified backgrounds. Since inception, the company has been managed and directed by its executive officers, and save for Conghui An, who is currently an executive director of Geely Auto, none of the company's executive officers are members of management of Geely Auto. Additionally, Mr. An is expected to not hold any positions in Geely Auto prior to or upon the completion of the offering. While the company's chairman, Shufu Li, is also the chairman of Geely Auto, upon the completion of the offering, the directors that the company shares in common with Geely Auto will not have executive roles at the company. The company has been dedicated to serving its customers leveraging top-notch technology, advanced product concepts, and an enriched entrepreneurial spirit that embraces creativity and innovation. The company is strategically positioned as a premium BEV brand that delivers an ultimate experience covering driving, charging, after-sale service, and customer community engagement. The company’s product family meets a wide spectrum of customer needs in different mobility and travel scenarios and is highly customized with a wide selection of vehicle configurations. The company is a fast-growing BEV technology company developing and offering next-generation premium BEVs and technology-driven solutions to lead the electrification, intelligentization, and innovation of the automobile industry. The company is an independently-run startup-style company relying on its in-house R&D capabilities and self-owned sales and marketing network, among others. The company adopts a flat and efficient organizational structure led by key management with diversified backgrounds. Since inception, the company has been managed and directed by its executive officers, and save for Conghui An, who is currently an executive director of Geely Auto, none of the company's executive officers are members of management of Geely Auto. Additionally, Mr. An is expected to not hold any positions in Geely Auto prior to or upon the completion of the offering. While the company's chairman, Shufu Li, is also the chairman of Geely Auto, upon the completion of the offering, the directors that the company shares in common with Geely Auto will not have executive roles at the company. The company has been dedicated to serving its customers leveraging top-notch technology, advanced product concepts, and an enriched entrepreneurial spirit that embraces creativity and innovation. The company is strategically positioned as a premium BEV brand that delivers an ultimate experience covering driving, charging, after-sale service, and customer community engagement. The company’s product family meets a wide spectrum of customer needs in different mobility and travel scenarios and is highly customized with a wide selection of vehicle configurations. The company is a fast-growing battery electric vehicle (BEV) technology company developing and offering next-generation premium BEVs and technology-driven solutions to lead the electrification, intelligentization, and innovation of the automobile industry. The company is an independently-run startup-style company relying on its in-house research and development (R&D) capabilities and self-owned sales and marketing network, among others. The company adopts a flat and efficient organizational structure led by key management with diversified backgrounds. Since inception, the company has been managed and directed by its executive officers, and save for Conghui An, who is currently an executive director of Geely Auto, none of the company's executive officers are members of management of Geely Auto. Additionally, Mr. An is expected to not hold any positions in Geely Auto prior to or upon the completion of the offering. While the company's chairman, Shufu Li, is also the chairman of Geely Auto, upon the completion of the offering, the directors that the company shares in common with Geely Auto will not have executive roles at the company. The company has been dedicated to serving its customers leveraging top-notch technology, advanced product concepts, and an enriched entrepreneurial spirit that embraces creativity and innovation. The company is strategically positioned as a premium BEV brand that delivers an ultimate experience covering driving, charging, after-sale service, and customer community engagement. The company’s product family meets a wide spectrum of customer needs in different mobility and travel scenarios and is highly customized with a wide selection of vehicle configurations. The company is a fast-growing BEV technology company developing and offering next generation premium BEVs and technology-driven solutions to lead the electrification, intelligentization, and innovation of the automobile industry. The company is an independently-run startup-style company relying on its in-house R&D capabilities and self-owned sales and marketing network, among others. The company adopts a flat and efficient organizational structure led by key management with diversified backgrounds. Since inception, the company has been managed and directed by its executive officers, and save for Conghui An, who is currently an executive director of Geely Auto, none of the company's executive officers are members of management of Geely Auto. Additionally, Mr. An is expected to not hold any positions in Geely Auto prior to or upon the completion of the offering. While the company's chairman, Shufu Li, is also the chairman of Geely Auto, upon the completion of the offering, the directors that the company shares in common with Geely Auto will not have executive roles at the company. The company has been dedicated to serving its customers leveraging top-notch technology, advanced product concepts, and an enriched entrepreneurial spirit that embraces creativity and innovation. The company is strategically positioned as a premium BEV brand that delivers an ultimate experience covering driving, charging, after-sale service, and customer community engagement. The company’s product family meets a wide spectrum of customer needs in different mobility and travel scenarios and is highly customized with a wide selection of vehicle configurations. Within less than 2 years since the company’s inception, the company has launched three commercialized electric vehicle models, namely ZEEKR 001, ZEEKR 009, and ZEEKR X. The company is a fast-growing battery electric vehicle (BEV) technology company developing and offering next-generation premium BEVs and technology-driven solutions to lead the electrification, intelligentization, and innovation of the automobile industry. The company is an independently-run startup-style company relying on its in-house research and development (R&D) capabilities and self-owned sales and marketing network, among others. The company adopts a flat and efficient organizational structure led by key management with diversified backgrounds. Since inception, the company has been managed and directed by its executive officers, and save for Conghui An, who is currently an executive director of Geely Auto, none of the company's executive officers are members of management of Geely Auto. Additionally, Mr. An is expected to not hold any positions in Geely Auto prior to or upon the completion of the offering. While the company's chairman, Shufu Li, is also the chairman of Geely Auto, upon the completion of the offering, the directors that the company shares in common with Geely Auto will not have executive roles at the company. The company has been dedicated to serving its customers leveraging top-notch technology, advanced product concepts, and an enriched entrepreneurial spirit that embraces creativity and innovation. The company is strategically positioned as a premium BEV brand that delivers an ultimate experience covering driving, charging, after-sale service, and customer community engagement. The company’s product family meets a wide spectrum of customer needs in different mobility and travel scenarios and is highly customized with a wide selection of vehicle configurations. The company is a fast-growing BEV technology company. Through developing and offering next-generation premium BEVs and technology-driven solutions, the company aspires to lead the electrification, intelligentization, and innovation of the automobile industry. Since its inception, the company has focused on innovation in BEV architecture, hardware, software, and application of new technologies. The company's efforts are backed by strong in-house R&D capabilities, a deep understanding of products, high operational flexibility, and a flat, efficient organizational structure. Together, these features enable fast product development, launch, and iteration, as well as a series of customer-oriented products and go-to-market strategies. Thus, the company is able to rapidly expand even with a limited operating history. The company strategically spearheaded the premium intelligent BEV market with unique positioning, featuring a strong sense of technology, in-house R&D capabilities, stylish design, high-caliber performance, and a premium user experience. The company's current product portfolio primarily includes ZEEKR 001, ZEEKR 001 FR, ZEEKR 009, ZEEKR X, and an upscale sedan model. ZEEKR 001. With an unwavering commitment to its mission, the company released ZEEKR 001 in April 2021, a five-seater, cross-over hatchback vehicle model with superior performance and functionality. Targeting the premium BEV market, ZEEKR 001 is the company's first vehicle model and the world’s first mass-produced pure electric shooting brake, according to Frost & Sullivan. ZEEKR 001 is also the first mass-produced BEV model with over $1,000 km CLTC range, according to Frost & Sullivan. The company began the delivery of ZEEKR 001 in October 2021. In February 2024, the company released an upgraded model of ZEEKR 001, or ZEEKR 001 (2024 model). The company has established a comprehensive charging network and provided hassle-free charging services through at-home charging solutions, on-the-road charging solutions, and 24/7 charging fleets. The ultra charging stations, in particular, provide users with an ultimate charging experience through the company's proprietary ultra-fast charging technology developed by Ningbo Viridi. As of December 31, 2023, there were 882 charging stations with different charging capabilities, including 436 ultra charging stations, 330 super charging stations, and 116 light charging stations, covering over 130 cities in China, further supported by over 54 thousand third-party charging stations that cover over 340 cities in China with approximately 610 thousand charging piles in total. The company has established in-depth partnerships with a number of internationally renowned smart mobility companies, laying a solid foundation for the company's business development and global expansion. For example, the company collaborates with Mobileye, a subsidiary of Intel and one of the company's strategic investors, for consumer-ready autonomous driving solutions. The company is working with Waymo, a leader in L4 autonomous driving technology, to supply vehicles for the Waymo One Fleet. The vehicles are purpose-built TaaS vehicles based on SEA-M, which is an advanced version of SEA and a high-tech mobility solution that supports a range of future mobility products including robotaxis and logistics vehicles. Furthermore, the company has deep relationships with a range of leading suppliers, such as CATL, Bosch, and Aptiv. In addition, the company has a relationship with Onsemi, a leader in intelligent power and sensor technologies. The company started to deliver ZEEKR 001 (2024 model) in March 2024. In October 2023, the company released ZEEKR 001 FR, a cross-over hatchback vehicle model based on ZEEKR 001. Featuring unique exterior and interior design and proprietary technologies, ZEEKR 001 FR is designed to offer outstanding vehicle performance with various driving modes. The company started to deliver ZEEKR 001 FR in November 2023. • ZEEKR 009. In November 2022, the company launched its second model, ZEEKR 009, a luxury six-seater MPV model providing a comfortable, ultra-luxury mobility experience for both families and business uses. ZEEKR 009 is the world’s first premium MPV based on a pure-electric platform, according to Frost & Sullivan. ZEEKR 009 has enjoyed wide popularity since launch, and the company started to deliver ZEEKR 009 to its customers in January 2023. In April 2024, the company launched ZEEKR 009 Grand, a luxury version of ZEEKR 009 featuring enhanced safety, privacy, and intelligence. The company also released ZEEKR MIX, its MPV model, in the same month. • ZEEKR X. In April 2023, the company released ZEEKR X, a compact SUV model featuring spacious interior design, advanced technology, and superior driving performance. The company began to deliver ZEEKR X in June 2023. • ZEEKR Upscale Sedan Model. In November 2023, the company launched its first upscale sedan model targeting tech-savvy adults and families. Powered by 800V architecture and multi-link suspension. Structure, the company's upscale sedan model is expected to achieve a $2.84 \mathrm{s} ~ 0{ \cdot }100 \mathrm{km/h}$ acceleration and a 688km maximum CLTC range. The company began the delivery of its first upscale sedan model in January 2024. The company's current and future BEV models will define the company's success. Going forward, the company plans to capture the extensive potential of the premium BEV market globally through an expanding portfolio of vehicles. For instance, the company plans to launch vehicles for the next generation mobility lifestyle. Through these future models, the company intends to provide premium mobility solutions of innovation, comfort, and intelligence, as well as a spacious and luxurious high-tech experience with enhanced performance. As a testament to the popularity of the company's current products and capabilities, the company has achieved a total delivery of 10,000 units of ZEEKR 001 in less than four months after the initial delivery, which, according to Frost & Sullivan, is one of the fastest among the major mid- to high-end NEV models and premium BEV models in China. In October 2022, the company delivered 10,119 units of ZEEKR 001 to the market, making it the first pure-electric premium vehicle model manufactured by a Chinese BEV brand with over 10,000 units of single-month delivery volume, according to Frost & Sullivan. As of December 31, 2023, the company delivered a total of 196,633 ZEEKR vehicles since the first vehicle delivery in October 2021, including 192,441 delivered in China. This is among the fastest delivery growth in the premium BEV market in China, according to Frost & Sullivan. The company has strong in-house technological capabilities focusing on electrification and intelligentization. The company's in-house design, engineering, and R&D enable it to achieve high product development efficiency and rapid product iteration, as well as to provide engineering services to external parties. In particular, the company's in-house capabilities are also supported by (i) the Sweden-based R&D center CEVT in the research and development of intelligent mobility solutions, and (ii) Ningbo Viridi, the company's PRC subsidiary focused on the products and systems relating to battery, motor and electric control, power solutions, and energy storage. Leveraging the company's in-house E/E Architecture design and operating system, ZEEKR OS, the company continuously updates its BEV functions through effective and efficient FOTA. The company deploys cutting-edge autonomous driving technology into its BEVs, utilizing world-leading players such as Mobileye, and has also announced plans to integrate NVIDIA DRIVE Thor, the 2,000 TOPS AV superchip, into its centralized vehicle computer for the next generation of intelligent BEVs. The company also offers an intelligent cockpit to deliver interactive, immersive, and enjoyable driving experiences. To successfully achieve the company's mission, it assembled a top-notch management team with diversified yet complementary backgrounds and experiences. The company's management team possesses entrepreneurial spirit, deep automotive and technology sector expertise along with customer-centric operation experience, which are essential to driving the company's future development. The company's co-founder and CEO has over 25 years’ experience in multiple executive management positions in Geely Group and accumulated profound industry insights and senior management experience with an excellent track record. The company began the delivery of its first upscale sedan model in January 2024. As a testament to the popularity of the company's current vehicle models and its capabilities, the company has achieved a total delivery of 10,000 units of ZEEKR 001 in less than four months after the initial delivery, which, according to Frost & Sullivan, is one of the fastest among the major mid- to high-end new energy vehicle models. premium BEV models in China. In October 2022, the company delivered 10,119 units of ZEEKR 001 to the market, making it the first pure-electric premium vehicle model manufactured by a Chinese BEV brand with over 10,000 units of single-month delivery volume, according to Frost & Sullivan. As of December 31, 2023, the company delivered a total of 196,633 ZEEKR vehicles since the first vehicle delivery in October 2021, including 192,441 delivered in China. This is among the fastest delivery growth in the premium BEV market in China, according to Frost & Sullivan. As a premium BEV brand incubated by Geely Group, the company inherits unique competitive edges from Geely Group that are developed through years of execution experience at the frontier of the industry, such as innovative and agile engineering capabilities, robust R&D capabilities, deep industry expertise, extreme attention to safety, top-notch professionals, strong supply chain and manufacturing management capabilities, and operational know-how. Geely Group’s powerful and world-class brand equity also echoes product innovation, performance, and reliability in its broad customer base, which, in turn, contributes to the significant consumer interest and demand for the ZEEKR brand. The consummation of the Strategic Integration Transactions is subject to a number of contingencies that are beyond the control of the contract parties, including the approval by the independent shareholders of Geely Auto in accordance with the Listing Rules of The Stock Exchange of Hong Kong. The descriptions of the Reporting Persons' involvement in the Strategic Integration Transactions are qualified in their entirety by reference to Exhibits 99.3 and 99.4, which are incorporated herein by reference. Except as set forth in this Item 4 or Item 6 below, the Reporting Persons have no present plans or proposals that relate to or that would result in any of the actions specified in subparagraphs (a) through (j) of Item 4 of Schedule 13D of the Act. The Reporting Persons reserve the right to take such actions in the future as they deem appropriate, including changing the purpose described above or adopting plans or proposals with respect to one or more of the items described in subparagraphs (a) through (j) of Item 4 of Schedule 13D. In July 2021, company Shanghai was incorporated in the People's Republic of China and is currently a wholly-owned subsidiary of company Technology. In August 2021, company Innovation acquired a 100% equity interest in company Shanghai (99% from Geely Auto and 1% from Geely Holding). In October 2021, company Innovation acquired a 51% equity interest in Ningbo Viridi, which was previously wholly owned by Geely Holding. In February 2022, company Innovation acquired a 100% equity interest in CEVT from Geely Holding. company Innovation currently holds a 100% equity interest in CEVT through Zhejiang company. In November 2022, company Innovation launched its second BEV model, company 009, and started delivery in January 2023. In April 2023, company Innovation released the company X, its compact SUV model, and began to deliver the company X in June 2023. In October 2023, company Innovation released the company 001 FR, and company Innovation started to deliver the company 001 FR in November 2023. In January 2024, company Innovation started to deliver its first upscale sedan model targeting tech-savvy adults and families. In February 2024, company Innovation released an upgraded model of the company 001, or company 001 (2024 model), and started vehicle delivery in March 2024. In April 2024, company Innovation launched the company 009 Grand, a luxury version of the company 009 featuring enhanced safety, privacy, and intelligence. In April 2024, company Innovation released the company MIX, its MPV model. In July 2021, company Shanghai was incorporated in the People's Republic of China and is currently a wholly-owned subsidiary of company Technology. In August 2021, company Innovation acquired a 100% equity interest in company Shanghai (99% from Geely Auto and 1% from Geely Holding). In October 2021, company Innovation acquired a 51% equity interest in Ningbo Viridi, which was previously wholly owned by Geely Holding. In February 2022, company Innovation acquired a 100% equity interest in CEVT from Geely Holding. company Innovation currently holds a 100% equity interest in CEVT through Zhejiang company. In November 2022, company Innovation launched its second BEV model, company 009, and started delivery in January 2023. In April 2023, company Innovation released the company X, its compact SUV model, and began to deliver the company X in June 2023. In October 2023, company Innovation released the company 001 FR, and company Innovation started to deliver the company 001 FR in November 2023. In January 2024, company Innovation started to deliver its first upscale sedan model targeting tech-savvy adults and families. In February 2024, company Innovation released an upgraded model of the company 001, or company 001 (2024 model), and started vehicle delivery in March 2024. In July 2021, company Shanghai was incorporated in the People's Republic of China and is currently a wholly-owned subsidiary of company Technology. In August 2021, company Innovation acquired a 100% equity interest in company Shanghai (99% from Geely Auto and 1% from Geely Holding). In October 2021, company Shanghai acquired a 51% equity interest in Ningbo Viridi, which was previously wholly owned by Geely Holding. In February 2022, company Shanghai acquired a 100% equity interest in CEVT from Geely Holding. company Shanghai currently holds a 100% equity interest in CEVT through Zhejiang company. In November 2022, company Shanghai launched its second BEV model, company 009, and expects to start delivery in the first quarter of 2023. As of November 30, 2022, company Shanghai has delivered a cumulative 66,611 units of company 001, which is among the fastest deliveries in the premium BEV market in China from October 2021 to November 2022, according to Frost & Sullivan. The company began as a business unit within Geely Auto in October 2017. Under the leadership of co-founders Mr. Shufu Li, Mr. Conghui An, Mr. Donghui Li, and Mr. Shengyue Gui, the company incorporated ZEEKR Intelligent Technology as an exempted company with limited liability in March 2021 under the law of the Cayman Islands to act as its holding company. In April 2021, the company Innovation, currently a wholly-owned subsidiary of ZEEKR Intelligent Technology, was incorporated under the laws of the British Virgin Islands. In the same period, the company Technology, currently a wholly-owned subsidiary of the company Innovation, was incorporated under the laws of Hong Kong. In April 2021, the company announced the launch of its first BEV model, the company 001, and started delivery from October 2021. Subsequently, the company commenced deliveries of various upgraded models, including but not limited to the company 001 FR in October 2023 and upgraded the company 001 in February 2024. In July 2021, ZEEKR Shanghai acquired a 100% equity interest in ZEEKR Hangzhou Bay from Geely Holding. In July 2021, Zhejiang ZEEKR was incorporated in the People's Republic of China and is currently a wholly-owned subsidiary of the company Innovation. In August 2021, the company Innovation acquired a 100% equity interest in ZEEKR Shanghai (99% from Geely Auto and 1% from Geely Holding). In October 2021, the company acquired a 51% equity interest in Ningbo Viridi, which was previously wholly-owned by Geely Holding. In February 2022, the company Innovation acquired a 100% equity interest in the company Tech EU from Geely Holding. company Innovation currently holds a 100% equity interest in company Tech EU through Zhejiang ZEEKR. In November 2022, company launched its second BEV model, company 009, and started delivery in January 2023. company later launched and started the delivery of company 009 Grand, a luxury version of company 009 featuring enhanced safety, privacy, and intelligence, in May 2024. In April 2023, company launched the company X, its compact SUV model, and began to deliver the company X in June 2023. In January 2024, company started to deliver its first upscale sedan model targeting tech-savvy adults and families. In May 2024, company Innovation completed an initial public offering and was listed on the New York Stock Exchange under the symbol “ZK.” In June 2024, company officially expanded its presence into the Southeast Asia market. In September 2024, company officially unveiled and began the delivery of its premium electric five-seater SUV, the company 7X. In October 2024, company officially launched and commenced deliveries of the company MIX. The company will be a “controlled company” as defined under the applicable rules of the NYSE because Geely Auto beneficially owns more than 50% of the company's total voting power. For so long as the company remains a controlled company under that definition, the company is entitled to certain exemptions from corporate governance rules, including: • an exemption from the rule that a majority of the company's board of directors must be independent directors; • an exemption from the rule that the compensation of the company's chief executive officer must be determined or recommended solely by independent directors; and  
• an exemption from the rule that the company's director nominees must be selected or recommended solely by independent directors. If the company chooses to rely on these exemptions, shareholders will not have the same protection afforded to shareholders of companies that are subject to these corporate governance requirements. Currently, the company does not plan to utilize the exemptions available for controlled companies after completing this offering, but will rely on the exemption available for foreign private issuers to follow its home country governance practices instead. See “— The company is a foreign private issuer within the meaning of the rules under the Exchange Act, and as such the company is exempt from certain provisions applicable to U.S. domestic public companies.” If the company ceases to be a foreign private issuer or if the company cannot rely on the home country governance practice exemption for any reason, the company may decide to invoke the exemptions available for a controlled company as long as the company remains a controlled company. The company will be a “controlled company” as defined under the applicable rules of the NYSE because Geely Auto beneficially owns more than 50% of the company's total voting power. For so long as the company remains a controlled company under that definition, the company is entitled to certain exemptions from corporate governance rules, including: • an exemption from the rule that a majority of the company's board of directors must be independent directors; • an exemption from the rule that the compensation of the company's chief executive officer must be determined or recommended solely by independent directors; and   
• an exemption from the rule that the company's director nominees must be selected or recommended solely by independent directors. If the company chooses to rely on these exemptions, shareholders will not have the same protection afforded to shareholders of companies that are subject to these corporate governance requirements. Currently, the company does not plan to utilize the exemptions available for controlled companies after completing this offering, but will rely on the exemption available for foreign private issuers to follow its home country governance practices instead. See “— The company is a foreign private issuer within the meaning of the rules under the Exchange Act, and as such the company is exempt from certain provisions applicable to U.S. domestic public companies.” If the company ceases to be a foreign private issuer or if the company cannot rely on the home country governance practice exemption for any reason, the company may decide to invoke the exemptions available for a controlled company as long as the company remains a controlled company. The company is a “controlled company” as defined under the applicable rules of the NYSE because Geely Auto beneficially owns more than 50% of the company's total voting power. For so long as the company remains a controlled company under that definition, the company is entitled to certain exemptions from corporate governance rules, including: • an exemption from the rule that a majority of the company's board of directors must be independent directors; • an exemption from the rule that the compensation of the company's chief executive officer must be determined or recommended solely by independent directors; and   
• an exemption from the rule that the company's director nominees must be selected or recommended solely by independent directors. If the company chooses to rely on these exemptions, shareholders will not have the same protection afforded to shareholders of companies that are subject to these corporate governance requirements. Currently, the company does not plan to utilize the exemptions available for controlled companies after completing this offering, but will rely on the exemption available for foreign private issuers to follow its home country governance practices instead. See “— The company is a foreign private issuer within the meaning of the rules under the Exchange Act, and as such the company is exempt from certain provisions applicable to U.S. domestic public companies.” If the company ceases to be a foreign private issuer or if the company cannot rely on the home country governance practice exemption for any reason, the company may decide to invoke the exemptions available for a controlled company as long as the company remains a controlled company. The company is a “controlled company” as defined under the applicable rules of the NYSE because Geely Auto beneficially owns more than 50% of the company's total voting power. For so long as the company remains a controlled company under that definition, the company is entitled to certain exemptions from corporate governance rules, including: • an exemption from the rule that a majority of the company's board of directors must be independent directors; • an exemption from the rule that the compensation of the company's chief executive officer must be determined or recommended solely by independent directors; and  
• an exemption from the rule that the company's director nominees must be selected or recommended solely by independent directors. If the company chooses to rely on these exemptions, shareholders will not have the same protection afforded to shareholders of companies that are subject to these corporate governance requirements. Currently, the company does not plan to utilize the exemptions available for controlled companies after completing this offering, but will rely on the exemption available for foreign private issuers to follow its home country governance practices instead. See “— The company is a foreign private issuer within the meaning of the rules under the Exchange Act, and as such the company is exempt from certain provisions applicable to U.S. domestic public companies.” If the company ceases to be a foreign private issuer or if the company cannot rely on the home country governance practice exemption for any reason, the company may decide to invoke the exemptions available for a controlled company as long as the company remains a controlled company. The company is a “controlled company” as defined under the applicable rules of the [NYSE/Nasdaq] because Geely Auto beneficially owns more than 50% of the company's total voting power. For so long as the company remains a controlled company under that definition, the company is entitled to certain exemptions from corporate governance rules, including: • an exemption from the rule that a majority of the company's board of directors must be independent directors; • an exemption from the rule that the compensation of the company's chief executive officer must be determined or recommended solely by independent directors; and   
• an exemption from the rule that the company's director nominees must be selected or recommended solely by independent directors. If the company chooses to rely on these exemptions, shareholders will not have the same protection afforded to shareholders of companies that are subject to these corporate governance requirements. Currently, the company does not plan to utilize the exemptions available for controlled companies after completing this offering, but will rely on the exemption available for foreign private issuers to follow its home country governance practices instead. See “— The company is a foreign private issuer within the meaning of the rules under the Exchange Act, and as such the company is exempt from certain provisions applicable to U.S. domestic public companies.” If the company ceases to be a foreign private issuer or if the company cannot rely on the home country governance practice exemption for any reason, the company may decide to invoke the exemptions available for a controlled company as long as the company remains a controlled company. The company is a “controlled company” as defined under the applicable rules of the NYSE because Geely Auto beneficially owns more than 50% of the company's total voting power. For so long as the company remains a controlled company under that definition, the company is entitled to certain exemptions from corporate governance rules, including: an exemption from the rule that a majority of the company's board of directors must be independent directors; an exemption from the rule that the compensation of the company's chief executive officer must be determined or recommended solely by independent directors; and an exemption from the rule that the company's director nominees must be selected or recommended solely by independent directors. If the company chooses to rely on these exemptions, shareholders will not have the same protection afforded to shareholders of companies that are subject to these corporate governance requirements. Currently, the company does not plan to utilize the exemptions available for controlled companies, but will rely on the exemptions available for foreign private issuers to follow its home country governance practices instead. See “Item 3. Key Information—3.D. Risk Factors—Risks Related to the ADSs—The company is a foreign private issuer within the meaning of the rules under the Exchange Act, and as such the company is exempt from certain provisions applicable to U.S. domestic public companies.” If the company ceases to be a foreign private issuer or if the company cannot rely on the home country governance practice exemptions for any reason, the company may decide to invoke the exemptions available for a controlled company as long as the company remains a controlled company. Upon the completion of this offering, the company will be a “controlled company” as defined under the NYSE Listed Company Manual. For so long as the company remains a controlled company, the company may rely on exemptions from certain corporate governance rules, including (i) the requirement that a majority of the board of directors consist of independent directors, (ii) the requirement that the compensation of the company's officers be determined or recommended to the company's board of directors by a compensation committee that is comprised solely of independent directors, and (iii) the requirement that director nominees be selected or recommended to the board of directors by a majority of independent directors or a nominating committee comprised solely of independent directors. Currently, the company does not plan to utilize the exemptions available for controlled companies after completing this offering, but will rely on the exemption available for foreign private issuers to follow the company's home country governance practices instead. See “— The company is a foreign private issuer within the meaning of the rules under the Exchange Act, and as such the company is exempt from certain provisions applicable to U.S. domestic public companies.” If the company ceases to be a foreign private issuer or if the company cannot rely on the home country governance practice exemption for any reason, the company may decide to invoke the exemptions available for a controlled company as long as the company remains a controlled company. As a result, shareholders will not have the same protection afforded to shareholders of companies that are subject to all the NYSE corporate governance requirements. Upon the completion of this offering, the company will be a “controlled company” as defined under the NYSE Listed Company Manual. For so long as the company remains a controlled company, the company may rely on exemptions from certain corporate governance rules, including (i) the requirement that a majority of the board of directors consist of independent directors, (ii) the requirement that the compensation of the company's officers be determined or recommended to the company's board of directors by a compensation committee that is comprised solely of independent directors, and (iii) the requirement that director nominees be selected or recommended to the board of directors by a majority of independent directors or a nominating committee comprised solely of independent directors. Currently, the company does not plan to utilize the exemptions available for controlled companies after completing this offering, but will rely on the exemption available for foreign private issuers to follow its home country governance practices instead. See “— The company is a foreign private issuer within the meaning of the rules under the Exchange Act, and as such the company is exempt from certain provisions applicable to U.S. domestic public companies.” If the company ceases to be a foreign private issuer or if the company cannot rely on the home country governance practice exemption for any reason, the company may decide to invoke the exemptions available for a controlled company as long as the company remains a controlled company. As a result, shareholders will not have the same protection afforded to shareholders of companies that are subject to all the NYSE corporate governance requirements. Upon the completion of this offering, the company will be a “controlled company” as defined under the NYSE Listed Company Manual. For so long as the company remains a controlled company, the company may rely on exemptions from certain corporate governance rules, including (i) the requirement that a majority of the board of directors consist of independent directors, (ii) the requirement that the compensation of the company's officers be determined or recommended to the company's board of directors by a compensation committee that is comprised solely of independent directors, and (iii) the requirement that director nominees be selected or recommended to the board of directors by a majority of independent directors or a nominating committee comprised solely of independent directors. Currently, the company does not plan to utilize the exemptions available for controlled companies after completing this offering, but will rely on the exemption available for foreign private issuers to follow its home country governance practices instead. See “— The company is a foreign private issuer within the meaning of the rules under the Exchange Act, and as such the company is exempt from certain provisions applicable to U.S. domestic public companies.” If the company ceases to be a foreign private issuer or if the company cannot rely on the home country governance practice exemption for any reason, the company may decide to invoke the exemptions available for a controlled company as long as the company remains a controlled company. As a result, shareholders will not have the same protection afforded to shareholders of companies that are subject to all the NYSE corporate governance requirements. The company is a “controlled company” as defined under the NYSE Listed Company Manual. For so long as the company remains a controlled company, the company may rely on exemptions from certain corporate governance rules, including (i) the requirement that a majority of the board of directors consist of independent directors, (ii) the requirement that the compensation of the company's officers be determined or recommended to the company's board of directors by a compensation committee that is comprised solely of independent directors, and (iii) the requirement that director nominees be selected or recommended to the board of directors by a majority of independent directors or a nominating committee comprised solely of independent directors. Currently, the company does not plan to utilize the exemptions available for controlled companies, but will rely on the exemption available for foreign private issuers to follow its home country governance practices instead. See “Item 3. Key Information—3.D. Risk Factors—Risks Related to the ADSs—The company is a foreign private issuer within the meaning of the rules under the Exchange Act, and as such the company is exempt from certain provisions applicable to U.S. domestic public companies.” If the company ceases to be a foreign private issuer or if the company cannot rely on the home country governance practice exemption for any reason, the company may decide to invoke the exemptions available for a controlled company as long as the company remains a controlled company. As a result, shareholders will not have the same protection afforded to shareholders of companies that are subject to all the NYSE corporate governance requirements.