CUSIP No. 98426T106
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SCHEDULE 13G
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Page 2
of 6 Pages
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1
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NAME OF REPORTING
PERSONS
Melvin Capital Management LP
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)
o
(b)
o
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware, USA
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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5
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SOLE VOTING POWER
2,500,000
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6
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SHARED VOTING POWER
0
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7
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SOLE DISPOSITIVE POWER
2,500,000
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8
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SHARED DISPOSITIVE POWER
0
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,500,000
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10
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
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o
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
6.5%
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12
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TYPE OF REPORTING PERSON (See Instructions)
IA
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CUSIP No. 98426T106
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SCHEDULE 13G
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Page 3
of 6 Pages
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Item 1.
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(a) Name of Issuer
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YY Inc.
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(b) Address of Issuer’s Principal
Executive Offices
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Building 3-08, Yangcheng Creative Industry Zone
No. 309 Huangpu Avenue Middle
Tianhe District, Guangzhou 510655
The People's
Republic of China
Item 2.
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(a) Name of Person Filing
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Melvin Capital Management LP
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(b) Address
of Principal Business Office, or, if none, Residence
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527
Madison Avenue, 25th Floor, New York, NY 10022
Delaware, USA
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(d) Title of Class of Securities
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Class A Common Stock, $0.00001 par
value per share
98426T106
CUSIP No. 98426T106
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SCHEDULE 13G
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Page 4
of 6 Pages
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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:
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(a)
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¨
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Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
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(b)
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¨
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Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
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(c)
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¨
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Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
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(d)
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¨
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Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
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(e)
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o
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An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);
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(f)
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¨
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An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);
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(g)
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¨
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A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);
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(h)
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¨
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A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
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(i)
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¨
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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);
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(j)
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A non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J);
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(k)
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¨
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A group, in accordance with §240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
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CUSIP
No. 98426T106
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SCHEDULE 13G
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Page
5 of 6 Pages
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Item
4. Ownership
Provide the following information
regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.
The Reporting Persons may be deemed to be the beneficial owners of 2,500,000 shares of common stock, which includes 1,950,000
shares of common stock if 19,500 options were exercised. The percentage of beneficial ownership herein
is determined by dividing the number of shares beneficially owned by Melvin Capital Management LP, 2,500,000, by the number
of shares outstanding at June 30, 2016, 36,616,590 plus 1,950,000, the number of shares that could be acquired if certain
options were exercised.
(a) Amount beneficially owned:
2,500,000
(b) Percent of class: 6.5%
(c) Number of shares as to which
the person has:
(i) Sole power to vote
or to direct the vote: 2,500,000
(ii) Shared power to vote
or to direct the vote: 0
(iii) Sole power to dispose
or to direct the disposition of: 2,500,000
(iv) Shared power to dispose
or to direct the disposition of: 0
Item
5. Ownership of Five Percent or Less of a Class
Not Applicable.
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 or Control Person
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. Certification
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired
and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities
and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.