If the filing person has previously filed a statement on Schedule
13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Rules 13d-1(e),
13d-1(f) or 13d-1(g), check the following box. ¨
The information required on the remainder
of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of
1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions
of the Act (however, see the Notes).
CUSIP No. G7415M 10 8 |
13D |
Page 2 of 5 Pages |
1. |
NAME OF REPORTING PERSON
Shenping Yin |
2. |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
(a) ¨
(b) ¨ |
3. |
SEC USE ONLY
|
4. |
SOURCE OF FUNDS
AF |
5. |
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) OR 2(e)
|
¨ |
6. |
CITIZENSHIP OR PLACE OF ORGANIZATION:
P. R. China |
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH |
7. |
SOLE VOTING POWER
2,050,000 Class B Ordinary Shares |
8. |
SHARED VOTING POWER
|
9. |
SOLE DISPOSITIVE POWER
2,050,000 Class B Ordinary Shares |
10. |
SHARED DISPOSITIVE POWER |
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,050,000 Class B Ordinary Shares
|
12. |
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨ |
13. |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11):
50.0%
|
14. |
TYPE OF REPORTING PERSON
IN |
Schedule 13D
Introductory Statement
The Reporting Person (as defined below) is filing
this Schedule 13D because the Reporting Person have acquired beneficial ownership of more than 5% of the subject class of securities.
Item
1. Security and
Issuer.
This Statement on Schedule 13D relates to the Class
B Ordinary Shares, $0.0925 par value per share (“Shares”), of Recon Technology, Ltd, a Cayman Islands corporation (the “Issuer”). The
principal executive offices of the Issuer are located at Room 601, No. 1 Shui’an South Street, Chaoyang District, Beijing 100012,
China.
Item 2. Identity
and Background.
(a) This Schedule 13D is being filed by Mr. Shenping Yin, a PRC citizen (“Mr. Yin” or the “Reporting Person”).
(b) Mr. Yin’s principal business address is Room 601, No. 1 Shui’an South Street, Chaoyang District, Beijing 100012, China.
(c) Mr. Yin is an entrepreneur. Mr. Yin has been the Chief Executive Officer and a director since the Issuer’s inception. In 2003, Mr.
Yin founded Nanjing Recon, a Chinese company that provides services to automate and enhance the extraction of petroleum in China, and
has been the Chief Executive Officer since that time. Prior to founding Nanjing Recon, Mr. Yin served as a sales manager for Fujian Haitian
Network Company from 1992 through 1994. Mr. Yin has founded and operated a number of companies engaged in the IT industry including: Xiamen
Hengda Haitian Computer Network Co., Ltd. (1994), Baotou Hengda Haitian Computer Network Co., Ltd. (1997) and Beijing Jingke Haitian Electronic
Technology Development Co., Ltd. (1999), and Jingsu Huasheng Information Technology Co., Ltd. (2000).
(d) Mr. Yin has not been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) during the last five years.
(e) Mr. Yin has not, during the last five years, been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction
and, as a result of such proceeding, was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting
or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.
(f) Mr. Yin is a Chinese citizen.
Item 3. Source
and Amount of Funds or Other Consideration.
Mr. Yin received the Shares from the Issuer under various stock incentive plans and as consideration of his service to the Issuer.
Schedule 13D
Item 4. Purpose
of the Transaction.
Mr. Yin acquired an aggregate of 2,050,000 Shares
under 2021 Equity Plan and as consideration of his service to the Issuer.
As the Chief Executive Officer and a director since
the Issuer, Mr. Yin may have influence over the corporate activities of the Issuer, including activities which may relate to transactions
described in clauses (a) through (j) of Item 4 of Schedule 13D.
Other than as set forth in this Schedule 13D, Mr.
Yin has no present plans or proposals which relate to or would result in any of the matters set forth in clauses (a) through (j) of
Item 4 of Schedule 13D; provided that Mr. Yin may, at any time, review or reconsider their position with respect to the Issuer and reserve
the right to develop such plans or proposals.
Item 5. Interest
in Securities of the Issuer.
(a) As
of February 28, 2022, Mr. Yin may be deemed to have beneficial ownership of the aggregate 2,050,000 Shares, or approximately 50.0% of
the Issuer’s total Shares outstanding. The foregoing percentage is calculated based on 4,100,000 Shares issued and outstanding as
of March 28, 2022.
(b) Mr.
Yin may be deemed to have sole voting and dispositive power with respect to the aggregate 2,050,000 Shares.
(c) As
of February 22, 2022, and within the sixty-day period prior thereto, the Company issued 1,250,000 Shares on December 5, 2021. No transactions
involving the Issuer’s Shares had been engaged in by Mr. Yin other than as disclosed herein.
(d) Other
than Mr. Yin, no other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds
from the sale of, the Shares of the Issuer covered by this Schedule 13D.
(e) Not
applicable.
Item 6. Contracts,
Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.
To the best knowledge of Mr. Yin, except as set
forth in this Schedule 13D, there are no contracts, arrangements, understandings or relationships (legal or otherwise), including, but
not limited to, transfer or voting of any of the securities, finder’s fees, joint ventures, loan or option arrangements, puts or
calls, guarantees of profits, division of profits or loss, or the giving or withholding of proxies, between Mr. Yin and any other person,
in each case with respect to any securities of the Issuer, including any securities pledged or otherwise subject to a contingency the
occurrence of which would give another person voting power or investment power over such securities other than standard default and similar
provisions contained in loan agreements.
Item 7. Material
to be Filed as Exhibits.
Schedule 13D
SIGNATURES
After reasonable inquiry and to the best of its knowledge and belief,
each of the undersigned certifies that the information set forth in this statement is true, complete and correct.
Dated: April 1, 2022
By: |
/s/ Shenping Yin |
|
|
Shenping Yin |
|
Schedule 13D