Zhihu Inc. (ZHIHU-W, HKEX: 02390) reported a net reduction of 6.12 million Class A shares and 0.37 million Class B shares during July 2026, according to its monthly return filed with Hong Kong Exchanges and Clearing Limited.
Key takeaways
1. Share count contraction • Class A shares in issue fell from 250.91 million to 244.79 million. • Class B shares declined from 15.23 million to 14.86 million, reflecting the one-for-one conversion of 0.37 million Class B shares into Class A. • Combined outstanding share capital (Classes A and B) decreased by 6.49 million shares, or 2.44 %, to 259.65 million.
2. Buy-back activity • 2.47 million Class A shares were repurchased on the NYSE during 1–31 July and await cancellation. • An additional 6.49 million previously repurchased Class A shares were cancelled on 28 July. • All buy-backs were executed under mandates approved on 25 June 2025 and 30 June 2026.
3. Incentive equity plans • No new shares were issued from option exercises; option proceeds for the month were USD 0. • Under the 2012 Share Incentive Plan, 49,554 options lapsed, leaving 0.63 million options outstanding. • The 2022 Plan now authorises up to 13.04 million options; 2.23 million restricted share units (RSUs) were granted, 1.09 million vested and 0.11 million were forfeited in July. As of 31 July, 10.34 million shares may be issued upon RSU settlement.
4. Authorised capital unchanged • Authorised share capital remains at 1.60 billion shares—1.55 billion Class A and 50.00 million Class B—carrying an aggregate par value of USD 0.20 million.
5. Compliance status • Zhihu confirmed that it continues to meet the Main Board’s 25 % minimum public float requirement. • All issuance, buy-back and conversion activities were duly authorised and executed in compliance with applicable listing rules and regulations.
Implications The July actions signal an ongoing capital management programme focused on share repurchases and cancellations, reducing the outstanding share base while maintaining regulatory public-float thresholds. No new capital was raised via option exercises, and the company preserved flexibility for future equity incentives through its 2022 RSU pool.
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