Filing Details

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

o

Rule 13d-1(b)

o

Rule 13d-1(c)

x

Rule 13d-1(d)

CUSIP No. 781314 109

1

Names of Reporting Persons
Yi Zhang

2

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)  o

(b)  o

3

SEC Use Only

4

Citizenship or Place of Organization
Peoples Republic of China

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With:

5

Sole Voting Power
54,535,899(1)

6

Shared Voting Power
0

7

Sole Dispositive Power
54,535,899(1)

8

Shared Dispositive Power
0

9

Aggregate Amount Beneficially Owned by Each Reporting Person
54,535,899(1)

10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

11

Percent of Class Represented by Amount in Row (9)
22.4% of Class A ordinary shares (or 13.0% of total Class A ordinary shares, assuming conversion of all outstanding Class B ordinary shares of the Issuer into Class A ordinary shares).(2) The voting power of the shares beneficially owned by the Reporting Person represents 2.7% of the total outstanding voting power.(3)

12

Type of Reporting Person (See Instructions)

IN

1

Names of Reporting Persons
China Himalaya Investment Limited

2

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)  o

(b)  o

3

SEC Use Only

4

Citizenship or Place of Organization
British Virgin Islands

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With:

5

Sole Voting Power
54,535,899(1)

6

Shared Voting Power
0

7

Sole Dispositive Power
54,535,899(1)

8

Shared Dispositive Power
0

9

Aggregate Amount Beneficially Owned by Each Reporting Person
54,535,899(1)

10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

11

Percent of Class Represented by Amount in Row (9)
22.4% of Class A ordinary shares (or 13.0% of total Class A ordinary shares, assuming conversion of all outstanding Class B ordinary shares of the Issuer into Class A ordinary shares).(2) The voting power of the shares beneficially owned by the Reporting Person represents 2.7% of the total outstanding voting power.(3)

12

Type of Reporting Person (See Instructions)

CO

Item 1.

(a)

Name of Issuer:
Ruhnn Holding Limited

(b)

Address of Issuers Principal Executive Offices:
Floor 11, Building 2, Lvgu Chuangzhi Development Center

788 Hong Pu Road

Jianggan District, Hangzhou 310016 

Peoples Republic of China

Item 2.

(a)

Name of Person Filing:
(i)             Yi Zhang, a citizen of the Peoples Republic of China; and

(ii)          China Himalaya Investment Limited (China Himalaya), a company organized under the law of the British Virgin Islands and is wholly-owned by Yi Zhang.

(b)

Address of Principal Business Office or, if none, Residence:

(i)             The address of Yi Zhang is Room 1101, Building 3, Jiatianhui, No. 1999 Xinzha Road, Jing'an District, Shanghai 200042, Peoples Republic of China.

(ii)          The registered address of China Himalaya is c/o Vistra Corporate Services Centre, Wickhams Cay II, Road Town, Tortola VG1110, British Virgin Islands.

(c)

Citizenship:
Yi Zhang is a citizen of the Peoples Republic of China. China Himalaya is organized under the law of the British Virgin Islands.

(d)

Title and Class of Securities:
Class A ordinary shares, par value US$0.000000001 per share. Each Class B ordinary share is convertible into one Class A ordinary share at any time by the holder thereof. Class A ordinary shares are not convertible into Class B ordinary shares under any circumstances.

(e)

CUSIP No.:
781314 109

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:

Not applicable.

Item 4.

Ownership

Reporting
Person(1)

Amount
beneficially
owned

Percent of
class(2)

Sole power
to vote or
direct to
vote(1)

Shared
power to
vote or to
direct
the
vote

Sole power
to
dispose or to
direct the
disposition
of(1)

Shared power
to dispose or
to direct the
disposition of

Percentage
of
aggregate
voting
power(3)

Yi Zhang

54,535,899

22.4

%

54,535,899

0

54,535,899

0

2.7

%

China Himalaya

54,535,899

22.4

%

54,535,899

0

54,535,899

0

2.7

%

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.

Certifications.

Not applicable.

Yi Zhang

By:

/s/ Yi Zhang

Name:

Yi Zhang

China Himalaya Investment Limited

By:

/s/ Yi Zhang

Name:

Yi Zhang

Title:

Authorized Signatory

Exhibit No.

Description

99.1

Joint Filing Agreement