| Item 1. | |
| (a) | Name of issuer:
CNFinance Holdings Ltd. |
| (b) | Address of issuer's principal executive offices:
44/F, Tower G, No. 16 Zhujiang Dong Road, Tianhe District, Guangzhou City, Guangdong Prov, China, 510620 |
| Item 2. | |
| (a) | Name of person filing:
S. Donald Sussman ("Sussman"). |
| (b) | Address or principal business office or, if none, residence:
888 E Las Olas Blvd, Suite 710, Fort Lauderdale, Florida 33301-2395, U.S.A. |
| (c) | Citizenship:
United States |
| (d) | Title of class of securities:
Ordinary Shares, par value US$0.0001 per share |
| (e) | CUSIP No.:
18979T105 |
| 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: |
| (a) |  Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
|
| (b) | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
|
| (c) | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
|
| (d) | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
|
| (e) | An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
|
| (f) | An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
|
| (g) | A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
|
| (h) | A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
|
| (i) | 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);
|
| (j) | A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
|
| (k) | Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
|
| | |
| Item 4. | Ownership |
| (a) | Amount beneficially owned:
The information relating to the beneficial ownership of Common Stock by Sussman set forth in Rows 5 through 9 and Row 11 of the cover pages hereto is incorporated herein by reference. |
| (b) | Percent of class:
The information relating to the beneficial ownership of Common Stock by Sussman set forth in Rows 5 through 9 and Row 11 of the cover pages hereto is incorporated herein by reference.
The following ownership percentage of Sussman, as set forth in Row 11 of the cover pages hereto, has been calculated based on an assumed total of 1,559,576,960 Ordinary Shares outstanding as of December 31, 2024, as provided by the Issuer: 8.9 |
| (c) | Number of shares as to which the person has:
|
| | (i) Sole power to vote or to direct the vote:
|
| | (ii) Shared power to vote or to direct the vote:
The information relating to the beneficial ownership of Common Stock by Sussman set forth in Rows 5 through 9 and Row 11 of the cover pages hereto is incorporated herein by reference.
|
| | (iii) Sole power to dispose or to direct the disposition of:
|
| | (iv) Shared power to dispose or to direct the disposition of:
The information relating to the beneficial ownership of Common Stock by Sussman set forth in Rows 5 through 9 and Row 11 of the cover pages hereto is incorporated herein by reference.
|
| Item 5. | Ownership of 5 Percent or Less of a Class. |
| | |
| Item 6. | Ownership of more than 5 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
|
Rule 13d-1(d)