| FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
| Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
So-Young International Inc. [ SY ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 06/10/2026 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| Class A ordinary share, par value US$0.01(1) | 06/10/2026 | M | 30,260(2) | A | $0.01 | 141,940 | D | |||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Option (right to buy) | $0.01 | 06/10/2026 | M | 12,824 | (3) | 10/31/2032 | Class A ordinary share, par value US$0.01 | 12,824 | $0.01 | 0(3) | D | ||||
| Option (right to buy) | $0.01 | 06/10/2026 | M | 12,821 | (4) | 10/31/2032 | Class A ordinary share, par value US$0.01 | 12,821 | $0.01 | 0(4) | D | ||||
| Option (right to buy) | $0.01 | 06/10/2026 | M | 769 | (5) | 05/26/2032 | Class A ordinary share, par value US$0.01 | 769 | $0.01 | 0(5) | D | ||||
| Option (right to buy) | $0.01 | 06/10/2026 | M | 641 | (6) | 10/31/2032 | Class A ordinary share, par value US$0.01 | 641 | $0.01 | 0(6) | D | ||||
| Option (right to buy) | $0.01 | 06/10/2026 | M | 3,205 | (7) | 12/31/2035 | Class A ordinary share, par value US$0.01 | 3,205 | $0.01 | 35,261(7) | D | ||||
| Explanation of Responses: |
| 1. The Class A ordinary shares are held in the form of American depositary shares ("ADS"), 13 of which represent 10 class A ordinary shares of the issuer. |
| 2. Represent 30,260 Class A ordinary shares of the issuer received in the form of ADSs upon exercising of the 30,260 share options by the reporting person on June 10, 2026. |
| 3. The reporting person was granted 12,824 share options on November 1, 2022, which fully vested in four installments of 3,205, 3,205, 3,205 and 3,209 on January 1, 2025, April 1, 2025, July 1, 2025 and October 1, 2025, respectively. |
| 4. The reporting person was granted 12,821 performance-based share options on November 1, 2022, which fully vested in two installments of 6,410 on April 1, 2025 and 6,411 on October 1, 2025. |
| 5. The reporting person was granted 769 share options on May 27, 2021, which vested in full on April 1, 2025. |
| 6. The reporting person was granted 641 performance-based share options, which vested in full on April 1, 2025. |
| 7. The reporting person was granted 38,466 share options on January 1, 2026, vesting in 12 quarterly installments, with 3,205 vesting in each of the first 11 installments and 3,211 shares vesting in the final installment on January 1, 2029. |
| /s/Bei Wang | 06/11/2026 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||