DUO / Fangdd Network Group Ltd. - SEC备案- 年度报告、委托书

房多多网络集团有限公司

基本统计
CIK 1750593
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Fangdd Network Group Ltd.
SEC Filings (Chronological Order)
本页提供了美国证券交易委员会(SEC)备案的完整、按时间顺序排列的列表,不包括我们在其他地方提供的所有权备案。
August 29, 2025 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2025 Commission file number: 001-391

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2025 Commission file number: 001-39109 Fangdd Network Group Ltd. Room 1501, Shangmei Technology Building No. 15 Dachong Road Nanshan District, Shenzhen, 518072 People’s Republic of China

August 29, 2025 EX-99.1

FangDD Reports First Half 2025 Unaudited Financial Results

Exhibit 99.1 FangDD Reports First Half 2025 Unaudited Financial Results Shenzhen, China, August 29, 2025 (GlobeNewswire) - Fangdd Network Group Ltd. (NASDAQ: DUO) (“FangDD” or “the Company”), a customer-oriented property technology company in China, today announced its unaudited financial results for the six months ended June 30, 2025. First Half 2025 Financial Highlights ● Revenue for the six mon

August 7, 2025 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2025 Commission file number: 001-391

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2025 Commission file number: 001-39109 Fangdd Network Group Ltd. Room 1501, Shangmei Technology Building No. 15 Dachong Road Nanshan District, Shenzhen, 518072 People’s Republic of China

August 7, 2025 EX-4.3

FANGDD NETWORK GROUP LTD., Issuer AND [TRUSTEE], Trustee INDENTURE Dated as of [●], 20__ Debt Securities Table Of Contents

Exhibit 4.3 FANGDD NETWORK GROUP LTD., Issuer AND [TRUSTEE], Trustee INDENTURE Dated as of [●], 20 Debt Securities Table Of Contents Page article 1 DEFINITIONS 1 Section 1.01 Definitions of Terms 1 article 2 ISSUE, DESCRIPTION, TERMS, EXECUTION, REGISTRATION AND EXCHANGE OF SECURITIES 5 Section 2.01 Designation and Terms of Securities 5 Section 2.02 Form of Securities and Trustee’s Certificate 8 S

July 30, 2025 F-3

As filed with the Securities and Exchange Commission on July 30, 2025

As filed with the Securities and Exchange Commission on July 30, 2025 Registration No.

July 30, 2025 EX-FILING FEES

CALCULATION OF FILING FEE TABLES Fangdd Network Group Ltd. Table 1: Newly Registered and Carry Forward Securities

Ex-Filing Fees CALCULATION OF FILING FEE TABLES F-3 Fangdd Network Group Ltd. Table 1: Newly Registered and Carry Forward Securities Line Item Type Security Type Security Class Title Notes Fee Calculation Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Newly Registered Securities Fees to be Paid Equity Class A ord

June 25, 2025 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2025 Commission file number: 001-39109

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2025 Commission file number: 001-39109 Fangdd Network Group Ltd. Room 1501, Shangmei Technology Building 15 Dachong Road Nanshan District, Shenzhen, 518072 People’s Republic of China Phone

June 25, 2025 EX-99.1

Fangdd Network Group Ltd. Regains Compliance with Nasdaq Minimum Bid Price Listing Requirements

Exhibit 99.1 Fangdd Network Group Ltd. Regains Compliance with Nasdaq Minimum Bid Price Listing Requirements SHENZHEN, China, June 25, 2025 - Fangdd Network Group Ltd. (NASDAQ: DUO) (“DUO” or the “Company”), today announced that on June 24, 2025, the Company received written notice from the Listing Qualifications Department of The Nasdaq Stock Market LLC (“Nasdaq”) that the Company has regained co

June 9, 2025 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2025 Commission file number: 001-39109

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2025 Commission file number: 001-39109 Fangdd Network Group Ltd. Room 1501, Shangmei Technology Building No. 15 Dachong Road Nanshan District, Shenzhen, 518072 People’s Republic of China P

June 9, 2025 EX-99.1

THE COMPANIES ACT (AS REVISED) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES SEVENTH AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION FANGDD NETWORK GROUP LTD. (Adopted by a Special Resolution passed on 27 May 2025 and effective on 9 Jun

Exhibit 99.1 THE COMPANIES ACT (AS REVISED) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES SEVENTH AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION OF FANGDD NETWORK GROUP LTD. (Adopted by a Special Resolution passed on 27 May 2025 and effective on 9 June 2025) THE COMPANIES ACT (AS REVISED) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES SEVENTH AMENDED AND RESTATED MEMORANDUM OF ASSO

June 6, 2025 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2025 Commission file number: 001-39109

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2025 Commission file number: 001-39109 Fangdd Network Group Ltd. Room 1501, Shangmei Technology Building No. 15 Dachong Road Nanshan District, Shenzhen, 518072 People’s Republic of China P

June 6, 2025 EX-99.1

FANGDD ANNOUNCES SHARE CONSOLIDATION

Exhibit 99.1 FANGDD ANNOUNCES SHARE CONSOLIDATION SHENZHEN, China, June 04, 2025 (GLOBE NEWSWIRE) - Fangdd Network Group Ltd. (Nasdaq: DUO) (“FangDD” or the “Company”), a customer-oriented property technology company in China, today announced that its share consolidation (“Share Consolidation”), involving the consolidation of every 16 ordinary shares with a par value of US$0.0005625 per share, int

May 27, 2025 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2025 Commission file number: 001-39109

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2025 Commission file number: 001-39109 Fangdd Network Group Ltd. Room 1501, Shangmei Technology Building No. 15 Dachong Road Nanshan District, Shenzhen, 518072 People’s Republic of China Ph

May 2, 2025 EX-99.1

FANGDD NETWORK GROUP LTD. Room 1501, Shangmei Technology Building No. 15 Dachong Road Nanshan District, Shenzhen, 518072 People’s Republic of China NOTICE OF EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS To be held on May 27, 2025 at 8:00 p.m. (China

EX-99.1 2 ea024041101ex99-1fangdd.htm MEETING NOTICE FOR THE EXTRAORDINARY GENERAL MEETING OF THE SHAREHOLDERS Exhibit 99.1 FANGDD NETWORK GROUP LTD. Room 1501, Shangmei Technology Building No. 15 Dachong Road Nanshan District, Shenzhen, 518072 People’s Republic of China NOTICE OF EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS To be held on May 27, 2025 at 8:00 p.m. (China Time) (or any adjournment

May 2, 2025 EX-99.2

FORM OF PROXY CARD

EX-99.2 3 ea024041101ex99-2fangdd.htm FORM OF PROXY CARD Exhibit 99.2

May 2, 2025 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2025 Commission file number: 001-39109

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2025 Commission file number: 001-39109 Fangdd Network Group Ltd. Room 1501, Shangmei Technology Building No. 15 Dachong Road Nanshan District, Shenzhen, 518072 People’s Republic of China Ph

April 23, 2025 EX-15.2

Sundial Law Firm

Exhibit 15.2 Sundial Law Firm April 23, 2025 Fangdd Network Group Ltd. Room 1501, Shangmei Technology Building 15 Dachong Road Nanshan District, Shenzhen, 518072 People’s Republic of China Dear Sirs, We hereby consent to references to our name under the heading “Item 4. Information on the Company—C. Organizational Structure—Contractual Arrangements with the VIE and its Shareholders” in the annual

April 23, 2025 20-F

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F (Mark One) ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SEC

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F (Mark One) ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES E

April 23, 2025 EX-12.2

Certification by the Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

Exhibit 12.2 Certification by the Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Shuiying Chen, certify that: 1. I have reviewed this annual report on Form 20-F of Fangdd Network Group Ltd. (the “Company”); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the s

April 23, 2025 EX-13.1

Certification by the Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

Exhibit 13.1 Certification by the Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of Fangdd Network Group Ltd. (the “Company”) on Form 20-F for the year ended December 31, 2024 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Xi Zeng, Chief Executive Officer of the Company, certify,

April 23, 2025 EX-11.2

FANGDD NETWORK GROUP LTD Statement of PolicIES Governing Material non-public Information and The Prevention of InsideR Trading (Adopted by the board of directors of Fangdd Network Group Ltd on September 24, 2019 effective upon the effectiveness of th

Exhibit 11.2 FANGDD NETWORK GROUP LTD Statement of PolicIES Governing Material non-public Information and The Prevention of InsideR Trading (Adopted by the board of directors of Fangdd Network Group Ltd on September 24, 2019 effective upon the effectiveness of the company’s registration statement on Form F-1 relating to the company’s initial public offering) This Statement of Policies Governing Ma

April 23, 2025 EX-12.1

Certification by the Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

Exhibit 12.1 Certification by the Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Xi Zeng, certify that: 1. I have reviewed this annual report on Form 20-F of Fangdd Network Group Ltd. (the “Company”); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the stateme

April 23, 2025 EX-13.2

Certification by the Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

Exhibit 13.2 Certification by the Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of Fangdd Network Group Ltd. (the “Company”) on Form 20-F for the year ended December 31, 2024 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Shuiying Chen, Financial Controller of the Company, certi

April 23, 2025 EX-15.1

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Exhibit 15.1 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in the Registration Statements on Form S-8 (No.333-237506) and Form F-3 (No.333-267397) of Fangdd Network Group Ltd. of our report dated April 23, 2025 relating to the consolidated financial statements, which appears in this Form 20-F. /s/ Audit Alliance LLP Audit Alliance LLP

March 14, 2025 EX-99.3

[***] = Certain confidential information contained in this document, marked by brackets, has been omitted because Fangdd Network Group Ltd. has determined it is not material and would be competitively harmful if publicly disclosed. Equity Interest Pl

Exhibit 99.3 [***] = Certain confidential information contained in this document, marked by brackets, has been omitted because Fangdd Network Group Ltd. has determined it is not material and would be competitively harmful if publicly disclosed. Equity Interest Pledge Agreement Among Shenzhen Fangdd Information Technology Co., Ltd., (Pledgee) Xi Zeng (Pledgor) And Shenzhen Fangdd Network Technology

March 14, 2025 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2025 Commission file number: 001-3910

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2025 Commission file number: 001-39109 Fangdd Network Group Ltd. Room 1501, Shangmei Technology Building No. 15 Dachong Road Nanshan District, Shenzhen, 518072 People’s Republic of China

March 14, 2025 EX-99.1

FANGDD ANNOUNCES US$5,000,000 SENIOR CONVERTIBLE NOTES OFFERING

Exhibit 99.1 FANGDD ANNOUNCES US$5,000,000 SENIOR CONVERTIBLE NOTES OFFERING SHENZHEN, China, March 14, 2025 (GLOBE NEWSWIRE) - Fangdd Network Group Ltd. (Nasdaq: DUO) (“FangDD” or the “Company”), a customer-oriented property technology company in China, today announced that it has entered into a securities purchase agreement with certain investors (the “Purchase Agreement”) for the offering by th

March 14, 2025 EX-10.1

SECURITIES PURCHASE AGREEMENT

Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of March , 2025, between Fangdd Network Group Ltd., a Cayman Islands exempted company with limited liability (the “Company”), and the purchasers identified on the signature pages hereto (together with its successors and assigns, each, an “Investor” and collectively the “Investors”). Whereas

March 14, 2025 EX-10.2

Fangdd Network Group Ltd. Senior 5% Original Issue Discount Convertible Promissory Note

Exhibit 10.2 Fangdd Network Group Ltd. Senior 5% Original Issue Discount Convertible Promissory Note Original Issuance Date: March , 2025 Principal: $ Maturity Date: December , 20251 Loan Amount: $ For Value Received, Fangdd Network Group Ltd., a Cayman Islands exempted company with limited liability (the “Maker” or the “Company”), hereby promises to pay to the order of , or its assigns (the “Hold

March 14, 2025 EX-99.1

[***] = Certain confidential information contained in this document, marked by brackets, has been omitted because Fangdd Network Group Ltd. has determined it is not material and would be competitively harmful if publicly disclosed. Supplementary Agre

Exhibit 99.1 [***] = Certain confidential information contained in this document, marked by brackets, has been omitted because Fangdd Network Group Ltd. has determined it is not material and would be competitively harmful if publicly disclosed. Supplementary Agreement to the Business Operation Agreement This Supplementary Agreement to the Business Operation Agreement (this “Agreement”) is made and

March 14, 2025 424B5

Fangdd Network Group Ltd. US$5,000,000 Senior 5% Original Issue Discount Convertible Promissory Notes Class A Ordinary Shares Issuable upon Conversion under Senior 5% Original Issue Discount Convertible Promissory Notes Additional 251,890 Class A Ord

Filed Pursuant to Rule 424(b)(5) Registration No. 333-267397 PROSPECTUS SUPPLEMENT (To Prospectus Dated September 29, 2022) Fangdd Network Group Ltd. US$5,000,000 Senior 5% Original Issue Discount Convertible Promissory Notes Class A Ordinary Shares Issuable upon Conversion under Senior 5% Original Issue Discount Convertible Promissory Notes Additional 251,890 Class A Ordinary Shares We are offeri

March 14, 2025 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2025 Commission file number: 001-3910

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2025 Commission file number: 001-39109 Fangdd Network Group Ltd. Room 1501, Shangmei Technology Building 15 Dachong Road Nanshan District, Shenzhen, 518072 People’s Republic of China Phon

March 14, 2025 EX-99.4

[***] = Certain confidential information contained in this document, marked by brackets, has been omitted because Fangdd Network Group Ltd. has determined it is not material and would be competitively harmful if publicly disclosed. Supplementary Agre

Exhibit 99.4 [***] = Certain confidential information contained in this document, marked by brackets, has been omitted because Fangdd Network Group Ltd. has determined it is not material and would be competitively harmful if publicly disclosed. Supplementary Agreement to the Purchase Option Agreement among Shenzhen Fangdd Information Technology Co., Ltd. (as the Purchase Right Obligee) and Xi Zeng

March 14, 2025 EX-1.1

APPENDIX A - - INDEMNIFICATION PROVISIONS

Exhibit 1.1 March 13, 2025 Fangdd Network Group Ltd. Xi Zeng Room 1501, Shangmei Technology Building 15 Dachong Road Nanshan District, Shenzhen, 518072 People’s Republic of China Re: Exclusive Placement Agent Agreement Dear Mr. Zeng, The purpose of this letter agreement (this “Engagement Letter” or this “Agreement”) is to set forth the terms and conditions pursuant to which MM Global Securities, I

March 14, 2025 EX-99.2

[***] = Certain confidential information contained in this document, marked by brackets, has been omitted because Fangdd Network Group Ltd. has determined it is not material and would be competitively harmful if publicly disclosed. Power of Attorney

Exhibit 99.2 [***] = Certain confidential information contained in this document, marked by brackets, has been omitted because Fangdd Network Group Ltd. has determined it is not material and would be competitively harmful if publicly disclosed. Power of Attorney I, Xi Zeng, a citizen of the People’s Republic of China (PRC) with the ID Card No. of [***], hold 55.61% of the equities of Shenzhen Fang

February 11, 2025 EX-99.1

FANGDD ANNOUNCES US$5,000,000 SENIOR CONVERTIBLE NOTES OFFERING

Exhibit 99.1 FANGDD ANNOUNCES US$5,000,000 SENIOR CONVERTIBLE NOTES OFFERING SHENZHEN, China, February 11, 2025 (GLOBE NEWSWIRE) - Fangdd Network Group Ltd. (Nasdaq: DUO) (“FangDD” or the “Company”), a customer-oriented property technology company in China, today announced that it has entered into a securities purchase agreement with certain investors (the “Purchase Agreement”) for the offering by

February 11, 2025 EX-10.1

SECURITIES PURCHASE AGREEMENT

Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of [], 2025, between Fangdd Network Group Ltd., a Cayman Islands exempted company with limited liability (the “Company”), and the purchasers identified on the signature pages hereto (together with its successors and assigns, each, an “Investor” and collectively the “Investors”). Whereas, su

February 11, 2025 EX-1.1

APPENDIX A - - INDEMNIFICATION PROVISIONS

Exhibit 1.1 February 10, 2025 Fangdd Network Group Ltd. Xi Zeng Room 1501, Shangmei Technology Building 15 Dachong Road Nanshan District, Shenzhen, 518072 People’s Republic of China Re: Exclusive Placement Agent Agreement Dear Mr. Zeng, The purpose of this letter agreement (this “Engagement Letter” or this “Agreement”) is to set forth the terms and conditions pursuant to which MM Global Securities

February 11, 2025 424B5

Fangdd Network Group Ltd. US$5,000,000 Senior 5% Original Issue Discount Convertible Promissory Notes Class A Ordinary Shares Issuable upon Conversion under Senior 5% Original Issue Discount Convertible Promissory Notes Additional 164,610 Class A Ord

Filed Pursuant to Rule 424(b)(5) Registration No. 333-267397 PROSPECTUS SUPPLEMENT (To Prospectus Dated September 29, 2022) Fangdd Network Group Ltd. US$5,000,000 Senior 5% Original Issue Discount Convertible Promissory Notes Class A Ordinary Shares Issuable upon Conversion under Senior 5% Original Issue Discount Convertible Promissory Notes Additional 164,610 Class A Ordinary Shares We are offeri

February 11, 2025 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of February 2025 Commission file number: 001-3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of February 2025 Commission file number: 001-39109 Fangdd Network Group Ltd. Room 1501, Shangmei Technology Building No. 15 Dachong Road Nanshan District, Shenzhen, 518072 People’s Republic of Chi

February 11, 2025 EX-10.2

Fangdd Network Group Ltd. Senior 5% Original Issue Discount Convertible Promissory Note

Exhibit 10.2 Fangdd Network Group Ltd. Senior 5% Original Issue Discount Convertible Promissory Note Original Issuance Date: [], 2025 Principal: $[] Maturity Date: [], 20251 Loan Amount: $[] For Value Received, Fangdd Network Group Ltd., a Cayman Islands exempted company with limited liability (the “Maker” or the “Company”), hereby promises to pay to the order of [], a Cayman Islands exempted comp

January 17, 2025 EX-99.1

Termination Agreement

Exhibit 99.1 Termination Agreement This Termination Agreement (“Agreement”) is made effective as of , 2025 (the “Effective Date”) by and between , a company incorporated in the British Virgin Islands (“Seller”), and Fangdd Network Group Ltd., a company incorporated in the Cayman Islands (“Buyer”). Recitals A. Seller and Buyer entered into that certain Patent Purchase Agreement, dated as of June 21

January 17, 2025 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of January 2025 Commission file number: 001-39

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of January 2025 Commission file number: 001-39109 Fangdd Network Group Ltd. Room 1501, Shangmei Technology Building 15 Dachong Road Nanshan District, Shenzhen, 518072 People’s Republic of China Ph

December 27, 2024 EX-99.1

FangDD Received Nasdaq Notification Regarding Minimum Bid Price Requirement

Exhibit 99.1 FangDD Received Nasdaq Notification Regarding Minimum Bid Price Requirement SHENZHEN, China, December 27, 2024 (GLOBE NEWSWIRE) - Fangdd Network Group Ltd. (Nasdaq: DUO) (“FangDD” or the “Company”) today announced that it has received a written notification from The Nasdaq Stock Market LLC (“Nasdaq”) dated December 24, 2024, indicating that the Company is currently not in compliance w

December 27, 2024 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2024 Commission file number: 001-3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2024 Commission file number: 001-39109 Fangdd Network Group Ltd. Room 1501, Shangmei Technology Building 15 Dachong Road Nanshan District, Shenzhen, 518072 People’s Republic of China P

December 16, 2024 SC 13G

DUO / Fangdd Network Group Ltd. / L1 Capital Global Opportunities Master Fund, Ltd. - SCHEDULE 13G Passive Investment

SC 13G 1 l1cap13g.htm SCHEDULE 13G SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Fangdd Network Group Ltd. (Name of Issuer) Class A Ordinary Shares, par value $0.0005625 per share (Title of Class of Securities) KYG331471105 (CUSIP Number) December 9, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate

December 16, 2024 SC 13G/A

DUO / Fangdd Network Group Ltd. / L1 Capital Global Opportunities Master Fund, Ltd. - SCHEDULE 13G Passive Investment

SC 13G/A 1 l1cap13g.htm SCHEDULE 13G SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Amendment No. 1 Under the Securities Exchange Act of 1934 Fangdd Network Group Ltd. (Name of Issuer) Class A Ordinary Shares, par value $0.0005625 per share (Title of Class of Securities) KYG331471105 (CUSIP Number) October 11, 2024 (Date of Event Which Requires Filing of this Statement) Che

December 12, 2024 EX-99.1

SHARE SUBSCRIPTION AGREEMENT

Exhibit 99.1 SHARE SUBSCRIPTION AGREEMENT This Share Subscription Agreement (this “Agreement”) is made as of December 12, 2024, by and between Fangdd Network Group Ltd., an exempted company incorporated in the Cayman Islands (the “Company”) and Zx International Ltd (the “Subscriber”), a company incorporated in British Virgin Islands and controlled by Mr. Xi Zeng, the chairman of the board of direc

December 12, 2024 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2024 Commission file number: 001-3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2024 Commission file number: 001-39109 Fangdd Network Group Ltd. Room 1501, Shangmei Technology Building No. 15 Dachong Road Nanshan District, Shenzhen, 518072 People’s Republic of Chi

December 10, 2024 EX-1.1

PLACEMENT AGENCY AGREEMENT

Exhibit 1.1 PLACEMENT AGENCY AGREEMENT MM Global Securities, Inc. 575 Lexington Ave, Unit 12-111 New York, NY 10022 December 9, 2024 Ladies and Gentlemen: This letter (this “Agreement”) constitutes the agreement between Fangdd Network Group Ltd., a Cayman Islands exempted company (the “Company”) and MM Global Securities, Inc. (“MM Global”) pursuant to which MM Global shall serve as the placement a

December 10, 2024 EX-99.1

FANGDD ANNOUNCES PRICING OF US$7.0 MILLION REGISTERED DIRECT OFFERING

Exhibit 99.1 FANGDD ANNOUNCES PRICING OF US$7.0 MILLION REGISTERED DIRECT OFFERING SHENZHEN, China, December 9, 2024 (GLOBE NEWSWIRE) - Fangdd Network Group Ltd. (Nasdaq: DUO) (“FangDD” or the “Company”), a customer-oriented property technology company in China, today announced that it has entered into a securities purchase agreement with certain investors (the “Purchase Agreement”) for the issuan

December 10, 2024 EX-10.1

SECURITIES PURCHASE AGREEMENT

Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of December 9, 2024, between Fangdd Network Group Ltd., a Cayman Islands exempted company (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”). WHEREAS, subject to the term

December 10, 2024 424B5

Fangdd Network Group Ltd. 6,092,446 Class A Ordinary Shares Pre-Funded Warrants to Purchase up to 3,910,696 Class A Ordinary Shares Up to 3,910,696 Class A Ordinary Shares Underlying the Pre-Funded Warrants

Filed Pursuant to Rule 424(b)(5) Registration No. 333-267397 PROSPECTUS SUPPLEMENT (To Prospectus Dated September 29, 2022) Fangdd Network Group Ltd. 6,092,446 Class A Ordinary Shares Pre-Funded Warrants to Purchase up to 3,910,696 Class A Ordinary Shares Up to 3,910,696 Class A Ordinary Shares Underlying the Pre-Funded Warrants We entered into a securities purchase agreement, dated December 9, 20

December 10, 2024 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2024 Commission file number: 001-3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2024 Commission file number: 001-39109 Fangdd Network Group Ltd. Room 1501, Shangmei Technology Building No. 15 Dachong Road Nanshan District, Shenzhen, 518072 People’s Republic of Chi

December 10, 2024 EX-4.9

PRE-FUNDED ORDINARY SHARE PURCHASE WARRANT FANGDD NETWORK GROUP LTD.

Exhibit 4.9 PRE-FUNDED ORDINARY SHARE PURCHASE WARRANT FANGDD NETWORK GROUP LTD. Warrant Shares: Initial Exercise Date: December 10, 2024 THIS PRE-FUNDED ORDINARY SHARE PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or a

November 14, 2024 SC 13G

DUO / Fangdd Network Group Ltd. / L1 Capital Global Opportunities Master Fund, Ltd. - SCHEDULE 13G Passive Investment

SC 13G 1 l1cap13g.htm SCHEDULE 13G SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Fangdd Network Group Ltd. (Name of Issuer) Class A Ordinary Shares, par value $0.0005625 per share (Title of Class of Securities) KYG331471105 (CUSIP Number) November 8, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate

November 13, 2024 SC 13G/A

DUO / Fangdd Network Group Ltd. / L1 Capital Global Opportunities Master Fund, Ltd. - SCHEDULE 13G/A Passive Investment

SC 13G/A 1 l1cap13g.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Amendment No. 1 Under the Securities Exchange Act of 1934 Fangdd Network Group Ltd. (Name of Issuer) Class A Ordinary Shares, par value $0.0005625 per share (Title of Class of Securities) KYG331471105 (CUSIP Number) October 12, 2024 (Date of Event Which Requires Filing of this Statement) C

November 8, 2024 424B5

Fangdd Network Group Ltd. 4,623,266 Class A Ordinary Shares Pre-Funded Warrants to Purchase up to 2,521,616 Class A Ordinary Shares Up to 2,521,616 Class A Ordinary Shares Underlying the Pre-Funded Warrants

Filed Pursuant to Rule 424(b)(5) Registration No. 333-267397 PROSPECTUS SUPPLEMENT (To Prospectus Dated September 29, 2022) Fangdd Network Group Ltd. 4,623,266 Class A Ordinary Shares Pre-Funded Warrants to Purchase up to 2,521,616 Class A Ordinary Shares Up to 2,521,616 Class A Ordinary Shares Underlying the Pre-Funded Warrants We entered into a securities purchase agreement, dated November 7, 20

November 8, 2024 EX-10.1

SECURITIES PURCHASE AGREEMENT

Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of November 7, 2024, between Fangdd Network Group Ltd., a Cayman Islands exempted company (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”). WHEREAS, subject to the term

November 8, 2024 EX-4.9

PRE-FUNDED ORDINARY SHARE PURCHASE WARRANT FANGDD NETWORK GROUP LTD.

Exhibit 4.9 PRE-FUNDED ORDINARY SHARE PURCHASE WARRANT FANGDD NETWORK GROUP LTD. Warrant Shares: Initial Exercise Date: , 2024 THIS PRE-FUNDED ORDINARY SHARE PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after , 2024

November 8, 2024 EX-99.1

FANGDD ANNOUNCES PRICING OF US$5 MILLION REGISTERED DIRECT OFFERING

Exhibit 99.1 FANGDD ANNOUNCES PRICING OF US$5 MILLION REGISTERED DIRECT OFFERING SHENZHEN, China, November 7, 2024 (GLOBE NEWSWIRE) - Fangdd Network Group Ltd. (Nasdaq: DUO) (“FangDD” or the “Company”), a customer-oriented property technology company in China, today announced that it has entered into a securities purchase agreement with certain investors (the “Purchase Agreement”) for the issuance

November 8, 2024 EX-1.1

PLACEMENT AGENCY AGREEMENT

Exhibit 1.1 PLACEMENT AGENCY AGREEMENT MM Global Securities, Inc. 575 Lexington Ave, Unit 12-111 New York, NY 10022 November 7, 2024 Ladies and Gentlemen: This letter (this “Agreement”) constitutes the agreement between Fangdd Network Group Ltd., a Cayman Islands exempted company (the “Company”) and MM Global Securities, Inc. (“MM Global”) pursuant to which MM Global shall serve as the placement a

November 8, 2024 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2024 Commission file number: 001-3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2024 Commission file number: 001-39109 Fangdd Network Group Ltd. Room 1501, Shangmei Technology Building No. 15 Dachong Road Nanshan District, Shenzhen, 518072 People’s Republic of Chi

October 16, 2024 SC 13G

DUO / Fangdd Network Group Ltd. / L1 Capital Global Opportunities Master Fund, Ltd. - SCHEDULE 13G Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Fangdd Network Group Ltd. (Name of Issuer) Class A Ordinary Shares, par value $0.0005625 per share (Title of Class of Securities) KYG331471105 (CUSIP Number) October 11, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant

October 15, 2024 SC 13G/A

DUO / Fangdd Network Group Ltd. / L1 Capital Global Opportunities Master Fund, Ltd. - SCHEDULE 13G Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Amendment No. 1 Under the Securities Exchange Act of 1934 Fangdd Network Group Ltd. (Name of Issuer) Class A Ordinary Shares, par value $0.0005625 per share (Title of Class of Securities) KYG331471105 (CUSIP Number) October 7, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate th

October 15, 2024 SC 13D/A

DUO / Fangdd Network Group Ltd. / Zeng Xi - AMENDMENT NO. 2 TO SCHEDULE 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)* Fangdd Network Group Ltd. (Name of Issuer) Class A Ordinary Shares, Par Value US$0.0005625 Per Share (Title of Class of Securities) G33147110 (CUSIP Number) Xi Zeng Room 1501, Shangmei Technology Building 15 Dachong Road Nanshan District, Shenzhen, 51807

October 11, 2024 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of October 2024 Commission file number: 001-39

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of October 2024 Commission file number: 001-39109 Fangdd Network Group Ltd. Room 1501, Shangmei Technology Building No. 15 Dachong Road Nanshan District, Shenzhen, 518072 People’s Republic of Chin

October 11, 2024 EX-4.9

PRE-FUNDED ORDINARY SHARE PURCHASE WARRANT FANGDD NETWORK GROUP LTD.

Exhibit 4.9 PRE-FUNDED ORDINARY SHARE PURCHASE WARRANT FANGDD NETWORK GROUP LTD. Warrant Shares: Initial Exercise Date: , 2024 THIS PRE-FUNDED ORDINARY SHARE PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after , 2024

October 11, 2024 EX-10.1

SECURITIES PURCHASE AGREEMENT

EXHIBIT 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of October 10, 2024, between Fangdd Network Group Ltd., a Cayman Islands exempted company (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”). WHEREAS, subject to the term

October 11, 2024 EX-99.1

FANGDD ANNOUNCES PRICING OF US$4.5 MILLION REGISTERED DIRECT OFFERING

Exhibit 99.1 FANGDD ANNOUNCES PRICING OF US$4.5 MILLION REGISTERED DIRECT OFFERING SHENZHEN, China, October 10, 2024 (GLOBE NEWSWIRE) - Fangdd Network Group Ltd. (Nasdaq: DUO) (“FangDD” or the “Company”), a customer-oriented property technology company in China, today announced that it has entered into a securities purchase agreement with certain investors (the “Purchase Agreement”) for the issuan

October 11, 2024 424B5

Fangdd Network Group Ltd. 3,181,044 Class A Ordinary Shares Pre-Funded Warrants to Purchase up to 1,933,828 Class A Ordinary Shares Up to 1,933,828 Class A Ordinary Shares Underlying the Pre-Funded Warrants

Filed Pursuant to Rule 424(b)(5) Registration No. 333-267397 PROSPECTUS SUPPLEMENT (To Prospectus Dated September 29, 2022) Fangdd Network Group Ltd. 3,181,044 Class A Ordinary Shares Pre-Funded Warrants to Purchase up to 1,933,828 Class A Ordinary Shares Up to 1,933,828 Class A Ordinary Shares Underlying the Pre-Funded Warrants We entered into a securities purchase agreement, dated October 10, 20

October 11, 2024 EX-1.1

PLACEMENT AGENCY AGREEMENT

Exhibit 1.1 PLACEMENT AGENCY AGREEMENT MM Global Securities, Inc. 575 Lexington Ave, Unit 12-111 New York, NY 10022 October 10, 2024 Ladies and Gentlemen: This letter (this “Agreement”) constitutes the agreement between Fangdd Network Group Ltd., a Cayman Islands exempted company (the “Company”) and MM Global Securities, Inc. (“MM Global”) pursuant to which MM Global shall serve as the placement a

October 11, 2024 EX-99.1

FangDD Regains Compliance with Nasdaq Minimum Bid Price Requirement

Exhibit 99.1 FangDD Regains Compliance with Nasdaq Minimum Bid Price Requirement SHENZHEN, China, October 11, 2024 (GLOBE NEWSWIRE) - Fangdd Network Group Ltd. (“FangDD” or the “Company”) (Nasdaq: DUO) today announced that the Company received a notification letter (the “Compliance Notice”) from the Nasdaq Stock Market LLC (“Nasdaq”), dated October 10, 2024, indicating that the Company regained co

October 11, 2024 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of October 2024 Commission file number: 001-39

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of October 2024 Commission file number: 001-39109 Fangdd Network Group Ltd. Room 1501, Shangmei Technology Building No. 15 Dachong Road Nanshan District, Shenzhen, 518072 People’s Republic of Chin

October 10, 2024 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of October 2024 Commission file number: 001-39

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of October 2024 Commission file number: 001-39109 Fangdd Network Group Ltd. Room 1501, Shangmei Technology Building No. 15 Dachong Road Nanshan District, Shenzhen, 518072 People’s Republic of Chin

October 10, 2024 EX-99.1

SHARE SUBSCRIPTION AGREEMENT

Exhibit 99.1 SHARE SUBSCRIPTION AGREEMENT This Share Subscription Agreement (this “Agreement”) is made as of October 10, 2024, by and between Fangdd Network Group Ltd., an exempted company incorporated in the Cayman Islands (the “Company”) and Zx International Ltd (the “Subscriber”), a company incorporated in British Virgin Islands and controlled by Mr. Xi Zeng, the chairman of the board of direct

October 10, 2024 SC 13G

DUO / Fangdd Network Group Ltd. / L1 Capital Global Opportunities Master Fund, Ltd. - SCHEDULE 13G Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Fangdd Network Group Ltd. (Name of Issuer) Class A Ordinary Shares, par value $0.0005625 per share (Title of Class of Securities) KYG331471105 (CUSIP Number) October 4, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant

October 9, 2024 SC 13G/A

DUO / Fangdd Network Group Ltd. / L1 Capital Global Opportunities Master Fund, Ltd. - SCHEDULE 13G/A Passive Investment

SC 13G/A 1 l1cap13g.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Amendment No. 1 Under the Securities Exchange Act of 1934 Fangdd Network Group Ltd. (Name of Issuer) Class A Ordinary Shares, par value $0.0005625 per share (Title of Class of Securities) KYG331471105 (CUSIP Number) October 3, 2024 (Date of Event Which Requires Filing of this Statement) Ch

October 8, 2024 SC 13G

DUO / Fangdd Network Group Ltd. / L1 Capital Global Opportunities Master Fund, Ltd. - SCHEDULE 13G Passive Investment

SC 13G 1 l1cap13g.htm SCHEDULE 13G SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Fangdd Network Group Ltd. (Name of Issuer) Class A Ordinary Shares, par value $0.0005625 per share (Title of Class of Securities) KYG331471105 (CUSIP Number) October 2, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate

October 7, 2024 EX-10.1

SECURITIES PURCHASE AGREEMENT

Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of October 4, 2024, between Fangdd Network Group Ltd., a Cayman Islands exempted company (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”). WHEREAS, subject to the terms

October 7, 2024 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of October 2024 Commission file number: 001-39

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of October 2024 Commission file number: 001-39109 Fangdd Network Group Ltd. Room 1501, Shangmei Technology Building No. 15 Dachong Road Nanshan District, Shenzhen, 518072 People’s Republic of Chin

October 7, 2024 424B5

Fangdd Network Group Ltd. 2,464,000 Class A Ordinary Shares Pre-Funded Warrants to Purchase up to 661,232 Class A Ordinary Shares Up to 661,232 Class A Ordinary Shares Underlying the Pre-Funded Warrants

Filed Pursuant to Rule 424(b)(5) Registration No. 333-267397 PROSPECTUS SUPPLEMENT (To Prospectus Dated September 29, 2022) Fangdd Network Group Ltd. 2,464,000 Class A Ordinary Shares Pre-Funded Warrants to Purchase up to 661,232 Class A Ordinary Shares Up to 661,232 Class A Ordinary Shares Underlying the Pre-Funded Warrants We entered into a securities purchase agreement, dated October 4, 2024, w

October 7, 2024 EX-99.1

FANGDD ANNOUNCES PRICING OF US$5.0 MILLION REGISTERED DIRECT OFFERING

Exhibit 99.1 FANGDD ANNOUNCES PRICING OF US$5.0 MILLION REGISTERED DIRECT OFFERING SHENZHEN, China, October 4, 2024 (GLOBE NEWSWIRE) - Fangdd Network Group Ltd. (Nasdaq: DUO) (“FangDD” or the “Company”), a customer-oriented property technology company in China, today announced that it has entered into a securities purchase agreement with certain investors (the “Purchase Agreement”) for the issuanc

October 7, 2024 EX-4.9

ORDINARY SHARE PURCHASE WARRANT FANGDD NETWORK GROUP LTD.

Exhibit 4.9 ORDINARY SHARE PURCHASE WARRANT FANGDD NETWORK GROUP LTD. Warrant Shares: Initial Exercise Date: THIS ORDINARY SHARE PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after , 2024 (the “Initial Exercise Date”

October 7, 2024 EX-1.1

PLACEMENT AGENCY AGREEMENT

Exhibit 1.1 PLACEMENT AGENCY AGREEMENT MM Global Securities, Inc. 575 Lexington Ave, Unit 12-111 New York, NY 10022 October , 2024 Ladies and Gentlemen: This letter (this “Agreement”) constitutes the agreement between Fangdd Network Group Ltd., a Cayman Islands exempted company (the “Company”) and MM Global Securities, Inc. (“MM Global”) pursuant to which MM Global shall serve as the placement age

October 1, 2024 EX-99.1

FANGDD ANNOUNCES US$2.5 MILLION REGISTERED DIRECT OFFERING OF CLASS A ORDINARY SHARES

Exhibit 99.1 FANGDD ANNOUNCES US$2.5 MILLION REGISTERED DIRECT OFFERING OF CLASS A ORDINARY SHARES SHENZHEN, China, October 1, 2024 (GLOBE NEWSWIRE) - Fangdd Network Group Ltd. (Nasdaq: DUO) (“FangDD” or the “Company”), a customer-oriented property technology company in China, today announced that it has entered into a securities purchase agreement with certain investors (the “Purchase Agreement”)

October 1, 2024 EX-1.1

PLACEMENT AGENCY AGREEMENT

Exhibit 1.1 PLACEMENT AGENCY AGREEMENT MM Global Securities, Inc. 575 Lexington Ave, Unit 12-111 New York, NY 10022 October 1, 2024 Ladies and Gentlemen: This letter (this “Agreement”) constitutes the agreement between Fangdd Network Group Ltd., a Cayman Islands exempted company (the “Company”) and MM Global Securities, Inc. (“MM Global”) pursuant to which MM Global shall serve as the placement ag

October 1, 2024 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of October 2024 Commission file number: 001-39

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of October 2024 Commission file number: 001-39109 Fangdd Network Group Ltd. Room 1501, Shangmei Technology Building No. 15 Dachong Road Nanshan District, Shenzhen, 518072 People’s Republic of Chin

October 1, 2024 EX-10.1

SECURITIES PURCHASE AGREEMENT

Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of October 1, 2024, between Fangdd Network Group Ltd., a Cayman Islands exempted company (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”). WHEREAS, subject to the terms

October 1, 2024 424B5

Fangdd Network Group Ltd. US$2,500,000 Class A Ordinary Shares

Filed Pursuant to Rule 424(b)(5) Registration No. 333-267397 PROSPECTUS SUPPLEMENT (To Prospectus Dated September 29, 2022) Fangdd Network Group Ltd. US$2,500,000 Class A Ordinary Shares We entered into a securities purchase agreement, dated October 1, 2024, with certain investors relating to the sale of 1,612,902 Class A ordinary shares, par value US$0.0005625 per share, of Fangdd Network Group L

September 30, 2024 EX-99.2

DESCRIPTION OF SHARE CAPITAL

Exhibit 99.2 DESCRIPTION OF SHARE CAPITAL General We are a Cayman Islands company and our affairs are governed by our sixth amended and restated memorandum and articles of association, or our memorandum and articles of association, and the Companies Act (As Revised) of the Cayman Islands, which we refer to as the Companies Act below. As of the effective date of our memorandum and articles of assoc

September 30, 2024 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2024 Commission file number: 001-

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2024 Commission file number: 001-39109 Fangdd Network Group Ltd. Room 1501, Shangmei Technology Building No. 15 Dachong Road Nanshan District, Shenzhen, 518072 People’s Republic of Ch

September 30, 2024 EX-99.1

THE COMPANIES ACT (AS REVISED) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES SIXTH AMENDED AND RESTATED MEMORANDUM OF ASSOCIATION FANGDD NETWORK GROUP LTD. (Adopted by a Special Resolution passed on 11 July 2024 and effective on 12 August 2024)

Exhibit 99.1 THE COMPANIES ACT (AS REVISED) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES SIXTH AMENDED AND RESTATED MEMORANDUM OF ASSOCIATION OF FANGDD NETWORK GROUP LTD. (Adopted by a Special Resolution passed on 11 July 2024 and effective on 12 August 2024) 1. The name of the Company is Fangdd Network Group Ltd. 2. The Registered Office of the Company will be situated at Maples Corporate Serv

September 30, 2024 8-A12B/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 AMENDMENT NO. 1 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 Fangdd Network Group Ltd. (Exact

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 AMENDMENT NO.

September 27, 2024 EX-99.1

FANGDD NETWORK GROUP LTD. INDEX TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Exhibit 99.1 FANGDD NETWORK GROUP LTD. INDEX TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS CONTENTS PAGE(S) UNAUDITED INTERIM CONDENSED CONSOLIDATED BALANCE SHEETS AS OF DECEMBER 31, 2023 AND JUNE 30, 2024 F-2 – F-3 UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME FOR THE SIX MONTHS ENDED JUNE 30, 2023 AND 2024 F-4 UNAUDITED INTERIM COND

September 27, 2024 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2024 Commission file number: 001-

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2024 Commission file number: 001-39109 Fangdd Network Group Ltd. Room 1501, Shangmei Technology Building No. 15 Dachong Road Nanshan District, Shenzhen, 518072 People’s Republic of Ch

September 18, 2024 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2024 Commission file number: 001-

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2024 Commission file number: 001-39109 Fangdd Network Group Ltd. Room 1501, Shangmei Technology Building No. 15 Dachong Road Nanshan District, Shenzhen, 518072 People’s Republic of Ch

September 18, 2024 EX-99.1

FANGDD ANNOUNCES EFFECTIVE DATE FOR ITS SUBSTITUTION LISTING PLAN

Exhibit 99.1 FANGDD ANNOUNCES EFFECTIVE DATE FOR ITS SUBSTITUTION LISTING PLAN SHENZHEN, China, September 18, 2024 (GLOBE NEWSWIRE) - Fangdd Network Group Ltd. (Nasdaq: DUO) (“FangDD” or the “Company”) today announced the effective date of its substitution listing plan. As previously announced, the Company and The Bank of New York Mellon (the “Depositary”), acting as the depositary for the Company

September 13, 2024 EX-12.1

Certification by the Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

Exhibit 12.1 Certification by the Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Xi Zeng, certify that: 1. I have reviewed this annual report on Form 20-F/A of Fangdd Network Group Ltd. (the “Company”); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the state

September 13, 2024 20-F/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F/A (Amendment No. 1) (Mark One) ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 ☒ ANNUAL REPORT PURSUANT TO SECTION 13

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F/A (Amendment No. 1) (Mark One) ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)

September 13, 2024 EX-12.2

Certification by the Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

Exhibit 12.2 Certification by the Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Shuiying Chen, certify that: 1. I have reviewed this annual report on Form 20-F/A of Fangdd Network Group Ltd. (the “Company”); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the

September 4, 2024 EX-99.1

FANGDD ANNOUNCES FURTHER UPDATES ON ITS SUBSTITUTION LISTING PLAN

Exhibit 99.1 FANGDD ANNOUNCES FURTHER UPDATES ON ITS SUBSTITUTION LISTING PLAN SHENZHEN, China, September 4, 2024 (GLOBE NEWSWIRE) - Fangdd Network Group Ltd. (Nasdaq: DUO) (“FangDD” or the “Company”) today announced further updates on its substitution listing plan. As previously announced on June 3 and July 31, 2024, the Company intends to terminate its existing American depositary receipts facil

September 4, 2024 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2024 Commission file number: 001-

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2024 Commission file number: 001-39109 Fangdd Network Group Ltd. Room 1501, Shangmei Technology Building No. 15 Dachong Road Nanshan District, Shenzhen, 518072 People’s Republic of Ch

September 3, 2024 CORRESP

* * *

Fangdd Network Group Ltd. Room 1501, Shangmei Technology Building No. 15 Dachong Road Nanshan District, Shenzen, 518072 People’s Republic of China September 3, 2024 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance Office of Real Estate & Construction 100 F Street, N.E. Washington, D.C. 20549 Attn: Mr. Ameen Hamady Ms. Shannon Menjivar Ms. Pearlyne Paulemon Ms. Brig

August 30, 2024 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2024 Commission file number: 001-391

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2024 Commission file number: 001-39109 Fangdd Network Group Ltd. Room 1501, Shangmei Technology Building No. 15 Dachong Road Nanshan District, Shenzhen, 518072 People’s Republic of China

August 30, 2024 EX-99.1

FangDD Reports First Half 2024 Unaudited Financial Results

Exhibit 99.1 FangDD Reports First Half 2024 Unaudited Financial Results Shenzhen, China, August 30, 2024 (GlobeNewswire) - Fangdd Network Group Ltd. (NASDAQ: DUO) (“FangDD” or “the Company”), a customer-oriented property technology company in China, today announced its unaudited financial results for the six months ended June 30, 2024. First Half 2024 Financial Highlights ● Revenue for the six mon

July 31, 2024 EX-99.1

FANGDD ANNOUNCES UPDATES ON ITS SUBSTITUTION LISTING PLAN

Exhibit 99.1 FANGDD ANNOUNCES UPDATES ON ITS SUBSTITUTION LISTING PLAN SHENZHEN, China, July 31, 2024 (GLOBE NEWSWIRE) - Fangdd Network Group Ltd. (Nasdaq: DUO) (“FangDD” or the “Company”) today announced updates on its substitution listing plan. As previously announced on June 3, 2024, the Company intends to terminate the Company’s existing American depositary receipts (the “ADR”) facility on or

July 31, 2024 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of July 2024 Commission file number: 001-39109

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of July 2024 Commission file number: 001-39109 Fangdd Network Group Ltd. Room 1501, Shangmei Technology Building No. 15 Dachong Road Nanshan District, Shenzhen, 518072 People’s Republic of China P

July 11, 2024 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of July 2024 Commission file number: 001-39109

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of July 2024 Commission file number: 001-39109 Fangdd Network Group Ltd. Room 1501, Shangmei Technology Building No. 15 Dachong Road Nanshan District, Shenzhen, 518072 People’s Republic of China P

June 24, 2024 EX-10.1

PATENT PURCHASE AGREEMENT

Exhibit 10.1 PATENT PURCHASE AGREEMENT THIS PATENT PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of June 21, 2024, by and between , a company incorporated in the British Virgin Islands (“Seller”), and Fangdd Network Group Ltd., a company incorporated in the Cayman Islands (“Buyer”). Seller and Buyer are each referred to herein as a “Party” and collectively as the “Parties” to t

June 24, 2024 EX-99.1

FANGDD EXPANDS INTO REAL ESTATE MANAGEMENT BUSINESS WITH US$35 MILLION PATENT ACQUISITION

Exhibit 99.1 FANGDD EXPANDS INTO REAL ESTATE MANAGEMENT BUSINESS WITH US$35 MILLION PATENT ACQUISITION SHENZHEN, China, June 24, 2024 (GLOBE NEWSWIRE) - Fangdd Network Group Ltd. (Nasdaq: DUO) (“FangDD” or the “Company”) today announced that it had entered into an agreement to purchase certain patents relating to cloud computer technology in China. The transaction is part of the Company’s strategy

June 24, 2024 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2024 Commission file number: 001-39109

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2024 Commission file number: 001-39109 Fangdd Network Group Ltd. Room 4106, Building 12B1 Shenzhen Bay Ecological Technology Park Nanshan District, Shenzhen, 518063 People’s Republic of Ch

June 13, 2024 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2024 Commission file number: 001-39109

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2024 Commission file number: 001-39109 Fangdd Network Group Ltd. Room 4106, Building 12B1 Shenzhen Bay Ecological Technology Park Nanshan District, Shenzhen, 518063 People’s Republic of Ch

June 12, 2024 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2024 Commission file number: 001-39109

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2024 Commission file number: 001-39109 Fangdd Network Group Ltd. Room 4106, Building 12B1 Shenzhen Bay Ecological Technology Park Nanshan District, Shenzhen, 518063 People’s Republic of Ch

June 12, 2024 EX-99.1

FangDD Announces Board and Committee Changes

Exhibit 99.1 FangDD Announces Board and Committee Changes SHENZHEN, China, June 12, 2024 (GLOBE NEWSWIRE) - Fangdd Network Group Ltd. (Nasdaq: DUO) (“FangDD” or the “Company”), a customer-oriented property technology company in China, today announced that the Company’s board of directors (the “Board”) has appointed Mr. Jun Luo as (i) a director of the Company, (ii) the chairman of the Nominating a

June 3, 2024 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2024 Commission file number: 001-39109

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2024 Commission file number: 001-39109 Fangdd Network Group Ltd. Room 4106, Building 12B1 Shenzhen Bay Ecological Technology Park Nanshan District, Shenzhen, 518063 People’s Republic of Ch

June 3, 2024 EX-99.1

FANGDD ANNOUNCES TERMINATION PLAN FOR ITS ADR FACILITY, AND THE PLAN TO HOLD AN EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS

Exhibit 99.1 FANGDD ANNOUNCES TERMINATION PLAN FOR ITS ADR FACILITY, AND THE PLAN TO HOLD AN EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS SHENZHEN, China, June 3, 2024 (GLOBE NEWSWIRE) — Fangdd Network Group Ltd. (Nasdaq: DUO) (“FangDD” or the “Company”) today announced that the Company and The Bank of New York Mellon intend to terminate the Deposit Agreement, dated October 31, 2019, among FangDD

June 3, 2024 EX-99.3

FANGDD NETWORK GROUP LTD. An exempted company with limited liability incorporated in the Cayman Islands (Nasdaq: DUO)

Exhibit 99.3 FANGDD NETWORK GROUP LTD. An exempted company with limited liability incorporated in the Cayman Islands (Nasdaq: DUO) FORM OF PROXY FOR EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS To Be Held on July 11, 2024 (or any adjournment(s) or postponement(s) thereof) Introduction This form of proxy (the “Form of Proxy”) is furnished in connection with the solicitation by the board of directo

June 3, 2024 EX-99.2

FANGDD NETWORK GROUP LTD. An exempted company with limited liability incorporated in the Cayman Islands (Nasdaq: DUO)

Exhibit 99.2 FANGDD NETWORK GROUP LTD. An exempted company with limited liability incorporated in the Cayman Islands (Nasdaq: DUO) NOTICE OF EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS To Be Held on July 11, 2024 NOTICE IS HEREBY GIVEN, THAT the extraordinary general meeting (the “EGM”) of Fangdd Network Group Ltd. (the “Company”) will be held at Room 4106, Building 12B1, Shenzhen Bay Ecological

June 3, 2024 EX-99.4

Exhibit 99.4

Exhibit 99.4 Extraordinary General Meeting of Fangdd Network Group Ltd. Date: July 11, 2024 See Voting Instruction On Reverse Side. Please make your marks like this: Use pen only For Against Abstain AS AN ORDINARY RESOLUTION, THAT immediately after the termination of the deposit agreement, dated October 31, 2019, among the Company, The Bank of New York Mellon and owners and holders of the Company’

April 19, 2024 20-F

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F (Mark One)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F (Mark One) ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES E

April 19, 2024 EX-12.1

Certification by the Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

Exhibit 12.1 Certification by the Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Xi Zeng, certify that: 1. I have reviewed this annual report on Form 20-F of Fangdd Network Group Ltd. (the “Company”); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the stateme

April 19, 2024 EX-15.1

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Exhibit 15.1 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in the Registration Statements on Form S-8 (No.333-237506) and Form F-3 (No.333-267397) of Fangdd Network Group Ltd. of our report dated April 19, 2024 relating to the consolidated financial statements, which appears in this Form 20-F. /s/ Audit Alliance LLP Audit Alliance LLP

April 19, 2024 EX-13.2

Certification by the Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

Exhibit 13.2 Certification by the Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of Fangdd Network Group Ltd. (the “Company”) on Form 20-F for the year ended December 31, 2023 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Shuiying Chen, Financial Controller of the Company, certi

April 19, 2024 EX-2.7

Description of Rights of Securities Registered under Section 12 of the Securities Exchange Act of 1934

Exhibit 2.7 Description of Rights of Securities Registered under Section 12 of the Securities Exchange Act of 1934 American depositary shares (“ADSs”), each representing 5,625 Class A ordinary shares of Fangdd Network Group Ltd. (“our company”), are listed on the Nasdaq Global Market and the shares are registered under Section 12(b) of the Exchange Act. This exhibit contains a description of the r

April 19, 2024 EX-12.2

Certification by the Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

Exhibit 12.2 Certification by the Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Shuiying Chen, certify that: 1. I have reviewed this annual report on Form 20-F of Fangdd Network Group Ltd. (the “Company”); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the s

April 19, 2024 EX-97.1

Fangdd Network Group Ltd. Incentive Compensation Recoupment Policy

Exhibit 97.1 Fangdd Network Group Ltd. Incentive Compensation Recoupment Policy 1. Introduction The Board of Directors (the “Board”) of Fangdd Network Group Ltd., a company incorporated in the Cayman Islands (the “Company”), has determined that it is in the best interests of the Company and its shareholders to adopt this Incentive Compensation Recoupment Policy (this “Policy”) providing for the Co

April 19, 2024 EX-13.1

Certification by the Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

Exhibit 13.1 Certification by the Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of Fangdd Network Group Ltd. (the “Company”) on Form 20-F for the year ended December 31, 2023 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Xi Zeng, Chief Executive Officer of the Company, certify,

April 19, 2024 EX-15.2

Global Law Office

Exhibit 15.2 Global Law Office April 19, 2024 Fangdd Network Group Ltd. Room 4106, Building 12B1 Shenzhen Bay Ecological Technology Park Nanshan District, Shenzhen, 518063 People’s Republic of China Dear Sirs, We hereby consent to references to our name under the heading “Item 4.C. Information on the Company—Organizational Structure—Contractual Arrangements with the VIE and its Shareholders” in th

March 12, 2024 EX-99.1

Fangdd unveils 2024 strategic layout, aims to enter the real estate stock asset services sector

Exhibit 99.1 Fangdd unveils 2024 strategic layout, aims to enter the real estate stock asset services sector SHENZHEN, China, March 08, 2024 (GLOBE NEWSWIRE) - Due to urbanization slowdown and per capita housing saturation in China, the traditional real estate industry is constantly shrinking in development scale, and the Chinese real estate market is gradually shifting from an “incremental market

March 12, 2024 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2024 Commission file number: 001-3910

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2024 Commission file number: 001-39109 Fangdd Network Group Ltd. Room 4106, Building 12B1 Shenzhen Bay Ecological Technology Park Nanshan District, Shenzhen, 518063 People’s Republic of C

February 9, 2024 SC 13G/A

US30712L3078 / FANGDD NETWORK GROUP LTD ADR / Zeng Liqing - AMENDMENT NO. 1 TO SCHEDULE 13G Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2 Under the Securities Exchange Act of 1934 (Amendment No. 1)* Fangdd Network Group Ltd. (Name of Issuer) Class A ordinary shares, $0.0000001 par value per share (Title of Clas

February 8, 2024 EX-99.1

Joint Filing Agreement

EX-99.1 2 ea193151ex99-1fangdd.htm JOINT FILING AGREEMENT Exhibit 99.1 Joint Filing Agreement In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Persons (as such term is defined in the Schedule 13G referred to below) on behalf of each of them of a statement on Schedule 13G (in

February 8, 2024 SC 13G/A

US30712L3078 / FANGDD NETWORK GROUP LTD ADR / Duan Yi - AMENDMENT NO. 2 TO SCHEDULE 13G Passive Investment

SC 13G/A 1 ea193151-13ga2duanfangdd.htm AMENDMENT NO. 2 TO SCHEDULE 13G SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2 Under the Securities Exchange Act of 1934 (Amendment No. 2)* Fangdd Network Group Ltd. (Name of Issuer

December 15, 2023 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2023 Commission file number: 001-3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2023 Commission file number: 001-39109 Fangdd Network Group Ltd. Room 4106, Building 12B1 Shenzhen Bay Ecological Technology Park Nanshan District, Shenzhen, 518067 People’s Republic o

December 15, 2023 EX-99.1

FangDD Receives Nasdaq Notice Regarding Minimum Bid Price Requirement

Exhibit 99.1 FangDD Receives Nasdaq Notice Regarding Minimum Bid Price Requirement SHENZHEN, China, December 14, 2023 (GLOBE NEWSWIRE) - Fangdd Network Group Ltd. (Nasdaq: DUO) (“FangDD” or the “Company”) today announced that it has received a written notification from The Nasdaq Stock Market LLC (“Nasdaq”) dated December 13, 2023, notifying that the Company is currently not in compliance with the

November 29, 2023 EX-99.4

[***] = Certain confidential information contained in this document, marked by brackets, has been omitted because Fangdd Network Group Ltd. has determined it is not material and would be competitively harmful if publicly disclosed. Supplementary Agre

Exhibit 99.4 [***] = Certain confidential information contained in this document, marked by brackets, has been omitted because Fangdd Network Group Ltd. has determined it is not material and would be competitively harmful if publicly disclosed. Supplementary Agreement to the Purchase Option Agreement among Shenzhen Fangdd Information Technology Co., Ltd. (as the Purchase Right Obligee) and Xi Zeng

November 29, 2023 EX-99.3

[***] = Certain confidential information contained in this document, marked by brackets, has been omitted because Fangdd Network Group Ltd. has determined it is not material and would be competitively harmful if publicly disclosed. Equity Interest Pl

Exhibit 99.3 [***] = Certain confidential information contained in this document, marked by brackets, has been omitted because Fangdd Network Group Ltd. has determined it is not material and would be competitively harmful if publicly disclosed. Equity Interest Pledge Agreement Among Shenzhen Fangdd Information Technology Co., Ltd., (Pledgee) Xi Zeng (Pledgor) And Shenzhen Fangdd Network Technology

November 29, 2023 EX-99.1

[***] = Certain confidential information contained in this document, marked by brackets, has been omitted because Fangdd Network Group Ltd. has determined it is not material and would be competitively harmful if publicly disclosed.

Exhibit 99.1 [***] = Certain confidential information contained in this document, marked by brackets, has been omitted because Fangdd Network Group Ltd. has determined it is not material and would be competitively harmful if publicly disclosed. Supplementary Agreement to the Business Operation Agreement This Supplementary Agreement to the Business Operation Agreement (this “Agreement”) is made and

November 29, 2023 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2023 Commission file number: 001-3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2023 Commission file number: 001-39109 Fangdd Network Group Ltd. Room 4106, Building 12B1 Shenzhen Bay Ecological Technology Park Nanshan District, Shenzhen, 518067 People’s Republic o

November 29, 2023 EX-99.2

[***] = Certain confidential information contained in this document, marked by brackets, has been omitted because Fangdd Network Group Ltd. has determined it is not material and would be competitively harmful if publicly disclosed. Power of Attorney

Exhibit 99.2 [***] = Certain confidential information contained in this document, marked by brackets, has been omitted because Fangdd Network Group Ltd. has determined it is not material and would be competitively harmful if publicly disclosed. Power of Attorney I, Yi Duan, a citizen of the People’s Republic of China (PRC) with the ID Card No. [***] , hold 31.95% of the equities of Shenzhen Fangdd

November 2, 2023 EX-99.1

FANGDD ANNOUNCES MANAGEMENT AND BOARD CHANGES

Exhibit 99.1 FANGDD ANNOUNCES MANAGEMENT AND BOARD CHANGES SHENZHEN, China, November 2, 2023 (GLOBE NEWSWIRE) - Fangdd Network Group Ltd. (Nasdaq: DUO) (“FangDD” or the “Company”), a customer-oriented property technology company in China, today announced the resignation of Ms. Li Xiao as a member of the Company’s board of directors (the “Board”) and Vice President of the Company, effective Novembe

November 2, 2023 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2023 Commission file number: 001-3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2023 Commission file number: 001-39109 Fangdd Network Group Ltd. Room 4106, Building 12B1 Shenzhen Bay Ecological Technology Park Nanshan District, Shenzhen, 518067 People’s Republic o

September 29, 2023 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2023 Commission file number: 001-

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2023 Commission file number: 001-39109 Fangdd Network Group Ltd. Room 4106, Building 12B1 Shenzhen Bay Ecological Technology Park Nanshan District, Shenzhen, 518067 People’s Republic

September 29, 2023 EX-99.1

FANGDD NETWORK GROUP LTD. INDEX TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Table of Contents FANGDD NETWORK GROUP LTD. INDEX TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS CONTENTS PAGE(S) UNAUDITED INTERIM CONDENSED CONSOLIDATED BALANCE SHEETS AS OF DECEMBER 31, 2022 AND JUNE 30, 2023 F-2 – F-3 UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME FOR THE SIX MONTHS ENDED JUNE 30, 2022 AND 2023 F-4 UNAUDITED INTERIM CONDENS

September 15, 2023 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2023 Commission file number: 001-

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2023 Commission file number: 001-39109 Fangdd Network Group Ltd. Room 4106, Building 12B1 Shenzhen Bay Ecological Technology Park Nanshan District, Shenzhen, 518067 People’s Republic

August 25, 2023 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2023 Commission file number: 001-391

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2023 Commission file number: 001-39109 Fangdd Network Group Ltd. Room 4106, Building 12B1 Shenzhen Bay Ecological Technology Park Nanshan District, Shenzhen, 518067 People’s Republic of

August 25, 2023 EX-99.1

FangDD Reports First Half 2023 Unaudited Financial Results

Exhibit 99.1 FangDD Reports First Half 2023 Unaudited Financial Results Shenzhen, China, August 25, 2023 (GlobeNewswire) - Fangdd Network Group Ltd. (NASDAQ: DUO) (“FangDD” or “the Company”), a customer-oriented property technology company in China, today announced its unaudited financial results for the six months ended June 30, 2023. First Half 2023 Financial Highlights · Revenue for the six mon

August 21, 2023 EX-99.1

FangDD Regains Compliance with Nasdaq Minimum Bid Price Requirement

Exhibit 99.1 FangDD Regains Compliance with Nasdaq Minimum Bid Price Requirement SHENZHEN, China, August 21, 2023 (GLOBE NEWSWIRE) - Fangdd Network Group Ltd. (“FangDD” or the “Company”) (Nasdaq: DUO) today announced that the Company had received a notification letter (“Compliance Notice”) from the Nasdaq Stock Market LLC (“Nasdaq”), dated August 18, 2023, indicating that the Company has regained

August 21, 2023 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2023 Commission file number: 001-391

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2023 Commission file number: 001-39109 Fangdd Network Group Ltd. Room 4106, Building 12B1 Shenzhen Bay Ecological Technology Park Nanshan District, Shenzhen, 518067 People’s Republic of

August 3, 2023 CORRESP

* * *

Fangdd Network Group Ltd. Room 4106, Building 12B1 Shenzhen Bay Ecological Technology Park Nanshan District, Shenzhen, 518067 People’s Republic of China August 3, 2022 VIA EDGAR Mr. Kyle Wiley Ms. Jennifer Thompson Division of Corporation Finance Office of Real Estate & Construction U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Fangdd Network Group Ltd. (the

August 2, 2023 EX-99.3

3053446 v3 FANGDD NETWORK GROUP LTD. An exempted company with limited liability incorporated in the Cayman Islands (Nasdaq: DUO) FORM OF PROXY FOR EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS to be held at Room 4106, Building 12B1, Shenzhen Bay Ecol

Exhibit 99.3 3053446 v3 FANGDD NETWORK GROUP LTD. An exempted company with limited liability incorporated in the Cayman Islands (Nasdaq: DUO) FORM OF PROXY FOR EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS To Be Held on September 15, 2023 (or any adjournment(s) or postponement(s) thereof) Introduction This form of proxy (the “Form of Proxy”) is furnished in connection with the solicitation by the

August 2, 2023 EX-99.4

21066 Fangdd VIF Proof 3 Fangdd Network Group Ltd. Instructions to The Bank of New York Mellon, as Depositary (Must be received prior to 12:00 PM Eastern Time on September 7, 2023) The undersigned registered holder of American Depositary Receipts her

Exhibit 99.4 21066 Fangdd VIF Proof 3 Extraordinary General Meeting of Date: Fangdd Network Group Ltd. September 15, 2023 See Voting Instruction On Reverse Side. • Mark, sign and date your Voting Instruction Form. • Detach your Voting Instruction Form. • Return your Voting Instruction Form in the postage-paid envelope provided. MAIL Please Sign Here Please Date Above Please Sign Here Please Date A

August 2, 2023 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2023 Commission file number: 001-391

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2023 Commission file number: 001-39109 Fangdd Network Group Ltd. Room 4106, Building 12B1 Shenzhen Bay Ecological Technology Park Nanshan District, Shenzhen, 518067 People’s Republic of

August 2, 2023 EX-99.1

FANGDD TO HOLD AN EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS ON SEPTEMBER 15, 2023

Exhibit 99.1 FANGDD TO HOLD AN EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS ON SEPTEMBER 15, 2023 SHENZHEN, China, August 2, 2023 (GLOBE NEWSWIRE) - Fangdd Network Group Ltd. (Nasdaq: DUO) (“FangDD” or the “Company”), a leading property technology company in China, today announced that it will hold an extraordinary general meeting (the “EGM”) of shareholders at Room 4106, Building 12B1, Shenzhen

August 2, 2023 EX-99.2

FANGDD NETWORK GROUP LTD. An exempted company with limited liability incorporated in the Cayman Islands (Nasdaq: DUO) NOTICE OF EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS To Be Held on September 15, 2023

Exhibit 99.2 FANGDD NETWORK GROUP LTD. An exempted company with limited liability incorporated in the Cayman Islands (Nasdaq: DUO) NOTICE OF EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS To Be Held on September 15, 2023 NOTICE IS HEREBY GIVEN, THAT an extraordinary general meeting (the “EGM”) of Fangdd Network Group Ltd. (the “Company”) will be held at Room 4106, Building 12B1, Shenzhen Bay Ecolog

July 24, 2023 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of July 2023 Commission file number: 001-39109

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of July 2023 Commission file number: 001-39109 Fangdd Network Group Ltd. Room 4106, Building 12B1 Shenzhen Bay Ecological Technology Park Nanshan District, Shenzhen, 518067 People’s Republic of Ch

July 24, 2023 EX-99.1

FangDD Announces Plan to Implement ADS Ratio Change

Exhibit 99.1 FangDD Announces Plan to Implement ADS Ratio Change SHENZHEN, China, July 24, 2023 (GLOBE NEWSWIRE) - Fangdd Network Group Ltd. (NASDAQ: DUO) (“FangDD” or “the Company”), a customer-oriented PropTech company in China, today announced that it will change the ratio of the American depositary shares (“ADSs”) representing its Class A ordinary shares from one (1) ADS representing three hun

July 21, 2023 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of July 2023 Commission file number: 001-39109

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of July 2023 Commission file number: 001-39109 Fangdd Network Group Ltd. Room 4106, Building 12B1 Shenzhen Bay Ecological Technology Park Nanshan District, Shenzhen, 518067 People’s Republic of Ch

July 21, 2023 EX-99.1

SHARE SUBSCRIPTION AGREEMENT

Exhibit 99.1 SHARE SUBSCRIPTION AGREEMENT This Share Subscription Agreement (this “Agreement”) is made as of July 21, 2023, by and between Fangdd Network Group Ltd., an exempted company incorporated in the Cayman Islands (the “Company”) and Zx International Ltd (the “Subscriber”), a company incorporated in British Virgin Islands and controlled by Mr. Xi Zeng, the chairman of the board of directors

July 18, 2023 EX-99.1

FANGDD ANNOUNCES US$8.0 MILLION REGISTERED DIRECT OFFERING

Exhibit 99.1 FANGDD ANNOUNCES US$8.0 MILLION REGISTERED DIRECT OFFERING SHENZHEN, China, July 17, 2023 (GLOBE NEWSWIRE) - Fangdd Network Group Ltd. (Nasdaq: DUO) (“FangDD” or the “Company”), a customer-oriented PropTech company in China, today announced that it has entered into a securities purchase agreement (the “Purchase Agreement”) with certain investors for the issuance and sale by the Compan

July 18, 2023 424B5

Fangdd Network Group Ltd. 11,428,565 American Depositary Shares Warrants to Purchase up to 39,999,978 American Depositary Shares Representing up to 19,285,703,625 Class A ordinary shares

TABLE OF CONTENTS  Filed Pursuant to Rule 424(b)(5)  Registration No. 333-267397 PROSPECTUS SUPPLEMENT (To Prospectus Dated September 29, 2022) Fangdd Network Group Ltd. 11,428,565 American Depositary Shares Warrants to Purchase up to 39,999,978 American Depositary Shares Representing up to 19,285,703,625 Class A ordinary shares We are offering to certain investors (i) an aggregate of 11,428,565 A

July 18, 2023 EX-4.9

RESET WARRANT TO PURCHASE AMERICAN DEPOSITARY SHARES fangdd network group ltd.

Exhibit 4.9 EXHIBIT B RESET WARRANT TO PURCHASE AMERICAN DEPOSITARY SHARES fangdd network group ltd. Warrant ADSs: 1 Original Issuance Date: July , 2023 THIS RESET WARRANT TO PURCHASE AMERICAN DEPOSITARY SHARES (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set f

July 18, 2023 EX-10.1

SECURITIES PURCHASE AGREEMENT

Exhibit 10.1 Execution Version SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of July 17, 2023, between Fangdd Network Group Ltd., a Cayman Islands company (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”). WHEREAS, subject to th

July 18, 2023 EX-1.1

[The remainder of this page has been intentionally left blank.]

Exhibit 1.1 July 17, 2023 Mr. Xi Zeng Chairman & CEO Fangdd Network Group Ltd. Room 4106, Building 12B1, Shenzhen Bay Ecological Technology Park Nanshan District, Shenzhen, 518057 People’s Republic of China Dear Mr. Zeng: This letter (the “Agreement”) constitutes the agreement between Maxim Group LLC (“Maxim” or the “Placement Agent”) and Fangdd Network Group Ltd., a Cayman Islands exempted compan

July 18, 2023 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of July 2023 Commission file number: 001-39109

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of July 2023 Commission file number: 001-39109 Fangdd Network Group Ltd. Room 4106, Building 12B1 Shenzhen Bay Ecological Technology Park Nanshan District, Shenzhen, 518067 People’s Republic of Ch

July 18, 2023 EX-10.2

FANGDD NETWORK GROUP LTD. COMPUTERSHARE INC. and COMPUTERSHARE TRUST COMPANY, N.A., Warrant Agent Warrant Agency Agreement Dated as of July ____, 2023 WARRANT AGENCY AGREEMENT

Exhibit 10.2 FANGDD NETWORK GROUP LTD. and COMPUTERSHARE INC. and COMPUTERSHARE TRUST COMPANY, N.A., as Warrant Agent Warrant Agency Agreement Dated as of July , 2023 WARRANT AGENCY AGREEMENT WARRANT AGENCY AGREEMENT, dated as of July , 2023 (“Agreement”), between Fangdd Network Group Ltd., a Cayman Islands company (the “Company”), and Computershare Inc., a Delaware corporation (“Computershare”),

July 18, 2023 EX-4.6

WARRANT TO PURCHASE AMERICAN DEPOSITARY SHARES fangdd network group ltd.

Exhibit 4.6      EXHIBIT A WARRANT TO PURCHASE AMERICAN DEPOSITARY SHARES fangdd network group ltd. Warrant ADSs:     Original Issuance Date: July , 2023 THIS WARRANT TO PURCHASE AMERICAN DEPOSITARY SHARES (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth,

June 23, 2023 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2023 Commission file number: 001-39109

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2023 Commission file number: 001-39109 Fangdd Network Group Ltd. Room 602, Unit B4, Kexing Science Park 15 Keyuan Road, Technology Park Nanshan District, Shenzhen, 518057 People’s Republic

June 23, 2023 EX-99.1

FangDD Receives Nasdaq Notice Regarding Minimum Bid Price Requirements

Exhibit 99.1 FangDD Receives Nasdaq Notice Regarding Minimum Bid Price Requirements SHENZHEN, China, June 23, 2023 (GLOBE NEWSWIRE) - Fangdd Network Group Ltd. (Nasdaq: DUO) (“FangDD” or the “Company”) today announced that it has received a written notification from The Nasdaq Stock Market LLC (“Nasdaq”) dated June 22, 2023, notifying that the Company is currently not in compliance with the minimu

April 21, 2023 SC 13D/A

DUO / Fangdd Network Group Ltd - ADR / Zeng Xi - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* Fangdd Network Group Ltd. (Name of Issuer) Class A Ordinary Shares, Par Value US$0.0000001 Per Share (Title of Class of Securities) 30712L 109(1) (CUSIP Number) Xi Zeng Room 602, Unit B4, Kexing Science Park 15 Keyuan Road, Technology Park Nanshan Distri

April 19, 2023 EX-12.1

Certification by Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

Exhibit 12.1 Certification by the Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Xi Zeng, certify that: 1. I have reviewed this annual report on Form 20-F of Fangdd Network Group Ltd. (the “Company”); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the stateme

April 19, 2023 EX-16.1

Letter from KPMG Huazhen LLP to the Securities and Exchange Commission

Exhibit 16.1 April 19, 2023 Securities and Exchange Commission Washington, D.C. 20549 Ladies and Gentlemen: We were previously principal accountants for Fangdd Network Group Ltd (the “Company”) and, under the date of April 22, 2022, we reported on the consolidated financial statements of the Company as of and for the years ended December 31, 2020 and 2021. On July 25, 2022, we were dismissed. We h

April 19, 2023 EX-2.7

Description of Securities

Exhibit 2.7 Description of Rights of Securities Registered under Section 12 of the Securities Exchange Act of 1934 American depositary shares (“ADSs”), each representing 375 Class A ordinary shares of Fangdd Network Group Ltd. (“our company”) are listed on the Nasdaq Global Market and the shares are registered under Section 12(b) of the Exchange Act. This exhibit contains a description of the righ

April 19, 2023 EX-15.1

Consent of KPMG Huazhen LLP, Independent Registered Public Accounting Firm

Exhibit 15.1 Consent of Independent Registered Public Accounting Firm We consent to the incorporation by reference in the registration statement (No. 333-267397) on Form F-3 of Fangdd Network Group Ltd. (“the Company”) and the registration statement (No. 333-237506) on Form S-8 of the Company of our report dated April 22, 2022, with respect to the consolidated financial statements of the Company,

April 19, 2023 EX-15.4

Submission under Item 16I(a) of Form 20-F in relation to the Holding Foreign Companies Accountable Act

Exhibit 15.4 April 19, 2023 VIA EDGAR Division of Corporate Finance U.S. Securities & Exchange Commission 100 F. Street, NE Washington, D.C. 20549 Re: Fangdd Network Group Ltd. Submission under Item 16I(a) of Form 20-F Dear Sir/Madam, In compliance with the Holding Foreign Companies Accountable Act (the “HFCAA”), Fangdd Network Group Ltd. (the “Company”) is submitting via EDGAR the following infor

April 19, 2023 EX-13.2

Certification by Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

Exhibit 13.2 Certification by the Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of Fangdd Network Group Ltd. (the “Company”) on Form 20-F for the year ended December 31, 2022 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Shuiying Chen, Financial Controller of the Company, certi

April 19, 2023 EX-12.2

Certification by Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

Exhibit 12.2 Certification by the Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Shuiying Chen, certify that: 1. I have reviewed this annual report on Form 20-F of Fangdd Network Group Ltd. (the “Company”); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the s

April 19, 2023 EX-15.3

Consent of Global Law Office

Exhibit 15.3 Global Law Office April 19, 2023 Fangdd Network Group Ltd. Room 602, Unit B4, Kexing Science Park 15 Keyuan Road, Technology Park Nanshan District, Shenzhen, 518057 People’s Republic of China Dear Sirs, We hereby consent to references to our name under the heading “Item 4.C. Information on the Company—Organizational Structure—Contractual Arrangements with the VIE and its Shareholders”

April 19, 2023 20-F

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F (Mark One) ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) O

April 19, 2023 EX-15.2

Consent of Audit Alliance LLP, Independent Registered Public Accounting Firm

Exhibit 15.2 Consent of Independent Registered Public Accounting Firm We consent to the incorporation by reference in the Registration Statement (No.333-237506) on Form S-8 and Registration Statement (No.333-267397) on Form F-3 of our report dated April 19, 2023, with respect to the consolidated financial statements of Fangdd Network Group Ltd. as of December 31, 2022 and for the year ended Decemb

April 19, 2023 EX-13.1

Certification by Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

Exhibit 13.1 Certification by the Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of Fangdd Network Group Ltd. (the “Company”) on Form 20-F for the year ended December 31, 2022 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Xi Zeng, Chief Executive Officer of the Company, certify,

March 27, 2023 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2023 Commission file number: 001-3910

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2023 Commission file number: 001-39109 Fangdd Network Group Ltd. Room 602, Unit B4, Kexing Science Park 15 Keyuan Road, Technology Park Nanshan District, Shenzhen, 518057 People’s Republi

March 27, 2023 EX-99.1

FANGDD REGAINS COMPLIANCE WITH NASDAQ MINIMUM MARKET VALUE REQUIREMENT

Exhibit 99.1 FANGDD REGAINS COMPLIANCE WITH NASDAQ MINIMUM MARKET VALUE REQUIREMENT SHENZHEN, China, March 27, 2023 (GLOBE NEWSWIRE) - Fangdd Network Group Ltd. (Nasdaq: DUO) (“FangDD” or the “Company”), a leading property technology company in China, today announced that it had received a notification letter from the Nasdaq Stock Market LLC (“Nasdaq”) dated March 24, 2023, indicating that the Com

March 16, 2023 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2023 Commission file number: 001-3910

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2023 Commission file number: 001-39109 Fangdd Network Group Ltd. Room 602, Unit B4, Kexing Science Park 15 Keyuan Road, Technology Park Nanshan District, Shenzhen, 518057 People’s Republi

March 16, 2023 EX-99.1

FangDD Reports Fourth Quarter and Full Year 2022 Unaudited Financial Results

Exhibit 99.1 FangDD Reports Fourth Quarter and Full Year 2022 Unaudited Financial Results Shenzhen, China, March 16, 2023 (GlobeNewswire) - Fangdd Network Group Ltd. (NASDAQ: DUO) (“FangDD” or “the Company”), a leading property technology company in China, today announced its unaudited financial results for the three months and the year ended December 31, 2022. Fourth Quarter 2022 Financial Highli

March 9, 2023 EX-99.1

NOTE CONVERSION AGREEMENT

Exhibit 99.1 NOTE CONVERSION AGREEMENT This NOTE CONVERSION AGREEMENT (this “Agreement”) is made as of March , 2023, by and between Fangdd Network Group Ltd., a Cayman Islands exempted company (the “Company”), and the holder of convertible promissory note issued by the Company as identified on the signature page hereto (the “Noteholder”). Capitalized terms in this Agreement but not defined herein

March 9, 2023 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2023 Commission file number: 001-3910

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2023 Commission file number: 001-39109 Fangdd Network Group Ltd. Room 602, Unit B4, Kexing Science Park 15 Keyuan Road, Technology Park Nanshan District, Shenzhen, 518057 People’s Republi

March 2, 2023 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2023 Commission file number: 001-3910

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2023 Commission file number: 001-39109 Fangdd Network Group Ltd. Room 602, Unit B4, Kexing Science Park 15 Keyuan Road, Technology Park Nanshan District, Shenzhen, 518057 People’s Republi

March 2, 2023 EX-99.2

Securities Purchase Agreement

Exhibit 99.2 Securities Purchase Agreement This Securities Purchase Agreement (this “Agreement”) is dated as of March, 2023 between Fangdd Network Group Ltd., a Cayman Islands exempted company (the “Company”), and the purchaser identified on the signature page hereto (including its successors and assigns, the “Purchaser”). WHEREAS, subject to the terms and conditions set forth in this Agreement an

March 2, 2023 EX-99.1

FANGDD ANNOUNCES US$620,800 REGISTERED DIRECT OFFERING OF AMERICAN DEPOSITARY SHARES

Exhibit 99.1 FANGDD ANNOUNCES US$620,800 REGISTERED DIRECT OFFERING OF AMERICAN DEPOSITARY SHARES SHENZHEN, China, March 2, 2023 (GLOBE NEWSWIRE) - Fangdd Network Group Ltd. (Nasdaq: DUO) (“FangDD” or the “Company”), a leading property technology company in China, today announced that it has entered into securities purchase agreements with certain investors (the “Purchase Agreements”) for the issu

March 2, 2023 424B5

Fangdd Network Group Ltd. 1,000,000 American Depositary Shares Representing 375,000,000 Class A Ordinary Shares

TABLE OF CONTENTS  Filed Pursuant to Rule 424(b)(5)  Registration No. 333-267397 PROSPECTUS SUPPLEMENT (To Prospectus Dated September 29, 2022) Fangdd Network Group Ltd. 1,000,000 American Depositary Shares Representing 375,000,000 Class A Ordinary Shares We entered into Securities Purchase Agreements, dated March 2, 2023, with certain investors relating to the sale of 1,000,000 American depositar

February 14, 2023 SC 13G/A

DUO / Fangdd Network Group Ltd. / Duan Yi - SC 13G/A Passive Investment

SC 13G/A 1 tm236782d1sc13ga.htm SC 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2 Under the Securities Exchange Act of 1934 (Amendment No. 1)* Fangdd Network Group Ltd. (Name of Issuer) Class A ordinary shares, $0.0

February 14, 2023 EX-99.1

Joint Filing Agreement

EX-99.1 2 tm236782d1ex99-1.htm EXHIBIT 99.1 CUSIP No. 30712L 109 Page 1 of 1 Page Exhibit 99.1 Joint Filing Agreement In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Persons (as such term is defined in the Schedule 13G referred to below) on behalf of each of them of a state

January 13, 2023 EX-99.1

FANGDD ANNOUNCES US$21 MILLION CONVERTIBLE NOTE PRIVATE PLACEMENT AND PROPOSED ISSUANCE OF CLASS C ORDINARY SHARES

Exhibit 99.1 FANGDD ANNOUNCES US$21 MILLION CONVERTIBLE NOTE PRIVATE PLACEMENT AND PROPOSED ISSUANCE OF CLASS C ORDINARY SHARES SHENZHEN, China, January 13, 2023 (GLOBE NEWSWIRE) - Fangdd Network Group Ltd. (Nasdaq: DUO) (“FangDD” or the “Company”), a leading property technology company in China, today announced that it had entered into a convertible note purchase agreement, under which the Compan

January 13, 2023 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of January 2023 Commission file number: 001-39

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of January 2023 Commission file number: 001-39109 Fangdd Network Group Ltd. Room 602, Unit B4, Kexing Science Park 15 Keyuan Road, Technology Park Nanshan District, Shenzhen, 518057 People’s Repub

January 13, 2023 EX-99.2

Convertible Note Purchase Agreement

  Exhibit 99.2   Convertible Note Purchase Agreement   This Convertible Note Purchase Agreement (this “Agreement”), dated as of , 2023, is entered into by and between Fangdd Network Group Ltd., a Cayman Islands exempted company (the “Company”), and the purchaser identified on the signature page hereto (including its successors and assigns, the “Purchaser”).   A.          The Company and the Purcha

January 13, 2023 EX-99.3

SHARE SUBSCRIPTION AGREEMENT

Exhibit 99.3 SHARE SUBSCRIPTION AGREEMENT This Share Subscription Agreement (this “Agreement”) is made as of January 13, 2023 by and between Fangdd Network Group Ltd., an exempted company incorporated in the Cayman Islands (the “Company”) and Zx International Ltd (the “Subscriber”), a company incorporated in British Virgin Islands and controlled by Mr. Xi Zeng, the chairman of the board of directo

December 9, 2022 EX-7.01

Joint Filing Agreement

Exhibit 7.01 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Persons (as such term is defined in the Schedule 13D referred to below) on behalf of each of them of a statement on Schedule 13D (including amendments thereto) with respect to the Class A or

December 9, 2022 SC 13D

DUO / Fangdd Network Group Ltd. / Zeng Xi - SC 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* Fangdd Network Group Ltd. (Name of Issuer) Class A Ordinary Shares, Par Value US$0.0000001 Per Share (Title of Class of Securities) 30712L 109(1) (CUSIP Number) Xi Zeng Room 602, Unit B4, Kexing Science Park 15 Keyuan Road, Technology Park Nanshan Distric

December 8, 2022 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2022 Commission file number: 001-3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2022 Commission file number: 001-39109 Fangdd Network Group Ltd. Room 602, Unit B4, Kexing Science Park 15 Keyuan Road, Technology Park Nanshan District, Shenzhen, 518057 People’s Repu

December 8, 2022 424B5

Fangdd Network Group Ltd. 1,000,000 American Depositary Shares Representing 375,000,000 Class A Ordinary Shares

TABLE OF CONTENTS ?Filed Pursuant to Rule 424(b)(5)? ?Registration No. 333-267397? PROSPECTUS SUPPLEMENT (To Prospectus Dated September 29, 2022) Fangdd Network Group Ltd. 1,000,000 American Depositary Shares Representing 375,000,000 Class A Ordinary Shares We entered into a Securities Purchase Agreement, dated December 7, 2022, with certain investors relating to the sale of 1,000,000 American dep

December 8, 2022 EX-99.1

FANGDD ANNOUNCES US$697,600 REGISTERED DIRECT OFFERING OF AMERICAN DEPOSITARY SHARES

Exhibit 99.1 FANGDD ANNOUNCES US$697,600 REGISTERED DIRECT OFFERING OF AMERICAN DEPOSITARY SHARES SHENZHEN, China, December 7, 2022 (GLOBE NEWSWIRE) - Fangdd Network Group Ltd. (Nasdaq: DUO) (“FangDD” or the “Company”), a leading property technology company in China, today announced that it has entered into a securities purchase agreement with certain investors (the “Purchase Agreement”) for the i

December 8, 2022 EX-99.2

Securities Purchase Agreement

EX-99.2 4 tm2232176d1ex99-2.htm EXHIBIT 99.2 Exhibit 99.2 Securities Purchase Agreement This Securities Purchase Agreement (this “Agreement”) is dated as of December , 2022 between Fangdd Network Group Ltd., a Cayman Islands exempted company (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “

December 6, 2022 EX-99.1

FANGDD NETWORK GROUP LTD. INDEX TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FANGDD NETWORK GROUP LTD. INDEX TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS CONTENTS PAGE(S) UNAUDITED INTERIM CONDENSED CONSOLIDATED BALANCE SHEETS AS OF DECEMBER 31, 2021 AND JUNE 30, 2022 F-2 – F-3 UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS FOR THE SIX MONTHS ENDED JUNE 30, 2021 AND 2022 F-4 UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS

December 6, 2022 EX-99.2

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Exhibit 99.2 ? MANAGEMENT?S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS This management?s discussion and analysis is designed to provide you with a narrative explanation of our financial condition and results of operations for the six months ended June 30, 2021 and 2022. This section should be read in conjunction with our unaudited interim condensed consolidated financ

December 6, 2022 EX-99.3

RISK FACTORS

? Exhibit 99.3 ? RISK FACTORS Except as set forth below, there have been no material changes to the Company?s risk factors as disclosed in Item 3.D. ?Key Information?Risk Factors,? in our Annual Report on Form 20-F for the fiscal year ended December 31, 2021. Our triple-class voting structure will limit your ability to influence corporate matters and could discourage others from pursuing any chang

December 6, 2022 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2022 Commission file number: 001-3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2022 Commission file number: 001-39109 Fangdd Network Group Ltd. Room 602, Unit B4, Kexing Science Park 15 Keyuan Road, Technology Park Nanshan District, Shenzhen, 518057 People’s Repu

November 30, 2022 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2022 Commission file number: 001-3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2022 Commission file number: 001-39109 Fangdd Network Group Ltd. Room 602, Unit B4, Kexing Science Park 15 Keyuan Road, Technology Park Nanshan District, Shenzhen, 518057 People’s Repu

November 30, 2022 EX-99.2

Rights of Class C Ordinary Shares

Exhibit 99.2 Rights of Class C Ordinary Shares 1. Holders of Class C Ordinary Shares shall at all times vote together with holders of Class A Ordinary Shares and Class B Ordinary Shares as one class on all resolutions submitted to a vote by the Shareholders. Each Class C Ordinary Share shall only entitle the holder thereof to 10,000 votes on matters subject to vote at general meetings of the Compa

November 30, 2022 EX-99.1

SHARE SUBSCRIPTION AGREEMENT

? Exhibit 99.1 ? SHARE SUBSCRIPTION AGREEMENT ? This Share Subscription Agreement (this ?Agreement?) is made as of November?30, 2022 by and between Fangdd Network Group Ltd., an exempted company incorporated in the Cayman Islands (the ?Company?) and Zx International Ltd (the ?Subscriber?), a company incorporated in British Virgin Islands and controlled by Mr.?Xi Zeng, the chairman of the board of

November 14, 2022 EX-99.1

FANGDD ANNOUNCES BOARD AND COMMITTEE CHANGES

Exhibit 99.1 FANGDD ANNOUNCES BOARD AND COMMITTEE CHANGES SHENZHEN, China, November 11, 2022 (GLOBE NEWSWIRE) - Fangdd Network Group Ltd. (Nasdaq: DUO) (“FangDD” or the “Company”), a leading property technology company in China, today announced that the Company’s board of directors (the “Board”) has appointed Mr. Zhen Xie as (i) a director of the Company, (ii) the chairman of the Nominating and Co

November 14, 2022 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2022 Commission file number: 001-3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2022 Commission file number: 001-39109 Fangdd Network Group Ltd. Room 602, Unit B4, Kexing Science Park 15 Keyuan Road, Technology Park Nanshan District, Shenzhen, 518057 People’s Repu

October 21, 2022 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of October 2022 Commission file number: 001-39

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of October 2022 Commission file number: 001-39109 Fangdd Network Group Ltd. Room 602, Unit B4, Kexing Science Park 15 Keyuan Road, Technology Park Nanshan District, Shenzhen, 518057 People?s Repub

October 21, 2022 EX-99.1

FANGDD RECEIVED NASDAQ NOTIFICATION REGARDING MINIMUM MARKET VALUE DEFICIENCY

Exhibit 99.1 FANGDD RECEIVED NASDAQ NOTIFICATION REGARDING MINIMUM MARKET VALUE DEFICIENCY SHENZHEN, China, October 21, 2022 (GLOBE NEWSWIRE) - Fangdd Network Group Ltd. (Nasdaq: DUO) (?FangDD? or the ?Company?), a leading property technology company in China, today announced that it has received written notification (the ?Notification Letter?) from The Nasdaq Stock Market LLC (?Nasdaq?) dated Oct

October 14, 2022 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of October 2022 Commission file number: 001-39

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of October 2022 Commission file number: 001-39109 Fangdd Network Group Ltd. Room 602, Unit B4, Kexing Science Park 15 Keyuan Road, Technology Park Nanshan District, Shenzhen, 518057 People’s Repub

September 26, 2022 CORRESP

Fangdd Network Group Ltd. Room 602, Unit B4, Kexing Science Park 15 Keyuan Road, Technology Park Nanshan District, Shenzhen, 518057 People’s Republic of China

Fangdd Network Group Ltd. Room 602, Unit B4, Kexing Science Park 15 Keyuan Road, Technology Park Nanshan District, Shenzhen, 518057 People?s Republic of China September 26, 2022 VIA EDGAR Mr. Ruairi Regan Mr. Victor Rivera Melendez Division of Corporation Finance Office of Real Estate & Construction U.S. Securities and Exchange Commission 100 F Street, NE Washington, D.C., 20549 Re: Fangdd Network

September 13, 2022 EX-FILING FEES

Filing Fee Table

EX-FILING FEES 6 tm2225148d2ex-filingfees.htm EX-FILING FEES Exhibit 107 CALCULATION OF FILING FEE TABLE FORM F-3 (Form Type) Fangdd Network Group Ltd. (Exact Name of Registrant as Specified in its Charter) Not Applicable (Translation of Registrant’s Name into English) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title(1) Fee Calculation or Carry Forward Rule

September 13, 2022 EX-16.1

Letter from KPMG Huazhen LLP to the Securities and Exchange Commission

EX-16.1 4 tm2225148d2ex16-1.htm EXHIBIT 16.1 Exhibit 16.1 September 13, 2022 Securities and Exchange Commission Washington, D.C. 20549 Ladies and Gentlemen: We were previously principal accountants for Fangdd Network Group Ltd (the “Company”) and, under the date of April 22, 2022, we reported on the consolidated financial statements of the Company as of and for the years ended December 31, 2021 an

September 13, 2022 F-3

Form F-3 (No. 333-267397)

TABLE OF CONTENTS As filed with the Securities and Exchange Commission on September 13, 2022 Registration No.

September 8, 2022 EX-99.2

FANGDD NETWORK GROUP LTD. An exempted company with limited liability incorporated in the Cayman Islands (Nasdaq: DUO) NOTICE OF EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS To Be Held on October 14, 2022

Exhibit 99.2 FANGDD NETWORK GROUP LTD. An exempted company with limited liability incorporated in the Cayman Islands (Nasdaq: DUO) NOTICE OF EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS To Be Held on October 14, 2022 NOTICE IS HEREBY GIVEN, THAT an extraordinary general meeting (the ?EGM?) of Fangdd Network Group Ltd. (the ?Company?) will be held at Room 602, Unit B4, Kexing Science Park, 15 Keyu

September 8, 2022 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2022 Commission file number: 001-

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2022 Commission file number: 001-39109 Fangdd Network Group Ltd. Room 602, Unit B4, Kexing Science Park 15 Keyuan Road, Technology Park Nanshan District, Shenzhen, 518057 People?s Rep

September 8, 2022 EX-99.1

FANGDD TO HOLD AN EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS ON OCTOBER 14, 2022

Exhibit 99.1 FANGDD TO HOLD AN EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS ON OCTOBER 14, 2022 SHENZHEN, China, September 8, 2022 (GLOBE NEWSWIRE) - Fangdd Network Group Ltd. (Nasdaq: DUO) (?FangDD? or the ?Company?), a leading property technology company in China, today published a notice to announce that it will hold an extraordinary general meeting (the ?EGM?) of shareholders (the ?Notice of

September 8, 2022 EX-99.4

21066 Fangdd VIF Proof 3 Extraordinary General Meeting of Fangdd Network Group Ltd. Date: October 14, 2022 See Voting Instruction On Reverse Side. Please make your marks like this: x Use pen only • Mark, sign and date your Voting Instruction Form. •

Exhibit 99.4 21066 Fangdd VIF Proof 3 Extraordinary General Meeting of Fangdd Network Group Ltd. Date: October 14, 2022 See Voting Instruction On Reverse Side. Please make your marks like this: x Use pen only ? Mark, sign and date your Voting Instruction Form. ? Detach your Voting Instruction Form. ? Return your Voting Instruction Form in the postage-paid envelope provided. MAIL Please Sign Here P

September 8, 2022 EX-99.3

FANGDD NETWORK GROUP LTD. An exempted company with limited liability incorporated in the Cayman Islands (Nasdaq: DUO) FORM OF PROXY FOR EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS To Be Held on October 14, 2022 (or any adjournment(s) or postponemen

Exhibit 99.3 FANGDD NETWORK GROUP LTD. An exempted company with limited liability incorporated in the Cayman Islands (Nasdaq: DUO) FORM OF PROXY FOR EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS To Be Held on October 14, 2022 (or any adjournment(s) or postponement(s) thereof) Introduction This form of proxy (the ?Form of Proxy?) is furnished in connection with the solicitation by the board of dire

September 1, 2022 EX-99.2

FANGDD ANNOUNCES BOARD AND MANAGEMENT CHANGES

Exhibit 99.2 FANGDD ANNOUNCES BOARD AND MANAGEMENT CHANGES SHENZHEN, China, Aug. 31, 2022 (GLOBE NEWSWIRE) - Fangdd Network Group Ltd. (Nasdaq: DUO) (?FangDD? or the ?Company?), a leading property technology company in China, today announced a few changes of the Company?s board of directors (the ?Board?), Audit Committee and management. ? The Board has appointed Mr. Senlin Peng as a director of th

September 1, 2022 EX-99.1

FangDD Reports First Half 2022 Unaudited Financial Results

Exhibit 99.1 FangDD Reports First Half 2022 Unaudited Financial Results Shenzhen, China, Aug. 31, 2022 (Globe Newswire) - Fangdd Network Group Ltd. (NASDAQ: DUO) (?FangDD? or ?the Company?), a leading property technology company in China, today announced its unaudited financial results for the six months ended June 30, 2022. First Half 2022 Financial Highlights ? The Company ceased business cooper

September 1, 2022 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2022 Commission file number: 001-

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2022 Commission file number: 001-39109 Fangdd Network Group Ltd. Room 602, Unit B4, Kexing Science Park 15 Keyuan Road, Technology Park Nanshan District, Shenzhen, 518057 People?s Rep

August 5, 2022 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2022 Commission file number: 001-391

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2022 Commission file number: 001-39109 Fangdd Network Group Ltd. RM2403-2406, BLDG Qianhai Shimao NO. 3040 Xinghai Avenue, Qianhai Shimao Tower Qianhai Shenzhen-Hongkong Cooperation Zone

August 5, 2022 EX-99.1

FANGDD PROVIDES CLARIFICATION ON DISMISSAL OF KPMG

Exhibit 99.1 FANGDD PROVIDES CLARIFICATION ON DISMISSAL OF KPMG SHENZHEN, China, August 4, 2022 (GLOBE NEWSWIRE) - Fangdd Network Group Ltd. (Nasdaq: DUO) (?FangDD? or the ?Company?) announced on August 1, 2022 the dismissal of KPMG Huazhen LLP (?KPMG?) and the engagement of Audit Alliance LLP ( ?Audit Alliance?) as the Company?s independent registered public accounting firm to audit and report on

August 1, 2022 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2022 Commission file number: 001-391

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2022 Commission file number: 001-39109 Fangdd Network Group Ltd. RM2403-2406, BLDG Qianhai Shimao NO. 3040 Xinghai Avenue, Qianhai Shimao Tower Qianhai Shenzhen-Hongkong Cooperation Zone

August 1, 2022 EX-99.1

FANGDD ANNOUNCES CHANGE OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Exhibit 99.1 FANGDD ANNOUNCES CHANGE OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM SHENZHEN, China, August 1, 2022 (GLOBE NEWSWIRE) - Fangdd Network Group Ltd. (Nasdaq: DUO) (?FangDD? or the ?Company?), today announced that the audit committee of the Company?s board of directors approved, on July 29, 2022, the dismissal of KPMG Huazhen LLP (?KPMG?) and the engagement of Audit Alliance LLP (?Aud

July 20, 2022 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of July 2022 Commission file number: 001-39109

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of July 2022 Commission file number: 001-39109 Fangdd Network Group Ltd. RM2403-2406, BLDG Qianhai Shimao NO. 3040 Xinghai Avenue, Qianhai Shimao Tower Qianhai Shenzhen-Hongkong Cooperation Zone N

July 20, 2022 EX-99.1

FANGDD ANNOUNCES BOARD AND COMMITTEE CHANGES

Exhibit 99.1 FANGDD ANNOUNCES BOARD AND COMMITTEE CHANGES SHENZHEN, China, July 19, 2022 (GLOBE NEWSWIRE) - Fangdd Network Group Ltd. (Nasdaq: DUO) (?FangDD? or the ?Company?), a leading property technology company in China, today announced that Company?s board of directors (the ?Board?) has appointed Mr. Yang Li as (i) a director of the Company, (ii) the chairman of the Audit Committee, (iii) the

June 23, 2022 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2022 Commission file number: 001-39109

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2022 Commission file number: 001-39109 Fangdd Network Group Ltd. RM2403-2406, BLDG Qianhai Shimao NO. 3040 Xinghai Avenue, Qianhai Shimao Tower Qianhai Shenzhen-Hongkong Cooperation Zone N

June 23, 2022 EX-99.1

FangDD Regains Compliance with Nasdaq Minimum Bid Price Requirement

Exhibit 99.1 FangDD Regains Compliance with Nasdaq Minimum Bid Price Requirement SHENZHEN, China, June 23, 2022 (GLOBE NEWSWIRE) - Fangdd Network Group Ltd. (?FangDD? or the ?Company?) (Nasdaq: DUO) today announced that the Company had received a notification letter (?Compliance Notice?) from the Nasdaq Stock Market LLC (?Nasdaq?), dated June 22, 2022, indicating that the Company has regained comp

May 27, 2022 EX-99.1

FangDD Announces Plan to Implement ADS Ratio Change

Exhibit 99.1 FangDD Announces Plan to Implement ADS Ratio Change SHENZHEN, China, May 27, 2022 (GLOBE NEWSWIRE) - Fangdd Network Group Ltd. (NASDAQ: DUO) (?FangDD? or ?the Company?), a leading property technology company in China, today announced that it plans to change the ratio of the American depositary shares (?ADSs?) to its Class A ordinary shares from one (1) ADS representing twenty-five (25

May 27, 2022 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2022 Commission file number: 001-39109

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2022 Commission file number: 001-39109 Fangdd Network Group Ltd. RM2403-2406, BLDG Qianhai Shimao NO. 3040 Xinghai Avenue, Qianhai Shimao Tower Qianhai Shenzhen-Hongkong Cooperation Zone Na

May 19, 2022 EX-99.1

FANGDD ANNOUNCES MANAGEMENT AND BOARD CHANGES

Exhibit 99.1 FANGDD ANNOUNCES MANAGEMENT AND BOARD CHANGES SHENZHEN, China, May 18, 2022 (GLOBE NEWSWIRE) - Fangdd Network Group Ltd. (NASDAQ: DUO) (?FangDD? or ?the Company?), a leading property technology company in China, today announced that Mr. Yi Duan has resigned as the Chairman of the of the Board of Directors, Co-Chief Executive Officer, a member of the Compensation Committee and a member

May 19, 2022 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2022 Commission file number: 001-39109

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2022 Commission file number: 001-39109 Fangdd Network Group Ltd. RM2403-2406, BLDG Qianhai Shimao NO. 3040 Xinghai Avenue, Qianhai Shimao Tower Qianhai Shenzhen-Hongkong Cooperation Zone Na

April 22, 2022 EX-12.1

Certification by Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

Exhibit 12.1 Certification by the Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Yi Duan, certify that: 1. I have reviewed this annual report on Form 20-F of Fangdd Network Group Ltd. (the “Company”); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the stateme

April 22, 2022 EX-15.1

Consent of KPMG Huazhen LLP, Independent Registered Public Accounting Firm

Exhibit 15.1 Consent of Independent Registered Public Accounting Firm We consent to the incorporation by reference in the registration statement (No. 333-237506) on Form S-8 of our report dated April 22, 2022, with respect to the consolidated financial statements of Fangdd Network Group Ltd. as of December 31, 2020 and 2021 and for each of the years in the three-year period ended December 31, 2021

April 22, 2022 EX-13.2

Certification by Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

Exhibit 13.2 Certification by the Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of Fangdd Network Group Ltd. (the “Company”) on Form 20-F for the year ended December 31, 2021 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Jiaorong Pan, Chief Financial Officer of the Company, cer

April 22, 2022 EX-2.7

Description of Securities

? Exhibit 2.7 ? Description of Rights of Securities Registered under Section 12 of the Securities Exchange Act of 1934 ? American Depositary Shares (?ADSs?), each representing 25 Class A ordinary shares of Fangdd Network Group Ltd. (?our company?) are listed on the Nasdaq Global Market and the shares are registered under Section 12(b) of the Exchange Act. This exhibit contains a description of the

April 22, 2022 EX-15.2

Consent of Global Law Office

EX-15.2 9 duo-20211231xex15d2.htm EXHIBIT 15.2 Exhibit 15.2 [Global Law Office Letterhead] April 22, 2022 Fangdd Network Group Ltd. RM2403-2406, BLDG Qianhai Shimao NO. 3040 Xinghai Avenue, Qianhai Shimao Tower Qianhai Shenzhen-Hongkong Cooperation Zone Nanshan District, Shenzhen 518066 People’s Republic of China Dear Sirs, We hereby consent to references to our name under the heading “Item 4.C. I

April 22, 2022 EX-12.2

Certification by Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

Exhibit 12.2 Certification by the Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Jiaorong Pan, certify that: 1. I have reviewed this annual report on Form 20-F of Fangdd Network Group Ltd. (the “Company”); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the st

April 22, 2022 20-F

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F

Table of Contents ? ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

April 22, 2022 EX-13.1

Certification by Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

Exhibit 13.1 Certification by the Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of Fangdd Network Group Ltd. (the “Company”) on Form 20-F for the year ended December 31, 2021 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Yi Duan, Co-Chief Executive Officer of the Company, certi

April 13, 2022 SC 13G/A

DUO / Fangdd Network Group Ltd. / CDH VENTURE PARTNERS II LP - SC 13G/A Passive Investment

SC 13G/A 1 tm2212627d1sc13ga.htm SC 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2 Under the Securities Exchange Act of 1934 (Amendment No. 1)* Fangdd Network Group Ltd. (Name of Issuer) Class A ordinary shares, $0.

February 22, 2022 CORRESP

* * *

Fangdd Network Group Ltd. 18/F, Unit B2, Kexing Science Park 15 Keyuan Road, Technology Park Nanshan District, Shenzhen People?s Republic of China February 22, 2022 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance Office of Real Estate & Construction 100 F Street, N.E. Washington, D.C. 20549 Attn: Mr. Ameen Hamady Ms. Shannon Menjivar Re: Fangdd Network Group Ltd.

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