Amended Statement of Ownership (sc 13g/a)
14 Februar 2023 - 6:26PM
Edgar (US Regulatory)
United States
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)*
Cian PLC
(Name of Issuer)
Ordinary shares, par value $0.0004 per ordinary
share
(Title of Class of Securities)
83418T108
(CUSIP Number)**
December 31, 2022
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which
this Schedule is filed:
¨ Rule
13d-1(b)
¨ Rule
13d-1(c)
x Rule
13d-1(d)
| * | The remainder of this cover page shall be filled out for a reporting person’s
initial filing on this form with respect to the subject class of securities, and for any
subsequent amendment containing information which would alter the disclosures provided in
a prior cover page. |
| ** | There is no CUSIP number assigned to the issuer’s ordinary shares.
This CUSIP number is for the issuer’s American Depositary Shares (“ADSs”),
which are quoted on the New York Stock Exchange under the symbol “CIAN.” Each
ADS represents one ordinary share. |
The information required in the remainder of this cover page shall
not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise
subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
| CUSIP
No. 90539J109 |
Schedule
13G |
Page
1 of 5 |
| 1 |
Names
of Reporting Persons
Maksim Melnikov
|
| 2 |
Check
the Appropriate Box if a Member of a Group |
(a)
¨
(b) ¨
|
| 3 |
SEC
Use Only
|
| 4 |
Citizenship
or Place of Organization
Russian Federation
|
Number
of Shares
Beneficially Owned
by Each Reporting
Person With |
5 |
Sole
Voting Power
4,376,004
|
| 6 |
Shared
Voting Power
0
|
| 7 |
Sole
Dispositive Power
4,376,004
|
| 8 |
Shared
Dispositive Power
0
|
| 9 |
Aggregate
Amount Beneficially Owned by Each Reporting Person
4,376,004
|
| 10 |
Check
if the Aggregate Amount in Row (9) Excludes Certain Shares
Not
Applicable
|
| 11 |
Percent
of Class Represented by Amount in Row 9
6.3%
|
| 12 |
Type
of Reporting Person
IN
|
| ITEM 1. |
(a) |
Name
of Issuer: |
Cian PLC (the “Issuer”).
|
(b) | Address of Issuer’s Principal Executive Offices: |
64 Agiou Georgiou Makri, Anna Maria Lena Court, Flat 201,
Larnaca, 6037, Cyprus.
| ITEM 2. |
(a) |
Name
of Person Filing: |
This
statement is filed on behalf of Maksim Melnikov (the “Reporting Person”).
|
(b) | Address or Principal Business Office: |
The
business address of the Reporting Person is 64 Agiou Georgiou Makri, Anna Maria Lena Court, Flat 201, Larnaca, 6037, Cyprus.
|
(c) | Citizenship of each Reporting Person is: |
The Reporting Person is a citizen
of the Russian Federation.
|
(d) | Title of Class of Securities: |
Ordinary shares, par value $0.0004 per
ordinary share (“Ordinary Shares”).
83418T108*.
Not applicable.
The ownership information presented below represents
beneficial ownership of Ordinary Shares of the Issuer as of February 14, 2023, based upon 69,871,511 Ordinary Shares outstanding as of
February 14, 2022, as disclosed in the Issuer’s Annual Report on Form 20-F filed with the Securities and Exchange Commission on
May 2, 2022.
| * | There is no CUSIP number assigned to the Issuer’s Ordinary
Shares. This CUSIP number is for the Issuer’s American Depositary Shares (“ADSs”),
which are quoted on the New York Stock Exchange under the symbol “CIAN.” Each
ADS represents one Ordinary Share. |
| (a) | Amount beneficially owned: |
The Reporting Person is the record
holder of 4,376,004 Ordinary Shares.
| (b) | Percent of class: 6.3% |
| (c) | Number of shares as to which the person has: |
| (i) | Sole power to vote or
to direct the vote: 4,376,004 |
| (ii) | Shared power to vote
or direct the vote: 0 |
| (iii) | Sole power to dispose or to direct the disposition of: 4,376,004 |
| (iv) | Shared power to dispose or to direct the disposition of: 0 |
| ITEM 5. | Ownership of Five Percent or
Less of a Class. |
Not applicable.
| ITEM 6. | Ownership of More than Five Percent
on Behalf of Another Person. |
Not applicable.
| ITEM 7. | Identification and Classification
of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company. |
Not applicable.
| ITEM 8. | Identification and Classification
of Members of the Group. |
Not applicable.
| ITEM 9. | Notice of Dissolution of Group. |
Not applicable.
Not applicable.
SIGNATURE
After reasonable inquiry and to the best of my
knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Date: February 14, 2023
| |
Maksim Melnikov |
| |
|
| |
/s/
Maksim Melnikov |
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