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What changed in Zhihu Inc.'s 20-F — 2024 vs 2025

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Paragraph-level year-over-year comparison of Zhihu Inc.'s 2024 and 2025 20-F annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2025 report.

+458 added−455 removedSource: 20-F (2026-04-17) vs 20-F (2025-04-15)

Top changes in Zhihu Inc.'s 2025 20-F

458 paragraphs added · 455 removed · 335 edited across 5 sections

Item 3. Legal Proceedings

Legal Proceedings — active lawsuits and investigations

70 edited+14 added−16 removed654 unchanged
Biggest changeGAAP. 9 Table of Contents The following table sets forth our selected consolidated statements of operations data for the years indicated. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Year Ended December 31, ​ ​ 2022 ​ 2023 ​ 2024 ​ RMB RMB RMB US$ ​ ​ (in thousands) Selected Consolidated Statements of Operations Data: ​ Revenues ​ 3,604,919 4,198,889 3,598,905 493,048 Cost of revenues ​ (1,796,867) (1,903,041) (1,418,076) (194,276) Gross profit ​ 1,808,052 2,295,848 2,180,829 298,772 Selling and marketing expenses ​ (2,026,468) (2,048,090) (1,599,186) (219,088) Research and development expenses ​ (763,362) (901,452) (732,553) (100,359) General and administrative expenses ​ (621,973) (418,531) (330,173) (45,234) Total operating expenses ​ (3,411,803) (3,368,073) (2,661,912) (364,681) Loss from operations ​ (1,603,751) (1,072,225) (481,083) (65,909) Investment income ​ 70,380 41,695 65,441 8,965 Interest income ​ 68,104 158,671 114,964 15,750 Fair value change of financial instruments ​ (176,685) (5,170) 78,405 10,741 Exchange gains ​ 71,749 97 1,013 139 Others, net ​ 5,983 49,236 42,902 5,878 Loss before income tax ​ (1,564,220) (827,696) (178,358) (24,436) Income tax (expenses)/benefits ​ (14,183) (11,832) 9,391 1,287 Net loss ​ (1,578,403) (839,528) (168,967) (23,149) Net income attributable to noncontrolling interests ​ (2,754) ​ (4,113) ​ (2,835) ​ (388) Net loss attributable to Zhihu Inc.’s shareholders ​ (1,581,157) ​ (843,641) ​ (171,802) ​ (23,537) Net loss per share ​ ​ ​ ​ ​ Basic ​ (5.19) (2.82) (0.63) (0.09) Diluted ​ (5.19) (2.82) (0.63) (0.09) Weighted average shares used in net loss per share ​ ​ ​ ​ ​ Basic ​ 304,836,318 299,132,894 273,560,865 273,560,865 Diluted ​ 304,836,318 299,132,894 273,560,865 273,560,865 ​ 10 Table of Contents The following table sets forth our selected consolidated balance sheets data as of the dates indicated. ​ ​ ​ ​ ​ ​ ​ ​ ​ As of December 31, ​ ​ 2023 ​ 2024 ​ RMB RMB US$ ​ ​ (in thousands) Selected Consolidated Balance Sheets Data: Cash and cash equivalents 2,106,639 ​ 3,999,160 ​ 547,883 Term deposits 1,586,469 ​ 320,088 ​ 43,852 Short-term investments 1,769,822 ​ 538,816 ​ 73,817 Total current assets 6,377,880 ​ 5,484,634 ​ 751,392 Goodwill 191,077 ​ 126,344 ​ 17,309 Intangible assets, net 122,645 ​ 54,534 ​ 7,471 Total non-current assets 417,392 ​ 248,318 ​ 34,019 Total assets 6,795,272 ​ 5,732,952 ​ 785,411 Accounts payable and accrued liabilities 1,038,531 ​ 835,688 ​ 114,489 Salary and welfare payables 342,125 ​ 275,260 ​ 37,710 Contract liabilities 303,574 ​ 235,539 ​ 32,269 Total current liabilities 1,945,488 ​ 1,524,656 ​ 208,877 Net current assets 4,432,392 ​ 3,959,978 ​ 542,515 Total non-current liabilities 148,174 ​ 12,610 ​ 1,727 Total liabilities 2,093,662 ​ 1,537,266 ​ 210,604 Net assets 4,701,610 ​ 4,195,686 ​ 574,807 Total shareholders’ equity 4,701,610 ​ 4,195,686 ​ 574,807 Total liabilities and shareholders’ equity 6,795,272 ​ 5,732,952 ​ 785,411 ​ The following table sets forth our selected consolidated statements of cash flow data for the years indicated. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Year Ended December 31, ​ ​ 2022 ​ 2023 ​ 2024 ​ RMB RMB RMB US$ ​ ​ (in thousands) Selected Consolidated Statements of Cash Flow ​ Net cash used in operating activities ​ (1,114,954) ​ (415,527) ​ (280,185) ​ (38,385) Net cash provided by/(used in) investing activities ​ 3,490,467 ​ (1,681,140) ​ 2,562,617 ​ 351,077 Net cash used in financing activities ​ (108,350) ​ (365,056) ​ (403,862) ​ (55,329) Effect of exchange rate changes on cash, cash equivalents and restricted cash ​ 101,528 ​ 42,510 ​ 14,851 ​ 2,035 Net increase/(decrease) in cash, cash equivalents and restricted cash ​ 2,368,691 ​ (2,419,213) ​ 1,893,421 ​ 259,398 Cash and cash equivalents at the beginning of the year ​ 2,157,161 ​ 4,525,852 ​ 2,106,639 ​ 288,608 Cash, cash equivalents and restricted cash at the end of the year ​ 4,525,852 ​ 2,106,639 ​ 4,000,060 ​ 548,006 ​ Financial Information Relating to the VIEs The following tables present the condensed consolidating schedules for our consolidated variable interest entities and other entities for the years and as of the dates indicated. 11 Table of Contents Selected Condensed Consolidated Statements of Operations Data ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Year Ended December 31, 2024 ​ ​ ​ WFOEs as ​ ​ ​ ​ ​ Parent ​ Other ​ Primary ​ VIEs and its ​ ​ ​ Consolidated ​ ​ Company ​ Subsidiaries ​ Beneficiaries ​ Subsidiaries ​ Eliminations ​ Total ​ ​ (RMB in thousands) Inter-company revenues (1)(4) ​ — 147,845 1,455,634 569 (1,604,048) — ​ Third-party revenues ​ — 1,273,401 29,408 2,296,096 — 3,598,905 ​ Inter-company cost and operating expenses (1) (4) ​ — (785,368) (83,414) (735,266) 1,604,048 — ​ Third-party cost and operating expenses ​ (41,861) (725,621) (1,726,263) (1,586,243) — (4,079,988) ​ Operating loss ​ (41,861) (89,743) (324,635) (24,844) — (481,083) ​ Other income, net ​ 51,937 180,273 43,851 26,664 — 302,725 ​ Income of the VIEs ​ — — 7,327 — (7,327) — ​ Share of (loss)/income of subsidiaries (2) ​ (181,878) (264,207) 5,244 — 440,841 — ​ (Loss)/Income before income tax ​ (171,802) (173,677) (268,213) 1,820 433,514 (178,358) ​ Income tax (expenses)/benefits ​ — (1,068) 4,006 6,453 — 9,391 ​ Net (loss)/income ​ (171,802) (174,745) (264,207) 8,273 433,514 (168,967) ​ Net income attributable to non-controlling interests shareholders ​ — (1,889) ​ — (946) — (2,835) ​ Net (loss)/income attributable to Zhihu Inc.’s shareholders ​ (171,802) (176,634) (264,207) 7,327 433,514 (171,802) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Year Ended December 31, 2023 ​ ​ ​ WFOEs as ​ ​ ​ ​ ​ Parent ​ Other ​ Primary ​ VIEs and Their ​ ​ ​ Consolidated ​ ​ Company ​ Subsidiaries ​ Beneficiaries ​ Subsidiaries ​ Eliminations ​ Total ​ ​ (RMB in thousands) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Inter-company revenues (1)(4) ​ — 152,279 1,671,378 485 (1,824,142) — Third-party revenues ​ — 1,716,008 37,051 2,445,830 — 4,198,889 Inter-company cost and operating expenses (1)(4) ​ — (814,448) (106,363) (903,331) 1,824,142 — Third-party cost and operating expenses ​ (45,625) (1,101,619) (2,529,283) (1,594,587) — (5,271,114) Operating loss ​ (45,625) (47,780) (927,217) (51,603) — (1,072,225) Other income, net ​ 17,988 128,371 77,868 20,302 — 244,529 Loss of the VIEs ​ — — (36,613) — 36,613 — Share of (loss)/income of subsidiaries (2) ​ (816,004) (885,674) 4,294 — 1,697,384 — Loss before income tax ​ (843,641) (805,083) (881,668) (31,301) 1,733,997 (827,696) Income tax expenses ​ — (756) (4,006) (7,070) — (11,832) Net loss ​ (843,641) ​ (805,839) ​ (885,674) ​ (38,371) ​ 1,733,997 ​ (839,528) Net (income)/loss attributable to noncontrolling interests ​ — (5,871) — 1,758 — (4,113) Net loss attributable to Zhihu Inc.’s shareholders ​ (843,641) (811,710) (885,674) (36,613) 1,733,997 (843,641) ​ 12 Table of Contents ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Year Ended December 31, 2022 ​ ​ ​ WFOEs as ​ ​ ​ ​ ​ Parent ​ Other ​ Primary ​ VIEs and Their ​ ​ ​ Consolidated ​ ​ Company ​ Subsidiaries ​ Beneficiaries ​ Subsidiaries ​ Eliminations ​ Total ​ ​ (RMB in thousands) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Inter-company revenues (1)(4) ​ — 143,888 1,930,305 866 (2,075,059) — Third-party revenues ​ — 2,034,032 22,884 1,548,003 — 3,604,919 Inter-company cost and operating expenses (1) (4) ​ — (1,358,890) (133,729) (582,440) 2,075,059 — Third-party cost and operating expenses ​ (79,908) (845,652) (3,303,022) (980,088) — (5,208,670) Operating loss ​ (79,908) (26,622) (1,483,562) (13,659) — (1,603,751) Other income/(expenses), net ​ 1,543 46,718 (18,182) 9,452 — 39,531 Loss of the VIEs ​ — — (11,027) — 11,027 — Share of (loss)/income of subsidiaries (2) ​ (1,502,792) (1,507,326) 9,097 — 3,001,021 — Loss before income tax ​ (1,581,157) (1,487,230) (1,503,674) (4,207) 3,012,048 (1,564,220) Income tax expenses ​ — ​ (3,583) ​ (3,652) ​ (6,948) ​ — ​ (14,183) Net loss ​ (1,581,157) (1,490,813) (1,507,326) (11,155) 3,012,048 (1,578,403) Net (income)/loss attributable to noncontrolling interests ​ — ​ (2,882) ​ — ​ 128 ​ — ​ (2,754) Net loss attributable to Zhihu Inc.’s shareholders ​ (1,581,157) (1,493,695) (1,507,326) (11,027) 3,012,048 (1,581,157) ​ ​ 13 Table of Contents Selected Condensed Consolidated Balance Sheets Data ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As of December 31, 2024 ​ ​ ​ WFOEs as ​ ​ ​ ​ ​ Parent ​ Other ​ Primary ​ VIEs and their ​ ​ ​ Consolidated ​ ​ Company ​ Subsidiaries ​ Beneficiaries ​ Subsidiaries ​ Eliminations ​ Total ​ ​ (RMB in thousands) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash and cash equivalents ​ 37,711 ​ 2,068,524 1,396,034 496,891 — 3,999,160 Term deposits ​ 70,378 ​ 179,710 70,000 — — 320,088 Short-term investments ​ — ​ 356,378 176,814 5,624 — 538,816 Restricted cash ​ — ​ — ​ — ​ 900 ​ — ​ 900 Trade receivables ​ — ​ 346,690 3,052 70,894 — 420,636 Amounts due from related parties ​ — ​ 6,625 23,901 11,062 — 41,588 Amounts due from group companies (3)(4) ​ 2,814 ​ 341,967 658,629 47,479 (1,050,889) — Prepayments and other current assets ​ 7,759 ​ 34,847 34,450 86,390 — 163,446 Total current assets ​ 118,662 ​ 3,334,741 2,362,880 719,240 (1,050,889) 5,484,634 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Property and equipment, net ​ — 364 7,670 456 — 8,490 Intangible assets, net ​ — 8,939 4,053 41,542 — 54,534 Goodwill ​ — 22,830 — 103,514 — 126,344 Net assets of the VIEs ​ — — 12,393 — (12,393) — Investment in subsidiaries (2) ​ 4,139,841 ​ 1,723,737 ​ 37,832 ​ — ​ (5,901,410) ​ — Long-term investments, net ​ — ​ 51,176 ​ — ​ — ​ — ​ 51,176 Right-of-use assets ​ — ​ 4,831 ​ — ​ 2,320 ​ — ​ 7,151 Other non-current assets ​ — 195 50 378 — 623 Total non-current assets 4,139,841 1,812,072 61,998 148,210 (5,913,803) 248,318 Total assets 4,258,503 5,146,813 2,424,878 867,450 (6,964,692) 5,732,952 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Accounts payable and accrued liabilities ​ 29,858 355,730 241,575 208,525 — 835,688 Salary and welfare payables ​ — 16,490 245,659 13,111 — 275,260 Taxes payable ​ — 7,222 9,974 4,885 — 22,081 Contract liabilities ​ — 39,985 47 195,507 — 235,539 Amounts due to related parties ​ — 49 4,190 2,586 — 6,825 Amounts due to group companies (3) (4) ​ 60,556 446,579 153,012 390,742 (1,050,889) — Short term lease liabilities ​ — ​ 3,342 11,903 2,063 — 17,308 Other current liabilities ​ 31,966 ​ 43,049 34,781 22,159 — 131,955 Total current liabilities ​ 122,380 912,446 701,141 839,578 (1,050,889) 1,524,656 Long term lease liabilities ​ — ​ 1,738 ​ — ​ 85 ​ — ​ 1,823 Deferred tax liabilities ​ — ​ 2,235 ​ — ​ 4,595 ​ — ​ 6,830 Other non-current liabilities ​ — ​ — ​ — ​ 3,957 ​ — ​ 3,957 Total non-current liabilities ​ — ​ 3,973 ​ — ​ 8,637 ​ — ​ 12,610 Total liabilities ​ 122,380 916,419 701,141 848,215 (1,050,889) 1,537,266 Total Zhihu Inc.’s shareholders’ equity ​ 4,136,123 4,225,433 1,723,737 12,393 (5,961,563) 4,136,123 Noncontrolling interests ​ — ​ 4,961 ​ — ​ 6,842 ​ 47,760 ​ 59,563 Total shareholders’ equity ​ 4,136,123 4,230,394 1,723,737 19,235 (5,913,803) 4,195,686 Total liabilities and shareholders’ equity ​ 4,258,503 5,146,813 2,424,878 867,450 (6,964,692) 5,732,952 ​ 14 Table of Contents ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As of December 31, 2023 ​ ​ ​ WFOEs as ​ ​ ​ ​ ​ Parent ​ Other ​ Primary ​ VIEs and their ​ ​ ​ Consolidated ​ ​ Company ​ Subsidiaries ​ Beneficiaries ​ Subsidiaries ​ Eliminations ​ Total ​ ​ (RMB in thousands) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash and cash equivalents ​ 2,871 780,495 964,638 358,635 — 2,106,639 Term deposits ​ 70,827 1,515,642 — — — 1,586,469 Short-term investments ​ — 437,608 1,246,913 85,301 — 1,769,822 Trade receivables ​ — 544,916 3,811 115,888 — 664,615 Amounts due from related parties ​ — 2,199 14,251 1,869 — 18,319 Amounts due from group companies (3)(4) ​ 45,778 184,311 514,397 34,099 (778,585) — Prepayments and other current assets ​ 19,277 68,480 62,969 81,290 — 232,016 Total current assets ​ 138,753 3,533,651 2,806,979 677,082 (778,585) 6,377,880 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Property and equipment, net ​ — 969 9,391 489 — 10,849 Intangible assets, net ​ — 10,620 4,544 107,481 — 122,645 Goodwill ​ — 22,831 — 168,246 — 191,077 Net assets of the VIEs ​ — ​ — ​ (39,918) ​ — ​ 39,918 ​ — Investment in subsidiaries (2) ​ 4,578,292 2,765,503 49,354 — (7,393,149) — Long-term investments, net ​ — 44,621 — — — 44,621 Right-of-use assets ​ — 5,796 30,210 4,205 — 40,211 Other non-current assets ​ — 84 50 7,855 — 7,989 Total non-current assets ​ 4,578,292 2,850,424 53,631 288,276 (7,353,231) 417,392 Total assets ​ 4,717,045 6,384,075 2,860,610 965,358 (8,131,816) 6,795,272 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Accounts payable and accrued liabilities ​ 11,344 302,958 448,760 275,469 — 1,038,531 Salary and welfare payables ​ — 21,617 298,093 22,415 — 342,125 Taxes payable ​ — 3,891 6,795 10,708 — 21,394 Contract liabilities ​ — 71,748 518 231,308 — 303,574 Amounts due to related parties ​ — 14,621 8,624 2,787 — 26,032 Amounts due to group companies (3) (4) ​ 59,665 373,695 70,417 274,808 (778,585) — Short term lease liabilities ​ — 4,537 36,075 1,477 — 42,089 Other current liabilities ​ 46,226 89,975 11,295 24,247 — 171,743 Total current liabilities ​ 117,235 883,042 880,577 843,219 (778,585) 1,945,488 Long term lease liabilities ​ — 1,639 — 2,003 — 3,642 Deferred tax liabilities ​ — 2,655 — 19,919 — 22,574 Other non-current liabilities ​ — 34,590 — 87,368 — 121,958 Total non-current liabilities ​ — 38,884 — 109,290 — 148,174 Total liabilities ​ 117,235 921,926 880,577 952,509 (778,585) 2,093,662 Total Zhihu Inc.’s shareholders’ equity ​ 4,599,810 5,453,396 1,980,033 (39,918) (7,393,511) 4,599,810 Noncontrolling interests ​ — 8,753 — 52,767 40,280 101,800 Total shareholders’ equity ​ 4,599,810 5,462,149 1,980,033 12,849 (7,353,231) 4,701,610 Total liabilities and shareholders’ equity ​ 4,717,045 6,384,075 2,860,610 965,358 (8,131,816) 6,795,272 ​ 15 Table of Contents Selected Condensed Consolidated Statements of Cash Flow Data ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Year Ended December 31, 2024 ​ ​ ​ WFOEs as VIE and ​ ​ ​ ​ Parent ​ Other ​ Primary ​ their ​ ​ ​ Consolidated ​ ​ Company ​ Subsidiaries ​ Beneficiaries ​ Subsidiaries ​ Eliminations ​ Total ​ ​ (RMB in thousands) Purchases of goods and services from group companies (1) ​ — (732,188) (81,305) (696,877) 1,510,370 — Sales of goods and services to group companies (1) ​ — 82,305 1,428,065 — (1,510,370) — Other operating/administrative activities with external parties ​ 18,577 902,752 (1,923,578) 722,064 — (280,185) Net cash provided by/(used in) operating activities ​ 18,577 252,869 (576,818) 25,187 — (280,185) Purchases of short-term investments ​ (35,679) (2,956,230) (4,919,879) (1,202,944) — (9,114,732) Proceeds of maturities of short-term investments ​ 35,582 ​ 3,069,418 ​ 6,018,010 ​ 1,286,977 ​ — ​ 10,409,987 Purchases of term deposits ​ (69,150) (534,223) (70,000) — — (673,373) Proceeds from withdrawal of term deposits ​ 71,006 1,881,449 — — — 1,952,455 Investment in subsidiaries ​ (258,192) — (18,142) — 276,334 — Repayment from subsidiaries of investment ​ 670,696 ​ — ​ — ​ — ​ (670,696) ​ — Other investing activities with external parties ​ — (21,176) (2,138) 11,594 — (11,720) Net cash provided by investing activities ​ 414,263 1,439,238 1,007,851 95,627 (394,362) 2,562,617 Repayment from subsidiaries of investment ​ — ​ (670,696) ​ — ​ — ​ 670,696 ​ — Investment from Group Companies ​ — ​ 258,192 ​ — ​ 18,142 ​ (276,334) ​ — Payments for repurchase of shares ​ (400,707) ​ — ​ — ​ — ​ — ​ (400,707) Proceeds from short-term borrowings ​ — ​ 51,774 ​ — ​ — ​ — ​ 51,774 Repayment of short-term borrowings ​ — (51,774) — — — (51,774) Other financing activities with external parties ​ 1,158 (4,513) — 200 — (3,155) Net cash (used in)/provided by financing activities ​ (399,549) (417,017) — 18,342 394,362 (403,862) Effect of exchange rate changes on cash, cash equivalents and restricted cash ​ 1,549 12,939 363 — — 14,851 Net increase in cash, cash equivalents and restricted cash ​ 34,840 1,288,029 431,396 139,156 — 1,893,421 Cash and cash equivalents at beginning of the year ​ 2,871 780,495 964,638 358,635 — 2,106,639 Cash, cash equivalents and restricted cash at end of the year ​ 37,711 2,068,524 1,396,034 497,791 — 4,000,060 ​ 16 Table of Contents ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Year Ended December 31, 2023 ​ ​ Parent ​ Other ​ WFOEs as Primary ​ VIE and their ​ ​ ​ Consolidated ​ ​ Company Subsidiaries Beneficiaries Subsidiaries Eliminations Total ​ (RMB in thousands) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Purchases of goods and services from group companies (1) ​ — (752,000) (132,500) (878,010) 1,762,510 — Sales of goods and services to group companies (1) ​ — 176,010 1,586,500 — (1,762,510) — Other operating/administrative activities with external parties ​ (44,388) 722,250 (2,187,123) 1,093,734 — (415,527) Net cash (used in)/provided by operating activities ​ (44,388) 146,260 (733,123) 215,724 — (415,527) Purchases of short-term investments ​ — (992,252) (6,110,000) (431,000) — (7,533,252) Proceeds of maturities of short-term investments ​ — 698,340 5,498,902 387,014 — 6,584,256 Purchases of term deposits ​ (72,054) (2,605,540) — — — (2,677,594) Proceeds from withdrawal of term deposits ​ — 2,047,915 — — — 2,047,915 Repayment from subsidiaries of investment ​ 284,017 ​ — ​ — ​ — ​ (284,017) ​ — Other investing activities with external parties ​ — (30,219) (8,384) (63,862) — (102,465) Net cash used in investing activities ​ 211,963 (881,756) (619,482) (107,848) (284,017) (1,681,140) Repayment from subsidiaries of investment ​ — (284,017) — — 284,017 — Payments for repurchase of shares ​ (369,569) ​ — ​ — ​ — ​ — ​ (369,569) Other financing activities with external parties ​ 4,513 — — — — 4,513 Net cash used in financing activities ​ (365,056) (284,017) — — 284,017 (365,056) Effect of exchange rate changes on cash and cash equivalents ​ 3,340 38,602 568 — — 42,510 Net (decrease)/ increase in cash and cash equivalents ​ (194,141) (980,911) (1,352,037) 107,876 — (2,419,213) Cash and cash equivalents at beginning of the year ​ 197,012 1,761,406 2,316,675 250,759 — 4,525,852 Cash and cash equivalents at end of the year ​ 2,871 780,495 964,638 358,635 — 2,106,639 ​ 17 Table of Contents ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Year Ended December 31, 2022 ​ ​ Parent ​ Other ​ WFOEs as Primary ​ VIE and their ​ ​ ​ Consolidated ​ ​ Company Subsidiaries Beneficiaries Subsidiaries Eliminations Total ​ (RMB in thousands) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Purchases of goods and services from group companies (1) ​ — (2,429,435) (98,100) (906,100) 3,433,635 — Sales of goods and services to group companies (1) ​ — 107,900 3,325,735 — (3,433,635) — Other operating/administrative activities with external parties ​ (51,752) 1,348,530 (3,139,585) 727,853 — (1,114,954) Net cash (used in)/provided by operating activities ​ (51,752) (973,005) 88,050 (178,247) — (1,114,954) Purchases of short-term investments ​ — (4,394,721) (4,638,000) (1,513,535) — (10,546,256) Proceeds of maturities of short-term investments ​ — 5,215,100 4,906,959 1,924,071 — 12,046,130 Purchases of term deposits ​ — (3,426,857) (144,833) — — (3,571,690) Proceeds from withdrawal of term deposits ​ — 5,768,675 — — — 5,768,675 Repayment from subsidiaries of investment ​ 256,942 — — — (256,942) — Investment in subsidiaries (2) ​ — (649,935) — — 649,935 — Other investing activities with external parties ​ — (19,782) (145,767) (40,843) — (206,392) Net cash provided by/(used in) investing activities ​ 256,942 2,492,480 (21,641) 369,693 392,993 3,490,467 Repayment from subsidiaries of investment ​ — (256,942) — — 256,942 — Investment from group companies (2) ​ — — 649,935 — (649,935) — Payments for repurchase of shares ​ (127,962) — — — — (127,962) Other financing activities with external parties ​ 19,612 — — — — 19,612 Net cash (used in)/ provided by financing activities ​ (108,350) (256,942) 649,935 — (392,993) (108,350) Effect of exchange rate changes on cash and cash equivalents ​ 5,745 20,608 75,175 — — 101,528 Net increase in cash and cash equivalents ​ 102,585 1,283,141 791,519 191,446 — 2,368,691 Cash and cash equivalents at beginning of the year ​ 94,427 478,265 1,525,156 59,313 — 2,157,161 Cash and cash equivalents at end of the year ​ 197,012 1,761,406 2,316,675 250,759 — 4,525,852 Notes: (1) Intercompany sales of goods and services were eliminated at the consolidation level.
Biggest changeGAAP. 9 Table of Contents The following table sets forth our selected consolidated statements of operations data for the years indicated. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Year Ended December 31, ​ ​ 2023 ​ 2024 ​ 2025 ​ ​ ​ ​ RMB ​ ​ ​ RMB ​ ​ ​ RMB ​ ​ ​ US$ ​ ​ (in thousands, except for share and per share data) Selected Consolidated Statements of Operations Data: ​ ​ ​ ​ ​ Revenues ​ 4,198,889 3,598,905 2,749,004 393,103 Cost of revenues ​ (1,903,041) (1,418,076) (1,101,259) (157,478) Gross profit ​ 2,295,848 2,180,829 1,647,745 235,625 Selling and marketing expenses ​ (2,048,090) (1,599,186) (1,252,274) (179,073) Research and development expenses ​ (901,452) (732,553) (524,996) (75,073) General and administrative expenses ​ (418,531) (330,173) (251,419) (35,952) Impairment of goodwill ​ — — (126,344) (18,067) Total operating expenses ​ (3,368,073) (2,661,912) (2,155,033) (308,165) Loss from operations ​ (1,072,225) (481,083) (507,288) (72,540) Investment income ​ 41,695 65,441 231,864 33,156 Interest income ​ 158,671 114,964 71,542 10,230 Fair value change of financial instruments ​ (5,170) 78,405 — — Exchange gains/(losses) ​ 97 1,013 (233) (33) Others, net ​ 49,236 42,902 30,641 4,382 Loss before income tax ​ (827,696) (178,358) (173,474) (24,805) Income tax (expenses)/benefits ​ (11,832) 9,391 (21,687) (3,101) Net loss ​ (839,528) ​ (168,967) ​ (195,161) ​ (27,906) Net (income)/loss attributable to noncontrolling interests ​ (4,113) ​ (2,835) ​ 2,260 ​ 323 Net loss attributable to Zhihu Inc.’s shareholders ​ (843,641) ​ (171,802) ​ (192,901) ​ (27,583) Net loss per share ​ ​ ​ ​ ​ Basic ​ (2.82) (0.63) (0.80) (0.11) Diluted ​ (2.82) (0.63) (0.80) (0.11) Weighted average shares used in net loss per share ​ ​ ​ ​ ​ Basic ​ 299,132,894 273,560,865 240,043,649 240,043,649 Diluted ​ 299,132,894 273,560,865 240,043,649 240,043,649 ​ 10 Table of Contents The following table sets forth our selected consolidated balance sheets data as of the dates indicated. ​ ​ ​ ​ ​ ​ ​ ​ ​ As of December 31, ​ ​ 2024 ​ 2025 ​ ​ ​ ​ RMB ​ ​ ​ RMB ​ ​ ​ US$ ​ ​ (in thousands) Selected Consolidated Balance Sheets Data: ​ ​ ​ Cash and cash equivalents 3,999,160 ​ 3,369,154 ​ 481,783 Term deposits 320,088 ​ 30,000 ​ 4,290 Short-term investments 538,816 ​ 840,938 ​ 120,253 Total current assets 5,484,634 ​ 4,732,003 ​ 676,668 Goodwill 126,344 ​ — ​ — Intangible assets, net 54,534 ​ 29,588 ​ 4,231 Total non-current assets 248,318 ​ 458,871 ​ 65,618 Total assets 5,732,952 ​ 5,190,874 ​ 742,286 Accounts payable and accrued liabilities 835,688 ​ 681,307 ​ 97,426 Salary and welfare payables 275,260 ​ 188,038 ​ 26,889 Contract liabilities 235,539 ​ 186,034 ​ 26,603 Total current liabilities 1,524,656 ​ 1,268,414 ​ 181,382 Net current assets 3,959,978 ​ 3,463,589 ​ 495,286 Total non-current liabilities 12,610 ​ 47,416 ​ 6,780 Total liabilities 1,537,266 ​ 1,315,830 ​ 188,162 Net assets 4,195,686 ​ 3,875,044 ​ 554,124 Total shareholders’ equity 4,195,686 ​ 3,875,044 ​ 554,124 Total liabilities and shareholders’ equity 5,732,952 ​ 5,190,874 ​ 742,286 ​ The following table sets forth our selected consolidated statements of cash flow data for the years indicated. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Year Ended December 31, ​ ​ 2023 ​ 2024 ​ 2025 ​ ​ ​ ​ RMB ​ ​ ​ RMB ​ ​ ​ RMB ​ ​ ​ US$ ​ ​ (in thousands) Selected Consolidated Statements of Cash Flow ​ ​ ​ ​ ​ Net cash used in operating activities ​ (415,527) ​ (280,185) ​ (363,605) ​ (51,993) Net cash (used in)/provided by investing activities ​ (1,681,140) ​ 2,562,617 ​ (116,301) ​ (16,632) Net cash used in financing activities ​ (365,056) ​ (403,862) ​ (131,629) ​ (18,822) Effect of exchange rate changes on cash, cash equivalents and restricted cash ​ 42,510 ​ 14,851 ​ (18,293) ​ (2,617) Net (decrease)/increase in cash, cash equivalents and restricted cash ​ (2,419,213) ​ 1,893,421 ​ (629,828) ​ (90,064) Cash, cash equivalents and restricted cash at the beginning of the year ​ 4,525,852 ​ 2,106,639 ​ 4,000,060 ​ 572,001 Cash, cash equivalents and restricted cash at the end of the year ​ 2,106,639 ​ 4,000,060 ​ 3,370,232 ​ 481,937 ​ Financial Information Relating to the VIEs The following tables present the condensed consolidating schedules for our consolidated variable interest entities and other entities for the years and as of the dates indicated. 11 Table of Contents Selected Condensed Consolidated Statements of Operations Data ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Year Ended December 31, 2025 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ WFOEs as ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Parent ​ Other ​ Primary ​ VIEs and its ​ ​ ​ Consolidated ​ ​ Company ​ Subsidiaries ​ Beneficiaries ​ Subsidiaries ​ Eliminations ​ Total ​ ​ (RMB in thousands) Inter-company revenues (1)(4) ​ — 91,242 977,625 4,674 (1,073,541) — Third-party revenues ​ — 841,745 18,284 1,888,975 — 2,749,004 Inter-company cost and operating expenses (1) (4) ​ — (296,075) (75,588) (701,878) 1,073,541 — Third-party cost and operating expenses ​ (22,159) (705,830) (1,198,449) (1,329,854) — (3,256,292) Operating loss ​ (22,159) (68,918) (278,128) (138,083) — (507,288) Other income, net ​ 49,090 247,211 35,247 2,266 — 333,814 Loss of the VIEs ​ — — (129,032) — 129,032 — Share of loss of subsidiaries (2) ​ (219,832) (378,663) (6,868) — 605,363 — Loss before income tax ​ (192,901) (200,370) (378,781) (135,817) 734,395 (173,474) Income tax (expenses)/benefits ​ — (26,330) 118 4,525 — (21,687) Net loss ​ (192,901) (226,700) (378,663) (131,292) 734,395 (195,161) Net loss attributable to non-controlling interests shareholders ​ — — ​ — 2,260 — 2,260 Net loss attributable to Zhihu Inc.’s shareholders ​ (192,901) (226,700) (378,663) (129,032) 734,395 (192,901) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Year Ended December 31, 2024 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ WFOEs as ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Parent ​ Other ​ Primary ​ VIEs and its ​ ​ ​ Consolidated ​ ​ Company ​ Subsidiaries ​ Beneficiaries ​ Subsidiaries ​ Eliminations ​ Total ​ ​ (RMB in thousands) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Inter-company revenues (1)(4) ​ — 147,845 1,455,634 569 (1,604,048) — Third-party revenues ​ — 1,273,401 29,408 2,296,096 — 3,598,905 Inter-company cost and operating expenses (1)(4) ​ — (785,368) (83,414) (735,266) 1,604,048 — Third-party cost and operating expenses ​ (41,861) (725,621) (1,726,263) (1,586,243) — (4,079,988) Operating loss ​ (41,861) (89,743) (324,635) (24,844) — (481,083) Other income, net ​ 51,937 180,273 43,851 26,664 — 302,725 Income of the VIEs ​ — — 7,327 — (7,327) — Share of (loss)/income of subsidiaries (2) ​ (181,878) (264,207) 5,244 — 440,841 — (Loss)/Income before income tax ​ (171,802) (173,677) (268,213) 1,820 433,514 (178,358) Income tax (expenses)/benefits ​ — (1,068) 4,006 6,453 — 9,391 Net (loss)/income ​ (171,802) (174,745) (264,207) 8,273 433,514 (168,967) Net income attributable to non-controlling interests shareholders ​ — (1,889) — (946) — (2,835) Net (loss)/income attributable to Zhihu Inc.’s shareholders ​ (171,802) (176,634) (264,207) 7,327 433,514 (171,802) ​ 12 Table of Contents ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Year Ended December 31, 2023 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ WFOEs as ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Parent ​ Other ​ Primary ​ VIEs and Their ​ ​ ​ Consolidated ​ ​ Company ​ Subsidiaries ​ Beneficiaries ​ Subsidiaries ​ Eliminations ​ Total ​ ​ (RMB in thousands) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Inter-company revenues (1)(4) ​ — 152,279 1,671,378 485 (1,824,142) — Third-party revenues ​ — 1,716,008 37,051 2,445,830 — 4,198,889 Inter-company cost and operating expenses (1)(4) ​ — (814,448) (106,363) (903,331) 1,824,142 — Third-party cost and operating expenses ​ (45,625) (1,101,619) (2,529,283) (1,594,587) — (5,271,114) Operating loss ​ (45,625) (47,780) (927,217) (51,603) — (1,072,225) Other income, net ​ 17,988 128,371 77,868 20,302 — 244,529 Loss of the VIEs ​ — — (36,613) — 36,613 — Share of (loss)/income of subsidiaries (2) ​ (816,004) (885,674) 4,294 — 1,697,384 — Loss before income tax ​ (843,641) (805,083) (881,668) (31,301) 1,733,997 (827,696) Income tax expenses ​ — (756) (4,006) (7,070) — (11,832) Net loss ​ (843,641) ​ (805,839) ​ (885,674) ​ (38,371) ​ 1,733,997 ​ (839,528) Net (income)/loss attributable to noncontrolling interests ​ — (5,871) — 1,758 — (4,113) Net loss attributable to Zhihu Inc.’s shareholders ​ (843,641) (811,710) (885,674) (36,613) 1,733,997 (843,641) ​ ​ 13 Table of Contents Selected Condensed Consolidated Balance Sheets Data ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As of December 31, 2025 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ WFOEs as ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Parent ​ Other ​ Primary ​ VIEs and their ​ ​ ​ Consolidated ​ ​ Company ​ Subsidiaries ​ Beneficiaries ​ Subsidiaries ​ Eliminations ​ Total ​ ​ (RMB in thousands) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash and cash equivalents ​ 240,902 ​ 1,611,368 1,147,997 368,887 — 3,369,154 Term deposits ​ — ​ — 30,000 — — 30,000 Short-term investments ​ 71,279 ​ 530,495 184,363 54,801 — 840,938 Restricted cash ​ — ​ — ​ — ​ 1,078 ​ — ​ 1,078 Trade receivables ​ — ​ 277,704 3,091 77,203 — 357,998 Amounts due from related parties ​ — ​ 5,574 5,648 14,348 — 25,570 Amounts due from Group companies (3)(4) ​ 2,893 ​ 205,189 561,327 42,107 (811,516) — Prepayments and other current assets ​ 9,727 ​ 23,414 19,051 55,073 — 107,265 Total current assets ​ 324,801 ​ 2,653,744 1,951,477 613,497 (811,516) 4,732,003 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Property and equipment, net ​ — 175 4,550 624 — 5,349 Intangible assets, net ​ — 7,259 3,538 18,791 — 29,588 Investment in subsidiaries (2) ​ 3,583,957 ​ 1,388,737 ​ 31,374 ​ — ​ (5,004,068) ​ — Long-term investments, net ​ — ​ 158,480 ​ — ​ — ​ — ​ 158,480 Term deposits ​ — ​ 210,000 ​ — ​ — ​ — ​ 210,000 Right-of-use assets ​ — ​ 8,434 ​ 27,323 ​ 6,306 ​ — ​ 42,063 Other non-current assets ​ — 7,738 4,734 919 — 13,391 Total non-current assets 3,583,957 1,780,823 71,519 26,640 (5,004,068) 458,871 Total assets 3,908,758 4,434,567 2,022,996 640,137 (5,815,584) 5,190,874 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Accounts payable and accrued liabilities ​ 13,934 354,229 158,733 154,411 — 681,307 Salary and welfare payables ​ — 22,069 159,129 6,840 — 188,038 Taxes payable ​ — 5,050 6,484 4,751 — 16,285 Contract liabilities ​ — 26,786 75 159,173 — 186,034 Amounts due to related parties ​ — 12,325 2,498 1,312 — 16,135 Amounts due to Group companies (3) (4) ​ 59,435 252,453 120,328 379,300 (811,516) — Short term lease liabilities ​ — ​ 5,131 13,419 2,832 — 21,382 Short-term borrowings ​ — ​ 9,000 ​ 26,000 ​ — ​ — ​ 35,000 Other current liabilities ​ 31,253 ​ 36,327 29,065 27,588 — 124,233 Total current liabilities ​ 104,622 723,370 515,731 736,207 (811,516) 1,268,414 Long term lease liabilities ​ — ​ 2,383 ​ 10,306 ​ 2,903 ​ — ​ 15,592 Deferred tax liabilities ​ — ​ 27,174 ​ — ​ — ​ — ​ 27,174 Other non-current liabilities ​ — ​ — ​ — ​ 4,650 ​ — ​ 4,650 Net deficit of the VIEs ​ — ​ — ​ 108,222 ​ — ​ (108,222) ​ — Total non-current liabilities ​ — ​ 29,557 ​ 118,528 ​ 7,553 ​ (108,222) ​ 47,416 Total liabilities ​ 104,622 752,927 634,259 743,760 (919,738) 1,315,830 Total Zhihu Inc.’s shareholders’ equity/(deficit) ​ 3,804,136 3,676,679 1,388,737 (108,222) (4,957,194) 3,804,136 Noncontrolling interests ​ — ​ 4,961 ​ — ​ 4,599 ​ 61,348 ​ 70,908 Total shareholders’ equity/(deficit) ​ 3,804,136 3,681,640 1,388,737 (103,623) (4,895,846) 3,875,044 Total liabilities and shareholders' equity/(deficit) ​ 3,908,758 4,434,567 2,022,996 640,137 (5,815,584) 5,190,874 ​ 14 Table of Contents ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As of December 31, 2024 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ WFOEs as ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Parent ​ Other ​ Primary ​ VIEs and their ​ ​ ​ Consolidated ​ ​ Company ​ Subsidiaries ​ Beneficiaries ​ Subsidiaries ​ Eliminations ​ Total ​ ​ (RMB in thousands) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash and cash equivalents ​ 37,711 ​ 2,068,524 1,396,034 496,891 — 3,999,160 Term deposits ​ 70,378 ​ 179,710 70,000 — — 320,088 Short-term investments ​ — ​ 356,378 176,814 5,624 — 538,816 Restricted cash ​ — ​ — ​ — ​ 900 ​ — ​ 900 Trade receivables ​ — ​ 346,690 3,052 70,894 — 420,636 Amounts due from related parties ​ — ​ 6,625 23,901 11,062 — 41,588 Amounts due from Group companies (3)(4) ​ 2,814 ​ 341,967 658,629 47,479 (1,050,889) — Prepayments and other current assets ​ 7,759 ​ 34,847 34,450 86,390 — 163,446 Total current assets ​ 118,662 ​ 3,334,741 2,362,880 719,240 (1,050,889) 5,484,634 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Property and equipment, net ​ — 364 7,670 456 — 8,490 Intangible assets, net ​ — 8,939 4,053 41,542 — 54,534 Goodwill ​ — 22,830 — 103,514 — 126,344 Net assets of the VIEs ​ — — 12,393 — (12,393) — Investment in subsidiaries (2) ​ 4,139,841 ​ 1,723,737 ​ 37,832 ​ — ​ (5,901,410) ​ — Long-term investments, net ​ — ​ 51,176 ​ — ​ — ​ — ​ 51,176 Right-of-use assets ​ — ​ 4,831 ​ — ​ 2,320 ​ — ​ 7,151 Other non-current assets ​ — 195 50 378 — 623 Total non-current assets 4,139,841 1,812,072 61,998 148,210 (5,913,803) 248,318 Total assets 4,258,503 5,146,813 2,424,878 867,450 (6,964,692) 5,732,952 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Accounts payable and accrued liabilities ​ 29,858 355,730 241,575 208,525 — 835,688 Salary and welfare payables ​ — 16,490 245,659 13,111 — 275,260 Taxes payable ​ — 7,222 9,974 4,885 — 22,081 Contract liabilities ​ — 39,985 47 195,507 — 235,539 Amounts due to related parties ​ — 49 4,190 2,586 — 6,825 Amounts due to Group companies (3) (4) ​ 60,556 446,579 153,012 390,742 (1,050,889) — Short term lease liabilities ​ — ​ 3,342 11,903 2,063 — 17,308 Other current liabilities ​ 31,966 ​ 43,049 34,781 22,159 — 131,955 Total current liabilities ​ 122,380 912,446 701,141 839,578 (1,050,889) 1,524,656 Long term lease liabilities ​ — ​ 1,738 ​ — ​ 85 ​ — ​ 1,823 Deferred tax liabilities ​ — ​ 2,235 ​ — ​ 4,595 ​ — ​ 6,830 Other non-current liabilities ​ — ​ — ​ — ​ 3,957 ​ — ​ 3,957 Total non-current liabilities ​ — ​ 3,973 ​ — ​ 8,637 ​ — ​ 12,610 Total liabilities ​ 122,380 916,419 701,141 848,215 (1,050,889) 1,537,266 Total Zhihu Inc.’s shareholders’ equity ​ 4,136,123 4,225,433 1,723,737 12,393 (5,961,563) 4,136,123 Noncontrolling interests ​ — ​ 4,961 ​ — ​ 6,842 ​ 47,760 ​ 59,563 Total shareholders’ equity ​ 4,136,123 4,230,394 1,723,737 19,235 (5,913,803) 4,195,686 Total liabilities and shareholders’ equity ​ 4,258,503 5,146,813 2,424,878 867,450 (6,964,692) 5,732,952 ​ 15 Table of Contents Selected Condensed Consolidated Statements of Cash Flow Data ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Year Ended December 31, 2025 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ WFOEs as ​ ​ ​ VIEs and ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Parent ​ Other ​ Primary ​ their ​ ​ ​ Consolidated ​ ​ Company ​ Subsidiaries ​ Beneficiaries ​ Subsidiaries ​ Eliminations ​ Total ​ ​ (RMB in thousands) Purchases of goods and services from Group companies ​ — (333,678) (70,551) (626,872) 1,031,101 — Other operating activities with Group companies ​ — 102,051 924,808 4,242 (1,031,101) — Other operating/administrative activities with external parties ​ 17,866 176,809 (1,327,012) 768,732 — (363,605) Net cash provided by/(used in) operating activities ​ 17,866 (54,818) (472,755) 146,102 — (363,605) Purchases of short-term investments ​ (71,013) (4,460,126) (6,077,000) (2,807,713) — (13,415,852) Proceeds of maturities of short-term investments ​ — ​ 4,314,036 ​ 6,085,368 ​ 2,765,045 ​ — ​ 13,164,449 Purchases of term deposits ​ (502,525) (210,000) (30,000) — — (742,525) Proceeds from withdrawal of term deposits ​ 564,963 ​ 179,531 ​ 70,000 ​ — ​ — ​ 814,494 Investing activities with Group companies ​ 361,367 223,231 47,290 6,376 (638,264) — Other investing activities with external parties ​ — 64,118 (636) (349) — 63,133 Net cash provided by/(used in) investing activities ​ 352,792 ​ 110,790 ​ 95,022 ​ (36,641) ​ (638,264) ​ (116,301) Financing activities with Group companies ​ — ​ (369,407) ​ (31,570) ​ (237,287) ​ 638,264 ​ — Payments for repurchase of shares ​ (167,060) ​ — ​ — ​ — ​ — ​ (167,060) Proceeds from short-term borrowings ​ — ​ 35,000 ​ 161,294 ​ — ​ — ​ 196,294 Repayment of short-term borrowings ​ — ​ (161,294) ​ — ​ — ​ — ​ (161,294) Other financing activities with external parties ​ 431 ​ — ​ — ​ — ​ — ​ 431 Net cash (used in)/provided by financing activities ​ (166,629) (495,701) 129,724 (237,287) 638,264 (131,629) Effect of exchange rate changes on cash, cash equivalents and restricted cash ​ (838) (17,427) (28) — — (18,293) Net increase/(decrease) in cash, cash equivalents and restricted cash ​ 203,191 (457,156) (248,037) (127,826) — (629,828) Cash, cash equivalents and restricted cash at beginning of the year ​ 37,711 2,068,524 1,396,034 497,791 — 4,000,060 Cash, cash equivalents and restricted cash at end of the year ​ 240,902 1,611,368 1,147,997 369,965 — 3,370,232 ​ 16 Table of Contents ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Year Ended December 31, 2024 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ WFOEs as ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Parent ​ Other ​ Primary ​ VIEs and their ​ ​ ​ Consolidated ​ ​ Company ​ ​ ​ Subsidiaries ​ ​ ​ Beneficiaries ​ ​ ​ Subsidiaries ​ ​ ​ Eliminations ​ ​ ​ Total ​ ​ ​ ​ (RMB in thousands) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Purchases of goods and services from Group companies ​ — ​ (732,188) ​ (81,305) ​ (696,877) ​ 1,510,370 ​ — Other operating activities with Group companies ​ — 82,305 1,428,065 — (1,510,370) — Other operating/administrative activities with external parties ​ 18,577 902,752 (1,923,578) 722,064 — (280,185) Net cash provided by/(used in) operating activities ​ 18,577 252,869 (576,818) 25,187 — (280,185) Purchases of short-term investments ​ (35,679) (2,956,230) (4,919,879) (1,202,944) — (9,114,732) Proceeds of maturities of short-term investments ​ 35,582 3,069,418 6,018,010 1,286,977 — 10,409,987 Purchases of term deposits ​ (69,150) ​ (534,223) ​ (70,000) ​ — ​ — ​ (673,373) Proceeds from withdrawal of term deposits ​ 71,006 1,881,449 — — — 1,952,455 Investing activities with Group companies ​ 412,504 — (18,142) — (394,362) — Other investing activities with external parties ​ — (21,176) (2,138) 11,594 — (11,720) Net cash provided by investing activities ​ 414,263 1,439,238 1,007,851 95,627 (394,362) 2,562,617 Financing activities with Group companies ​ — ​ (412,504) ​ — ​ 18,142 ​ 394,362 ​ — Payments for repurchase of shares ​ (400,707) ​ — ​ — ​ — ​ — ​ (400,707) Proceeds from short-term borrowings ​ — ​ 51,774 ​ — ​ — ​ — ​ 51,774 Repayment of short-term borrowings ​ — (51,774) — — — (51,774) Other financing activities with external parties ​ 1,158 (4,513) — 200 — (3,155) Net cash (used in)/provided by financing activities ​ (399,549) (417,017) — 18,342 394,362 (403,862) Effect of exchange rate changes on cash, cash equivalents and restricted cash ​ 1,549 12,939 363 — — 14,851 Net increase in cash, cash equivalents and restricted cash ​ 34,840 1,288,029 431,396 139,156 — 1,893,421 Cash and cash equivalents at beginning of the year ​ 2,871 780,495 964,638 358,635 — 2,106,639 Cash, cash equivalents and restricted cash at end of the year ​ 37,711 2,068,524 1,396,034 497,791 — 4,000,060 ​ 17 Table of Contents ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Year Ended December 31, 2023 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ WFOEs as ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Parent ​ Other ​ Primary ​ VIEs and their ​ ​ ​ Consolidated ​ ​ Company ​ ​ ​ Subsidiaries ​ ​ ​ Beneficiaries ​ ​ ​ Subsidiaries ​ ​ ​ Eliminations ​ ​ ​ Total ​ ​ ​ ​ (RMB in thousands) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Purchases of goods and services from Group companies ​ — (752,000) (132,500) (878,010) 1,762,510 — Other operating activities with Group companies ​ — 176,010 1,586,500 — (1,762,510) — Other operating/administrative activities with external parties ​ (44,388) 722,250 (2,187,123) 1,093,734 — (415,527) Net cash (used in)/provided by operating activities ​ (44,388) 146,260 (733,123) 215,724 — (415,527) Purchases of short-term investments ​ — (992,252) (6,110,000) (431,000) — (7,533,252) Proceeds of maturities of short-term investments ​ — 698,340 5,498,902 ​ 387,014 ​ — ​ 6,584,256 Purchases of term deposits ​ (72,054) (2,605,540) — — — (2,677,594) Proceeds from withdrawal of term deposits ​ — 2,047,915 — — — 2,047,915 Investing activities with Group companies ​ 284,017 ​ — ​ — — (284,017) — Other investing activities with external parties ​ — ​ (30,219) ​ (8,384) ​ (63,862) ​ — ​ (102,465) Net cash used in investing activities ​ 211,963 (881,756) (619,482) (107,848) (284,017) (1,681,140) Financing activities with Group companies ​ — (284,017) — — 284,017 — Payments for repurchase of shares ​ (369,569) ​ — ​ — ​ — ​ — ​ (369,569) Other financing activities with external parties ​ 4,513 ​ — ​ — ​ — ​ — ​ 4,513 Net cash used in financing activities ​ (365,056) (284,017) — — 284,017 (365,056) Effect of exchange rate changes on cash and cash equivalents ​ 3,340 38,602 568 — — 42,510 Net (decrease)/ increase in cash and cash equivalents ​ (194,141) (980,911) (1,352,037) 107,876 — (2,419,213) Cash and cash equivalents at beginning of the year ​ 197,012 1,761,406 2,316,675 250,759 — 4,525,852 Cash and cash equivalents at end of the year ​ 2,871 780,495 964,638 358,635 — 2,106,639 Notes: (1) Intercompany sales of goods and services were eliminated at the consolidation level.
Pursuant to the Cybersecurity Review Measures, critical information infrastructure operators that intend to purchase internet products and services and internet platform operators engaging in data processing activities that affect or may affect national security must be subject to the cybersecurity review.
Pursuant to the Cybersecurity Review Measures, critical information infrastructure operators that intend to purchase internet products and services and internet platform operators engaging in data processing activities that affect or may affect national security must be subject to the cybersecurity review.
On December 15, 2022, the PCAOB issued a report that vacated its December 16, 2021 determination and removed mainland China and Hong Kong from the list of jurisdictions where it is unable to inspect or investigate completely registered public accounting firms.
On December 15, 2022, the PCAOB issued a report that vacated its December 16, 2021 determination and removed mainland China and Hong Kong from the list of jurisdictions where it is unable to inspect or investigate completely registered public accounting firms.
On December 16, 2021, the PCAOB issued a report to notify the SEC of its determination that the PCAOB was unable to inspect or investigate completely registered public accounting firms headquartered in mainland China and Hong Kong, including our auditor.
On December 16, 2021, the PCAOB issued a report to notify the SEC of its determination that the PCAOB was unable to inspect or investigate completely registered public accounting firms headquartered in mainland China and Hong Kong, including our auditor.
In May 2022, the SEC conclusively listed us as a Commission-Identified Issuer under the HFCAA following the filing of our annual report on Form 20-F for the fiscal year ended December 31, 2021.
In May 2022, the SEC conclusively listed us as a Commission-Identified Issuer under the HFCAA following the filing of our annual report on Form 20-F for the fiscal year ended December 31, 2021.
For this reason, we were not identified as a Commission-Identified Issuer under the HFCAA after we filed our annual reports on Form 20-F for the fiscal years ended December 31, 2022 and 2023 and do not expect to be so identified after we file this annual report. 44 Table of Contents Each year, the PCAOB will determine whether it can inspect and investigate completely audit firms in mainland China and Hong Kong, among other jurisdictions.
For this reason, we were not identified as a Commission-Identified Issuer under the HFCAA after we filed our annual reports on Form 20-F for the fiscal years ended December 31, 2022, 2023 and 2024 and do not expect to be so identified after we file this annual report. 44 Table of Contents Each year, the PCAOB will determine whether it can inspect and investigate completely audit firms in mainland China and Hong Kong, among other jurisdictions.
Risk Factors—Risks Relating to Our Corporate Structure—The equity holders, directors, and executive officers of the VIEs, as well as our employees who execute other strategic initiatives may have potential conflicts of interest with our company.” There are also substantial uncertainties regarding the interpretation and application of current and future PRC laws, regulations, and rules regarding the status of the rights of our Cayman Islands holding company with respect to its contractual arrangements with the VIEs and their nominee shareholders.
Risk Factors—Risks Relating to Our Corporate Structure—The equity holders, directors, and executive officers of the VIEs, as well as our employees who execute other strategic initiatives may have potential conflicts of interest with our company.” There are also uncertainties regarding the interpretation and application of current and future PRC laws, regulations, and rules regarding the status of the rights of our Cayman Islands holding company with respect to its contractual arrangements with the VIEs and their nominee shareholders.
For this reason, we were not identified as a Commission-Identified Issuer under the HFCAA after we filed our annual reports on Form 20-F for the fiscal years ended December 31, 2022 and 2023 and do not expect to be so identified after we file this annual report on Form 20-F.
For this reason, we were not identified as a Commission-Identified Issuer under the HFCAA after we filed our annual reports on Form 20-F for the fiscal years ended December 31, 2022, 2023 and 2024 and do not expect to be so identified after we file this annual report on Form 20-F.
We have obtained, among others, Value-Added Telecommunication Business Operation Licenses, or ICP Licenses, for the provision of commercial internet information services, Internet Cultural Business Licenses, for commercial internet culture activities, Radio and Television Program Production and Operation Licenses, an Internet Medicine Information Services Qualification for non-commercial internet medicine information services, and Publication Operation Licenses through the VIEs and their subsidiaries.
We have obtained, among others, Value-Added Telecommunication Business Operation Licenses, or ICP Licenses, for the provision of commercial internet information services, Internet Cultural Business Licenses, for commercial internet culture activities, Internet News Information Licenses, Radio and Television Program Production and Operation Licenses, an Internet Medicine Information Services Qualification for non-commercial internet medicine information services, and Publication Operation Licenses through the VIEs and their subsidiaries.
As a result, you may not be afforded the same protections or information that would be made available to you were you investing in a U.S. domestic issuer. 58 Table of Contents We believe that we were a passive foreign investment company, or PFIC, for United States federal income tax purposes for the taxable year ended December 31, 2024, which could subject United States investors in our ADSs or Class A ordinary shares to significant adverse United States income tax consequences.
As a result, you may not be afforded the same protections or information that would be made available to you were you investing in a U.S. domestic issuer. 58 Table of Contents We believe that we were a passive foreign investment company, or PFIC, for United States federal income tax purposes for the taxable year ended December 31, 2025, which could subject United States investors in our ADSs or Class A ordinary shares to significant adverse United States income tax consequences.
Based upon the nature and composition of our income and assets, and the market price of the ADSs, we believe that we were a PFIC for United States federal income tax purposes for the taxable year ended December 31, 2024, and we will likely be a PFIC for our current taxable year unless the market price of the ADSs increases and/or we invest a substantial amount of the cash and other passive assets we hold in assets that produce or are held for the production of active income.
Based upon the nature and composition of our income and assets, and the market price of the ADSs, we believe that we were a PFIC for United States federal income tax purposes for the taxable year ended December 31, 2025, and we will likely be a PFIC for our current taxable year unless the market price of the ADSs increases and/or we invest a substantial amount of the cash and other passive assets we hold in assets that produce or are held for the production of active income.
In 2022, 2023, and 2024, no assets other than cash were transferred through our organization. Zhihu Inc. has not declared or paid any cash dividends since the listing of its ADSs on the New York Stock Exchange in March 2021, nor does it have any present plan to pay any cash dividends on its ordinary shares in the foreseeable future.
In 2023, 2024 and 2025, no assets other than cash were transferred through our organization. Zhihu Inc. has not declared or paid any cash dividends since the listing of its ADSs on the New York Stock Exchange in March 2021, nor does it have any present plan to pay any cash dividends on its ordinary shares in the foreseeable future.
Taxation.” A. [Reserved] Selected Financial Data The following selected consolidated statements of operations data and selected consolidated statements of cash flow data for the years ended December 31, 2022, 2023, and 2024, and the selected consolidated balance sheets data as of December 31, 2023 and 2024 have been derived from our audited consolidated financial statements, which are included in this annual report beginning on page F-1.
Taxation.” A. [Reserved] Selected Financial Data The following selected consolidated statements of operations data and selected consolidated statements of cash flow data for the years ended December 31, 2023, 2024 and 2025, and the selected consolidated balance sheets data as of December 31, 2024 and 2025 have been derived from our audited consolidated financial statements, which are included in this annual report beginning on page F-1.
In addition, as we ceased to be an “emerging growth company” as such term is defined in the JOBS Act, our independent registered public accounting firm must attest to and report on the effectiveness of our internal control over financial reporting. Our management has concluded that our internal control over financial reporting was effective as of December 31, 2024.
In addition, as we ceased to be an “emerging growth company” as such term is defined in the JOBS Act, our independent registered public accounting firm must attest to and report on the effectiveness of our internal control over financial reporting. Our management has concluded that our internal control over financial reporting was effective as of December 31, 2025.
See “Item 15. Controls and Procedures—Management’s Annual Report on Internal Control over Financial Reporting.” In addition, our independent registered public accounting firm has audited the effectiveness of our internal control over financial reporting as of December 31, 2024, as stated in its report which appears on page F-2 of this annual report on Form 20-F.
See “Item 15. Controls and Procedures—Management’s Annual Report on Internal Control over Financial Reporting.” In addition, our independent registered public accounting firm has audited the effectiveness of our internal control over financial reporting as of December 31, 2025, as stated in its report which appears on page F-2 of this annual report on Form 20-F.
As of the date of this annual report, as advised by Global Law Office, our PRC legal counsel, except as disclosed in this annual report and subject to the uncertainties with respect to the interpretation and application of PRC laws, regulations, and policies, our PRC subsidiaries, the VIEs, and the VIEs’ subsidiaries have obtained the requisite licenses, permits, filings, and approvals from the PRC government authorities that are material for their business operations in China, including, among others, Value-Added Telecommunication Business Operation Licenses, or ICP Licenses, Internet Cultural Business Licenses, Radio and Television Program Production and Operation Licenses, Publication Operation Licenses, Filing Certificate for Internet Medicines and Medical Appliances Information Service, Internet Audio-Visual Program Transmission License, Internet Religious Information Service License, Private School Operating License and the Filing Certificate of Food Operation.
As of the date of this annual report, as advised by Global Law Office, our PRC legal counsel, except as disclosed in this annual report and subject to the uncertainties with respect to the interpretation and application of PRC laws, regulations, and policies, our PRC subsidiaries, the VIEs, and the VIEs’ subsidiaries have obtained the requisite licenses, permits, filings, and approvals from the PRC government authorities that are material for their business operations in China, including, among others, Value-Added Telecommunication Business Operation Licenses, or ICP Licenses, Internet News Information Licenses, Internet Cultural Business Licenses, Radio and Television Program Production and Operation Licenses, Publication Operation Licenses, Filing Certificate for Internet Medicines and Medical Appliances Information Service, Internet Audio-Visual Program Transmission License, Commercial Performance License, Private School Operating License and the Filing Certificate of Food Operation.
Yuan Zhou beneficially owned 21,407,800 Class A ordinary shares and 15,446,778 Class B ordinary shares, representing 43.8% of the aggregate voting power of our total issued and outstanding share capital due to the disparate voting powers associated with our dual-class share structure.
Yuan Zhou beneficially owned 21,407,800 Class A ordinary shares and 15,446,778 Class B ordinary shares, representing 43.6% of the aggregate voting power of our total issued and outstanding share capital due to the disparate voting powers associated with our dual-class share structure.
Risk Factors.” Risks Relating to Our Business and Industry ● Our business depends on our ability to offer high-quality user-generated content for our users. ● Our success depends on our ability to attract and maintain an engaged user base. ● If we fail to maintain and strengthen our community culture, brand, and reputation, our ability to expand our user base and enhance content-centric monetization could be impaired, and our business, financial condition, and results of operations could be materially and adversely affected. ● We have incurred net loss and negative operating cash flow in the past, which may continue in the future. ● We may not be able to manage our growth effectively, which may compromise the success of our business. ● We are subject to risks associated with financing activities and liquidity. ● If we fail to retain or attract merchants and brands, or to increase their spending with us, our business, financial condition, and results of operations may be materially and adversely affected. ● We cannot assure you that our new business initiatives and monetization strategies will be successfully implemented. ● We operate in a highly competitive market, and may not be able to compete effectively. ● If we fail to keep up with the technological developments, our business, financial condition, results of operations, and prospects may be materially and adversely affected. ● Our business is subject to complex and evolving laws and regulations regarding cybersecurity and data privacy. 19 Table of Contents Risks Relating to Our Corporate Structure ● We are a Cayman Islands holding company with no equity ownership in the VIEs and we conduct our operations in China through (i) our PRC subsidiaries and (ii) the VIEs, with which we have maintained contractual arrangements, and their subsidiaries.
Risk Factors.” Risks Relating to Our Business and Industry ● Our business depends on our ability to offer high-quality user-generated content for our users. ● Our success depends on our ability to attract and maintain an engaged user base. ● If we fail to maintain and strengthen our community culture, brand, and reputation, our ability to expand our user base and enhance content-centric monetization could be impaired, and our business, financial condition, and results of operations could be materially and adversely affected. ● We have incurred net loss and negative operating cash flow in the past, which may continue in the future. ● We may not be able to manage our growth effectively, which may compromise the success of our business. ● We are subject to risks associated with financing activities and liquidity. ● If we fail to retain or attract merchants and brands, or to increase their spending with us, our business, financial condition, and results of operations may be materially and adversely affected. ● We cannot assure you that our new business initiatives and monetization strategies will be successfully implemented. ● We operate in a highly competitive market, and may not be able to compete effectively. ● If we fail to keep up with the technological developments, our business, financial condition, results of operations, and prospects may be materially and adversely affected. ● Our investments in generative AI may not be commercially successful, and we face potential issues in the use of AI in our business operations. ● Our business is subject to complex and evolving laws and regulations regarding cybersecurity and data privacy. 19 Table of Contents Risks Relating to Our Corporate Structure ● We are a Cayman Islands holding company with no equity ownership in the VIEs and we conduct our operations in China through (i) our PRC subsidiaries and (ii) the VIEs, with which we have maintained contractual arrangements, and their subsidiaries.
In addition, some foreign countries are considering or have passed legislation implementing data protection requirements or requiring local storage and processing of data or similar requirements that could increase the cost and complexity of delivering our services. 26 Table of Contents Any compromise of the cybersecurity of our online community could materially and adversely affect our business, operations, and reputation.
In addition, some foreign countries are considering or have passed legislation implementing data protection requirements or requiring local storage and processing of data or similar requirements that could increase the cost and complexity of delivering our services. Any compromise of the cybersecurity of our online community could materially and adversely affect our business, operations, and reputation.
Each Class B ordinary share is convertible into one Class A ordinary share at any time by the holder thereof, while Class A ordinary shares are not convertible into Class B ordinary shares under any circumstances. As of March 31, 2025, Mr.
Each Class B ordinary share is convertible into one Class A ordinary share at any time by the holder thereof, while Class A ordinary shares are not convertible into Class B ordinary shares under any circumstances. As of March 31, 2026, Mr.
On September 24, 2024, the State Council published the Network Data Security Management (the “ Data Security Regulations ”), which became effective on January 1, 2025. The Data Security Regulations provide that data processors conducting the data processing activities that affect or may affect national security shall apply for cybersecurity review in accordance with the relevant laws and regulations.
On September 24, 2024, the State Council published the Network Data Security Management Regulations (the “Data Security Regulations”), which became effective on January 1, 2025. The Data Security Regulations provide that data processors conducting the data processing activities that affect or may affect national security shall apply for cybersecurity review in accordance with the relevant laws and regulations.
Our content-centric monetization strategies are evolving. We derive revenues primarily from marketing services, paid membership, and vocational training. We seek to maintain a delicate balance between our monetization needs and the necessity of maintaining a positive user experience on Zhihu with a reasonable level of presentation of marketing services.
Our content-centric monetization strategies are evolving. We derive revenues primarily from marketing services, paid membership, and other services. We seek to maintain a delicate balance between our monetization needs and the necessity of maintaining a positive user experience on Zhihu with a reasonable level of presentation of marketing services.
As such, we cannot guarantee that our investments in generative AI could enhance the efficiency and improve the experience of our community or yield commercially successful results. In addition, the regulatory and legal framework on AI in mainland China is evolving rapidly.
As such, we cannot guarantee that our investments in generative AI could enhance the efficiency and improve the experience of our community or yield commercially successful results. 24 Table of Contents In addition, the regulatory and legal framework on AI in mainland China is evolving rapidly.
We experienced rapid growth since our inception. The success of our business largely depends on our ability to effectively maintain our user and revenue growth. We attract and retain users with high-quality content, and we also strategically deploy marketing and other user acquisition strategies. Our MAU growth may fluctuate on a quarterly basis, which makes it difficult to predict.
The success of our business largely depends on our ability to effectively maintain our user and revenue growth. We attract and retain users with high-quality content, and we also strategically deploy marketing and other user acquisition strategies. Our MAU growth may fluctuate on a quarterly basis, which makes it difficult to predict.
We also continue to identify monetization opportunities and introduce additional products and services, such as vocational training. We may have limited experience in operating and achieving profitability in new business initiatives. If our new business initiatives or monetization strategies fail, we may not be able to maintain or increase our revenue or recover any associated costs, expenses, and other expenditures.
We also continue to identify monetization opportunities and introduce additional products and services. We may have limited experience in operating and achieving profitability in new business initiatives. If our new business initiatives or monetization strategies fail, we may not be able to maintain or increase our revenue or recover any associated costs, expenses, and other expenditures.
As of December 31, 2022, 2023, and 2024, the aggregate amount of capital contribution by Zhihu Inc. to its intermediate holding companies and subsidiaries was RMB10.3 billion, RMB10.0 billion, and RMB9.6 billion (US$1.3 billion), respectively, and the outstanding balance of the principal amount of loans to the VIEs and their subsidiaries was RMB51.7 million, RMB51.7 million, and RMB51.7 million (US$7.1 million), respectively.
As of December 31, 2023, 2024 and 2025, the aggregate amount of capital contribution by Zhihu Inc. to its intermediate holding companies and subsidiaries was RMB10.0 billion, RMB9.6 billion and RMB9.2 billion (US$1.3 billion), respectively, and the outstanding balance of the principal amount of loans to the VIEs and their subsidiaries was RMB51.7 million, RMB51.7 million and RMB51.7 million (US$7.4 million), respectively.
Business Overview—Our Monetization.” 22 Table of Contents As we further expand our business, content offerings, and products and services, we may face challenges arising from our continued growth in relation to managerial resources, human resources, technological infrastructure, capital resources, and corporate culture.
Business Overview—Our Monetization.” 22 Table of Contents As we further expand our business, content offerings, and products and services, we may face challenges in relation to managerial resources, human resources, technological infrastructure, capital resources, and corporate culture.
In 2022, 2023, and 2024, the revenues from marketing services accounted for 54.3%, 39.4%, and 34.7% of our total revenue, respectively. We cannot assure you that we will be able to retain existing or attract new merchants and brands effectively.
In 2023, 2024 and 2025, the revenues from marketing services accounted for 39.4%, 34.7% and 30.7% of our total revenue, respectively. We cannot assure you that we will be able to retain existing or attract new merchants and brands effectively.
Such structure enables investors to share economic interests in China-based companies in sectors where foreign direct investment is prohibited or restricted under PRC laws and regulations. Revenues contributed by the VIEs accounted for 43.0%, 58.3%, and 63.8% of our total revenues in 2022, 2023, and 2024, respectively.
Such structure enables investors to share economic interests in China-based companies in sectors where foreign direct investment is prohibited or restricted under PRC laws and regulations. Revenues contributed by the VIEs accounted for 58.3%, 63.8% and 68.7% of our total revenues in 2023, 2024 and 2025, respectively.
The Cybersecurity Review Measures took effect on February 15, 2022. We cannot assure that any new rules or regulations promulgated in the future will not impose additional requirements on us.
The Cybersecurity Review Measures took effect on February 15, 2022. 42 Table of Contents We cannot assure that any new rules or regulations promulgated in the future will not impose additional requirements on us.
In 2022, 2023, and 2024, the total amount of such service fees that VIEs paid to the relevant WFOE under the applicable agreements was RMB896.3 million, RMB834.5 million, and RMB695.9 million (US$95.3 million), respectively. 8 Table of Contents Under PRC laws and regulations, our PRC subsidiaries and the VIEs and their subsidiaries are subject to certain restrictions with respect to payment of dividends or otherwise transfers of any of their net assets to us.
In 2023, 2024 and 2025, the total amount of such service fees that VIEs paid to the relevant WFOE under the applicable agreements was RMB834.5 million, RMB695.9 million and RMB595.4 million (US$85.1 million), respectively. 8 Table of Contents Under PRC laws and regulations, our PRC subsidiaries and the VIEs and their subsidiaries are subject to certain restrictions with respect to payment of dividends or otherwise transfers of any of their net assets to us.
Our short-term investments amounted to RMB787.3 million, RMB1.8 billion, and RMB538.8 million (US$73.8 million) as of December 31, 2022, 2023, and 2024, respectively. The methodologies that we use to assess the fair value of the short-term investments involve a significant degree of management judgment and are inherently uncertain.
Our short-term investments amounted to RMB1.8 billion, RMB538.8 million and RMB840.9 million (US$120.3 million) as of December 31, 2023, 2024 and 2025, respectively. The methodologies that we use to assess the fair value of the short-term investments involve a significant degree of management judgment and are inherently uncertain.
As of December 31, 2022, 2023, and 2024, the total amount of such restriction to which our PRC subsidiaries and the VIEs and their subsidiaries are subject was RMB3.1 billion, RMB2.3 billion, and RMB2.1 billion (US$284.7 million), respectively. For risks relating to the fund flows of our operations in China, see “Item 3. Key Information—D.
As of December 31, 2023, 2024 and 2025, the total amount of such restriction to which our PRC subsidiaries and the VIEs and their subsidiaries are subject was RMB2.3 billion, RMB2.1 billion and RMB1.1 billion (US$156.8 million), respectively. For risks relating to the fund flows of our operations in China, see “Item 3. Key Information—D.
The Data Security Regulations subject network data processors to certain statutory obligations, including but not limited to: (i) network data processors shall, in accordance with the provisions of laws and administrative regulations and the mandatory requirements of national standards, and on the basis of classified protection of cyber security, strengthen the protection of network data security, establish and perfect the system of network data security management, and take technical measures such as encryption, backup, access control and security authentication as well as other necessary measures to protect network data from being falsified, destroyed, divulged or illegally acquired or used, dispose of network data security incidents, prevent illegal and criminal activities aiming at and using network data, and assume primary responsibility for the security of the network data processed by them; and (ii) data processors processing personal information of more than 10 million users shall specify the person in charge of network data security and the management body for network data security. 25 Table of Contents While we take measures to comply with all applicable cybersecurity and data privacy laws and regulations, we cannot assure you the effectiveness of the measures undertaken by us and our business partners.
The Data Security Regulations subject network data processors to certain statutory obligations, including but not limited to: (i) network data processors shall, in accordance with the provisions of laws and administrative regulations and the mandatory requirements of national standards, and on the basis of classified protection of cyber security, strengthen the protection of network data security, establish and perfect the system of network data security management, and take technical measures such as encryption, backup, access control and security authentication as well as other necessary measures to protect network data from being falsified, destroyed, divulged or illegally acquired or used, dispose of network data security incidents, prevent illegal and criminal activities aiming at and using network data, and assume primary responsibility for the security of the network data processed by them; and (ii) data processors processing personal information of more than 10 million users shall specify the person in charge of network data security and the management body for network data security.
We adopted an equity incentive plan in 2012 and a share incentive plan in 2022. The equity incentive plan adopted in 2012 expired in 2022. For the years ended December 31, 2022, 2023, and 2024, we recorded RMB373.9 million, RMB164.7 million, and RMB59.3 million (US$8.1 million), respectively, in share-based compensation expenses.
We adopted an equity incentive plan in 2012 and a share incentive plan in 2022. The equity incentive plan adopted in 2012 expired in 2022. For the years ended December 31, 2023, 2024 and 2025, we recorded RMB164.7 million, RMB59.3 million and RMB87.3 million (US$12.5 million), respectively, in share-based compensation expenses.
The impact of the Russia-Ukraine conflict on Ukraine food exports has contributed to increases in food prices and thus to inflation more generally. There have also been concerns about the relationship between China and other countries which may potentially have economic effects.
The impact of regional conflicts has contributed to increases in food and energy prices and thus to inflation more generally. There have also been concerns about the relationship between China and other countries which may potentially have economic effects.
Our success depends on our ability to attract and maintain an engaged user base. Our success and continued growth are driven by our fast growing, diverse, and highly engaged user base. We experienced significant user growth. Our users also exhibit a high level of engagement through active participation and contribution.
Our success depends on our ability to attract and maintain an engaged user base. Our success and continued growth are driven by our diverse and highly engaged user base, who exhibit a high level of engagement through active participation and contribution.
In the same periods, cash paid by VIEs to WFOEs for service fees were RMB896.3 million, RMB834.5 million, and RMB695.9 million (US$95.3 million), respectively. Unsettled balance of such transactions was RMB130.8 million and RMB136.2 million as of December 31, 2023 and 2024, respectively. ​ 18 Table of Contents B. Capitalization and Indebtedness Not applicable. C.
In the same periods, cash paid by VIEs to WFOEs for service fees were RMB834.5 million, RMB695.9 million and RMB595.4 million (US$85.1 million), respectively. Unsettled balance of such transactions was RMB136.2 million and RMB270.3 million (US$38.7 million) as of December 31, 2024 and 2025, respectively. ​ 18 Table of Contents B. Capitalization and Indebtedness Not applicable. C.
(4) For the years ended December 31, 2022, 2023, and 2024, VIEs have incurred RMB572.3 million, RMB857.4 million, and RMB670.6 million (US$91.9 million) in fees related services provided by the WFOEs and WFOEs concurrently recognized same amounts as revenues, respectively.
(4) For the years ended December 31, 2023, 2024 and 2025, VIEs have incurred RMB857.4 million, RMB670.6 million and RMB686.2 million (US$98.1 million) in fees related services provided by the WFOEs and WFOEs concurrently recognized same amounts as revenues, respectively.
During the course of documenting and testing our internal control procedures, in order to satisfy the requirements of Section 404 of the Sarbanes-Oxley Act of 2002, we may identify other or more material weaknesses or deficiencies in our internal control over financial reporting.
We may be unable to timely complete our evaluation testing and any required remediation. 33 Table of Contents During the course of documenting and testing our internal control procedures, in order to satisfy the requirements of Section 404 of the Sarbanes-Oxley Act of 2002, we may identify other or more material weaknesses or deficiencies in our internal control over financial reporting.
Therefore, we may need to comply with more compliance requirements in the field of generative AI, which could increase our compliance costs. In addition, the use of generative AI may involve complex intellectual property issues.
Therefore, we may need to comply with more compliance requirements in the field of generative AI, which could increase our compliance costs.
We cannot assure you that we will be able to generate net profit or positive operating cash flow in the future. Our ability to achieve profitability and positive operating cash flow largely depends on our ability to further expand our user base and enhance monetization, but we cannot assure you that we will continue to maintain a sound growth momentum.
We cannot assure you that we will be able to generate net profit or positive operating cash flow in the future. Our ability to achieve profitability and positive operating cash flow largely depends on our ability to grow our user base and enhance monetization, but we cannot assure you that we will be successful in these endeavors.
In addition, as we have become a public company, our reporting obligations may place a significant strain on our management, operational and financial resources and systems for the foreseeable future. We may be unable to timely complete our evaluation testing and any required remediation.
In addition, as we have become a public company, our reporting obligations may place a significant strain on our management, operational and financial resources and systems for the foreseeable future.
In a Q&A released on the CSRC’s official website, an CSRC official respondent indicated that companies that have been listed overseas are not required to complete the filing procedures immediately, and these listed companies should complete the filing procedures with respect to their future overseas financings.
See “Item 4. Information on the Company—B. Business Overview—Regulations—M&A Rules and Overseas Listing.” In a Q&A released on the CSRC’s official website, an CSRC official respondent indicated that companies that have been listed overseas are not required to complete the filing procedures immediately, and these listed companies should complete the filing procedures with respect to their future overseas financings.
The Cybersecurity Review Measures further stipulate that if an internet platform operator has personal information of over one million users and pursues a foreign listing, it must be subject to the cybersecurity review. Given that the Cybersecurity Review Measures was recently promulgated, there are substantial uncertainties as to its interpretation, application, and enforcement.
The Cybersecurity Review Measures further stipulate that if an internet platform operator has personal information of over one million users and pursues a foreign listing, it must be subject to the cybersecurity review.
We could be found not in compliance with any future laws and regulations or of the laws and regulations currently in effect due to changes in the authorities’ interpretation of these laws and regulations.
In addition, considerable uncertainties exist in relation to the interpretation and implementation of existing and future laws and regulations governing our business activities. We could be found not in compliance with any future laws and regulations or of the laws and regulations currently in effect due to changes in the authorities’ interpretation of these laws and regulations.
We have incurred net loss and negative operating cash flow in the past. In 2022, 2023, and 2024, we had net loss of RMB1.6 billion, RMB839.5 million, and RMB169.0 million (US$23.1 million) and negative operating cash flow of RMB1.1 billion, RMB415.5 million, and RMB280.2 million (US$38.4 million), respectively.
We have incurred net loss and negative operating cash flow in the past. In 2023, 2024 and 2025, we had net loss of RMB839.5 million, RMB169.0 million and RMB195.2 million (US$27.9 million) and negative operating cash flow of RMB415.5 million, RMB280.2 million and RMB363.6 million (US$52.0 million), respectively.
We cannot assure you that we will be able to maintain our existing licenses or permits necessary for our business operations, update information (such as website, apps, or legal representative) on file, or renew any of them when their current term expires. 43 Table of Contents In addition, considerable uncertainties exist in relation to the interpretation and implementation of existing and future laws and regulations governing our business activities.
We cannot assure you that we will be able to maintain our existing licenses or permits necessary for our business operations, update information (such as website, apps, or legal representative) on file, or renew any of them when their current term expires.
Additionally, ineffective internal control over financial reporting could expose us to increased risk of fraud or misuse of corporate assets and subject us to potential delisting from the stock exchange on which we list, regulatory investigations, and civil or criminal liabilities. 33 Table of Contents A severe or prolonged downturn in the Chinese or global economy could materially and adversely affect our business, financial condition, and results of operations.
Additionally, ineffective internal control over financial reporting could expose us to increased risk of fraud or misuse of corporate assets and subject us to potential delisting from the stock exchange on which we list, regulatory investigations, and civil or criminal liabilities.
Among other things, the policy aims to expand the industry sectors covered by the U.S. outbound investment regulations and supplement outbound restrictions through the imposition of sanctions.
Among other things, the policy aims to expand the industry sectors covered by the U.S. outbound investment regulations and supplement outbound restrictions through the imposition of sanctions. As of the date of this annual report, the proposed changes under the America First Investment Policy are not implemented.
In addition, any cross-border data transmission activities conducted in violation of the Measures for the Security Assessment of Cross-Border Data Transmission before the effectiveness of these measures are required to be rectified within six months of the effectiveness date thereof.
In addition, any cross-border data transmission activities conducted in violation of the Measures for the Security Assessment of Cross-Border Data Transmission before the effectiveness of these measures are required to be rectified within six months of the effectiveness date thereof. 25 Table of Contents On March 22, 2024, the CAC promulgated the Provisions on Facilitating and Regulating Cross-border Data Flow, effective on the same date.
Any material or extended business disruption may result in substantial costs and expenses and the diversion of our resources, financial, managerial, or otherwise, which could have an adverse effect on our business, financial condition, results of operations, and prospects.
Any material or extended business disruption may result in substantial costs and expenses and the diversion of our resources, financial, managerial, or otherwise, which could have an adverse effect on our business, financial condition, results of operations, and prospects. 34 Table of Contents We face risks relating to natural disasters, health epidemics, and other outbreaks, which could significantly disrupt our operations and materially and adversely affect our business, financial condition, and results of operations.
If we fail to meet legal and regulatory requirements, we may be subject to penalties. 27 Table of Contents We may be subject to regulatory actions or legal proceedings in the ordinary course of our business.
Any of these actions could materially and adversely affect our business, reputation, and results of operations. 27 Table of Contents We may be subject to regulatory actions or legal proceedings in the ordinary course of our business.
We face risks relating to natural disasters, health epidemics, and other outbreaks, which could significantly disrupt our operations and materially and adversely affect our business, financial condition, and results of operations. Our business could be adversely affected by the effects of health epidemics and other outbreaks. In recent years, there have been other breakouts of epidemics in China and globally.
Our business could be adversely affected by the effects of health epidemics and other outbreaks. In recent years, there have been other breakouts of epidemics in China and globally.
Although there were surges of COVID-19 infections in various regions in China during that time, the situation has been significantly improved and normalized since January 2023.
Although there were surges of COVID-19 infections in various regions in China during that time, the situation has been significantly improved and normalized since January 2023. We are also vulnerable to natural disasters, extreme weather (including as a result of the global climate change) and other calamities.
The PCAOB had historically been unable to inspect our auditor in relation to their audit work performed for our financial statements and the inability of the PCAOB to conduct inspections of our auditor in the past had deprived our investors with the benefits of such inspections.
Any such penalties or changes in policies, regulations, or enforcement by government authorities, may disrupt our operations and materially and adversely affect our business, financial condition, and results of operations. 43 Table of Contents The PCAOB had historically been unable to inspect our auditor in relation to their audit work performed for our financial statements and the inability of the PCAOB to conduct inspections of our auditor in the past had deprived our investors with the benefits of such inspections.
Concerns about the collection, use, disclosure, or security of personal information or other privacy-related matters, with or without merit, or failure to comply with the laws and regulations could subject us to penalties, damage our reputation and brand, cause us to lose users, or result in increased operating cost and expenses, any of which could materially and adversely affect our business and results of operations. 24 Table of Contents In November 2016, the Standing Committee of the National People’s Congress promulgated the PRC Cybersecurity Law, which took effect on June 1, 2017 and provides that network operators must meet their cybersecurity obligations and must take technical measures and other necessary measures to protect the safety and stability of their networks.
Concerns about the collection, use, disclosure, or security of personal information or other privacy-related matters, with or without merit, or failure to comply with the laws and regulations could subject us to penalties, damage our reputation and brand, cause us to lose users, or result in increased operating cost and expenses, any of which could materially and adversely affect our business and results of operations.
We may also be required to obtain additional licenses or approvals if the PRC government adopts more stringent policies or regulations for our business. There is no assurance that we will be able to obtain such additional qualifications, permits, approvals, or licenses in a timely manner, or at all.
In addition, as we are and will continue to further develop and expand our business, we may need to obtain additional qualifications, permits, approvals, or licenses. We may also be required to obtain additional licenses or approvals if the PRC government adopts more stringent policies or regulations for our business.
In 2023, we launched our first Large Language Model, Zhihaitu AI, which has received regulatory registration in November 2023. Thereafter, we have geared more towards exploring in AI application-layer scenarios. In June 2024, we launched AI search product, Zhihu Zhida, providing all users with a superior and faster experience in querying, searching, generating and summarizing results on the PC platform.
In June 2024, we launched AI search product, Zhihu Zhida, providing all users with a superior and faster experience in querying, searching, generating and summarizing results on the PC platform.
Failure to keep up with technological advancement may result in less attractive products and services, which may in turn materially and adversely affect our business, financial condition, results of operations, and prospects. Our business is subject to complex and evolving laws and regulations regarding cybersecurity and data privacy.
Failure to keep up with technological advancement may result in less attractive products and services, which may in turn materially and adversely affect our business, financial condition, results of operations, and prospects. Our investments in generative AI may not be commercially successful, and we face potential issues in the use of AI in our business operations.
Although we believe that we have taken necessary measures according to the applicable laws, we cannot guarantee that we will always meet the regulatory requirements.
Although we believe that we have taken necessary measures according to the applicable laws, we cannot guarantee that we will always meet the regulatory requirements. If we fail to meet legal and regulatory requirements, we may be subject to penalties. Our business is subject to complex and evolving laws and regulations regarding cybersecurity and data privacy.
Furthermore, these provisions also provide that securities companies and securities service providers shall also fulfill the applicable legal procedures when providing overseas regulatory institutions and other relevant institutions and individuals with documents or materials containing any state secrets or government authorities work secrets or other documents or materials that, if divulged, will jeopardize national security or public interest. 42 Table of Contents In addition, on December 28, 2021, the CAC and several other PRC government authorities jointly issued the Cybersecurity Review Measures, according to which, among others, if an internet platform operator has personal information of over one million users and pursues a foreign listing, it must be subject to the cybersecurity review.
In addition, on December 28, 2021, the CAC and several other PRC government authorities jointly issued the Cybersecurity Review Measures, according to which, among others, if an internet platform operator has personal information of over one million users and pursues a foreign listing, it must be subject to the cybersecurity review.
Furthermore, the PRC government authorities have taken steps to limit the method and manner that the internet companies may apply when using the algorithms.
Given that the Cybersecurity Review Measures was recently promulgated, there are substantial uncertainties as to its interpretation, application, and enforcement. 26 Table of Contents Furthermore, the PRC government authorities have taken steps to limit the method and manner that the internet companies may apply when using the algorithms.
These licenses are essential to the operation of our business and are generally subject to regular government review or renewal.
There is no assurance that we will be able to obtain such additional qualifications, permits, approvals, or licenses in a timely manner, or at all. These licenses are essential to the operation of our business and are generally subject to regular government review or renewal.
The growth rate of the Chinese economy has gradually slowed in recent years and the trend may continue. The Federal Reserve and other central banks outside of China have raised interest rates. The Russia-Ukraine conflict, the Hamas-Israel conflict, and attacks on shipping in the Red Sea have heightened geopolitical tensions across the world.
The Russia-Ukraine conflict, the Hamas-Israel conflict, and attacks on shipping in the Red Sea have heightened geopolitical tensions across the world.
Since these measures are relatively new, there are still substantial uncertainties with respect to the interpretation and implementation of these measures in practice and how they affect our business operation. On March 22, 2024, the CAC promulgated the Provisions on Facilitating and Regulating Cross-border Data Flow, effective on the same date.
Since the regulatory environment and enforcement practices continue to evolve, there are still substantial uncertainties with respect to the interpretation and implementation of these measures in practice and how they may further affect our business operations.
The activities of third parties, such as merchants, brands, and other business partners are beyond our control.
While we take measures to comply with all applicable cybersecurity and data privacy laws and regulations, we cannot assure you the effectiveness of the measures undertaken by us and our business partners. The activities of third parties, such as merchants, brands, and other business partners are beyond our control.
These actions may materially and adversely affect international trade, global financial markets, and the stability of the global economic condition. In the past, the U.S. government has imposed higher tariffs on certain products imported from China to penalize China for what it characterizes as unfair trade practices.
These actions may materially and adversely affect international trade, global financial markets, and the stability of the global economic condition. For example, since early 2025, the United States has implemented significant changes to U.S. trade policy with China, including by imposing additional tariffs on Chinese imports.
It hence remains uncertain whether the future regulatory changes would impose additional compliance requirements on companies like us. We cannot predict the impact of the draft of the Administrative Regulations for Internet Data Security, if any, at this stage, and we will closely monitor and follow any development in the promulgation process.
It hence remains uncertain whether the future regulatory changes would impose additional compliance requirements on companies like us.
China has responded by imposing higher tariffs on certain products imported from the United States.
China has responded by imposing, and proposing to impose additional or higher tariffs on products imported from the United States, amnong other measures. There remains considerable uncertainty regarding future tariff rates and the trajectory of U.S.-Chian trade relations.
Removed
(2) It represents the elimination of the investment in the subsidiaries by group companies. (3) The amounts due to group companies mainly represent unsettled service fees among WFOEs as primary beneficiaries, the VIEs and their subsidiaries and other subsidiaries, which are eliminated in the consolidated balance sheet.
Added
And the Internet Religious Information Service License has expired on August 25, 2025, and we are in the process of applying for renewal of such license. There is uncertainty as to whether we will be able to renew such licenses.
Removed
Therefore, we need to continually expand and enhance our technological infrastructure, operating and financial systems, and other controls and procedures. We also need to expand, train, and manage our growing employees while maintaining our corporate culture.
Added
(2) It represents the elimination of the investment among Zhihu Inc., other subsidiaries and the primary beneficiary of VIEs. (3) It represents the elimination of intercompany balances among Zhihu Inc., other subsidiaries, the primary beneficiary of VIEs, VIEs and VIEs’ subsidiaries.
Removed
It is uncertain when the final measures will be issued and take effect, how they will be enacted, interpreted, or implemented, and whether and how they will affect us.
Added
In recent years, we continued to advance our technological development through internal initiatives, highlighted by the explorations on generative AI. In 2023, we launched our first Large Language Model, Zhihaitu AI, which has received regulatory registration in November 2023. Thereafter, we have geared more towards exploring in AI application-layer scenarios.
Removed
If the enacted version of the draft of the Administrative Regulations for Internet Data Security mandates clearance of cybersecurity review and other specific actions on companies like us, we face uncertainties as to whether such clearance can be timely obtained, or at all.
Added
Besides our own investment and development in AI, we also cooperated with other AI companies to build up our technology capabilities and expand commercial potential, and such cooperation may involve risks and uncertainties in cyberseucirty, data compliance, and reputation of our platform. The use of generative AI may involve complex intellectual property issues.
Removed
Any of these actions could materially and adversely affect our business, reputation, and results of operations. Our investments in generative AI may not be commercially successful, and we face potential issues in the use of AI in our business operations. In recent years, we continued to advance our technological development through internal initiatives, highlighted by the explorations on generative AI.
Added
In November 2016, the Standing Committee of the National People’s Congress promulgated the PRC Cybersecurity Law, which took effect on June 1, 2017 and was later amended on on October 28, 2025, and provides that network operators must meet their cybersecurity obligations and must take technical measures and other necessary measures to protect the safety and stability of their networks.

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Item 4. Mine Safety Disclosures

Mine Safety Disclosures — required of mining issuers

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Biggest changeThe Notice on Regulating Copyright Order of Internet Reproduction issued by the National Copyright Administration on April 17, 2015 includes the following four major points: (i) clarifying certain important issues related to internet copyrights in existing laws and regulations, including the definition of news, clarify statutory licenses that are not applicable to internet copyrights and prohibit the distortion of title and work intent; (ii) guiding the press and media to further improve the internal management of copyrights, especially requesting the press to clarify the copyright sources of their content; (iii) encouraging the press and internet media to actively carry out copyright cooperation; and (iv) calling for the copyright administrations at all levels to strictly implement copyright supervision. 89 Table of Contents The Computer Software Copyright Registration Measures, promulgated by the National Copyright Administration on February 20, 2002, regulate registrations of software copyright, exclusive licensing contracts for software copyright and transfer contracts.
Biggest changeIf an internet information service provider is clearly aware of an internet content provider’s tortuous act of infringing upon another’s copyright through internet or fails to take measures to remove relevant contents after receipt of the copyright owner’s notice although it is not clearly aware of the infringing act, which results in harm to public benefits, the internet information service provider shall be ordered to stop its infringing act, and may be imposed of confiscation of the illegal proceeds and a fine of not more than 3 times the illegal business amount; if the illegal business amount is difficult to be calculated, a fine of not more than RMB100,000 may be imposed. 89 Table of Contents The Notice on Regulating Copyright Order of Internet Reproduction issued by the National Copyright Administration on April 17, 2015 includes the following four major points: (i) clarifying certain important issues related to internet copyrights in existing laws and regulations, including the definition of news, clarify statutory licenses that are not applicable to internet copyrights and prohibit the distortion of title and work intent; (ii) guiding the press and media to further improve the internal management of copyrights, especially requesting the press to clarify the copyright sources of their content; (iii) encouraging the press and internet media to actively carry out copyright cooperation; and (iv) calling for the copyright administrations at all levels to strictly implement copyright supervision.
At the beginning of 2023, we optimized our organizational structure by combining our advertising and content commerce solutions services into a “marketing services” business, offering our merchants and brands more effective and comprehensive marketing solutions.
Marketing Services At the beginning of 2023, we optimized our organizational structure by combining our advertising and content commerce solutions services into a “marketing services” business, offering our merchants and brands more effective and comprehensive marketing solutions.
Our advanced technological infrastructure plays a pivotal role in multiple facets of our business, including user comprehension, content quality assessment, promotion of engaging content, user interaction, and community cultivation, as well as the enhancement of our content and service portfolio, all contributing to the establishment of a trustworthy brand.
Our advanced technological infrastructure plays a pivotal role in multiple facets of our business, including user comprehension, content quality assessment, promotion of engaging content, user interaction, and community cultivation, as well as the enhancement of our content and service portfolio, all contributing to the establishment of a trustworthy brand of Zhihu.
In addition, applicable laws and regulations also provide that entities recognized as software enterprises are able to enjoy a tax holiday consisting of a two-year- exemption commencing from their first profitable calendar year and a 50% reduction in ordinary tax rate for the following three calendar years, while entities qualified as key software enterprises can enjoy a preferential EIT rate of 10%. ​ 93 Table of Contents The Bulletin of the State Taxation Administration on Issues of Enterprise Income Tax on Indirect Transfers of Assets by Non-PRC Resident Enterprises, or STA Bulletin 7, was issued on February 3, 2015 and amended pursuant to the Announcement of the State Taxation Administration on Issues Concerning the Withholding of Enterprise Income Tax at Source on Non-PRC Resident Enterprises, which was issued on October 17, 2017 and amended on June 15, 2018.
In addition, applicable laws and regulations also provide that entities recognized as software enterprises are able to enjoy a tax holiday consisting of a two-year- exemption commencing from their first profitable calendar year and a 50% reduction in ordinary tax rate for the following three calendar years, while entities qualified as key software enterprises can enjoy a preferential EIT rate of 10%. ​ The Bulletin of the State Taxation Administration on Issues of Enterprise Income Tax on Indirect Transfers of Assets by Non-PRC Resident Enterprises, or STA Bulletin 7, was issued on February 3, 2015 and amended pursuant to the Announcement of the State Taxation Administration on Issues Concerning the Withholding of Enterprise Income Tax at Source on Non-PRC Resident Enterprises, which was issued on October 17, 2017 and amended on June 15, 2018.
As of December 31, 2024, the Yan Selection membership program offers access to millions of premium content items, such as fictional stories and novels, other books and magazines, live and recorded lectures, and audio books, serving a wide range of users who consume content for pleasure or for acquiring knowledge and skills, as well as those searching for credible references.
As of December 31, 2025, the Yan Selection membership program offers access to millions of premium content items, such as fictional stories and novels, other books and magazines, live and recorded lectures, and audio books, serving a wide range of users who consume content for pleasure or for acquiring knowledge and skills, as well as those searching for credible references.
In 2024, we proactively scaled back certain content commerce solutions services distribution that we considered less effective. At the same time, we actively leveraged AI capabilities to upgrade our existing products and integrate them more closely with content from our content creators and integrated with the broader community.
In 2025, we proactively scaled back certain content commerce solutions services distribution that we considered less effective. At the same time, we actively leveraged AI capabilities to upgrade our existing products and integrate them more closely with content from our content creators and integrated with the broader community.
According to STA Bulletin 45, if provided with a copy of Chinese tax resident determination certificate from a resident Chinese controlled offshore incorporated enterprise, the payer should not withhold income tax when paying the Chinese-sourced dividends, interest, royalties, etc. to the PRC-controlled offshore incorporated enterprise. ​ The EIT Laws permit certain High and New Technology Enterprises to enjoy a reduced 15% EIT rate subject to these enterprises meeting certain qualification criteria and permit certain small low-profit enterprises to enjoy a reduced 20% EIT rate subject to certain conditions.
According to STA Bulletin 45, if provided with a copy of Chinese tax resident determination certificate from a resident Chinese controlled offshore incorporated enterprise, the payer should not withhold income tax when paying the Chinese-sourced dividends, interest, royalties, etc. to the PRC-controlled offshore incorporated enterprise. 93 Table of Contents The EIT Laws permit certain High and New Technology Enterprises to enjoy a reduced 15% EIT rate subject to these enterprises meeting certain qualification criteria and permit certain small low-profit enterprises to enjoy a reduced 20% EIT rate subject to certain conditions.
Our deep content and user insights play an essential role in optimizing user experience and maintaining robust community governance, which reinforces our community culture of sincerity, expertise, and respect. Our community culture and trustworthy brand serve to fortify our content ecosystem, which attracts more users and content creators to our community and keeps them engaged.
Our in-depth content and user insights play an essential role in optimizing user experience and maintaining robust community governance, which reinforces our community culture of sincerity, expertise, and respect. Our community culture and trustworthy brand serve to fortify our content ecosystem, which attracts more users and content creators to our community and keeps them engaged.
As of March 31, 2025, we had completed lease registration of one property, but not others, among the properties we leased in China, primarily due to the difficulty of procuring the landlords’ cooperation to register such leases. Our landlords will need to cooperate for the registration of such leases.
As of March 31, 2026, we had completed lease registration of one property, but not others, among the properties we leased in China, primarily due to the difficulty of procuring the landlords’ cooperation to register such leases. Our landlords will need to cooperate for the registration of such leases.
Wuhan Xinyue also wholly owns Nanjing Zhizhu Technology Co., Ltd., which wholly owns Wuhan Zhibo Wenshuo Technology Co., Ltd. ​ Contractual Arrangements with the VIEs and Their Shareholders Current PRC laws and regulations impose certain restrictions or prohibitions on foreign ownership of companies that engage in value-added telecommunication services and certain other businesses.
Wuhan Xinyue also wholly owns Nanjing Zhizhu Technology Co., Ltd., which wholly owns Wuhan Zhibo Wenshuo Technology Co., Ltd. ​ 98 Table of Contents Contractual Arrangements with the VIEs and Their Shareholders Current PRC laws and regulations impose certain restrictions or prohibitions on foreign ownership of companies that engage in value-added telecommunication services and certain other businesses.
Meanwhile, it is underlined that efforts should be made to develop intelligent equipment and intelligent products, promote intelligent production processes, cultivate new production methods, and comprehensively enhance the intelligent level of research and development, production, management and service of enterprises. 73 Table of Contents On July 8, 2017, the State Council issued the Development Plan of a New Generation of Artificial Intelligence.
Meanwhile, it is underlined that efforts should be made to develop intelligent equipment and intelligent products, promote intelligent production processes, cultivate new production methods, and comprehensively enhance the intelligent level of research and development, production, management and service of enterprises. On July 8, 2017, the State Council issued the Development Plan of a New Generation of Artificial Intelligence.
We have consolidated the financial results of the VIEs and their subsidiaries in our consolidated financial statements in accordance with U.S. GAAP. 98 Table of Contents In April 2024, Beijing Radio and Television Station, or BRTS, completed its investment of RMB0.2 million in Zhizhe Tianxia to acquire 1% of Zhizhe Tianxia’s enlarged registered capital.
We have consolidated the financial results of the VIEs and their subsidiaries in our consolidated financial statements in accordance with U.S. GAAP. In April 2024, Beijing Radio and Television Station, or BRTS, completed its investment of RMB0.2 million in Zhizhe Tianxia to acquire 1% of Zhizhe Tianxia’s enlarged registered capital.
Wuhan Xinyue entered into an exclusive business cooperation agreement with Wuhan Bofeng on July 31, 2023, the principal terms of which are substantially the same as those under the Zhizhe Tianxia exclusive business cooperation agreement as set out above. 99 Table of Contents Shareholders’ Rights Entrustment Agreement and Powers of Attorney Pursuant to the shareholder’s rights entrustment agreement entered into among Mr.
Wuhan Xinyue entered into an exclusive business cooperation agreement with Wuhan Bofeng on July 31, 2023, the principal terms of which are substantially the same as those under the Zhizhe Tianxia exclusive business cooperation agreement as set out above. Shareholders’ Rights Entrustment Agreement and Powers of Attorney Pursuant to the shareholder’s rights entrustment agreement entered into among Mr.
The individuals directly responsible and other accountable personnel should receive a simultaneous warning and face a fine ranging from RMB500,000 to RMB5 million. ​ 97 Table of Contents C. Organizational Structure The following diagram illustrates our corporate structure, including our principal subsidiaries and the VIEs as of the date of this annual report.
The individuals directly responsible and other accountable personnel should receive a simultaneous warning and face a fine ranging from RMB500,000 to RMB5 million. C. Organizational Structure The following diagram illustrates our corporate structure, including our principal subsidiaries and the VIEs as of the date of this annual report.
In addition, the shareholders of Wuhan Xinyue each entered into a power of attorney on July 31, 2023 in favor of Wuhan Bofeng, the principal terms of which are substantially the same as those under the Zhizhe Tianxia power of attorney as set out above. Share Pledge Agreement Zhizhe Tianxia, Mr. Yuan Zhou, Mr.
In addition, the shareholders of Wuhan Xinyue each entered into a power of attorney on July 31, 2023 in favor of Wuhan Bofeng, the principal terms of which are substantially the same as those under the Zhizhe Tianxia power of attorney as set out above. 100 Table of Contents Share Pledge Agreement Zhizhe Tianxia, Mr. Yuan Zhou, Mr.
Currently, our marketing services primarily consist of online advertising services and content-commerce solutions. Our online advertising services help merchants and brands deliver advertisements effectively to their targeted audience. Our customers are generally attracted by our expanding user base, high-quality user profiles, and the content generated in our community.
Currently, our marketing services primarily consist of online advertising services and content-commerce solutions. 64 Table of Contents Our online advertising services help merchants and brands deliver advertisements effectively to their targeted audience. Our customers are generally attracted by our expanding user base, high-quality user profiles, and the content generated in our community.
Leveraging the inherent trustworthiness and recognition associated with the Zhihu brand, our marketing strategy to combine brand building with user growth enables us to benefit from a lower customer acquisition cost and achieve a faster rate of user growth. 66 Table of Contents Data analytics underlie our marketing strategies.
Leveraging the inherent trustworthiness and recognition associated with the Zhihu brand, our marketing strategy to combine brand building with user growth enables us to benefit from a lower customer acquisition cost and achieve a faster rate of user growth. Data analytics underlie our marketing strategies.
Internet information content service users, internet information content producers, and internet information content service platforms cannot, through manual or technical means, conduct acts that destroy the internet ecosystem. 70 Table of Contents On June 27, 2022, the CAC promulgated the Administrative Provisions on the Account Information of Internet Users, which took effect on August 1, 2022.
Internet information content service users, internet information content producers, and internet information content service platforms cannot, through manual or technical means, conduct acts that destroy the internet ecosystem. On June 27, 2022, the CAC promulgated the Administrative Provisions on the Account Information of Internet Users, which took effect on August 1, 2022.
On December 25, 2024, the prevailing VAT regulations were enacted into the Value-Added Tax Law of the People’s Republic of China, which will come into effect on January 1, 2026. In terms of VAT rates, the existing rates of 13%, 9% and 6% remain unchanged.
On December 25, 2024, the prevailing VAT regulations were enacted into the Value-Added Tax Law of the People’s Republic of China, which came into effect on January 1, 2026. In terms of VAT rates, the existing rates of 13%, 9% and 6% remain unchanged.
In addition, internet platform operators are obliged to cooperate with advertising monitoring, assist in supervision, and provide statistical data. 78 Table of Contents On August 22, 2024, the SAMR published the Regulatory Enforcement Guidelines on the Identifiability of Internet Advertisements.
In addition, internet platform operators are obliged to cooperate with advertising monitoring, assist in supervision, and provide statistical data. On August 22, 2024, the SAMR published the Regulatory Enforcement Guidelines on the Identifiability of Internet Advertisements.
Our PRC legal counsel has advised us that the lack of registration for the lease contracts will not affect the validity of such lease contracts under PRC law, and has also advised us that a maximum penalty of RMB10,000 may be imposed for each incident of noncompliance of lease registration requirements. Item 4A. UNRESOLVED STAFF COMMENTS Not applicable.
Our PRC legal counsel has advised us that the lack of registration for the lease contracts will not affect the validity of such lease contracts under PRC law, and has also advised us that a maximum penalty of RMB10,000 may be imposed for each incident of noncompliance of lease registration requirements. Item 4A.
To conduct commercial internet culture activities, the Internet Cultural Business License is a prerequisite. On April 13, 2005, the State Council promulgated Decisions on the Entry of the Non-state-owned Capital into the Cultural Industry.
To conduct commercial internet culture activities, the Internet Cultural Business License is a prerequisite. 71 Table of Contents On April 13, 2005, the State Council promulgated Decisions on the Entry of the Non-state-owned Capital into the Cultural Industry.
Our data privacy policy agreed to by our users describes our data practices in our operations. We do not use any data for any purpose other than those specified in the data privacy policy agreed to by our users. 67 Table of Contents We store all the data accumulated in our operations in-house.
Our data privacy policy agreed to by our users describes our data practices in our operations. We do not use any data for any purpose other than those specified in the data privacy policy agreed to by our users. We store all the data accumulated in our operations in-house.
Therefore, it still leaves leeway for future laws, administrative regulations or provisions to provide for contractual arrangements as a form of foreign investment. 87 Table of Contents The Foreign Investment Law also provides several protective rules and principles for foreign investors and their investments in China, including, among others, that local governments shall abide by their commitments to the foreign investors; foreign-invested enterprises are allowed to issue stocks and corporate bonds; except for special circumstances, in which case statutory procedures shall be followed and fair and reasonable compensation shall be made in a timely manner, expropriate or requisition the investment of foreign investors is prohibited; mandatory technology transfer is prohibited, allows foreign investors’ funds to be freely transferred out and into the PRC territory, which run through the entire lifecycle from the entry to the exit of foreign investment, and provide an all-around and multi-angle system to guarantee fair competition of foreign-invested enterprises in the market economy.
The Foreign Investment Law also provides several protective rules and principles for foreign investors and their investments in China, including, among others, that local governments shall abide by their commitments to the foreign investors; foreign-invested enterprises are allowed to issue stocks and corporate bonds; except for special circumstances, in which case statutory procedures shall be followed and fair and reasonable compensation shall be made in a timely manner, expropriate or requisition the investment of foreign investors is prohibited; mandatory technology transfer is prohibited, allows foreign investors’ funds to be freely transferred out and into the PRC territory, which run through the entire lifecycle from the entry to the exit of foreign investment, and provide an all-around and multi-angle system to guarantee fair competition of foreign-invested enterprises in the market economy.
Operators shall abide by the principle of voluntariness, equality, impartiality, integrity, as well as laws and business ethics during production and operating activities. 95 Table of Contents The PRC Anti-Monopoly Law, which was promulgated by the Standing Committee of the National People’s Congress in 2007 and amended on June 24, 2022 and took effect on August 1, 2022, and the Rules of the State Council on Declaration Threshold for Concentration of Undertakings promulgated by the State Council on August 3, 2008 and last amended on January 22, 2024, require that if a concentration reaches one of the following thresholds, a declaration must be lodged in advance with the anti-monopoly law enforcement agency under the State Council, or otherwise the concentration shall not be implemented: (i) during the previous fiscal year, the total global turnover of all undertakings participating in the concentration exceeded RMB12 billion, and at least two of these undertakings each had a turnover of more than RMB800 million within China; or (ii) during the previous fiscal year, the total turnover within China of all the undertakings participating in the concentration exceeded RMB4 billion, and at least two of these undertakings each had a turnover of more than RMB800 million within China.
The PRC Anti-Monopoly Law, which was promulgated by the Standing Committee of the National People’s Congress in 2007 and amended on June 24, 2022 and took effect on August 1, 2022, and the Rules of the State Council on Declaration Threshold for Concentration of Undertakings promulgated by the State Council on August 3, 2008 and last amended on January 22, 2024, require that if a concentration reaches one of the following thresholds, a declaration must be lodged in advance with the anti-monopoly law enforcement agency under the State Council, or otherwise the concentration shall not be implemented: (i) during the previous fiscal year, the total global turnover of all undertakings participating in the concentration exceeded RMB12 billion, and at least two of these undertakings each had a turnover of more than RMB800 million within China; or (ii) during the previous fiscal year, the total turnover within China of all the undertakings participating in the concentration exceeded RMB4 billion, and at least two of these undertakings each had a turnover of more than RMB800 million within China.
Under the Regulations on the Administration of Production of Radio and Television Programs, which were promulgated by the State Administration of Radio, Film and Television on July 19, 2004 and amended on October 29, 2020, any entities that engage in the production of radio and television programs are required to apply for a license from the State Administration of Radio, Film and Television or its local level counterparts.
Under the Regulations on the Administration of Production of Radio and Television Programs, which were promulgated by the State Administration of Radio, Film and Television on July 19, 2004 and most recently amended on June 3, 2025, any entities that engage in the production of radio and television programs are required to apply for a license from the State Administration of Radio, Film and Television or its local level counterparts.
As provided in the exclusive option agreement, without the prior written consent of Zhizhe Sihai, Zhizhe Tianxia shall not, and shall procure its subsidiaries not to, among other things, (i) sell, transfer, pledge or dispose of in any manner any of its assets for a value more than RMB1 million; (ii) execute any material contract for a value more than RMB1 million, except any contracts in the ordinary course of business and any contracts entered into with any members of our group; (iii) provide any loan, financial support, pledge or guarantees in any form to any third party, or allow any third party create any pledge or other security interest on its assets or equity; (iv) incur, inherit, guarantee or allow any debt that is not incurred in the ordinary course of business of Zhizhe Tianxia or not disclosed and consented to by Zhizhe Sihai; (v) enter into any consolidation or merger with any third party, or acquire or invest in any third party; or (vi) increase or reduce its registered capital, or alter the structure of the registered capital in any other way.
If Zhizhe Sihai exercises its purchase right, all or any part of the equity interests in and/or assets of Zhizhe Tianxia acquired would be transferred to Zhizhe Sihai and the benefits of equity ownership and/or assets, as applicable, would flow to us and our Shareholders. 101 Table of Contents As provided in the exclusive option agreement, without the prior written consent of Zhizhe Sihai, Zhizhe Tianxia shall not, and shall procure its subsidiaries not to, among other things, (i) sell, transfer, pledge or dispose of in any manner any of its assets for a value more than RMB1 million; (ii) execute any material contract for a value more than RMB1 million, except any contracts in the ordinary course of business and any contracts entered into with any members of our group; (iii) provide any loan, financial support, pledge or guarantees in any form to any third party, or allow any third party create any pledge or other security interest on its assets or equity; (iv) incur, inherit, guarantee or allow any debt that is not incurred in the ordinary course of business of Zhizhe Tianxia or not disclosed and consented to by Zhizhe Sihai; (v) enter into any consolidation or merger with any third party, or acquire or invest in any third party; or (vi) increase or reduce its registered capital, or alter the structure of the registered capital in any other way.
These policies have later been reflected in the Notice on Relevant Issues Concerning Application and Approval of Audio-Visual Permit, issued by State Administration of Radio, Film and Television on April 8, 2008 and amended on August 28, 2015. 72 Table of Contents In March 2018, the State Administration of Press, Publication, Radio, Film and Television issued the Notice on Further Regulating the Transmission Order of Internet Audio-visual Programs, which requires that, among others, audio-visual platforms shall: (i) not produce or transmit programs intended to parody or denigrate classic works, (ii) not re-edit, re-dub, re-caption or otherwise ridicule classic works, radio and television programs, or original internet audio- visual programs without authorization, (iii) not transmit re-edited programs which unfairly distort the original content, (iv) strictly monitor the adapted content uploaded by platform users and not provide transmission channels for illicit content, (v) immediately take down unauthorized content upon receipt of complaints from copyright owners, radio and television stations, or film and television production institutions, (vi) strengthen the administration of movie trailers and prevent improper broadcasting of movie clips and trailers prior to authorized release, and (vii) strengthen the administration of sponsorship and endorsement for internet audio-visual programs.
In March 2018, the State Administration of Press, Publication, Radio, Film and Television issued the Notice on Further Regulating the Transmission Order of Internet Audio-visual Programs, which requires that, among others, audio-visual platforms shall: (i) not produce or transmit programs intended to parody or denigrate classic works, (ii) not re-edit, re-dub, re-caption or otherwise ridicule classic works, radio and television programs, or original internet audio- visual programs without authorization, (iii) not transmit re-edited programs which unfairly distort the original content, (iv) strictly monitor the adapted content uploaded by platform users and not provide transmission channels for illicit content, (v) immediately take down unauthorized content upon receipt of complaints from copyright owners, radio and television stations, or film and television production institutions, (vi) strengthen the administration of movie trailers and prevent improper broadcasting of movie clips and trailers prior to authorized release, and (vii) strengthen the administration of sponsorship and endorsement for internet audio-visual programs.
We remain committed to utilizing our technological capabilities, including artificial intelligence, natural language processing, and machine learning to optimize our daily content operations. In particular, we are actively leveraging the latest AI capabilities to evolve our TopicRank algorithms, enabling it to better identify and evaluate our content, to provide our users with a better content consumption experience.
We remain committed to utilizing our technological capabilities to optimize our daily content operations. In particular, we are actively leveraging the latest AI capabilities to evolve our TopicRank algorithms, enabling it to better identify and evaluate our content, to provide our users with a better content consumption experience.
Pursuant to these provisions, internet user account service platforms shall, among others, establish, improve, and strictly implement account name information management system, information content security system, and personal information protection system, along with an account name information dynamic check patrol system for the verification of identity information. 84 Table of Contents Regulations Relating to Online Live Streaming Services On November 4, 2016, the CAC issued the Administrative Regulations on Online Live Streaming Service, effective on December 1, 2016, pursuant to which, all online livestreaming service providers must take various measures during operation of live streaming services, including but not limited to: (i) establishment of platforms for reviewing live streaming content, conducting classification, and grading management according to the online live streaming content categories, user scale, and others, and adding tags to graphics, video, audio, or broadcast tag information for platforms; (ii) conducting verification on online live streaming users with valid identification information (e.g., authentic mobile phone numbers) and validating the registration of online live streaming publishers based on their identification documents (such as identity documents, business licenses, and organization code certificates); (iii) examining and verifying the authenticity of the identification information of online live streaming service publishers, classifying and filing such identification information records with the internet information offices at the provincial level where they are located and providing such information to applicable law enforcement departments upon legal request; (iv) entering into a service agreement with the users of online live streaming services of which the essential clauses should be under guidance of internet information offices at the provincial level, to clarify the rights and obligations of the parties and require them to comply with the laws, regulations, and platform conventions; and (v) establishment of a credit-rating system and a blacklist system, to provide management and services according to such credit rating, prohibiting the re-registration of accounts by online live streaming service users on the blacklist, and promptly reporting such users to the internet information offices.
Such platforms are also required to conduct personal information protection compliance audits and risk assessments, either internally or through third-party professional institutions, and must promptly address any issues identified. 84 Table of Contents Regulations Relating to Online Live Streaming Services On November 4, 2016, the CAC issued the Administrative Regulations on Online Live Streaming Service, effective on December 1, 2016, pursuant to which, all online livestreaming service providers must take various measures during operation of live streaming services, including but not limited to: (i) establishment of platforms for reviewing live streaming content, conducting classification, and grading management according to the online live streaming content categories, user scale, and others, and adding tags to graphics, video, audio, or broadcast tag information for platforms; (ii) conducting verification on online live streaming users with valid identification information (e.g., authentic mobile phone numbers) and validating the registration of online live streaming publishers based on their identification documents (such as identity documents, business licenses, and organization code certificates); (iii) examining and verifying the authenticity of the identification information of online live streaming service publishers, classifying and filing such identification information records with the internet information offices at the provincial level where they are located and providing such information to applicable law enforcement departments upon legal request; (iv) entering into a service agreement with the users of online live streaming services of which the essential clauses should be under guidance of internet information offices at the provincial level, to clarify the rights and obligations of the parties and require them to comply with the laws, regulations, and platform conventions; and (v) establishment of a credit-rating system and a blacklist system, to provide management and services according to such credit rating, prohibiting the re-registration of accounts by online live streaming service users on the blacklist, and promptly reporting such users to the internet information offices.
In 2024, we had an average of 15.0 million monthly subscribing members, increased by 3.7% from 14.5 million in 2023. We expect to expand our paid membership services by continually enhancing the quality of our premium content, including professionally generated and professional user-generated content, while diversifying the spectrum of our premium content library.
In 2025, we had an average of 13.5 million monthly subscribing members, decreased by 10.0% from 15.0 million in 2024. We expect to expand our paid membership services by continually enhancing the quality of our premium content, including professionally generated and professional user-generated content, while diversifying the spectrum of our premium content library.
The Zhihu model is centered around a virtuous cycle seeking to achieve a content equilibrium between what our content creators contribute and what our users consume. We continually reinforce Zhihu’s technological foundation and strive for optimal monetization to deliver value to our shareholders and other stakeholders.
We will continue to evolve our monetization approaches in a disciplined manner. The Zhihu model is centered around a virtuous cycle seeking to achieve an equilibrium between what our content creators contribute and what our users consume. We continually improve Zhihu’s technological foundation and strive for optimal monetization to deliver value to our shareholders and other stakeholders.
We have internal rules and policies to govern how we may use and share personal information, as well as protocols, technologies and systems in place to ensure that such information will not be accessed or disclosed improperly.
User Privacy and Data Security Data security is crucial to our business operations. We have internal rules and policies to govern how we may use and share personal information, as well as protocols, technologies and systems in place to ensure that such information will not be accessed or disclosed improperly.
On February 13, 2015, the State Administration of Foreign Exchange promulgated the Notice of the State Administration of Foreign Exchange on Further Simplifying and Improving Foreign Exchange Administration Policy on Direct Investment, or SAFE Notice 13, effective on June 1, 2015, which further amends SAFE Circular 37 by requiring domestic residents to register with qualified banks rather than the State Administration of Foreign Exchange or its local counterpart in connection with their establishment or control of an offshore entity established for the purpose of overseas investment or financing. 91 Table of Contents On March 30, 2015, the State Administration of Foreign Exchange promulgated the Circular of the State Administration of Foreign Exchange on Reforming the Administration Measures on Conversion of Foreign Exchange Registered Capital of Foreign-invested Enterprises, or SAFE Circular 19, which was amended on March 23, 2023.
On February 13, 2015, the State Administration of Foreign Exchange promulgated the Notice of the State Administration of Foreign Exchange on Further Simplifying and Improving Foreign Exchange Administration Policy on Direct Investment, or SAFE Notice 13, effective on June 1, 2015, which further amends SAFE Circular 37 by requiring domestic residents to register with qualified banks rather than the State Administration of Foreign Exchange or its local counterpart in connection with their establishment or control of an offshore entity established for the purpose of overseas investment or financing.
However, these pilot measures are limited to the specified regions and are not universally applicable. 69 Table of Contents Pursuant to the Ministry of Information Industry’s Notice on Strengthening the Administration of Foreign Investment in and Operation of Value-Added Telecommunications Services, issued by the Ministry of Information Industry, the predecessor of the MIIT, on July 13, 2006, domestic value-added telecommunications enterprises are prohibited from renting, transferring, or selling licenses for value-added telecommunications services to foreign investors in any form.
Pursuant to the Ministry of Information Industry’s Notice on Strengthening the Administration of Foreign Investment in and Operation of Value-Added Telecommunications Services, issued by the Ministry of Information Industry, the predecessor of the MIIT, on July 13, 2006, domestic value-added telecommunications enterprises are prohibited from renting, transferring, or selling licenses for value-added telecommunications services to foreign investors in any form.
On June 1, 2021, the Law of the PRC on the Protection of Minors (2020 Revision), promulgated by the Standing Committee of the National People’s Congress, became into effect, specifying stringent requirements for the protection of minors’ information.
On June 1, 2021, the Law of the PRC on the Protection of Minors (2020 Revision), promulgated by the Standing Committee of the National People’s Congress, became into effect, specifying stringent requirements for the protection of minors’ information. 83 Table of Contents On August 20, 2021, the Standing Committee of the National People’s Congress promulgated the PRC Personal Information Protection Law, which became effective on November 1, 2021.
Any organization or individual shall legally obtain personal information of others when necessary and ensure the safety of such information and shall not illegally collect, use, process or transmit personal information of others, or illegally purchase or sell, provide or make public personal information of others. 83 Table of Contents The MIIT issued the Notice on the Further Special Rectification of App Infringing upon Users’ Personal Rights and Interests on July 22, 2020, which requires that certain conducts of app service providers should be inspected, including, among others, (i) collecting or using personal information without the user’s consent, collecting or using personal information beyond the necessary scope of providing services, and forcing users to receive advertisements; (ii) requesting user’s permission in a compulsory and frequent manner, or frequently launching third- parties apps; and (iii) deceiving and misleading users into downloading apps or providing personal information.
The MIIT issued the Notice on the Further Special Rectification of App Infringing upon Users’ Personal Rights and Interests on July 22, 2020, which requires that certain conducts of app service providers should be inspected, including, among others, (i) collecting or using personal information without the user’s consent, collecting or using personal information beyond the necessary scope of providing services, and forcing users to receive advertisements; (ii) requesting user’s permission in a compulsory and frequent manner, or frequently launching third- parties apps; and (iii) deceiving and misleading users into downloading apps or providing personal information.
Regulations on Online Education On September 19, 2019, the Ministry of Education, jointly with multiple PRC government authorities, issued the Guidance Opinions on Promoting the Healthy Development of Online Education, which provide, among others, that (i) social forces are encouraged to establish online education institutions, develop online education resources, and provide high quality educational services; and (ii) an online education negative list shall be promulgated, and industries not included in the negative list are open for all types of entities to enter.
Further, the opinions require each level of the government to improve local policies on government support to for-profit and non-profit private schools by such means as preferential tax treatments. 76 Table of Contents Regulations on Online Education On September 19, 2019, the Ministry of Education, jointly with multiple PRC government authorities, issued the Guidance Opinions on Promoting the Healthy Development of Online Education, which provide, among others, that (i) social forces are encouraged to establish online education institutions, develop online education resources, and provide high quality educational services; and (ii) an online education negative list shall be promulgated, and industries not included in the negative list are open for all types of entities to enter.
As we continue to enhance user experience and serve our users, content creators, and business partners, we have established diverse and extensive content-centric monetization channels. This self-reinforcing ecosystem has emerged as we have grown and continues to solidify our leadership.
As we continue to enhance user experience and serve our users, content creators, and business partners, we have established diverse and extensive content-centric monetization channels. This self-reinforcing ecosystem has emerged as we have grown and continues to solidify our leadership. Our Progress in AI Artificial intelligence represents a long-term opportunity for Zhihu.
According to the Cybersecurity Review Measures, critical information infrastructure operators that intend to purchase internet products and services and internet platform operators engaging in data processing activities that affect or may affect national security must be subject to the cybersecurity review, and an internet platform operator possessing personal information of over one million users and intending to be listed on a foreign stock exchange must be subject to the cybersecurity review. ​ 80 Table of Contents On July 7, 2022, the CAC promulgated the Measures for the Security Assessment of Cross-Border Data Transmission, which took effect on September 1, 2022.
According to the Cybersecurity Review Measures, critical information infrastructure operators that intend to purchase internet products and services and internet platform operators engaging in data processing activities that affect or may affect national security must be subject to the cybersecurity review, and an internet platform operator possessing personal information of over one million users and intending to be listed on a foreign stock exchange must be subject to the cybersecurity review.
The decision provides that, among others, internet service providers shall abide by the principles of legality, legitimacy and necessity, clearly state the purpose, method and scope of the collection and use of information, obtain the consent of the person whose information is being collected when collecting and using a citizen’s personal information during business activities, and shall not violate the provisions of laws and regulations or the agreement between the parties when collecting and using information. 82 Table of Contents On July 16, 2013, the MIIT issued the Order for the Protection of Telecommunication and Internet User Personal Information, which came into effect on September 1, 2013.
The decision provides that, among others, internet service providers shall abide by the principles of legality, legitimacy and necessity, clearly state the purpose, method and scope of the collection and use of information, obtain the consent of the person whose information is being collected when collecting and using a citizen’s personal information during business activities, and shall not violate the provisions of laws and regulations or the agreement between the parties when collecting and using information.
Restriction on Offline Distribution On June 28, 2012, the General Administration of Press and Publications promulgated the Implementing Rules of the General Administration of Press and Publication for Supporting Private Capital’s Participation in Publishing Operation Activities, pursuant to which, the General Administration of Press and Publications, among other things, (i) continuously supports private capital to invest in the establishment of enterprises of publication issuance, wholesale, retailing, and chain operation to engage in the issuance and operation activities of publication products, such as books, newspaper, periodicals, video and audio products, and electronic publications; and (ii) continuously supports private capital to invest in the establishment of internet digital publishing enterprises, including online game publishing, mobile publishing, e-book publishing, and content software development to engage in publishing and operation activities.
Pursuant to the Administrative Regulations on Publishing (2020 Revised) promulgated by the State Council on November 29, 2020, organizations and individually owned businesses engaging in distribution of publications through information network such as the internet shall obtain a Publication Operation License pursuant to the provisions of these regulations. 75 Table of Contents Restriction on Offline Distribution On June 28, 2012, the General Administration of Press and Publications promulgated the Implementing Rules of the General Administration of Press and Publication for Supporting Private Capital’s Participation in Publishing Operation Activities, pursuant to which, the General Administration of Press and Publications, among other things, (i) continuously supports private capital to invest in the establishment of enterprises of publication issuance, wholesale, retailing, and chain operation to engage in the issuance and operation activities of publication products, such as books, newspaper, periodicals, video and audio products, and electronic publications; and (ii) continuously supports private capital to invest in the establishment of internet digital publishing enterprises, including online game publishing, mobile publishing, e-book publishing, and content software development to engage in publishing and operation activities.
Pursuant to the Foreign Investment Law, “foreign investments” refer to investment activities conducted by foreign investors directly or indirectly in China, which include any of the following circumstances: (i) foreign investors setting up foreign-invested enterprises in China solely or jointly with other investors, (ii) foreign investors obtaining shares, equity interests, property portions or other similar rights and interests of enterprises within China, (iii) foreign investors investing in new projects in China solely or jointly with other investors, and (iv) investment of other methods as specified in laws, administrative regulations, or as stipulated by the State Council.
Pursuant to the Foreign Investment Law, “foreign investments” refer to investment activities conducted by foreign investors directly or indirectly in China, which include any of the following circumstances: (i) foreign investors setting up foreign-invested enterprises in China solely or jointly with other investors, (ii) foreign investors obtaining shares, equity interests, property portions or other similar rights and interests of enterprises within China, (iii) foreign investors investing in new projects in China solely or jointly with other investors, and (iv) investment of other methods as specified in laws, administrative regulations, or as stipulated by the State Council. 87 Table of Contents According to the Foreign Investment Law, foreign investment shall enjoy pre-entry national treatment, except for foreign invested entities that operate in industries deemed to be either “restricted” or “prohibited” in the Negative List.
Internet content provision operators are required to cease any collection or use of the user personal information, and de-register the relevant user account, when a given user stops using the relevant internet service. Internet content provision operators are further prohibited from divulging, distorting or destroying any such personal information, or selling or providing such information unlawfully to other parties.
Internet content provision operators are required to cease any collection or use of the user personal information, and de-register the relevant user account, when a given user stops using the relevant internet service.
The PRC Cybersecurity Law imposes specific data protection obligations on network operators, including not disclosing, tampering with, or damaging users’ personal information that they have collected, as well as the obligation to delete unlawfully collected information and to correct any inaccuracies. Moreover, internet operators are prohibited from providing users’ personal information to others without users’ consent.
Internet content provision operators are further prohibited from divulging, distorting or destroying any such personal information, or selling or providing such information unlawfully to other parties. 82 Table of Contents The PRC Cybersecurity Law imposes specific data protection obligations on network operators, including not disclosing, tampering with, or damaging users’ personal information that they have collected, as well as the obligation to delete unlawfully collected information and to correct any inaccuracies.
The latest amendment of the PRC Company Law will become effective on July 1, 2024. The amendment mainly improves the establishment and exit mechanism of companies, optimizes the organizational structure of companies, specifies shareholder rights, enhances the capital system of companies, and increases the responsibilities of controlling shareholders and management personnel.
The amendment mainly improves the establishment and exit mechanism of companies, optimizes the organizational structure of companies, specifies shareholder rights, enhances the capital system of companies, and increases the responsibilities of controlling shareholders and management personnel.
Our paid membership service offerings compete with platforms that provide similar services to paying users, including other online content communities and online content market players focusing on professionally generated content that offer subscription programs or on-demand access to content library.
We also compete against traditional media outlets, such as television, radio, and print for advertising and marketing budget. Our paid membership service offerings compete with platforms that provide similar services to paying users, including other online content communities and online content market players focusing on professionally generated content that offer subscription programs or on-demand access to content library.
According to the Measures for Examination of Concentration of Undertakings, if a concentration of undertakings does not meet the threshold for declaration, but there is evidence suggesting that it has or may have the effect of excluding or limiting competition, the SAMR may order the involved operators to file the concentration of undertakings.
According to the Measures for Examination of Concentration of Undertakings, if a concentration of undertakings does not meet the threshold for declaration, but there is evidence suggesting that it has or may have the effect of excluding or limiting competition, the SAMR may order the involved operators to file the concentration of undertakings. 96 Table of Contents On May 6, 2024, the SAMR promulgated the Interim Provisions on Anti-Unfair Competition on the Internet, which took effect on September 1, 2024.
A question may begin trending immediately, attracting a string of answers of different lengths, styles, and perspectives. A question may also remain relevant and accumulate answers over a long period of time, reflecting the timeless value of such content.
A question may begin trending immediately, attracting a string of answers of different lengths, styles, and perspectives. A question may also remain relevant and accumulate answers over a long period of time, reflecting the timeless value of such content. This format facilitates the accumulation of diverse perspectives over time and supports in-depth discussions across a wide range of topics.
On May 6, 2024, the SAMR promulgated the Interim Provisions on Anti-Unfair Competition on the Internet, which took effect on September 1, 2024. These provisions aim to strengthen the supervision of unfair competition in the Internet sector by prohibiting operators from using technical means to impede or disrupt the normal operation of legally provided internet products or services.
These provisions aim to strengthen the supervision of unfair competition in the Internet sector by prohibiting operators from using technical means to impede or disrupt the normal operation of legally provided internet products or services.
On February 17, 2023, the CSRC released the Overseas Listing Trial Measures and five supporting guidelines, which took effect on March 31, 2023. According to the Overseas Listing Trial Measures, domestic companies that seek to offer or list its securities overseas, either directly or indirectly, should fulfill filing procedure with, and report relevant information to, the CSRC.
According to the Overseas Listing Trial Measures, domestic companies that seek to offer or list its securities overseas, either directly or indirectly, should fulfill filing procedure with, and report relevant information to, the CSRC.
In April 2023, we upgraded our professional creator identification recognition function to indicate verified professional identity of our content creators. Furthermore, we launched our upgraded Haiyan Plan 6.0 March 2024, which centers around professional users with profile verified, motivating them with greater weights to expand their influence within the community and with highly efficient tools for realizing their monetization potential.
Furthermore, we launched our upgraded Haiyan Plan 6.0 March 2024, which centers around professional users with profile verified, motivating them with greater weights to expand their influence within the community and with highly efficient tools for realizing their monetization potential. We continued to enhance our incentive mechanisms for high-quality content creation in 2025.
People within the Zhihu community value our culture and are willing to help safeguard an environment where everyone is encouraged to share their knowledge, experience, and insights, while treating each other with respect.
At the same time, we continue to improve moderation efficiency and consistency through the application of AI tools. People within the Zhihu community value our culture and are willing to help safeguard an environment where everyone is encouraged to share their knowledge, experience, and insights, while treating each other with respect.
Additionally, service providers are encouraged to utilize forms like digital watermarks to embed implicit identifications into the synthetic contents. 74 Table of Contents The Interim Measures for the Management of Generative Artificial Intelligence Services, which were promulgated by the CAC together with other government authorities on July 10, 2023 and came into effect on August 15, 2023, specify the compliance requirements for generative artificial intelligence service providers.
The Interim Measures for the Management of Generative Artificial Intelligence Services, which were promulgated by the CAC together with other government authorities on July 10, 2023 and came into effect on August 15, 2023, specify the compliance requirements for generative artificial intelligence service providers.
If any entity arbitrarily engages in internet publication services or arbitrarily launches online games (including online games authorized by foreign copyright owners) without approval, it might be banned by the competent publication administrative department and the administrative department for industry and commerce with statutory authority and a fine up to ten times the illegal operating income may be imposed. 75 Table of Contents In addition, based on the Administrative Measures for Internet Publication Services, an annual verification system shall apply to internet publishing service providers and shall be carried out once every year.
If any entity arbitrarily engages in internet publication services or arbitrarily launches online games (including online games authorized by foreign copyright owners) without approval, it might be banned by the competent publication administrative department and the administrative department for industry and commerce with statutory authority and a fine up to ten times the illegal operating income may be imposed.
The Opinions on Lawfully and Strictly Cracking Down Illegal Securities Activities, promulgated by the General Office of the CPC Central Committee and the General Office of the State Council on July 6, 2021, call for the enhanced administration and supervision of overseas-listed China-based companies, proposed to revise the regulation governing the overseas issuance and listing of shares by such companies and clarified the responsibilities of competent domestic industry regulators and government authorities.
Any organizational or individual data processing activities that violate the PRC Data Security Law shall bear the corresponding civil, administrative or criminal liabilities depending on specific circumstances. 79 Table of Contents The Opinions on Lawfully and Strictly Cracking Down Illegal Securities Activities, promulgated by the General Office of the CPC Central Committee and the General Office of the State Council on July 6, 2021, call for the enhanced administration and supervision of overseas-listed China-based companies, proposed to revise the regulation governing the overseas issuance and listing of shares by such companies and clarified the responsibilities of competent domestic industry regulators and government authorities.
The PRC Copyright Law, promulgated by the Standing Committee of the National People’s Congress on September 7, 1990 and last amended on November 11, 2020, becoming effective on June 1, 2021, along with its related implementing regulations issued by the State Council on August 2, 2002 and last amended on January 30, 2013, becoming effective on March 1, 2013, provides that Chinese citizens, legal persons, or other organizations shall, whether published or not, enjoy copyright in their works, which include, among others, works of literature, art, natural science, social science, engineering technology and computer software.
China is a signatory to some major international conventions on protection of copyright and became a member of the Berne Convention for the Protection of Literary and Artistic Works in October 1992, the Universal Copyright Convention in October 1992, and the Agreement on Trade-Related Aspects of Intellectual Property Rights upon its accession to the World Trade Organization in December 2001. 88 Table of Contents The PRC Copyright Law, promulgated by the Standing Committee of the National People’s Congress on September 7, 1990 and last amended on November 11, 2020, becoming effective on June 1, 2021, along with its related implementing regulations issued by the State Council on August 2, 2002 and last amended on January 30, 2013, becoming effective on March 1, 2013, provides that Chinese citizens, legal persons, or other organizations shall, whether published or not, enjoy copyright in their works, which include, among others, works of literature, art, natural science, social science, engineering technology and computer software.
The CAC solicited comments until December 13, 2021, but there is no timetable for its enactment. On December 28, 2021, the CAC, the NDRC, the MIIT, and several other PRC governmental authorities jointly promulgated the Cybersecurity Review Measures, which took effect on February 15, 2022.
On December 28, 2021, the CAC, the NDRC, the MIIT, and several other PRC governmental authorities jointly promulgated the Cybersecurity Review Measures, which took effect on February 15, 2022.
Except under certain specific circumstances provided by law, any third-party user must obtain consent or a proper license from the patent owner to use the patent, or else the use will constitute an infringement of the rights of the patent holder. 90 Table of Contents Domain Names Domain names are protected under the Administrative Measures on the Internet Domain Names promulgated by the MIIT on August 24, 2017.
Except under certain specific circumstances provided by law, any third-party user must obtain consent or a proper license from the patent owner to use the patent, or else the use will constitute an infringement of the rights of the patent holder.
The National Security Law provides that the state shall safeguard the sovereignty, security and cybersecurity development interests of the state, and that the state shall establish a national security review and supervision system to review, among other things, foreign investment, key technologies, internet, and information technology products and services, and other important activities that are likely to impact the national security of the PRC.
The National Security Law provides that the state shall safeguard the sovereignty, security and cybersecurity development interests of the state, and that the state shall establish a national security review and supervision system to review, among other things, foreign investment, key technologies, internet, and information technology products and services, and other important activities that are likely to impact the national security of the PRC. 78 Table of Contents On November 7, 2016, the Standing Committee of the National People’s Congress issued the PRC Cybersecurity Law, which came into effect on June 1, 2017.
Other than those sponsored wholly or partially by governmental funds or donated assets, schools or other educational institutions may be established for profit-making purposes. 76 Table of Contents The Law for Promoting Private Education of the PRC and Its Implementation Rules The principal laws and regulations governing the private education industry in China are the Law for Promoting Private Education of the PRC, promulgated by the Standing Committee of the National People’s Congress on December 28, 2002, last amended and becoming effective on December 29, 2018, and the Implementation Rules for the Law for Promoting Private Education of the PRC, promulgated by the State Council on March 5, 2004, last amended on April 7 and becoming effective on September 1, 2021.
The Law for Promoting Private Education of the PRC and Its Implementation Rules The principal laws and regulations governing the private education industry in China are the Law for Promoting Private Education of the PRC, promulgated by the Standing Committee of the National People’s Congress on December 28, 2002, last amended and becoming effective on December 29, 2018, and the Implementation Rules for the Law for Promoting Private Education of the PRC, promulgated by the State Council on March 5, 2004, last amended on April 7 and becoming effective on September 1, 2021.
Zhihu goes beyond that first question and brings people together through their commonality. Since we launched our business in 2010, we have been dedicated to expanding our content and service offerings to meet the diverse needs of our users, content creators, and business partners. Alongside our development, we have formed a content-centric business model, which continues to evolve.
Since we launched our business in 2010, we have been dedicated to expanding our content and service offerings to meet the diverse needs of our users, content creators, and business partners. Over time, we have formed a content-centric business model, which continues to evolve alongside our platform.
Through years of experience, we have accumulated a set of community guidelines in addition to our community by-laws and terms of service to help regulate all major aspects of our community’s operations and activities.
As a result, content quality plays a key role in determining how content is surfaced and distributed across our platform. Through years of experience, we have accumulated a set of community guidelines in addition to our community by-laws and terms of service to help regulate all major aspects of our community’s operations and activities.
Technological Infrastructure We develop and deploy our technological infrastructure and data capabilities based on and suitable for the nature of our content and our content-centric monetization strategies. TopicRank sets the technological foundation of Zhihu as a trustworthy online content community from the content creator perspective.
Technological Infrastructure We develop and deploy our technological infrastructure and data capabilities to support our content ecosystem and our content-centric monetization strategies. 66 Table of Contents TopicRank forms the technological foundation of Zhihu as a trustworthy online content community from the content creator perspective.
As of March 31, 2025, we had 89 registered patents, 4 pending patent registration applications, 1,255 registered trademarks, 44 pending trademark registration applications, registered copyrights to 63 pieces of software, and 26 domain names (including zhihu.com).
As of March 31, 2026, we had 94 registered patents, 1 pending patent registration applications, 1,336 registered trademarks, 49 pending trademark registration applications, registered copyrights to 148 pieces of software, and 54 domain names (including zhihu.com).
Restrictions on Foreign Investment in Value-Added Telecommunications Services The Regulations for the Administration of Foreign-Invested Telecommunications Enterprises, which were promulgated by the State Council on December 11, 2001 and most recently amended on March 29, 2022 and became effective on May 1, 2022, require foreign- invested value-added telecommunications enterprises in China to be established as Sino- foreign joint ventures, and foreign investors shall not acquire more than 50% of the equity interest of such an enterprise.
An ICP License has a term of five years and can be renewed within 90 days prior to its expiration, according to the Administrative Measures for Telecommunications Businesses Operating Licensing, which were promulgated by the MIIT on March 1, 2009, were most recently amended on July 3, 2017, and became effective on September 1, 2017. 68 Table of Contents Restrictions on Foreign Investment in Value-Added Telecommunications Services The Regulations for the Administration of Foreign-Invested Telecommunications Enterprises, which were promulgated by the State Council on December 11, 2001 and most recently amended on March 29, 2022 and became effective on May 1, 2022, require foreign- invested value-added telecommunications enterprises in China to be established as Sino- foreign joint ventures, and foreign investors shall not acquire more than 50% of the equity interest of such an enterprise.
Under the Circular of the State Taxation Administration on Issues Concerning Individual Income Tax in Relation to Equity Incentives promulgated by the PRC State Taxation Administration, which became effective on August 24, 2009, listed companies and their domestic organizations shall lawfully withhold and pay individual income tax on such income according to the individual income tax calculation methods for “wage and salary income” and stock option income. 92 Table of Contents Regulations Relating to Tax Enterprise Income Tax The PRC Enterprise Income Tax Law and the Regulations for the Implementation of the Law on Enterprise Income Tax, or collectively, the EIT Laws, were promulgated on March 16, 2007 and December 6, 2007, respectively and were most recently amended on December 29, 2018 and December 6, 2024, respectively.
Under the Circular of the State Taxation Administration on Issues Concerning Individual Income Tax in Relation to Equity Incentives promulgated by the PRC State Taxation Administration, which became effective on August 24, 2009, listed companies and their domestic organizations shall lawfully withhold and pay individual income tax on such income according to the individual income tax calculation methods for “wage and salary income” and stock option income.
Moreover, the Ministry of Education, jointly with multiple PRC government authorities, promulgated the Opinions on Guiding and Regulating the Orderly and Healthy Development of Educational Mobile Apps on August 10, 2019, which require, among others, that mobile apps providing services for school teaching and management, student learning and student life, or home-school interactions, with school faculty, students, or parents as the main users, and with education or learning as the main application scenarios, be filed with competent provincial regulatory authorities for education. 77 Table of Contents Regulations on Vocational Education The PRC Vocational Education Law, promulgated by the Standing Committee of the National People’s Congress on May 15, 1996 and amended on April 20, 2022, and becoming effective on May 1, 2022, applies to vocational schools of all types and levels and vocational training of to all forms.
Moreover, the Ministry of Education, jointly with multiple PRC government authorities, promulgated the Opinions on Guiding and Regulating the Orderly and Healthy Development of Educational Mobile Apps on August 10, 2019, which require, among others, that mobile apps providing services for school teaching and management, student learning and student life, or home-school interactions, with school faculty, students, or parents as the main users, and with education or learning as the main application scenarios, be filed with competent provincial regulatory authorities for education.
We continually iterate TopicRank algorithms over time to enhance our understanding of content creators to help us comprehend our content ecosystem. As content creators continue to contribute content on Zhihu, our TopicRank algorithms continually assess content through the understanding of content creators based on their contributions and engagements, as well as other users’ engagements with their contributions.
As content creators continue to contribute content on Zhihu, our TopicRank algorithms continually assess content through the understanding of content creators based on their contributions and engagements, users’ engagements and other related factors.
We also collaborate with various media to ensure our content regularly covers popular events of interest to the general public. 63 Table of Contents Content Creators The Zhihu brand has inspired our users to become active contributors and content creators.
We have a dedicated content operation team to facilitate content creation and distribution relating to the most notable events from time to time. We also collaborate with various media to ensure our content regularly covers popular events of interest to the general public. Content Creators The Zhihu brand has inspired our users to become active contributors and content creators.
The Guidelines for the Construction of the New Generation of National Artificial Intelligence Innovation and Development Pilot Zone, which were promulgated by the Ministry of Science and Technology on August 29, 2019 and last amended on September 29, 2020 and came into effect on the same day, underlines the need to create an environment conducive to the innovation and development of artificial intelligence, to promote the construction of artificial intelligence infrastructure and strengthen the conditional support for the innovation and development of artificial intelligence.
The Guidelines for the Construction of the New Generation of National Artificial Intelligence Innovation and Development Pilot Zone, which were promulgated by the Ministry of Science and Technology on August 29, 2019 and last amended on September 29, 2020 and came into effect on the same day, underlines the need to create an environment conducive to the innovation and development of artificial intelligence, to promote the construction of artificial intelligence infrastructure and strengthen the conditional support for the innovation and development of artificial intelligence. 73 Table of Contents On December 31, 2021, the CAC, the MIIT, the Ministry of Public Security and the SAMR jointly issued the Administrative Provisions on Internet Information Service Algorithm-Based Recommendation, which became effective on March 1, 2022.
The provisions attach a sample standard contract for personal information outbound transfer. On March 22, 2024, the CAC promulgated the Provisions on Facilitating and Regulating Cross-border Data Flow, effective on the same date.
On March 22, 2024, the CAC promulgated the Provisions on Facilitating and Regulating Cross-border Data Flow, effective on the same date.
If a network operator fails to comply with these requirements, the PRC government may revoke its ICP License and shut down its websites. 79 Table of Contents On March 13, 2019, the Office of the Central Cyberspace Affairs Commission and the SAMR jointly issued the Notice on App Security Certification and the Implementation Rules on Security Certification of Mobile Internet Application, which encourages mobile application operators to voluntarily obtain app security certification, and search engines and app stores are encouraged to recommend certified applications to users.
On March 13, 2019, the Office of the Central Cyberspace Affairs Commission and the SAMR jointly issued the Notice on App Security Certification and the Implementation Rules on Security Certification of Mobile Internet Application, which encourages mobile application operators to voluntarily obtain app security certification, and search engines and app stores are encouraged to recommend certified applications to users.
Regulations Relating to Unfair Competition and Anti-Monopoly According to the PRC Anti-unfair Competition Law, promulgated by the Standing Committee of the National People’s Congress on September 2, 1993 and last amended with immediate effect on April 23, 2019, unfair competition refers to that the operator disrupts the market competition order and damages the legitimate rights and interests of other operators or consumers in violation of the provisions set forth therein in its production and operating activities.
Enterprises are also required to pay and deposit housing funds on behalf of their employees in full and in a timely manner. ​ 95 Table of Contents Regulations Relating to Unfair Competition and Anti-Monopoly According to the PRC Anti-unfair Competition Law, promulgated by the Standing Committee of the National People’s Congress on September 2, 1993 and last amended on June 27, 2025 and took effect on October 15, 2025, unfair competition refers to that the operator disrupts the market competition order and damages the legitimate rights and interests of other operators or consumers in violation of the provisions set forth therein in its production and operating activities.
We also compete with internet companies that offer similar services, including online content market players who focus on professionally generated content, search service providers, e-commerce platforms, and social networking platforms. We also compete against traditional media outlets, such as television, radio, and print for advertising and marketing budget.
We face competition for advertising and marketing spending of merchants and brands, and we compete against other online content communities that offer services similar to our marketing services. We also compete with internet companies that offer similar services, including online content market players who focus on professionally generated content, search service providers, e-commerce platforms, and social networking platforms.
Wuhan Xinyue, the shareholders of Wuhan Xinyue and Wuhan Bofeng entered into a share pledge agreement on July 31, 2023, the principal terms of which are substantially the same as those under the Zhizhe Tianxia share pledge agreement as set out above. 100 Table of Contents Agreements that provide us with the option to purchase the equity interests in and assets of the VIEs Exclusive Option Agreements Zhizhe Tianxia, Mr.
Wuhan Xinyue, the shareholders of Wuhan Xinyue and Wuhan Bofeng entered into a share pledge agreement on July 31, 2023, the principal terms of which are substantially the same as those under the Zhizhe Tianxia share pledge agreement as set out above.
Regulations Relating to Offshore Investment On July 4, 2014, the State Administration of Foreign Exchange promulgated the Notice of the State Administration of Foreign Exchange on Relevant Issues Concerning Foreign Exchange Administration for Domestic Residents to Engage in Overseas Investment, Financing and Round-Trip Investment via Special Purpose Vehicles, or SAFE Circular 37, which regulates the matters involving foreign exchange registration for round-trip investment.
For foreign exchange proceeds under the capital accounts, approval from the State Administration of Foreign Exchange is required for its retention or sale to a financial institution engaging in settlement and sale of foreign exchange, except where such approval is not required under the PRC rules and regulations. 91 Table of Contents Regulations Relating to Offshore Investment On July 4, 2014, the State Administration of Foreign Exchange promulgated the Notice of the State Administration of Foreign Exchange on Relevant Issues Concerning Foreign Exchange Administration for Domestic Residents to Engage in Overseas Investment, Financing and Round-Trip Investment via Special Purpose Vehicles, or SAFE Circular 37, which regulates the matters involving foreign exchange registration for round-trip investment.
Our research and development team are comprised of highly qualified employees, substantially all of whom held Bachelor’s or higher degrees as of December 31, 2024. We plan to continue to invest in technology and innovation to enhance user and customer experience. User Privacy and Data Security Data security is crucial to our business operations.
We continue to improve both the feed recommendation and search systems through TopicRank and machine learning technology. Our research and development team are comprised of highly qualified employees, substantially all of whom held Bachelor’s or higher degrees as of December 31, 2025. We plan to continue to invest in technology and innovation to enhance user and customer experience.
These provisions set forth the authentication requirements for the real identity of internet users by requiring users to provide their real names during the registration process.
On February 4, 2015, the CAC promulgated the Provisions on the Administration of Account Names of Internet Users, which became effective on March 1, 2015. These provisions set forth the authentication requirements for the real identity of internet users by requiring users to provide their real names during the registration process.
Foreign investor or relevant parties in China must declare the security review to the aforesaid office prior to their investments in important cultural products and services, important information technology and internet products and services, important financial services, key technologies, and other important fields relating to national security and obtain control in the target enterprise.
Foreign investor or relevant parties in China must declare the security review to the aforesaid office prior to their investments in important cultural products and services, important information technology and internet products and services, important financial services, key technologies, and other important fields relating to national security and obtain control in the target enterprise. 97 Table of Contents On February 17, 2023, the CSRC released the Overseas Listing Trial Measures and five supporting guidelines, which took effect on March 31, 2023.

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Biggest changeThe results of operations in any period are not necessarily indicative of our future trends. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Year Ended December 31, ​ ​ 2022 ​ 2023 ​ 2024 ​ RMB % RMB % RMB US$ % ​ ​ (in thousands, except percentages) Revenues ​ 3,604,919 100.0 4,198,889 100.0 3,598,905 493,048 100.0 Cost of revenues ​ (1,796,867) (49.8) (1,903,041) (45.3) (1,418,076) (194,276) (39.4) Gross profit ​ 1,808,052 50.2 2,295,848 54.7 2,180,829 298,772 60.6 Selling and marketing expenses ​ (2,026,468) (56.2) (2,048,090) (48.8) (1,599,186) (219,088) (44.4) Research and development expenses ​ (763,362) (21.2) (901,452) (21.5) (732,553) (100,359) (20.4) General and administrative expenses ​ (621,973) (17.3) (418,531) (9.9) (330,173) (45,234) (9.2) Total operating expenses ​ (3,411,803) (94.6) (3,368,073) (80.2) (2,661,912) (364,681) (74.0) Loss from operations ​ (1,603,751) (44.5) (1,072,225) (25.5) (481,083) (65,909) (13.4) Investment income ​ 70,380 2.0 41,695 1.0 65,441 8,965 1.8 Interest income ​ 68,104 1.9 158,671 3.7 114,964 15,750 3.2 Fair value change of financial instruments ​ (176,685) (4.9) (5,170) (0.1) 78,405 10,741 2.2 Exchange gains ​ 71,749 2.0 97 0.0 1,013 139 0.0 Others, net ​ 5,983 0.2 49,236 1.2 42,902 5,878 1.2 Loss before income tax ​ (1,564,220) (43.4) (827,696) (19.7) (178,358) (24,436) (5.0) Income tax (expenses)/benefits ​ (14,183) (0.4) (11,832) (0.3) 9,391 1,287 0.3 Net loss ​ (1,578,403) (43.8) (839,528) (20.0) (168,967) (23,149) (4.7) ​ 107 Table of Contents Year Ended December 31, 2024 Compared to Year Ended December 31, 2023 Revenues ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Year Ended December 31, ​ ​ ​ ​ ​ ​ ​ ​ 2023 ​ 2024 ​ Change ​ RMB RMB US$ RMB US$ % ​ ​ (in thousands, except percentages) Revenues ​ Marketing services ​ 1,652,992 1,247,092 170,851 (405,900) (55,608) (24.6) Paid membership ​ 1,826,557 1,761,978 241,390 (64,579) (8,847) (3.5) Vocational training ​ 565,585 468,111 64,131 (97,474) (13,354) (17.2) Others ​ 153,755 ​ 121,724 ​ 16,676 ​ (32,031) ​ (4,388) ​ (20.8) Total 4,198,889 3,598,905 493,048 (599,984) (82,197) (14.3) ​ Our revenues decreased by 14.3% from RMB4.2 billion in 2023 to RMB3.6 billion (US$0.5 billion) in 2024.
Biggest changeThe results of operations in any period are not necessarily indicative of our future trends. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Year Ended December 31, ​ ​ 2023 ​ 2024 ​ 2025 ​ ​ ​ ​ RMB ​ ​ ​ % ​ ​ ​ RMB ​ ​ ​ % ​ ​ ​ RMB ​ ​ ​ US$ ​ ​ ​ % ​ ​ (in thousands, except percentages) Revenues ​ 4,198,889 100.0 3,598,905 100.0 2,749,004 393,103 100.0 Cost of revenues ​ (1,903,041) (45.3) (1,418,076) (39.4) (1,101,259) (157,478) (40.1) Gross profit ​ 2,295,848 54.7 2,180,829 60.6 1,647,745 235,625 59.9 Selling and marketing expenses ​ (2,048,090) (48.8) (1,599,186) (44.4) (1,252,274) (179,073) (45.6) Research and development expenses ​ (901,452) (21.5) (732,553) (20.4) (524,996) (75,073) (19.1) General and administrative expenses ​ (418,531) (9.9) (330,173) (9.2) (251,419) (35,952) (9.1) Impairment of goodwill ​ — ​ — ​ — ​ — ​ (126,344) ​ (18,067) ​ (4.6) Total operating expenses ​ (3,368,073) (80.2) (2,661,912) (74.0) (2,155,033) (308,165) (78.4) Loss from operations ​ (1,072,225) (25.5) (481,083) (13.4) (507,288) (72,540) (18.5) Investment income ​ 41,695 1.0 65,441 1.8 231,864 33,156 8.4 Interest income ​ 158,671 3.7 114,964 3.2 71,542 10,230 2.6 Fair value change of financial instruments ​ (5,170) (0.1) 78,405 2.2 — — — Exchange gains/(losses) ​ 97 0.0 1,013 0.0 (233) (33) (0.0) Others, net ​ 49,236 1.2 42,902 1.2 30,641 4,382 1.1 Loss before income tax ​ (827,696) (19.7) (178,358) (5.0) (173,474) (24,805) (6.3) Income tax (expenses)/benefits ​ (11,832) (0.3) 9,391 0.3 (21,687) (3,101) (0.8) Net loss ​ (839,528) (20.0) (168,967) (4.7) (195,161) (27,906) (7.1) ​ Year Ended December 31, 2025 Compared to Year Ended December 31, 2024 Revenues ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Year Ended December 31, ​ ​ ​ ​ ​ ​ ​ ​ 2024 ​ 2025 ​ Change ​ ​ ​ ​ RMB ​ ​ ​ RMB ​ ​ ​ US$ ​ ​ ​ RMB ​ ​ ​ US$ ​ ​ ​ % ​ ​ (in thousands, except percentages) Revenues ​ ​ ​ ​ ​ ​ ​ Marketing services ​ 1,247,092 843,933 120,681 (403,159) (57,651) (32.3) Paid membership ​ 1,761,978 1,538,942 220,066 (223,036) (31,894) (12.7) Others (1) ​ 589,835 ​ 366,129 ​ 52,356 ​ (223,706) ​ (31,989) ​ (37.9) Total 3,598,905 2,749,004 393,103 (849,901) (121,534) ​ (23.6) Note: (1) Starting from the third quarter of 2025, we simplified our revenue stream by reclassifying vocational training into “others” to align with our overall strategy.
Risk Factors—Risks Relating to Doing Business in China—We may be classified as a “PRC resident enterprise” for PRC enterprise income tax purposes, which could result in unfavorable tax consequences to us and our shareholders and materially and adversely affect our results of operations and the value of your investment.” Results of Operations The following table sets forth our results of operations with line items in absolute amount and as a percentage of our revenue for the periods indicated.
Risk Factors—Risks Relating to Doing Business in China—We may be classified as a “PRC resident enterprise” for PRC enterprise income tax purposes, which could result in unfavorable tax consequences to us and our shareholders and materially and adversely affect our results of operations and the value of your investment.” 107 Table of Contents Results of Operations The following table sets forth our results of operations with line items in absolute amount and as a percentage of our revenue for the periods indicated.
Trend Information Other than as disclosed elsewhere in this annual report, we are not aware of any trends, uncertainties, demands, commitments or events for the period from January 1, 2025 to the date of this annual report that are reasonably likely to have a material adverse effect on our total revenues, profitability, liquidity, or capital resources, or that caused the disclosed financial information to be not necessarily indicative of future operating results or financial conditions.
Trend Information Other than as disclosed elsewhere in this annual report, we are not aware of any trends, uncertainties, demands, commitments or events for the period from January 1, 2026 to the date of this annual report that are reasonably likely to have a material adverse effect on our total revenues, profitability, liquidity, or capital resources, or that caused the disclosed financial information to be not necessarily indicative of future operating results or financial conditions.
For the year ended December 31, 2024, due to the changing market conditions and fluctuations in our share price, we performed both qualitative and quantitative analysis as of December 31, 2024. A third-party valuation firm was engaged to help us determine the fair value of the reporting unit by applying income approach.
For the year ended December 31, 2025, due to the changing market conditions and fluctuations in our share price, we performed both qualitative and quantitative analysis as of December 31, 2025. A third-party valuation firm was engaged to help us determine the fair value of the reporting unit by applying income approach.
Material Cash Requirements Other than the ordinary cash requirements for our operations, our material cash requirements as of December 31, 2024 and any subsequent interim period primarily include our capital expenditures and operating lease obligations, as well as cash requirements for potential investments.
Material Cash Requirements Other than the ordinary cash requirements for our operations, our material cash requirements as of December 31, 2025 and any subsequent interim period primarily include our capital expenditures and operating lease obligations, as well as cash requirements for potential investments.
Year Ended December 31, 2023 Compared to Year Ended December 31, 2022 For a detailed description of the comparison of our operating results for the year ended December 31, 2023 to the year ended December 31, 2022, see “Item 5. Operating and Financial Review and Prospects—A.
Year Ended December 31, 2024 Compared to Year Ended December 31, 2023 For a detailed description of the comparison of our operating results for the year ended December 31, 2024 to the year ended December 31, 2023, see “Item 5. Operating and Financial Review and Prospects—A.
Other than as discussed above, we did not have any significant capital and other commitments, long-term obligations or guarantees as of December 31, 2024. Holding Company Structure Zhihu Inc. is a holding company with no material operations of its own. We conduct our operations through our PRC subsidiaries and the VIEs in China.
Other than as discussed above, we did not have any significant capital and other commitments, long-term obligations or guarantees as of December 31, 2025. 113 Table of Contents Holding Company Structure Zhihu Inc. is a holding company with no material operations of its own. We conduct our operations through our PRC subsidiaries and the VIEs in China.
We have listed below our critical accounting estimates which require management to make difficult, subjective and complex judgements often as a result of the need to make estimate on matters that are inherently uncertain and because it is likely that materially different amounts would be reported under different conditions or assumptions.
We have listed below our critical accounting estimates which require management to make difficult, subjective and complex judgements often as a result of the need to make estimate on matters that are inherently uncertain and because it is likely that materially different amounts would be reported under different conditions or assumptions. Actual results could differ from those estimates.
Operating Results—Results of Operations—Year Ended December 31, 2023 Compared to Year Ended December 31, 2022” of our annual report on Form 20-F filed with the Securities and Exchange Commission on April 26, 2024. B. Liquidity and Capital Resources To date, we have financed our operations primarily through cash generated by historical equity financing.
Operating Results—Results of Operations—Year Ended December 31, 2024 Compared to Year Ended December 31, 2023” of our annual report on Form 20-F filed with the Securities and Exchange Commission on April 15, 2025. 110 Table of Contents B. Liquidity and Capital Resources To date, we have financed our operations primarily through cash generated by historical equity financing.
We had cash and cash equivalents, term deposits, short-term investments and restricted cash of RMB6.3 billion, RMB5.5 billion, and RMB4.9 billion (US$665.7 million) as of December 31, 2022, 2023, and 2024, respectively. We may decide to enhance our liquidity position or increase our cash reserve for future operations and investments through additional financing.
We had cash and cash equivalents, current and non-current term deposits, short-term investments and restricted cash of RMB5.5 billion, RMB4.9 billion and RMB4.5 billion (US$636.5 million) as of December 31, 2023, 2024 and 2025, respectively. We may decide to enhance our liquidity position or increase our cash reserve for future operations and investments through additional financing.
Financing Activities For the year ended December 31, 2024, net cash used in financing activities was RMB403.9 million (US$55.3 million), which was primarily attributable to payment for repurchase of shares. For the year ended December 31, 2023, net cash used in financing activities was RMB365.1 million, which was primarily attributable to payment for repurchase of shares.
For the year ended December 31, 2023, net cash used in financing activities was RMB365.1 million, which was primarily attributable to payment for repurchase of shares.
We will continue to develop and apply artificial intelligence technologies to keep pace with the growth of our business, scale our content offerings, and improve operating efficiency. We will continue to invest in people and technology to facilitate our future growth.
We will continue to develop and apply artificial intelligence technologies to keep pace with the growth of our business, scale our content offerings, and improve operating efficiency.
Our total capital expenditures were RMB0.7 million in 2022, RMB8.9 million in 2023, and RMB2.7 million (US$374 thousand) in 2024. We intend to fund our future capital expenditures with our existing cash balance. We will continue to make capital expenditures to meet the expected growth of our business.
Our total capital expenditures were RMB8.9 million in 2023, RMB2.7 million in 2024 and RMB1.5 million (US$0.2 million) in 2025. We intend to fund our future capital expenditures with our existing cash balance. We will continue to make capital expenditures to meet the expected growth of our business.
We recorded provision of allowance for expected credit losses of trade receivables of RMB92.9 million, RMB122.7 million, and RMB147.5 million (US$20.2 million) as of December 31, 2022, 2023, and 2024, respectively. 110 Table of Contents Accounts payable and accrued liabilities represent (i) accrued sales rebates, (ii) operational costs payables and accruals, and (iii) marketing expenses payables and accruals.
We recorded provision of allowance for expected credit losses of trade receivables of RMB122.7 million, RMB147.5 million and RMB109.7 million (US$15.7 million) as of December 31, 2023, 2024 and 2025, respectively. Accounts payable and accrued liabilities represent (i) accrued sales rebates, (ii) operational costs payables and accruals, and (iii) marketing expenses payables and accruals.
Our trade receivables decreased from RMB834.3 million as of December 31, 2022 to RMB664.6 million as of December 31, 2023, and further to RMB420.6 million (US$57.6 million) as of December 31, 2024. We applied ASC Topic 326 to measure current expected credit losses for all trade receivables.
Our trade receivables decreased from RMB664.6 million as of December 31, 2023 to RMB420.6 million as of December 31, 2024, and further to RMB358.0 million (US$51.2 million) as of December 31, 2025. We applied ASC Topic 326 to measure current expected credit losses for all trade receivables.
Hong Kong Under the two-tiered profits tax rate regime in Hong Kong, the first HK$2 million of profits of the qualifying group entity will be taxed at 8.25%, and profits above HK$2 million will be taxed at 16.5%.
The Cayman Islands currently have no income, corporation or capital gains tax. Hong Kong Under the two-tiered profits tax rate regime in Hong Kong, the first HK$2 million of profits of the qualifying group entity will be taxed at 8.25%, and profits above HK$2 million will be taxed at 16.5%.
Others, Net We had net other gains of RMB42.9 million (US$5.9 million) in 2024, in comparison with net other gains of RMB49.2 million in 2023, primarily due to a decrease in non-operating income.
Others, Net We had net other gains of RMB30.6 million (US$4.4 million) in 2025, in comparison with net other gains of RMB42.9 million in 2024, primarily due to a decrease in non-operating income.
Exchange Gains We had exchange gains of RMB1.0 million (US$139 thousand) in 2024, in comparison with exchange gains of RMB97 thousand in 2023, as a result of fluctuations of the exchange rates of Renminbi against U.S. dollars.
Exchange Gains/(Losses) We had exchange losses of RMB0.2 million (US$0.03 million) in 2025, in comparison with exchange gains of RMB1.0 million in 2024, as a result of fluctuations of the exchange rates of Renminbi against U.S. dollars.
Our selling and marketing expenses decreased by 21.9% from RMB2,048.1 million in 2023 to RMB1,599.2 million (US$219.1 million) in 2024, primarily due to more disciplined promotional spending and a decrease in personnel-related expenses. Research and Development Expenses .
Our selling and marketing expenses decreased by 21.7% from RMB1,599.2 million in 2024 to RMB1,252.3 million (US$179.1 million) in 2025, primarily due to more disciplined marketing spending and a decrease in personnel-related expenses. Research and Development Expenses .
In 2024. we reduced spending on community-related user acquisition, and shifted to prioritizing user experience and adopting a more organic approach to drive user growth. Moving forward, we will continue to enhance our brand recognition to achieve organic user acquisition and retention.
In 2025. we took a disciplined and strategic approach in user acquisition and shifted to prioritizing user experience and adopting a more organic approach to drive user growth. Moving forward, we will continue to enhance our brand recognition to achieve organic user acquisition and retention.
We plan to further expand the monetization of our content community and seek to further diversify our revenue streams. 103 Table of Contents Our operating efficiency Our efficiency and margin depend on our ability to strategically increase our scale and manage our costs and expenses.
For example, we have launched our intellectual property development initiatives. We plan to further expand the monetization of our content community and seek to further diversify our revenue streams. Our operating efficiency Our efficiency and margin depend on our ability to strategically increase our scale and manage our costs and expenses.
Our gross profit increased from RMB1.8 billion in 2022 to RMB2.3 billion in 2023 and decreased to RMB2.2 billion (US$0.3 billion) in 2024. Our net loss was RMB1.6 billion in 2022, RMB839.5 million in 2023, and RMB169.0 million (US$23.1 million) in 2024.
Our gross profit decreased from RMB2.3 billion in 2023 to RMB2.2 billion in 2024 and decreased to RMB1.6 billion (US$235.6 million) in 2025. Our net loss was RMB839.5 million in 2023, RMB169.0 million in 2024, and RMB195.2 million (US$27.9 million) in 2025.
Fair Value Change of Financial Instruments We recorded a gain of RMB78.4 million (US$10.7 million) from fair value change of financial instruments in 2024, in comparison with a loss of RMB5.2 million on fair value change of financial instruments in 2023, which reflected the fair value change of contingent consideration payables for our acquisitions.
Fair Value Change of Financial Instruments We recorded nil from fair value change of financial instruments in 2025, in comparison with gain of RMB78.4 million from fair value change of financial instruments in 2024, which reflected the fair value change of contingent consideration payables for our acquisitions.
Our gross profit margin was 50.2% in 2022, 54.7% in 2023, and 60.6% in 2024. 105 Table of Contents Operating Expenses Our operating expenses consist of (i) selling and marketing expenses, (ii) research and development expenses, and (iii) general and administrative expenses.
Our gross profit margin was 54.7% in 2023, 60.6% in 2024, and 59.9% in 2025. Operating Expenses Our operating expenses consist of (i) selling and marketing expenses, (ii) research and development expenses, (iii) general and administrative expenses, and (iv) impairment of goodwill.
Furthermore, we have developed and will continue to develop utilities and incentives to facilitate the content creation process. Our user base Our business and revenue growth are supported by our ability to maintain a consistent and active user base. Our vibrant community helps us motivate content creators to produce more high-quality content, which further stimulates user interactions and spending.
Our user base Our business and revenue growth are supported by our ability to maintain a consistent and active user base. Our vibrant community helps us motivate content creators to produce more high-quality content, which further stimulates user interactions and spending. With the larger and more engaged user base, more content creators have emerged on Zhihu.
Benefiting from our large user base and comprehensive content offerings, we have created a vibrant community with increasing numbers of subscribing members and other customers. For example, our average monthly subscribing members increased significantly from 9.8 million in 2022 to 14.5 million in 2023, and further to 15.0 million in 2024.
We provide multiple channels for content creators to monetize their contributions in our community. Benefiting from our large user base and comprehensive content offerings, we have created a vibrant community of subscribing members and other customers. Our average monthly subscribing members increased significantly from 14.5 million in 2023 to 15.0 million in 2024, and decreased to 13.5 million in 2025.
The willingness of our users to pay for premium content largely depends on the breadth, depth, and quality of our premium content, and thus better premium content could result in higher value for our paid membership services.
We have been enhancing our content-centric monetization in each of our revenue streams, including marketing services, paid membership, vocational training and other services. The willingness of our users to pay for premium content largely depends on the breadth, depth, and quality of our premium content, and thus better premium content could result in higher value for our paid membership services.
We do not have retained or contingent interests in assets transferred. We have not entered into contractual arrangements that support the credit, liquidity or market risk for transferred assets.
We have not entered into any financial guarantees or other commitments to guarantee the payment obligations of any third parties. We do not have retained or contingent interests in assets transferred. We have not entered into contractual arrangements that support the credit, liquidity or market risk for transferred assets.
Interest Income Our interest income decreased from RMB158.7 million in 2023 to RMB115.0 million (US$15.8 million) in 2024, primarily due to a decrease in term deposits during 2024.
Interest Income Our interest income decreased from RMB115.0 million in 2024 to RMB71.5 million (US$10.2 million) in 2025, primarily due to a decrease in term deposits during 2025.
Our other PRC entities were subject to enterprise income tax at a rate of 25% in 2022, 2023, and 2024. Pursuant to the PRC Enterprise Income Tax Law, a 5% or 10% withholding tax is levied on dividends declared to foreign investors from China effective from January 1, 2008.
Pursuant to the PRC Enterprise Income Tax Law, a 5% or 10% withholding tax is levied on dividends declared to foreign investors from China effective from January 1, 2008.
We continue to launch new monetization channels such as offering vocational training. We believe that we are still in an early stage of monetization with significant potential for growth across multiple monetization channels. Our revenues increased from RMB3.6 billion in 2022 to RMB4.2 billion in 2023 and decreased to RMB3.6 billion (US$0.5 billion) in 2024.
We believe that we are still in an early stage of monetization with significant potential for growth across multiple monetization channels. Our revenues decreased from RMB4.2 billion in 2023 to RMB3.6 billion in 2024 and decreased to RMB2.7 billion (US$393.1 million) in 2025.
For the year ended December 31, 2022, net cash used in financing activities was RMB108.4 million, which was primarily attributable to payment for repurchase of shares.
Financing Activities For the year ended December 31, 2025, net cash used in financing activities was RMB131.6 million (US$18.8 million), which was primarily attributable to payment for repurchase of shares. For the year ended December 31, 2024, net cash used in financing activities was RMB403.9 million, which was primarily attributable to payment for repurchase of shares.
Net loss can be reconciled to net cash used in operating activities mainly by deducting an accrued investment income of short-term investments of RMB31.5 million, adding back a fair value change of financial instrument of RMB176.7 million and other non-cash items of RMB454.5 million, which primarily comprised share-based compensation expenses of RMB373.9 million, provision of allowance for expected credit losses of RMB34.5 million, and an impairment of long-term investments of RMB20.9 million, and further deducting another RMB133.8 million used for working capital.
Net loss can be reconciled to net cash used in operating activities mainly by deducting an investment income of long-term investments of RMB159.2 million, an accrued investment income of short-term investments of RMB71.5 million and a reversal of allowance for expected credit loss of RMB26.8 million, and adding back other non-cash items, which primarily comprised an impairment of goodwill of RMB126.3 million, share-based compensation expenses of RMB87.3 million and deferred income tax expenses of RMB20.3 million, and further deducting another RMB174.0 million used for working capital.
During the period from January 1, 2022 to December 31, 2027, the portion of annual taxable income amount of a small low-profit enterprise exceeding RMB1 million and not exceeding RMB3 million is computed at a reduced rate of 25% as taxable income amount, subject to an enterprise income tax rate of 20%. 106 Table of Contents Zhizhe Sihai and Beijing Qingzhong Education Technology Co., Ltd. were qualified as HNTEs and enjoyed a preferential tax rate of 15% for the years ended December 31, 2022, 2023 and 2024.
During the period from January 1, 2022 to December 31, 2027, the portion of annual taxable income amount of a small low-profit enterprise exceeding RMB1 million and not exceeding RMB3 million is computed at a reduced rate of 25% as taxable income amount, subject to an enterprise income tax rate of 20%.
The following table sets forth a breakdown of our operating expenses both in absolute amount and as a percentage of our revenue for the periods indicated. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Year Ended December 31, ​ ​ 2022 ​ 2023 ​ 2024 ​ RMB ​ % RMB % RMB US$ % ​ ​ (in thousands, except percentages) Operating expenses ​ ​ Selling and marketing expenses 2,026,468 56.2 2,048,090 48.8 1,599,186 219,088 44.4 Research and development expenses 763,362 21.2 901,452 21.5 732,553 100,359 20.4 General and administrative expenses 621,973 17.2 418,531 9.9 330,173 45,234 9.2 Total 3,411,803 94.6 3,368,073 80.2 2,661,912 364,681 74.0 ​ Selling and Marketing Expenses .
The following table sets forth a breakdown of our operating expenses both in absolute amount and as a percentage of our revenue for the periods indicated. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Year Ended December 31, ​ ​ 2023 ​ 2024 ​ 2025 ​ ​ ​ ​ RMB ​ % ​ ​ ​ RMB ​ ​ ​ % ​ ​ ​ RMB ​ ​ ​ US$ ​ ​ ​ % ​ ​ (in thousands, except percentages) Operating expenses ​ ​ ​ ​ ​ ​ ​ ​ Selling and marketing expenses 2,048,090 48.8 1,599,186 44.4 1,252,274 179,073 45.6 Research and development expenses 901,452 21.5 732,553 20.4 524,996 75,073 19.1 General and administrative expenses ​ 418,531 ​ 9.9 ​ 330,173 ​ 9.2 ​ 251,419 ​ 35,952 ​ 9.1 Impairment of goodwill — — — — 126,344 18,067 4.6 Total 3,368,073 80.2 2,661,912 74.0 2,155,033 308,165 78.4 ​ Selling and Marketing Expenses .
In addition, our constantly broadening content coverage and diverse content formats cater to our users’ continually evolving preferences. We have been deepening our content and adding new product categories to cover a wider spectrum of content consumption scenarios in our users’ daily lives. We will continue to motivate and support content creators to create more high-quality content.
We have been deepening our content and adding new product categories to cover a wider spectrum of content consumption scenarios in our users’ daily lives. We will continue to motivate and support content creators to create more high-quality content. Furthermore, we have developed and will continue to develop utilities and incentives to facilitate the content creation process.
The following table sets forth a breakdown of our cost of revenues by nature both in absolute amount and as a percentage of our revenue for the periods indicated. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Year Ended December 31, ​ ​ 2022 ​ 2023 ​ 2024 ​ RMB % RMB % RMB US$ % ​ ​ (in thousands, except percentages) Cost of revenues Content and operational costs 906,224 25.1 1,033,878 24.6 707,710 96,956 19.7 Cloud service and bandwidth costs 403,442 11.2 280,045 6.7 195,248 26,749 5.4 Staff costs 206,633 5.7 248,678 5.9 218,873 29,985 6.1 Payment processing costs 136,778 3.8 198,199 4.7 168,151 23,037 4.7 Others 143,790 4.0 142,241 3.4 128,094 17,549 3.5 Total 1,796,867 49.8 1,903,041 45.3 1,418,076 194,276 39.4 ​ Gross Profit and Gross Profit Margin Our gross profit increased from RMB1.8 billion in 2022 to RMB2.3 billion in 2023, and decreased to RMB2.2 billion (US$0.3 billion) in 2024.
The following table sets forth a breakdown of our cost of revenues by nature both in absolute amount and as a percentage of our revenue for the periods indicated. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Year Ended December 31, ​ ​ 2023 ​ 2024 ​ 2025 ​ ​ ​ ​ RMB ​ ​ ​ % ​ ​ ​ RMB ​ ​ ​ % ​ ​ ​ RMB ​ ​ ​ US$ ​ ​ ​ % ​ ​ (in thousands, except percentages) Cost of revenues ​ ​ ​ ​ ​ ​ ​ Content and operational costs 1,033,878 24.6 707,710 19.7 573,947 82,073 20.9 Cloud service and bandwidth costs 280,045 6.7 195,248 5.4 161,473 23,090 5.9 Staff costs 248,678 5.9 218,873 6.1 142,162 20,329 5.2 Payment processing costs 198,199 4.7 168,151 4.7 132,248 18,911 4.8 Others 142,241 3.4 128,094 3.5 91,429 13,075 3.3 Total 1,903,041 45.3 1,418,076 39.4 1,101,259 157,478 40.1 ​ Gross Profit and Gross Profit Margin Our gross profit decreased from RMB2.3 billion in 2023 to RMB2.2 billion in 2024, and further to RMB1.6 billion (US$235.6 million) in 2025.
They typically select target audience based on user profiles and review performance indices instead of specifying target content category or monitoring other similar metrics. We do not believe that we have concentration in terms of user profiles. The pricing of our advertising is determined based on our internally-set price guidelines that are updated from time to time.
Our customers are generally attracted by the consistent and active user base, high-quality user profiles, and the content generated in our community. They typically select target audience based on user profiles and review performance indices instead of specifying target content category or monitoring other similar metrics. We do not believe that we have concentration in terms of user profiles.
Cost of Revenues Our cost of revenues primarily consists of: (i) content and operational costs, (ii) cloud service and bandwidth costs, (iii) staff costs, and (iv) payment processing costs. Content and operational costs primarily include payments for content creators with respect to content included in our premium content library, other content-related costs and other business-related execution costs.
Content and operational costs primarily include payments for content creators with respect to content included in our premium content library, other content-related costs and other business-related execution costs.
Net Loss As a result of the foregoing, our net loss narrowed by79.9% from RMB839.5 million in 2023 to RMB169.0 million (US$23.1 million) in 2024.
Net Loss As a result of the foregoing, our net loss increased from RMB169.0 million in 2024 to RMB195.2 million (US$27.9 million) in 2025.
As of December 31, 2024, 64.1% of our cash and cash equivalents were held in China, of which 97.3% was held in Renminbi. As of December 31, 2024, 12.4% of our cash and cash equivalents were held by the VIE and its subsidiaries.
As of December 31, 2025, 55.2% of our cash and cash equivalents were held in China, of which 99.7% was held in Renminbi. As of December 31, 2025, 10.9% of our cash and cash equivalents were held by the VIE and its subsidiaries.
Loss Before Income Tax Primarily as a result of the foregoing, our loss before income tax in 2024 was RMB178.4 million (US$24.4 million), narrowed by 78.5% from RMB827.7 million in 2023. 109 Table of Contents Income Tax Benefits/(Expenses) We had income tax benefits of RMB9.4 million (US$1.3 million) in 2024, in comparison with income tax expenses of RMB11.8 million in 2023.
Loss Before Income Tax Primarily as a result of the foregoing, our loss before income tax in 2025 was RMB173.5 million (US$24.8 million), narrowed by 2.7% from RMB178.4 million in 2024.
We estimate the allowance for expected credit losses on receivables that share similar risk characteristics based on a collective assessment using measurement models. The models vary by portfolio groups and consider factors such as historical trends in credit losses, external credit evaluations, and forward-looking macroeconomic conditions. Assumptions Used.
The models vary by portfolio groups and consider factors such as historical trends in credit losses, external credit evaluations, and forward-looking macroeconomic conditions. Assumptions Used.
The decrease was primarily attributable to reduced content and operating costs associated with the decline in our revenues and a decrease in cloud services and bandwidth costs resulting from our improved technological efficiency.
The decrease was primarily due to reduced content and operating costs associated with the decline in our revenues and a decrease in personnel-related expenses.
For the year ended December 31, 2022, net cash provided by investing activities was RMB3.5 billion, which was primarily attributable to (i) proceeds of maturities of short-term investments of RMB12.0 billion and (ii) proceeds from disposal of term deposits of RMB5.8 billion, partially offset by (y) purchase of short-term investments of RMB10.5 billion and (z) purchase of term deposits of RMB3.6 billion.
Investing Activities For the year ended December 31, 2025, net cash used in investing activities was RMB116.3 million (US$16.6 million), which was primarily attributable to (i) purchases of short-term investments of RMB13.4 billion, and (ii) purchases of term deposits of RMB742.5 million partially offset by (x) proceeds of maturities of short-term investments of RMB13.2 billion, (y) proceeds from disposal of term deposits of RMB814.5 million and (z) proceeds from sale of long-term investments of RMB76.8 million. 112 Table of Contents For the year ended December 31, 2024, net cash provided by investing activities was RMB2.6 billion, which was primarily attributable to (i) proceeds of maturities of short-term investments of RMB10.4 billion and (ii) proceeds from withdrawal of term deposits of RMB2.0 billion, partially offset by (y) purchase of short-term investments of RMB9.1 billion and (z) purchase of term deposits of RMB0.7 billion.
Our average MAUs were 105.3 million in 2023 and 83.0 million in 2024. Our average monthly subscribing members were 14.5 million in 2023 and 15.0 million in 2024. As of December 31, 2024, Zhihu had 77.7 million cumulative content creators, who had contributed 874.6 million cumulative pieces of content covering over 1,000 verticals.
Our average monthly subscribing members were 15.0 million in 2024 and 13.5 million in 2025. As of December 31, 2025, Zhihu had 80.3 million cumulative content creators, who had contributed 953.9 million cumulative pieces of content covering over 1,000 verticals. We continue to launch new monetization channels such as offering vocational training.
Shanghai Zhishi was qualified as HNTE and enjoyed a preferential tax rate of 15% for the year ended December 31 2024. Some of our subsidiaries were “small low-profit enterprises” under the PRC laws and regulations, and accordingly were eligible for a preferential tax rate of 20% in each of 2022, 2023, and 2024.
Some of our subsidiaries were “small low-profit enterprises” under the PRC laws and regulations, and accordingly were eligible for a preferential tax rate of 20% in each of 2023, 2024 and 2025. Our other PRC entities were subject to enterprise income tax at a rate of 25% in 2023, 2024 and 2025.
We lease our office facilities under non-cancelable operating leases with various expiration dates. The majority of our operating lease commitments are related to our office lease agreements in China. 112 Table of Contents We have not entered into any financial guarantees or other commitments to guarantee the payment obligations of any third parties.
Contractual Obligations Our operating lease obligations primarily represent the commitments under the lease agreements for our office premises. We lease our office facilities under non-cancelable operating leases with various expiration dates. The majority of our operating lease commitments are related to our office lease agreements in China.
Key Factors Affecting Our Results of Operations Our results of operations are affected by the following factors. 102 Table of Contents Our content offerings As an online content community, the overall scale of our user base, level of user engagement, and content creation all depend on the breadth, depth, richness, and quality of our content offerings.
Our content offerings As an online content community, the overall scale of our user base, level of user engagement, and content creation all depend on the breadth, depth, richness, and quality of our content offerings. As of December 31, 2025, our community had 953.9 million cumulative pieces of content.
General and administrative expenses primarily consist of staff costs, traveling and general expenses, and professional service fees. Taxation Cayman Islands We are incorporated as an exempted company in the Cayman Islands. The Cayman Islands currently have no income, corporation or capital gains tax.
General and administrative expenses primarily consist of staff costs, traveling and general expenses, and professional service fees. Impairment of goodwill. The impairment was primarily attributable to goodwill associated with our prior acquisitions. 106 Table of Contents Taxation Cayman Islands We are incorporated as an exempted company in the Cayman Islands.
Key Components of Results of Operations Revenue We generate revenue primarily through (i) marketing services, (ii) paid membership, (iii) vocational training, and (iv) other services.
We will continue to invest in people and technology to facilitate our future growth. 104 Table of Contents Key Components of Results of Operations Revenue We generate revenue primarily through (i) marketing services, (ii) paid membership, and (iii) other services.
Cash Flows The following table sets forth a summary of our cash flows for the periods indicated. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Year Ended December 31, ​ ​ 2022 ​ 2023 ​ 2024 ​ RMB RMB RMB US$ ​ ​ (in thousands) ​ ​ ​ ​ ​ ​ ​ ​ ​ Net cash used in operating activities ​ (1,114,954) (415,527) (280,185) (38,385) Net cash provided by/(used in) investing activities ​ 3,490,467 (1,681,140) 2,562,617 351,077 Net cash used in financing activities ​ (108,350) (365,056) (403,862) (55,329) Effect of exchange rate changes on cash, cash equivalents and restricted cash ​ 101,528 42,510 14,851 2,035 Net increase/(decrease) in cash, cash equivalents and restricted cash ​ 2,368,691 (2,419,213) 1,893,421 259,398 Cash and cash equivalents at the beginning of the year ​ 2,157,161 4,525,852 2,106,639 288,608 Cash, cash equivalents and restricted cash at the end of the year ​ 4,525,852 2,106,639 4,000,060 548,006 ​ Operating Activities For the year ended December 31, 2024, net cash used in operating activities was RMB280.2 million (US$38.4 million), as compared to our net loss of RMB169.0 million (US$23.1 million) for the same period.
Accounts payable and accrued liabilities decreased from RMB1.0 billion as of December 31, 2023 to RMB835.7 million as of December 31, 2024, and further to RMB681.3 million (US$97.4 million) as of December 31, 2025, primarily due to a decrease in operational costs payables and accruals. 111 Table of Contents Cash Flows The following table sets forth a summary of our cash flows for the periods indicated. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Year Ended December 31, ​ ​ 2023 ​ 2024 ​ 2025 ​ ​ ​ ​ RMB ​ ​ ​ RMB ​ ​ ​ RMB ​ ​ ​ US$ ​ ​ (in thousands) ​ ​ ​ ​ ​ ​ ​ ​ ​ Net cash used in operating activities ​ (415,527) (280,185) (363,605) (51,993) Net cash (used in)/provided by investing activities ​ (1,681,140) 2,562,617 (116,301) (16,632) Net cash used in financing activities ​ (365,056) (403,862) (131,629) (18,822) Effect of exchange rate changes on cash, cash equivalents and restricted cash ​ 42,510 14,851 (18,293) (2,617) Net (decrease)/increase in cash, cash equivalents and restricted cash ​ (2,419,213) 1,893,421 (629,828) (90,064) Cash, cash equivalents and restricted cash at the beginning of the year ​ 4,525,852 2,106,639 4,000,060 572,001 Cash, cash equivalents and restricted cash at the end of the year ​ 2,106,639 4,000,060 3,370,232 481,937 ​ Operating Activities For the year ended December 31, 2025, net cash used in operating activities was RMB363.6 million (US$52.0 million), as compared to our net loss of RMB195.2 million (US$27.9 million) for the same period.
Gross Profit and Gross Profit Margin ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Year Ended December 31, ​ ​ ​ ​ ​ ​ ​ ​ 2023 ​ 2024 ​ Change ​ RMB RMB US$ RMB US$ % ​ ​ (in thousands, except percentages) Gross profit 2,295,848 ​ 2,180,829 ​ 298,772 ​ (115,019) ​ (15,758) ​ (5.0) ​ In 2023 and 2024, our gross profit was RMB2.3 billion and RMB2.2 billion (US$298.8 million), respectively, and our gross profit margin was 54.7% and 60.6%, respectively.
Gross Profit and Gross Profit Margin ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Year Ended December 31, ​ ​ ​ ​ ​ ​ ​ ​ 2024 ​ 2025 ​ Change ​ ​ ​ ​ RMB ​ ​ ​ RMB ​ ​ ​ US$ ​ ​ ​ RMB ​ ​ ​ US$ ​ ​ ​ % ​ ​ (in thousands, except percentages) Gross profit 2,180,829 ​ 1,647,745 ​ 235,625 ​ (533,084) ​ (76,230) ​ (24.4) ​ In 2024 and 2025, our gross profit was RMB2,180.8 million and RMB1,647.7 million (US$235.6 million), respectively, and our gross profit margin was 60.6% and 59.9%, respectively.
The adequacy of our allowance for expected credit losses is assessed quarterly, and the assumptions and models used in establishing the allowance are evaluated regularly. Because expected credit losses can vary substantially over time, estimating expected credit losses requires a number of assumptions about matters that are uncertain.
Because expected credit losses can vary substantially over time, estimating expected credit losses requires a number of assumptions about matters that are uncertain. Changes in assumptions affect general and administrative expenses on our consolidated statements of operations and comprehensive loss and the allowance for expected credit losses contained within trade receivables on our consolidated balance sheets.
Changes in assumptions affect general and administrative expenses on our consolidated statements of operations and comprehensive loss and the allowance for expected credit losses contained within trade receivables on our consolidated balance sheets. See Note 2 to our audited consolidated financial statements included elsewhere in this annual report for more information regarding expected credit losses. Nature of Estimates Required.
See Note 2 to our audited consolidated financial statements included elsewhere in this annual report for more information regarding expected credit losses. 114 Table of Contents Nature of Estimates Required. We estimate the allowance for expected credit losses on receivables that share similar risk characteristics based on a collective assessment using measurement models.
As of December 31, 2024, our community had 874.6 million cumulative pieces of content, including 654.8 million cumulative Q&As. The ever-growing Zhihu content has expanded to include timely content covering trending events to satisfy the needs and improve the experience of our increasingly diverse user base.
The ever-growing Zhihu content has expanded to include timely content covering trending events to satisfy the needs and improve the experience of our increasingly diverse user base. In addition, our constantly broadening content coverage and diverse content formats cater to our users’ continually evolving preferences.
We have been expanding our service offerings to meet the diverse needs of our users, content creators and business partners. We have been enhancing our content-centric monetization in each of our revenue streams, including marketing services, paid membership, vocational training and other services.
Our content-centric monetization Our revenue and business scale depend on our ability to further enhance our monetization by optimizing the effectiveness of our diversified monetization model for each revenue stream and expanding our revenue streams. 103 Table of Contents We have been expanding our service offerings to meet the diverse needs of our users, content creators and business partners.
In addition, our large and engaged user base has attracted merchants and brands to our community and to pursue more effective branding and advertising. Our content-centric monetization Our revenue and business scale depend on our ability to further enhance our monetization by optimizing the effectiveness of our diversified monetization model for each revenue stream and expanding our revenue streams.
In addition, our large and engaged user base has attracted merchants and brands to our community and to pursue more effective branding and advertising.
Actual results could differ from those estimates. 113 Table of Contents Allowance for Expected Credit Losses on Trade Receivables The allowance for expected credit losses represents our estimate of the expected lifetime expected credit losses inherent on trade receivables as of the balance sheet date.
Allowance for Expected Credit Losses on Trade Receivables The allowance for expected credit losses represents our estimate of the expected lifetime expected credit losses inherent on trade receivables as of the balance sheet date. The adequacy of our allowance for expected credit losses is assessed quarterly, and the assumptions and models used in establishing the allowance are evaluated regularly.
We had net operating cash outflows of RMB1.1 billion, RMB415.5 million, and RMB280.2 million (US$38.4 million) in 2022, 2023, and 2024, respectively.
We had net operating cash outflows of RMB415.5 million, RMB280.2 million, and RMB363.6 million (US$52.0 million) in 2023, 2024 and 2025, respectively. Key Factors Affecting Our Results of Operations Our results of operations are affected by the following factors.
The cash used for working capital was primarily the result of (i) an increase of RMB132.8 million in trade receivables, (ii) a decrease of RMB65.3 million in net amount due to related parties, (iii) a decrease of RMB40.8 million in taxes payable, and (iv) a decrease of RMB36.5 million in salary and welfare payables to our employees, partially offset by (y) a decrease of RMB87.1 million in prepayments and other current assets and (z) an increase of RMB78.2 million in contract liabilities, reflecting the increasing scale of our paid membership service and vocational training business. 111 Table of Contents Investing Activities For the year ended December 31, 2024, net cash provided by investing activities was RMB2.6 billion (US$351.1 million), which was primarily attributable to (i) proceeds of maturities of short-term investments of RMB10.4 billion and (ii) proceeds from withdrawal of term deposits of RMB2.0 billion, partially offset by (y) purchase of short-term investments of RMB9.1 billion and (z) purchase of term deposits of RMB0.7 billion.
The cash used for working capital was primarily the result of (i) a decrease of RMB154.3 million in accounts payable and accrued liabilities, (ii) a decrease of RMB87.2 million in salary and welfare payables to our employees, (iii) a decrease of RMB48.8 million in contract liabilities, partially offset by (y) a decrease of RMB90.1 million in trade receivables, (z) a decrease of RMB47.2 million in prepayments and other current assets For the year ended December 31, 2024, net cash used in operating activities was RMB280.2 million, as compared to our net loss of RMB169.0 million for the same period.
The following table sets forth a breakdown of revenue by type both in absolute amount and as a percentage of our revenue for the periods indicated. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Year Ended December 31, ​ ​ 2022 ​ 2023 ​ 2024 ​ RMB % RMB % RMB US$ % ​ ​ (in thousands, except percentages) Revenue ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Marketing services (1) ​ 1,956,480 54.3 1,652,992 39.4 1,247,092 170,851 34.7 Paid membership ​ 1,230,804 34.1 1,826,557 43.5 1,761,978 241,390 49.0 Vocational training ​ 248,266 6.9 565,585 13.5 468,111 64,131 13.0 Others ​ 169,369 ​ 4.7 ​ 153,755 ​ 3.6 ​ 121,724 ​ 16,676 ​ 3.3 Total 3,604,919 100.0 4,198,889 100.0 3,598,905 493,048 100.0 Notes: (1) Starting in 2023, we collectively reported the revenues generated from advertising and content-commerce solutions as “marketing services revenue” to better present our business and results of operations in line with our overall strategies.
The following table sets forth a breakdown of revenue by type both in absolute amount and as a percentage of our revenue for the periods indicated. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Year Ended December 31, ​ ​ 2023 ​ 2024 ​ 2025 ​ ​ ​ ​ RMB ​ ​ ​ % ​ ​ ​ RMB ​ ​ ​ % ​ ​ ​ RMB ​ ​ ​ US$ ​ ​ ​ % ​ ​ (in thousands, except percentages) Revenue ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Marketing services ​ 1,652,992 39.4 1,247,092 34.7 843,933 120,681 30.7 Paid membership ​ 1,826,557 43.5 1,761,978 49.0 1,538,942 220,066 56.0 Others (1) ​ 719,340 ​ 17.1 ​ 589,835 ​ 16.3 ​ 366,129 ​ 52,356 ​ 13.3 Total 4,198,889 100.0 3,598,905 100.0 2,749,004 393,103 100.0 Note: (1) We simplified our revenue stream by reclassifying vocational training into “others” to align with our overall strategy during the year ended December 31, 2025, and the revenue of others for the years ended December 31, 2023 and 2024 has been retrospectively reclassified.
Marketing services . Marketing services revenue decreased by 24.6% from RMB1.7 billion in 2023 to RMB1.2 billion (US$170.9 million) in 2024. The decrease was primarily due to our proactive and ongoing refinement of service offerings to strategically focus on margin improvement. Paid Membership .
The decrease was primarily due to our proactive and ongoing refinement of service offerings. Paid Membership . Paid membership revenue was RMB1,538.9 million (US$220.1 million) in 2025, compared with RMB1,762.0 million in 2024. The decrease was primarily due to a decline in the number of our average monthly subscribing members. Others .
We experienced a decline in our marketing services revenue in 2022, 2023 and 2024 primarily due to our proactive and ongoing refinement of service offerings to strategically focus on margin improvement. 104 Table of Contents Our customers are generally attracted by the consistent and active user base, high-quality user profiles, and the content generated in our community.
Marketing services . We generate revenue from marketing services, which primarily consist of advertising revenue and revenue from content-commerce solutions. We experienced a decline in our marketing services revenue in 2023, 2024 and 2025 primarily due to our proactive and ongoing refinement of service offerings.
Our research and development expenses decreased by 18.7% from RMB901.5 million in 2023 to RMB732.6 million (US$100.4 million) in 2024, primarily due to more efficient spending on technology innovation and a decrease in personnel-related expenses. General and Administrative Expenses .
Our research and development expenses decreased by 28.3% from RMB732.6 million in 2024 to RMB525.0 million (US$75.1 million) in 2025, primarily attributable to improvements in our research and development efficiency. General and Administrative Expenses .
Our average monthly subscribing members increased significantly from 9.8 million in 2022 to 14.5 million in 2023, and further to 15.0 million in 2024.
Our average monthly subscribing members increased from 14.5 million in 2023 to 15.0 million in 2024, and decreased to 13.5 million in 2025. Others . Other revenues are mainly generated from vocational training businesses, sales of our private label products and book series, intellectual property derivatives business and other activities.
Cost of Revenues ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Year Ended December 31, ​ ​ ​ ​ ​ ​ ​ ​ 2023 ​ 2024 ​ Change ​ RMB RMB US$ RMB US$ % ​ ​ (in thousands, except percentages) Cost of revenues ​ Content and operational costs ​ 1,033,878 707,710 96,956 (326,168) (44,685) (31.5) Cloud services and bandwidth costs ​ 280,045 195,248 26,749 (84,797) (11,617) (30.3) Staff costs ​ 248,678 218,873 29,985 (29,805) (4,083) (12.0) Payment processing costs ​ 198,199 168,151 23,037 (30,048) (4,117) (15.2) Others ​ 142,241 128,094 17,549 (14,147) (1,938) (9.9) Total ​ 1,903,041 1,418,076 194,276 (484,965) (66,440) (25.5) ​ Our cost of revenues decreased by 25.5% from RMB1.9 billion in 2023 to RMB1.4 billion (US$194.3 million) in 2024.
The decrease was primarily due to the strategic refinement of our vocational training business. 108 Table of Contents Cost of Revenues ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Year Ended December 31, ​ ​ ​ ​ ​ ​ ​ ​ 2024 ​ 2025 ​ Change ​ ​ ​ ​ RMB ​ ​ ​ RMB ​ ​ ​ US$ ​ ​ ​ RMB ​ ​ ​ US$ ​ ​ ​ % ​ ​ (in thousands, except percentages) Cost of revenues ​ ​ ​ ​ ​ ​ ​ Content and operational costs ​ 707,710 573,947 82,073 (133,763) (19,128) (18.9) Cloud services and bandwidth costs ​ 195,248 161,473 23,090 (33,775) (4,830) (17.3) Staff costs ​ 218,873 142,162 20,329 (76,711) (10,970) (35.0) Payment processing costs ​ 168,151 132,248 18,911 (35,903) (5,134) (21.4) Others ​ 128,094 91,429 13,075 (36,665) (5,242) (28.6) Total ​ 1,418,076 1,101,259 157,478 (316,817) (45,304) (22.3) ​ Our cost of revenues decreased by 22.3% from RMB1,418.1 million in 2024 to RMB1,101.3 million (US$157.5 million) in 2025.
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With the larger and more engaged user base, more content creators have emerged on Zhihu. We provide multiple channels for content creators to monetize their contributions in our community. Our average MAUs was 101.3 million in 2022, 105.3 million in 2023, and 83.0 million in 2024.
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The pricing of our advertising is determined based on our internally-set price guidelines that are updated from time to time.
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For example, we have launched our vocational training to expand our vertical service coverage and meet user demand.
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The decrease was primarily due to the strategic refinement of our vocational training business. 105 Table of Contents Cost of Revenues Our cost of revenues primarily consists of: (i) content and operational costs, (ii) cloud service and bandwidth costs, (iii) staff costs, and (iv) payment processing costs.
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For comparison purposes, the breakdown of our revenues for the year ended December 31, 2022 have been retrospectively re-classified. Marketing services . We generate revenue from marketing services, which primarily consist of advertising revenue and revenue from content-commerce solutions.
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Zhizhe Sihai and Beijing Qingzhong Education Technology Co., Ltd. were qualified as HNTEs and enjoyed a preferential tax rate of 15% for the years ended December 31, 2023, 2024 and 2025. Shanghai Zhishi was qualified as HNTE and enjoyed a preferential tax rate of 15% for the year ended December 31, 2024 and 2025.
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The increase in average monthly subscribing members, both in absolute terms and as a percentage of average MAUs for the same period, reflects the wider acceptance of the paid membership among our community, demonstrating our content enhancements and refined user experience. Vocational training . We offer various types of vocational trainings to further enhance our monetization channels.
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Revenues for the applicable comparison periods have been retrospectively reclassified. ​ Our revenues decreased by 23.6% from RMB3,598.9 million in 2024 to RMB2,749.0 million (US$393.1 million) in 2025. Marketing services . Marketing services revenue was RMB843.9 million (US$120.7 million) in 2025, compared with RMB1,247.1 million in 2024.
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Our vocational training courses primarily consist of pre-recorded audio-video courses and live online training courses. Course fees are generally collected in advance and are initially recorded as contract liability. For vocational training business, revenue is recognized proportionately over the relevant period in which the training courses are delivered. Others .
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Other revenues were RMB366.1 million (US$52.4 million) in 2025, compared with RMB589.8 million in 2024.
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Other revenue is mainly generated from the sales of our private label products and book series, as well as revenue from our e-commerce services. We have been strategically identifying opportunities for expanding our revenue streams.
Added
Operating Expenses ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Year Ended December 31, ​ ​ ​ ​ ​ ​ ​ ​ 2024 ​ 2025 ​ Change ​ ​ ​ ​ RMB ​ ​ ​ RMB ​ ​ ​ US$ ​ ​ ​ RMB ​ ​ ​ US$ ​ ​ ​ % ​ ​ (in thousands, except percentages) Operating expenses ​ ​ ​ ​ ​ ​ Selling and marketing expenses 1,599,186 1,252,274 179,073 (346,912) (49,608) (21.7) Research and development expenses 732,553 524,996 75,073 (207,557) (29,680) (28.3) General and administrative expenses ​ 330,173 ​ 251,419 ​ 35,952 ​ (78,754) ​ (11,262) ​ (23.9) Impairment of goodwill — 126,344 18,067 126,344 18,067 — Total 2,661,912 2,155,033 308,165 (506,879) (72,483) (19.0) ​ Selling and Marketing Expenses .
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Paid membership revenue decreased slightly by 3.5% from RMB1.83 billion in 2023 to RMB1.76 billion (US$241.4 million) in 2024, primarily due to a marginal decline in our average revenue per subscribing member. Vocational training .

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Selected Financial Data — reserved (removed by SEC in 2021)

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Biggest changeThe calculations in the shareholder table below are based on 247,247,804 Class A ordinary shares (excluding the 1,876,872 Class A ordinary shares issued to the depositary bank for bulk issuance of ADSs reserved for future issuances upon the exercise or vesting of awards granted under our share incentive plan) and 15,446,778 Class B ordinary shares issued and outstanding as of March 31, 2025. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Class A Ordinary Class B Ordinary % of Beneficial % of Aggregate Voting ​ ​ Shares ​ Shares ​ Ownership † ​ Power †† Directors and Executive Officers**: ​ ​ ​ ​ ​ ​ ​ ​ Yuan Zhou (1) 21,407,800 15,446,778 14.0 43.8 Han Wang * — * * Bin Sun ​ * ​ — ​ * ​ * Dahai Li (2) ​ 1,772,492 ​ — ​ 0.7 ​ 0.4 Zhaohui Li ​ — ​ — ​ — ​ — Bing Yu — — — — Hanhui Sam Sun * — * * Hope Ni * — * * Derek Chen ​ * ​ — ​ * ​ * All Directors and Executive Officers as a Group 24,182,792 15,446,778 15.1 44.5 Principal Shareholders: ​ ​ ​ ​ MO Holding Ltd (1) ​ 21,407,800 ​ 15,446,778 ​ 14.0 ​ 43.8 Tencent Entities (3) 38,066,599 — 14.5 9.5 Cosmic Blue Investments Limited (4) ​ 19,975,733 — 7.6 5.0 AI Knowledge LLC (5) ​ 17,865,410 — 6.8 4.4 Plus Channel Limited (6) ​ 14,296,280 — 5.4 3.6 Notes: * Less than 1% of our total outstanding ordinary shares on an as-converted basis. ** Except as otherwise indicated below, the business address of our directors and executive officers is 18 Xueqing Road, Haidian District, Beijing 100083, People’s Republic of China.
Biggest changeShare Ownership The following table sets forth information with respect to the beneficial ownership of our ordinary shares as of March 31, 2026 by: ● each of our directors and executive officers; and ● each person known to us to own beneficially more than 5% of our ordinary shares. 123 Table of Contents The calculations in the shareholder table below are based on 249,108,347 Class A ordinary shares (excluding 5,307,759 Class A ordinary shares issued to the depositary bank for bulk issuance of ADSs reserved for future issuances upon the exercise or vesting of awards granted under our share incentive plan) and 15,446,778 Class B ordinary shares issued and outstanding as of March 31, 2026. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Class A Ordinary ​ ​ ​ Class B Ordinary ​ ​ ​ % of Beneficial ​ ​ ​ % of Aggregate Voting ​ ​ Shares ​ Shares ​ Ownership † ​ Power †† Directors and Executive Officers**: ​ ​ ​ ​ ​ ​ ​ ​ Yuan Zhou (1) 21,407,800 15,446,778 13.9 43.6 Han Wang (2) 1,579,995 — 0.6 0.4 Dahai Li (3) ​ 1,772,492 ​ — ​ 0.7 ​ 0.4 Zhaohui Li ​ — ​ — ​ — ​ — Bing Yu — — — — Li-Lan Cheng — — — — Hope Ni (4) 10,000 — * * Derek Chen (5) ​ 10,000 ​ — ​ * ​ * All Directors and Executive Officers as a Group 24,780,287 15,446,778 15.2 44.4 Principal Shareholders: ​ ​ ​ ​ MO Holding Ltd (1) ​ 21,407,800 ​ 15,446,778 ​ 13.9 ​ 43.6 Tencent Entities (6) 38,066,599 — 14.4 9.4 Cosmic Blue Investments Limited (7) ​ 19,975,733 — 7.6 4.9 AI Knowledge LLC (8) ​ 17,865,410 — 6.8 4.4 Plus Channel Limited (9) ​ 25,571,627 — 9.7 6.3 FIL Limited (10) ​ 13,866,806 — 5.2 3.4 Notes: * Less than 0.1%. ** Except as otherwise indicated below, the business address of our directors and executive officers is 18 Xueqing Road, Haidian District, Beijing 100083, People’s Republic of China.
We offer employees competitive salaries, performance-based cash bonuses, regular awards, and long-term incentives. We consider that we maintain a generally good working relationship with our employees, and we did not experience any material labor disputes or work stoppages or any difficulty in recruiting staff for our operations during 2022, 2023, and 2024.
We offer employees competitive salaries, performance-based cash bonuses, regular awards, and long-term incentives. We consider that we maintain a generally good working relationship with our employees, and we did not experience any material labor disputes or work stoppages or any difficulty in recruiting staff for our operations during 2023, 2024 and 2025.
The audit committee is responsible for, among other things: ● appointing the independent auditors and pre-approving all auditing and non-auditing services permitted to be performed by the independent auditors; ● reviewing with the independent auditors any audit problems or difficulties and management’s response; ● discussing the annual audited financial statements with management and the independent auditors; ● reviewing the adequacy and effectiveness of our accounting and internal control policies and procedures and any steps taken to monitor and control major financial risk exposures; ● reviewing and approving all proposed related party transactions; ● meeting separately and periodically with management and the independent auditors; ● monitoring compliance with our code of business conduct and ethics, including reviewing the adequacy and effectiveness of our procedures to ensure proper compliance; and ● assuming other duties and responsibilities as required under the Corporate Governance Rules of the New York Stock Exchange and the Hong Kong Listing Rules. 119 Table of Contents Compensation Committee .
The audit committee is responsible for, among other things: ● appointing the independent auditors and pre-approving all auditing and non-auditing services permitted to be performed by the independent auditors; ● reviewing with the independent auditors any audit problems or difficulties and management’s response; ● discussing the annual audited financial statements with management and the independent auditors; ● reviewing the adequacy and effectiveness of our accounting and internal control policies and procedures and any steps taken to monitor and control major financial risk exposures; ● reviewing and approving all proposed related party transactions; ● meeting separately and periodically with management and the independent auditors; ● monitoring compliance with our code of business conduct and ethics, including reviewing the adequacy and effectiveness of our procedures to ensure proper compliance; and ● assuming other duties and responsibilities as required under the Corporate Governance Rules of the New York Stock Exchange and the Hong Kong Listing Rules.
In addition, a director will cease to be a director if he (i) becomes bankrupt or makes any arrangement or composition with his creditors; 121 Table of Contents (ii) dies or is found to be or becomes of unsound mind; (iii) resigns his office by notice in writing; (iv) without special leave of absence from our board, is absent from meetings of our board for three consecutive meetings and our board resolves that his office be vacated; or (v) is removed from office pursuant to any other provision of our articles of association.
In addition, a director will cease to be a director if he (i) becomes bankrupt or makes any arrangement or composition with his creditors; (ii) dies or is found to be or becomes of unsound mind; (iii) resigns his office by notice in writing; (iv) without special leave of absence from our board, is absent from meetings of our board for three consecutive meetings and our board resolves that his office be vacated; or (v) is removed from office pursuant to any other provision of our articles of association.
The compensation committee is responsible for, among other things: ● reviewing and approving, or recommending to the board for its approval, the compensation for our chief executive officer and other executive officers; ● reviewing and recommending to the board for determination with respect to the compensation of our non-employee directors; ● reviewing periodically and approving any incentive compensation or equity plans, programs or similar arrangements; ● selecting a compensation consultant, legal counsel or other adviser only after taking into consideration all factors relevant to that person’s independence from management; and ● assuming other duties and responsibilities as required under the Corporate Governance Rules of the New York Stock Exchange and the Hong Kong Listing Rules.
The compensation committee is responsible for, among other things: ● reviewing and approving, or recommending to the board for its approval, the compensation for our chief executive officer and other executive officers; ● reviewing and recommending to the board for determination with respect to the compensation of our non-employee directors; ● reviewing periodically and approving any incentive compensation or equity plans, programs or similar arrangements; ● selecting a compensation consultant, legal counsel or other adviser only after taking into consideration all factors relevant to that person’s independence from management; and ● assuming other duties and responsibilities as required under the Corporate Governance Rules of the New York Stock Exchange and the Hong Kong Listing Rules. 120 Table of Contents Nomination Committee .
Li received a bachelor’s degree in economics from Peking University in July 1998 and an MBA degree from Duke University Fuqua School of Business in May 2004. Bing Yu has served as our director since March 2023 and, for purposes of the Hong Kong Listing Rules, a non-executive director. Mr.
Li received a bachelor’s degree in economics from Peking University in July 1998 and an MBA degree from Duke University Fuqua School of Business in May 2004. 116 Table of Contents Bing Yu has served as our director since March 2023 and, for purposes of the Hong Kong Listing Rules, a non-executive director. Mr.
Li received a bachelor’s degree in mathematics and applied mathematics from Beijing University of Chemical Technology in China in July 2003 and a master’s degree in mathematics from Peking University in July 2006. 115 Table of Contents Zhaohui Li has served as our director since September 2015 and, for purposes of the Hong Kong Listing Rules, a non-executive director. Mr.
Li received a bachelor’s degree in mathematics and applied mathematics from Beijing University of Chemical Technology in China in July 2003 and a master’s degree in mathematics from Peking University in July 2006. Zhaohui Li has served as our director since September 2015 and, for purposes of the Hong Kong Listing Rules, a non-executive director. Mr.
Derek Chen is 1601, G3, Bihaiyuan, 97 Yaojiayuan Road, Beijing, China 100026. † For each person and group included in this column, percentage ownership is calculated by dividing the number of shares beneficially owned by such person or group by the sum of the total number of shares outstanding and the number of shares such person or group has the right to acquire upon exercise of option, warrant or other right within 60 days after March 31, 2025. 123 Table of Contents †† For each person and group included in this column, percentage of voting power is calculated by dividing the voting power beneficially owned by such person or group by the voting power of all of our Class A and Class B ordinary shares as a single class.
Derek Chen is 1601, G3, Bihaiyuan, 97 Yaojiayuan Road, Beijing, China 100026. † For each person and group included in this column, percentage ownership is calculated by dividing the number of shares beneficially owned by such person or group by the sum of the total number of shares outstanding and the number of shares such person or group has the right to acquire upon exercise of option, warrant or other right within 60 days after March 31, 2026. †† For each person and group included in this column, percentage of voting power is calculated by dividing the voting power beneficially owned by such person or group by the voting power of all of our Class A and Class B ordinary shares as a single class.
None of our directors has a service contract with us that provides for benefits upon termination of service as a director. Committees of the Board of Directors We have established four committees under the board of directors: an audit committee, a compensation committee, a nomination committee, and a corporate governance committee.
None of our directors has a service contract with us that provides for benefits upon termination of service as a director. 119 Table of Contents Committees of the Board of Directors We have established four committees under the board of directors: an audit committee, a compensation committee, a nomination committee, and a corporate governance committee.
Pursuant to the terms of the 2022 Plan, any shares distributed pursuant to an award may consist, in whole or in part, of authorized and unissued shares, or shares purchased on the open market. 117 Table of Contents The following paragraphs describe the principal terms of the 2022 Plan. Types of Awards .
Pursuant to the terms of the 2022 Plan, any shares distributed pursuant to an award may consist, in whole or in part, of authorized and unissued shares, or shares purchased on the open market. The following paragraphs describe the principal terms of the 2022 Plan. Types of Awards .
The 2022 Plan permits the awards of options and restricted shares. Plan Administration. The 2022 Plan may be administered by our board of directors, a committee of one or more members of the board of directors, or any director appointed to be the administrator.
The 2022 Plan permits the awards of options and restricted shares. 118 Table of Contents Plan Administration. The 2022 Plan may be administered by our board of directors, a committee of one or more members of the board of directors, or any director appointed to be the administrator.
In accordance with Rule 8A.30 of the Hong Kong Listing Rules and the Corporate Governance Code as set out in Appendix 14 to the Hong Kong Listing Rules, the work of our corporate governance committee as set out in its terms of reference includes, among others: ● developing and reviewing our policies and practices on corporate governance to assure that they are appropriate for us and comply with the requirements of the Hong Kong Stock Exchange, and recommending any desirable changes to the board; ● reviewing and monitoring the training and continuous professional development of directors and senior management; ● reviewing and monitoring our policies and practices on compliance with legal and regulatory requirements; 120 Table of Contents ● advising the board periodically with respect to significant developments in the law and practice of corporate governance as well as our compliance with applicable laws and regulations, such as our compliance with Appendix 14 to the Hong Kong Listing Rules, and making recommendations to the board on all matters of corporate governance and on any corrective action to be taken; ● guiding and reviewing the formulation of our ESG vision, strategies and plans, reporting and making recommendations to the board accordingly, assisting the board in identifying and evaluating our ESG-related risks and opportunities; ● reviewing and monitoring whether we are operated and managed for the benefit of all our shareholders; and ● reviewing and monitoring all risks related to our weighted voting rights structure and the management of conflicts of interests, make a recommendation to the board on any matter where there is any risk or a potential conflict of interest between Zhihu and any beneficiary of weighted voting rights, and confirm, on an annual basis, that the beneficiaries of weighted voting rights have complied with certain Hong Kong Listing Rules.
In accordance with Rule 8A.30 of the Hong Kong Listing Rules and the Corporate Governance Code as set out in Appendix 14 to the Hong Kong Listing Rules, the work of our corporate governance committee as set out in its terms of reference includes, among others: ● developing and reviewing our policies and practices on corporate governance to assure that they are appropriate for us and comply with the requirements of the Hong Kong Stock Exchange, and recommending any desirable changes to the board; ● reviewing and monitoring the training and continuous professional development of directors and senior management; ● reviewing and monitoring our policies and practices on compliance with legal and regulatory requirements; ● advising the board periodically with respect to significant developments in the law and practice of corporate governance as well as our compliance with applicable laws and regulations, such as our compliance with Appendix 14 to the Hong Kong Listing Rules, and making recommendations to the board on all matters of corporate governance and on any corrective action to be taken; ● guiding and reviewing the formulation of our ESG vision, strategies and plans, reporting and making recommendations to the board accordingly, assisting the board in identifying and evaluating our ESG-related risks and opportunities; ● reviewing and monitoring whether we are operated and managed for the benefit of all our shareholders; and ● reviewing and monitoring all risks related to our weighted voting rights structure and the management of conflicts of interests, make a recommendation to the board on any matter where there is any risk or a potential conflict of interest between Zhihu and any beneficiary of weighted voting rights, and confirm, on an annual basis, that the beneficiaries of weighted voting rights have complied with certain Hong Kong Listing Rules. 121 Table of Contents Duties of Directors Under Cayman Islands law, our directors owe fiduciary duties to our company, including a duty of loyalty, a duty to act honestly, and a duty to act in what they consider in good faith to be in our best interests.
(HKEX: 0400), previously known as Cogobuy Group, and prior to that, she served as an executive director of Ingdan, Inc. from 2015 to 2020. From 2004 to 2007, Ms. Ni was the chief financial officer and a director of Viewtran Group, Inc. In 2008, Ms. Ni served as the vice chairman of Viewtran Group, Inc. Prior to that, Ms.
From June 2020 to June 2022, she served as a non-executive director of Ingdan, Inc. (HKEX: 0400), previously known as Cogobuy Group, and prior to that, she served as an executive director of Ingdan, Inc. from 2015 to 2020. From 2004 to 2007, Ms. Ni was the chief financial officer and a director of Viewtran Group, Inc. In 2008, Ms.
We have determined that Hanhui Sam Sun, Hope Ni, and Derek Chen each satisfies the “independence” requirements of Section 303A of the Corporate Governance Rules of the New York Stock Exchange and meet the independence standards under Rule 10A-3 under the Exchange Act, as amended.
We have determined that Li-Lan Cheng, Hope Ni, and Derek Chen each satisfies the “independence” requirements of Section 303A of the Corporate Governance Rules of the New York Stock Exchange and meet the independence standards under Rule 10A-3 under the Exchange Act, as amended.
More than 99% of the interest of MO Holding Ltd is held by South Ridge Global Limited, which is wholly controlled by a trust that was established for the benefit of Mr. Zhou and his family, and the remaining interest of MO Holding Ltd is held by Mr. Zhou.
MO Holding Ltd is a company incorporated in the British Virgin Islands. More than 99% of the interest of MO Holding Ltd is held by South Ridge Global Limited, which is wholly controlled by a trust that was established for the benefit of Mr. Zhou and his family, and the remaining interest of MO Holding Ltd is held Mr. Zhou.
Nomination Committee . Our nomination committee consists of Yuan Zhou, Hope Ni, Hanhui Sam Sun, and Derek Chen. Hope Ni is the chairman of our nomination committee. We have determined that Hope Ni, Hanhui Sam Sun, and Derek Chen satisfy the “independence” requirements of Section 303A of the Corporate Governance Rules of the New York Stock Exchange.
Our nomination committee consists of Yuan Zhou, Hope Ni, Li-Lan Cheng, and Derek Chen. Hope Ni is the chairman of our nomination committee. We have determined that Hope Ni, Li-Lan Cheng, and Derek Chen satisfy the “independence” requirements of Section 303A of the Corporate Governance Rules of the New York Stock Exchange.
Our compensation committee consists of Hanhui Sam Sun, Hope Ni, and Yuan Zhou. Hanhui Sam Sun is the chairman of our compensation committee. We have determined that Hanhui Sam Sun and Hope Ni satisfy the “independence” requirements of Section 303A of the Corporate Governance Rules of the New York Stock Exchange.
Compensation Committee . Our compensation committee consists of Li-Lan Cheng, Hope Ni, and Yuan Zhou. Hope Ni is the chairman of our compensation committee. We have determined that Li-Lan Cheng and Hope Ni satisfy the “independence” requirements of Section 303A of the Corporate Governance Rules of the New York Stock Exchange.
We have adopted a charter for each of the four committees. Each committee’s members and functions are described below. Audit Committee . Our audit committee consists of Hanhui Sam Sun, Hope Ni, and Derek Chen. Hanhui Sam Sun is the chairman of our audit committee.
We have adopted a charter for each of the four committees. Each committee’s members and functions are described below. Audit Committee . Our audit committee consists of Li-Lan Cheng, Hope Ni, and Derek Chen. Li-Lan Cheng is the chairman of our audit committee.
Corporate Governance Committee. Our corporate governance committee consists of Hanhui Sam Sun, Hope Ni, and Derek Chen. Derek Chen is the chairman of our corporate governance committee. We have determined that Hope Ni, Hanhui Sam Sun, and Derek Chen satisfy the “independence” requirements of Section 303A of the Corporate Governance Rules of the New York Stock Exchange.
Corporate Governance Committee. Our corporate governance committee consists of Li-Lan Cheng, Hope Ni, and Derek Chen. Derek Chen is the chairman of our corporate governance committee. We have determined that Hope Ni, Li-Lan Cheng, and Derek Chen satisfy the “independence” requirements of Section 303A of the Corporate Governance Rules of the New York Stock Exchange.
Information regarding beneficial ownership is reported as of May 10, 2022, based on the information contained in the form of disclosure of interests filed by Cosmic Blue Investments Limited with the Hong Kong Stock Exchange on November 8, 2024. (5) Represents 17,865,410 Class A ordinary shares held by AI Knowledge LLC, a company incorporated in the United States.
Information regarding beneficial ownership is reported as of September 26, 2025, based on the information contained in the form of disclosure of interests filed by Cosmic Blue Investments Limited with the Hong Kong Stock Exchange on September 29, 2025. (8) Represents 17,865,410 Class A ordinary shares held by AI Knowledge LLC, a company incorporated in the United States.
We have determined that Hanhui Sam Sun qualifies as an “audit committee financial expert.” The audit committee oversees our accounting and financial reporting processes and the audits of the financial statements of our company.
We have determined that Li-Lan Cheng qualifies as an “audit committee financial expert.” The audit committee oversees our accounting and financial reporting processes and the audits of the financial statements of our company.
As of March 31, 2025, awards to purchase 10,893,788 Class A ordinary shares under the 2022 Plan have been granted and remain outstanding, excluding awards that were forfeited or canceled after the grant dates.
As of March 31, 2026, awards to purchase 14,807,393 Class A ordinary shares under the 2022 Plan have been granted and remain outstanding, excluding awards that were forfeited or canceled after the grant dates.
Chen received a master’s degree in business administration from Columbia Business School in 2001. 116 Table of Contents B. Compensation For the fiscal year ended December 31, 2024, we paid an aggregate of RMB10.8 million (US$1.5 million) in cash to our directors and executive officers.
Chen received a master’s degree in business administration from Columbia Business School in 2001. B. Compensation For the fiscal year ended December 31, 2025, we paid an aggregate of RMB8.0 million (US$1.1 million) in cash to our directors and executive officers.
Our directors also have a duty to exercise the skill they actually possess and such care and diligence that a reasonably prudent person would exercise in comparable circumstances.
Our directors must also exercise their powers only for a proper purpose. Our directors also have a duty to exercise the skill they actually possess and such care and diligence that a reasonably prudent person would exercise in comparable circumstances.
Plus Channel Limited conducts share repurchases under our publicly announced share repurchase programs on the New York Stock Exchange and the Hong Kong Stock Exchange at our authorization and instructions. The registered address of Plus Channel Limited is Sertus Chambers, P.O.
Plus Channel Limited conducts share repurchases under our publicly announced share repurchase programs on the New York Stock Exchange and the Hong Kong Stock Exchange at our authorization and instructions. The registered address of Plus Channel Limited is Sertus Chambers, P.O. Box 905, Quastisky Building, Road Town, Tortola, British Virgin Islands.
Yu received his bachelor’s degree in engineering mechanics from Tsinghua University in Beijing, China in June 2002 and a master’s degree in software engineering from Tsinghua University in June 2006. Hanhui Sam Sun has served as our independent director since March 2021 and, for purposes of the Hong Kong Listing Rules, an independent non-executive director. Mr.
Yu received his bachelor’s degree in engineering mechanics from Tsinghua University in Beijing, China in June 2002 and a master’s degree in software engineering from Tsinghua University in June 2006. Li-Lan Cheng has served as our independent director since May 2025 and, for purposes of the Hong Kong Listing Rules, an independent non-executive director. Dr.
Directors and Senior Management The following table sets forth information regarding our directors and executive officers as of the date of this annual report. ​ ​ ​ ​ ​ ​ Directors and Executive Officers Age Position/Title Yuan Zhou ​ 44 ​ Founder, Chairman, and Chief Executive Officer Han Wang ​ 34 ​ Chief Financial Officer Bin Sun ​ 43 ​ Chief Technology Officer Dahai Li ​ 44 ​ Director Zhaohui Li ​ 49 ​ Director Bing Yu ​ 45 ​ Director Hanhui Sam Sun ​ 52 ​ Independent Director Hope Ni ​ 52 ​ Independent Director Derek Chen ​ 49 ​ Independent Director ​ ​ Yuan Zhou is our founder and has served as the chairman of our board of directors and chief executive officer since our inception.
Directors and Senior Management The following table sets forth information regarding our directors and executive officers as of the date of this annual report. ​ ​ ​ ​ ​ ​ Directors and Executive Officers ​ ​ ​ Age ​ ​ ​ Position/Title Yuan Zhou ​ 45 ​ Founder, Chairman, and Chief Executive Officer Han Wang ​ 35 ​ Chief Financial Officer Dahai Li ​ 45 ​ Director Zhaohui Li ​ 50 ​ Director Bing Yu ​ 46 ​ Director Li-Lan Cheng ​ 61 ​ Independent Director Hope Ni ​ 53 ​ Independent Director Derek Chen ​ 50 ​ Independent Director ​ Yuan Zhou is our founder and has served as the chairman of our board of directors and chief executive officer since our inception.
Hope Ni has served as our independent director since March 2021 and, for purposes of the Hong Kong Listing Rules, an independent non-executive director. Ms. Ni has served as an independent non-executive director of Acotec Scientific Holdings Limited (HKEX: 6669) since August 2021 and VISEN Pharmaceuticals (HKEX: 2561) since April 2021. Ms.
Hope Ni has served as our independent director since March 2021 and, for purposes of the Hong Kong Listing Rules, an independent non-executive director. Ms. Ni currently serves as an independent director of Acotec Scientific Holdings Limited (HKEX: 6669), Visen Pharmaceuticals (HKEX 02561), and UCLOUDLINK GROUP INC. (Nasdaq: UCL).
Dahai Li with the Hong Kong Stock Exchange on November 13, 2024. (3) Represents (i) 10,617,666 Class A ordinary shares held by Image Frame Investment (HK) Limited, a company incorporated in Hong Kong, and (ii) 27,448,933 Class A ordinary shares held by Huang River Investment Limited, a company incorporated in the British Virgin Islands.
(6) Represents (i) 10,617,666 Class A ordinary shares held by Image Frame Investment (HK) Limited, a company incorporated in Hong Kong, and (ii) 27,448,933 Class A ordinary shares held by Huang River Investment Limited, a company incorporated in the British Virgin Islands.
Ni spent six years as a practicing attorney at Skadden, Arps, Slate, Meagher & Flom LLP in New York and Hong Kong. Earlier in her career, Ms. Ni worked at Merrill Lynch’s investment banking division in New York. Ms.
Ni served as the vice chairman of Viewtran Group, Inc. Prior to that, Ms. Ni spent six years as a practicing attorney at Skadden, Arps, Slate, Meagher & Flom LLP in New York and Hong Kong. Earlier in her career, Ms. Ni worked at Merrill Lynch’s investment banking division in New York. Ms.
A director is not required to hold any shares in our company by way of qualification.
C. Board Practices Board of Directors Our board of directors currently consists of seven directors. A director is not required to hold any shares in our company by way of qualification.
(6) Represents (i) 13,428,780 Class A ordinary shares in the form of 4,476,260 ADSs and (ii) 867,500 Class A ordinary shares held by Plus Channel Limited, a company incorporated in the British Virgin Islands. Plus Channel Limited is wholly owned by Kastle Limited, a company incorporated in Hong Kong.
(9) Represents (i) 24,704,127 Class A ordinary shares in the form of 8,234,709 ADSs and (ii) 867,500 Class A ordinary shares held by Plus Channel Limited, a company incorporated in the British Virgin Islands. Plus Channel Limited is wholly owned by Kastle Limited, a company incorporated in Hong Kong.
Our Class A ordinary shares and Class B ordinary shares vote together as a single class on all matters submitted to a vote of our shareholders, except as may otherwise be required by law. Our Class B ordinary shares are convertible at any time by the holder thereof into Class A ordinary shares on a one-for-one basis.
Our Class A ordinary shares and Class B ordinary shares vote together as a single class on all matters submitted to a vote of our shareholders, except as may otherwise be required by law.
Before joining the Kuaishou group, Mr. Yu led video and infrastructure teams in multinational companies such as Hulu, LLC from September 2014 to August 2016 and FreeWheel Media Inc. from July 2010 to April 2013. Mr.
He was responsible for Kuaishou group’s research and development management, and the overall governance and long-term planning in the engineering technology area. Before joining the Kuaishou group, Mr. Yu led video and infrastructure teams in multinational companies such as Hulu, LLC from September 2014 to August 2016 and FreeWheel Media Inc. from July 2010 to April 2013. Mr.
We also purchase certain supplemental health and accidental insurance coverage for our employees. Bonuses are generally discretionary and based in part on the overall performance of our business and in part on employee individual performance.
We also purchase certain supplemental health and accidental insurance coverage for our employees. Bonuses are generally discretionary and based in part on the overall performance of our business and in part on employee individual performance. We have adopted share incentive plans to grant share-based incentive awards to our eligible employees to incentivize their contributions to our growth and development.
We have not set aside or accrued any amount to provide pension, retirement or other similar benefits to our executive officers and directors. Our PRC subsidiaries are required by law to make contributions equal to certain percentages of each employee’s salary for his or her pension insurance, medical insurance, unemployment insurance and other statutory benefits and a housing provident fund.
Our PRC subsidiaries are required by law to make contributions equal to certain percentages of each employee’s salary for his or her pension insurance, medical insurance, unemployment insurance and other statutory benefits and a housing provident fund. 117 Table of Contents Employment Agreements and Indemnification Agreements We have entered into employment agreements with each of our executive officers.
Employment Agreements and Indemnification Agreements We have entered into employment agreements with each of our executive officers. Under these agreements, each of our executive officers is employed for a specified time period.
Under these agreements, each of our executive officers is employed for a specified time period.
Information regarding beneficial ownership is reported as of November 8, 2024, based on the information contained in the Schedule 13D/A filed by the Tencent Entities with the SEC on November 12, 2024. (4) Represents 19,975,733 Class A ordinary shares held by Cosmic Blue Investments Limited, a company incorporated in the British Virgin Islands.
Information regarding beneficial ownership is reported as of September 28, 2025, based on the information contained in the form of disclosure of interests filed by Tencent Holdings Limited with the Hong Kong Stock Exchange on September 30, 2025. (7) Represents 19,975,733 Class A ordinary shares held by Cosmic Blue Investments Limited, a company incorporated in the British Virgin Islands.
Hanhui Sam Sun is 64 Donggong Street, Dongcheng District, Beijing 100009, People’s Republic of China. The business address of Ms. Hope Ni is House 17B, Shouson Peak, 9-19 Shouson Hill Road, Deep Water Bay, Hong Kong. The business address of Mr.
Li-Lan Cheng is 296 Orchid Garden, 18 Xinjin Road, Chaoyang District, Beijing, People’s Republic of China. The business address of Ms. Hope Ni is House 17B, Shouson Peak, 9-19 Shouson Hill Road, Deep Water Bay, Hong Kong. The business address of Mr.
Li served as the head of search technology at Wandoujia, a leading app store in China, from August 2013 to December 2015. Prior to that, Mr. Li served as the engineering director at YunYun, a start-up search engine company in China, from August 2010 to August 2013. From June 2007 to September 2010, Mr.
Li served as the engineering director at YunYun, a start-up search engine company in China, from August 2010 to August 2013. From June 2007 to September 2010, Mr. Li served as an engineer at Google China, focusing on search engine. Mr.
Box 905, Quastisky Building, Road Town, Tortola, British Virgin Islands. ​ 124 Table of Contents To our knowledge and based on our review of our register of members as of March 31, 2025, we had 57,006,077 Class A ordinary shares, including Class A ordinary shares issued to our depositary bank for bulk issuance of ADSs reserved for future issuances upon the exercise or vesting of awards granted under our share incentive plan, that were held of record by one holder that resides in the United States, being JPMorgan Chase Bank, N.A., the depositary of our ADS program.
Information regarding beneficial ownership is reported as of September 16, 2025, based on the information contained in the form of disclosure of interests filed by FIL Limited with the Hong Kong Stock Exchange on September 17, 2025. ​ 125 Table of Contents To our knowledge and based on our review of our register of members as of March 31, 2026, we had 62,297,507 Class A ordinary shares, including Class A ordinary shares issued to our depositary bank for bulk issuance of ADSs reserved for future issuances upon the exercise or vesting of awards granted under our share incentive plan, that were held of record by one holder that resides in the United States, being JPMorgan Chase Bank, N.A., the depositary of our ADS program.
Li served as our senior vice president from December 2015 to April 2018 and our chief technology officer from May 2018 to June 2024. He is currently a director of Beijing ModelBest Intelligent Technology Co., Ltd. and has served as its chief executive officer since June 2023. Prior to joining Zhihu, Mr.
He is currently a director of Beijing ModelBest Intelligent Technology Co., Ltd. and has served as its chief executive officer since June 2023. Prior to joining Zhihu, Mr. Li served as the head of search technology at Wandoujia, a leading app store in China, from August 2013 to December 2015. Prior to that, Mr.
(2) Represents (i) 99,450 Class A ordinary shares held by Mr. Dahai Li in the form of ADSs, and (ii) 1,673,042 Class A ordinary shares held by Ocean Alpha Investment Limited, a company incorporated in the British Virgin Islands. Ocean Alpha Investment Limited is wholly controlled by a trust that was established for the benefit of Mr.
(2) Represents 1,579,995 Class A ordinary shares acquired upon vesting of a portion of restricted share units granted to Mr. Wang. (3) Represents (i) 99,450 Class A ordinary shares held by Mr. Dahai Li in the form of ADSs, and (ii) 1,673,042 Class A ordinary shares held by Ocean Alpha Investment Limited, a company incorporated in the British Virgin Islands.
(1) Represents 21,407,800 Class A ordinary shares, including 9,621,477 Class A ordinary shares granted on April 8, 2022, or the CEO Award Shares, and 15,446,778 Class B ordinary shares held by MO Holding Ltd. MO Holding Ltd is a company incorporated in the British Virgin Islands.
Our Class B ordinary shares are convertible at any time by the holder thereof into Class A ordinary shares on a one-for-one basis. 124 Table of Contents (1) Represents 21,407,800 Class A ordinary shares, including 9,621,477 Class A ordinary shares granted on April 8, 2022, or the CEO Award Shares, and 15,446,778 Class B ordinary shares held by MO Holding Ltd.
Wang was with Access Technology Ventures, a global investment platform under Access Industries, Inc., the private holding company and investment firm founded by businessman and philanthropist Len Blavatnik.
Han Wang has served as our chief financial officer since February 2024. Prior to joining Zhihu, from 2020 to 2023, Mr. Wang was with Access Technology Ventures, a global investment platform under Access Industries, Inc., the private holding company and investment firm founded by businessman and philanthropist Len Blavatnik.
Sun holds a Bachelor’s and a Master’s degree in Computer Science from Harbin Institute of Technology. Dahai Li has served as our director since March 2021 and, for purposes of the Hong Kong Listing Rules, a non-executive director since June 2024. Mr.
Dahai Li has served as our director since March 2021 and, for purposes of the Hong Kong Listing Rules, a non-executive director since June 2024. Mr. Li served as our senior vice president from December 2015 to April 2018 and our chief technology officer from May 2018 to June 2024.
Zhou founded Beijing Nuobote Informational Technology Co., Ltd., a start-up company that focused on the development of big data analytics for e-commerce businesses from October 2008 to November 2010. Before that, Mr. Zhou worked as a journalist for the IT Management World magazine from June 2006 to December 2007. Mr.
Mr. Zhou is an entrepreneur with over 15 years of experience in internet and media. Prior to founding our company, Mr. Zhou founded Beijing Nuobote Informational Technology Co., Ltd., a start-up company that focused on the development of big data analytics for e-commerce businesses from October 2008 to November 2010. Before that, Mr.
Dahai Li and his family. The registered address of Ocean Alpha Investment Limited is Vistra Corporate Services Centre, Wickhams Cay II, Road Town, Tortola, VG1110, British Virgin Islands. Information regarding beneficial ownership is reported as of November 8, 2024, based on the information contained in the form of disclosure of interests filed by Mr.
Ocean Alpha Investment Limited is wholly controlled by a trust that was established for the benefit of Mr. Dahai Li and his family. The registered address of Ocean Alpha Investment Limited is Vistra Corporate Services Centre, Wickhams Cay II, Road Town, Tortola, VG1110, British Virgin Islands.
The following table sets forth the number of our employees by function as of December 31, 2024. ​ ​ ​ ​ ​ ​ ​ Number of ​ Function Employees Percentage ​ Content and Content-Related Operations 593 31.4 % Research and Development 754 40.0 % Sales and Marketing 385 20.4 % General Administration 155 8.2 % Total 1,887 100 % ​ Our success depends on our ability to attract, retain, and motivate qualified personnel.
Employees As of December 31, 2023, 2024 and 2025, we had 2,731, 1,887 and 1,154 full-time employees, respectively, all of whom were based in China, primarily at our headquarters in Beijing, China. 122 Table of Contents The following table sets forth the number of our employees by function as of December 31, 2025. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Number of ​ ​ ​ ​ Function ​ ​ ​ Employees ​ ​ ​ Percentage ​ Content and Content-Related Operations 269 23.3 % Research and Development 472 40.9 % Sales and Marketing 295 25.6 % General Administration 118 10.2 % Total 1,154 100 % ​ Our success depends on our ability to attract, retain, and motivate qualified personnel.
Zhou received a bachelor’s degree in computer science and technology from Chengdu University of Technology in China in June 2003 and a master’s degree in software engineering from Southeast University in China in March 2006. Han Wang has served as our chief financial officer since February 2024. Prior to joining Zhihu, from 2020 to 2023, Mr.
Zhou worked as a journalist for the IT Management World magazine from June 2006 to December 2007. Mr. Zhou received a bachelor’s degree in computer science and technology from Chengdu University of Technology in China in June 2003 and a master’s degree in software engineering from Southeast University in China in March 2006.
The following table summarizes, as of the date of this annual report, the number of restricted shares we have granted to certain of our directors and executive officers. ​ ​ ​ ​ ​ ​ ​ ​ ​ Purchase Price ​ Name ​ Restricted shares ​ (US$/Share) ​ Date of Grant Han Wang * 0.01 ​ February 19, 2024 Bin Sun * 0.01 ​ April 15, 2024 * Less than 1% of our total ordinary shares on an as-converted basis outstanding as of the date of this annual report.
The following table summarizes, as of the date of this annual report, the number of restricted shares we have granted to certain of our directors and executive officers. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Purchase Price ​ ​ ​ ​ Name ​ Restricted shares ​ (US$/Share) ​ Date of Grant Han Wang 2,500,000 0.01 ​ February 19, 2024 Li-Lan Cheng ​ 135,468 ​ 0.01 ​ July 4, 2025 Hope Ni 135,468 0.01 ​ July 4, 2025 ​ As of March 31, 2026, employees other than our directors and executive officers as a group hold 13,130,207 restricted shares units outstanding under the 2022 Plan.
Yu joined Kuaishou Technology (HKEX: 1024) in August 2016 and currently serves as senior vice president, head of Research & Development Line as well as chairman of Engineering Technology Committee of Kuaishou group. He is responsible for Kuaishou group’s research and development management, and the overall governance and long-term planning in the engineering technology area.
Yu has been serving as technology advisor to Kuaishou Technology (HKEX stock code: 1024) since April 30, 2025. He worked at Kuaishou Technology from August 2016 to April 2025, serving as senior vice president, head of research&development line as well as chairman of engineering technology committee of Kuaishou group.
Our officers are appointed by and serve at the discretion of the board of directors, and may be removed by our board of directors. D. Employees As of December 31, 2022, 2023, and 2024, we had 2,515, 2,731, and 1,887 full-time employees, respectively, all of whom were based in China, primarily at our headquarters in Beijing, China.
Our officers are appointed by and serve at the discretion of the board of directors, and may be removed by our board of directors. D.
We have adopted share incentive plans to grant share-based incentive awards to our eligible employees to incentivize their contributions to our growth and development. 122 Table of Contents We enter into standard confidentiality and employment agreements with our employees.
We enter into standard confidentiality and employment agreements with our employees.
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Mr. Zhou is an entrepreneur with over 15 years of experience in internet and media. Since January 2024, Mr. Zhou has served as a director of Beijing ModelBest Intelligent Technology Co., Ltd., a portfolio investee of ours. Prior to founding our company, Mr.
Added
Cheng is currently an executive director and chief financial officer of E-House (China) Enterprise Holdings Limited (formerly known as Fangyou Information Technology Company Limited) (HKEX stock code: 2048) (“E-House”). He served as acting chief financial officer of Leju Holdings Limited (formerly NYSE: LEJU) from 2017 to 2023, and was its executive director from 2014 to 2017. Dr.
Removed
Bin Sun has served as our chief technology officer since June 2024. Mr. Sun is a seasoned technology leader with extensive experience in leading technology teams and developing technology strategies. Prior to joining the Company, Mr. Sun served as the Vice President of iQIYI, Inc., where he spearheaded intelligent digital production, big data, and business intelligence initiatives.
Added
Cheng served as the chief operating officer of E-House (China) Holdings Limited (formerly NYSE: EJ) from 2012 to 2018 and its chief financial officer from 2006 to 2012. Prior to joining E-House, he served as the chief financial officer of SouFun Holdings Limited, an online real estate service company in China, from 2005 to 2006. From 2002 to 2004, Dr.
Removed
Prior to that, Mr. Sun served as the Deputy General Manager of Perfect World’s education business from 2015 to 2017. Before that, Mr. Sun served in various positions related to product and engineering at technology companies such as Microsoft and Yahoo from 2006 to 2015. Mr.
Added
Cheng served as an executive director and the chief financial officer of SOHO China Limited, a real estate developer in Beijing. Dr. Cheng was an assistant director and the head of the Asian transportation sector investment banking group of ABN AMRO Asia from 1997 to 2002. From 1995 to 1997, Dr.
Removed
Li served as an engineer at Google China, focusing on search engine. Mr.
Added
Cheng was a senior analyst at the National Economic Research Associates, Inc., an economic and financial consulting firm in New York. From 1989 to 1991, he was an investment trainee and analyst at the Prudential Investment Corporation, the institutional investment subsidiary of the Prudential Insurance Company of America based in Newark, NJ. Dr.
Removed
Sun has served as an independent director and chairman of the audit committee of iQIYI Inc. (Nasdaq: IQ) since March 2018, an independent director and chairman of the audit committee of Yiren Digital Ltd. (NYSE: YRD) since December 2015, and an independent non-executive director of YSB Inc. (HK: 9885) since June 2023. From January 2010 to September 2015, Mr.
Added
Cheng is an independent director and audit committee chairman of Yunji Inc. (NASDAQ: YJ), a Nasdaq-listed social e-commerce platform in China. He also served as an independent director and on the audit committee of 51job, Inc. (formerly NASDAQ: JOBS), LAIX Inc. (formerly NYSE: LAIX), Country Style Cooking Restaurant Chain Co., Ltd.
Removed
Sun assumed various positions at Qunar Cayman Islands Limited, a mobile and online travel platform then listed on Nasdaq (former Nasdaq ticker: QUNR), including serving as Qunar’s president from May 2015 to September 2015 and its chief financial officer from January 2010 to April 2015. Prior to joining Qunar, Mr.
Added
(formerly NYSE: CCSC), and Le GAGA Holdings Limited (formerly NASDAQ: GAGA). Dr. Cheng received a bachelor’s degree in Economics from Swarthmore College and a Ph.D. degree in Economics from the Massachusetts Institute of Technology. Dr. Cheng is a chartered financial analyst (CFA).
Removed
Sun was the chief financial officer of KongZhong Corporation, an online game developer and operator then listed on Nasdaq (former Nasdaq ticker: KZ), from February 2007 to February 2009. Mr. Sun was also an independent director and audit committee member of KongZhong Corporation from July 2005 through January 2007. Prior to that, Mr.
Added
We have not set aside or accrued any amount to provide pension, retirement or other similar benefits to our executive officers and directors.
Removed
Sun successively worked in KPMG, Microsoft China R&D Group, Maersk China Co. Ltd. and SouFun.com. Mr. Sun received a bachelor’s degree in business administration from Beijing Institute of Technology in July 1993. He was qualified as a Certified Public Accountant in China in April 1998.
Added
(4) Represents 10,000 Class A ordinary shares acquired upon vesting of a portion of restricted share units granted to Ms. Ni. (5) Represents 10,000 Class A ordinary shares acquired upon vesting of a portion of restricted share units granted to Mr. Chen.
Removed
Ni currently serves as an independent director of UCLOUDLINK GROUP INC. (Nasdaq: UCL), and ATA Creativity Global (Nasdaq: AACG). From September 2010 to June 2024, she served as an independent non-executive director of Digital China Holdings Limited (HKEX: 0861). From June 2020 to June 2022, she served as a non-executive director of Ingdan, Inc.
Added
(10) Represents 13,866,806 Class A ordinary shares held by FIL Limited. The registered address of FIL Limited is embroke Hall, 42 Crow Lane, Hamilton, Bermuda, HM19.
Removed
As of March 31, 2025, employees other than our directors and executive officers as a group hold 6,993,788 restricted shares units outstanding under the 2022 Plan. 118 Table of Contents C. Board Practices Board of Directors Our board of directors currently consists of seven directors.
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Duties of Directors Under Cayman Islands law, our directors owe fiduciary duties to our company, including a duty of loyalty, a duty to act honestly, and a duty to act in what they consider in good faith to be in our best interests. Our directors must also exercise their powers only for a proper purpose.
Removed
Share Ownership The following table sets forth information with respect to the beneficial ownership of our ordinary shares as of March 31, 2025 by: ● each of our directors and executive officers; and ● each person known to us to own beneficially more than 5% of our ordinary shares.

Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

8 edited+1 added−12 removed1 unchanged
Biggest changeThe amount due from Mianbi, which primarily related to expenditures paid by us on behalf of Mianbi, amounting to RMB13.6 million and RMB23.7 million (US$3.2 million) as of December 31, 2023 and 2024, and the amount due to Mianbi, which related to the unpaid consideration for our investment in Mianbi, amounting to RMB14.6 million and nil as of December 31, 2023 and 2024.
Biggest changeThe amount due from Mianbi, which primarily related to expenditures paid by us on behalf of Mianbi, amounting to RMB13.6 million, RMB23.7 million and nil as of December 31, 2023, 2024 and 2025. Transactions with BRTS .
Our transactions with Tencent Holdings Limited, one of our principal beneficial owners, and its subsidiaries, included (i) purchase of services which primarily related to cloud and bandwidth services, amounting to RMB137.7 million, RMB28.8 million, and RMB25.9 million (US$3.5 million) in 2022, 2023, and 2024, respectively; and (ii) provision of services which primarily related to marketing services, amounting to RMB25.7 million, RMB29.2 million, and RMB16.5 million (US$2.3 million) in 2022, 2023, and 2024, respectively.
Our transactions with Tencent Holdings Limited, one of our principal beneficial owners, and its subsidiaries, included (i) purchase of services which primarily related to payment services and cloud and bandwidth services, amounting to RMB28.8 million, RMB25.9 million and RMB22.9 million (US$3.3 million) in 2023, 2024 and 2025, respectively; and (ii) provision of services which primarily related to marketing services, amounting to RMB29.2 million, RMB16.5 million and RMB17.2 million (US$2.5 million) in 2023, 2024 and 2025, respectively.
Our transactions with Kuaishou Technology, one of our principal beneficial owners, and its subsidiaries, included (i) purchase of services which primarily related to marketing services and cloud and bandwidth services, amounting to RMB14.4 million, and RMB10.8 million, and RMB60.1 million (US$8.2 million) in 2022, 2023, and 2024, respectively; and (ii) provision of services, which primarily related to marketing services, amounting to RMB14.8 million, RMB5.4 million, and RMB11.7 million (US$1.6 million) in 2022, 2023, and 2024, respectively.
Our transactions with Kuaishou Technology, one of our principal beneficial owners, and its subsidiaries, included (i) purchase of services which primarily related to marketing services and cloud and bandwidth services, amounting to RMB10.8 million, RMB60.1 million and RMB28.2 million (US$4.0 million) in 2023, 2024 and 2025, respectively; and (ii) provision of services, which primarily related to marketing services, amounting to RMB5.4 million, RMB11.7 million and RMB30.0 million (US$4.3 million) in 2023, 2024 and 2025, respectively.
Compensation—Employment Agreements and Indemnification Agreements.” Share Incentive Plan See “Item 6. Directors, Senior Management and Employees—B. Compensation - 2022 Share Incentive Plan.” Other Transactions with Related Parties Transactions with Tencent entities.
History and Development of the Company.” Employment Agreements and Indemnification Agreements See “Item 6. Directors, Senior Management and Employees—B. Compensation—Employment Agreements and Indemnification Agreements.” Share Incentive Plan See “Item 6. Directors, Senior Management and Employees—B. Compensation - 2022 Share Incentive Plan.” Other Transactions with Related Parties Transactions with Tencent entities.
The amount due from the Tencent entities were RMB22.6 million, RMB2.3 million, and RMB6.6 million (US$0.9 million) as of December 31, 2022, 2023, and 2024, respectively, and the amount due to the Tencent entities were RMB19.1 million, RMB7.2 million, and RMB4.9 million (US$0.7 million) as of December 31, 2022, 2023, and 2024, respectively. Transactions with Kuaishou entities.
The amount due from the Tencent entities were RMB2.3 million, RMB6.6 million and RMB13.5 million (US$1.9 million) as of December 31, 2023, 2024 and 2025, respectively, and the amount due to the Tencent entities were RMB7.2 million, RMB4.9 million and RMB3.5 million (US$0.5 million) as of December 31, 2023, 2024 and 2025, respectively. Transactions with Kuaishou entities.
The amount due from the Kuaishou entities was RMB2.2 million, RMB2.5 million, and RMB11.3 million (US$1.5 million) as of December 31, 2022, 2023, and 2024, respectively, and the amount due to the Kuaishou entities was RMB5.8 million, RMB4.2 million, and RMB2.0 million (US$0.3 million) as of December 31, 2022, 2023, and 2024, respectively. Transactions with ModelBest .
The amount due from the Kuaishou entities was RMB2.5 million, RMB11.3 million and RMB12.1 million (US$1.7 million) as of December 31, 2023, 2024 and 2025, respectively, and the amount due to the Kuaishou entities was RMB4.2 million, RMB2.0 million and RMB0.4 million (US$0.1 million) as of December 31, 2023, 2024 and 2025, respectively. 126 Table of Contents Transactions with ModelBest .
Our transactions with Beijing ModelBest Intelligent Technology Co., Ltd., or Mianbi, one of the companies we invested in, included provision of other services, amounting to RMB0.5 million and RMB2.7 million (US$0.4 million) in 2023 and 2024.
Our transactions with Beijing ModelBest Intelligent Technology Co., Ltd., or Mianbi, one of the companies we invested in, included provision of other services, are immaterial in 2023, 2024 and 2025.
Transactions with BRTS . Our transactions with Beijing Radio and Television Station, or BRTS, a shareholder of Zhizhe Tianxia, included purchase of services which primarily related to consulting service and marketing service, amounting to RMB5.7 million (US$0.8 million) in 2024. C. Interests of Experts and Counsel Not applicable. 126 Table of Contents
Our transactions with Beijing Radio and Television Station, or BRTS, a shareholder of Zhizhe Tianxia, included purchase of services which primarily related to consulting service and marketing service, amounting to RMB5.7 million and RMB2.8 million (US$0.4 million) in 2024 and 2025. Transactions with Civil Spectrum . Civil Spectrum Limited, or Civil Spectrum, is one of the companies we invested in.
Removed
History and Development of the Company.” Shareholders Agreement We entered into our sixth amended and restated shareholders agreement on August 7, 2019 with our shareholders, which consist of holders of preferred shares and holder of warrant to purchase our preferred shares.
Added
We had amount due to Civil Spectrum, which related to the unpaid consideration for our investment, of RMB12.3 million (US$1.8 million) as of December 31, 2025, and no other transactions occurred for the year ended December 31, 2025. C. Interests of Experts and Counsel Not applicable.
Removed
The sixth amended and restated shareholders agreement provide for certain shareholders’ rights, including registration rights, information and inspection rights, preemptive rights, rights of first refusal and co-sale rights, and voting rights and contains provisions governing our board of directors and other corporate governance matters.
Removed
The special rights other than registration rights and the corporate governance provisions automatically terminated upon the completion of our initial public offering. Registration Rights We have granted certain registration rights to our shareholders who hold our preferred shares prior to our initial public offering. Set forth below is a description of the registration rights granted under the shareholders agreement.
Removed
At any time after the earlier of (i) August 7, 2024 or (ii) six months following the closing of our initial public offering, holders of at least ten percent of Class A ordinary shares issued and Class A ordinary shares issuable upon conversion of the preferred shares held by all such holders, or registrable securities, may request in writing that we effect a registration of at least ten percent of the registrable securities.
Removed
We have a right to defer filing of a registration statement for the period during which such filing would be materially detrimental to us or our members on the condition that we furnish to the holders a certificate signed by our chief executive officer.
Removed
However, we cannot exercise the deferral right for more than 90 days on any one occasion or more than once during any twelve-month period and cannot register any other securities during such 90-day period. We are obligated to effect no more than three demand registrations that have been declared and ordered effective. Registration on Form F-3 .
Removed
Holders of at least ten percent of the registrable securities may request us to effect a registration on Form F-3 if we qualify for registration on Form F-3.
Removed
We have a right to defer filing of a registration statement for the period during which such filing would be materially detrimental to us or our members on the condition that we furnish to the holders a certificate signed by our chief executive officer.
Removed
However, we cannot exercise the deferral right for more than 90 days on any one occasion or more than once during any twelve-month period and cannot register any other securities during such 90-day period. 125 Table of Contents Piggyback Registration Rights .
Removed
If we propose to register for our own account any of our equity securities, in connection with the public offering of such equity securities, we should promptly give holders of our registrable securities written notice of such registration and, upon the written request of any holder given within fifteen (15) days after delivery of such notice, we should use our reasonable best efforts to include in such registration the registrable securities requested to be registered by such holder.
Removed
Expenses of Registration . We will bear all registration expenses, other than the underwriting discounts and selling commissions applicable to the sale of the registrable securities. Termination of Obligations .
Removed
The shareholders’ registration rights will terminate upon the earlier of (i) March 30, 2026 and (ii) with respect to any holder, the date on which such holder may sell all of such holder’ registrable securities under Rule 144 of the Securities Act in any 90-day period. Employment Agreements and Indemnification Agreements See “Item 6. Directors, Senior Management and Employees—B.

Other ZH 10-K year-over-year comparisons