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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13G
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UNDER THE SECURITIES EXCHANGE ACT OF 1934
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Ethos Technologies Inc. (Name of Issuer) |
Class A Common Stock, $0.0001 par value per share (Title of Class of Securities) |
(CUSIP Number) |
03/31/2026 (Date of Event Which Requires Filing of this Statement) |
| Check the appropriate box to designate the rule pursuant to which this Schedule is filed: |
Rule 13d-1(b)
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Rule 13d-1(c)
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Rule 13d-1(d)
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SCHEDULE 13G
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| CUSIP No. |
| 1 | Names of Reporting Persons
Lingke Wang | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
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| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
UNITED STATES
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
6,552,742.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
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| 11 | Percent of class represented by amount in row (9)
17.5 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
IN |
SCHEDULE 13G
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| Item 1. | ||
| (a) | Name of issuer:
Ethos Technologies Inc. | |
| (b) | Address of issuer's principal executive offices:
90 New Montgomery Street, Suite 1500, San Francisco, CA, 94105. | |
| Item 2. | ||
| (a) | Name of person filing:
Lingke Wang | |
| (b) | Address or principal business office or, if none, residence:
c/o Ethos Technologies Inc.
90 New Montgomery Street, Suite 1500
San Francisco, CA 94105 | |
| (c) | Citizenship:
United States | |
| (d) | Title of class of securities:
Class A Common Stock, $0.0001 par value per share | |
| (e) | CUSIP No.:
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| Item 3. | If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: | |
| (a) | Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
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| (b) | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
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| (c) | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
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| (d) | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
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| (e) | An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
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| (f) | An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
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| (g) | A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
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| (h) | A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
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| (i) | A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
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| (j) | A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution: | |
| (k) | Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
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| Item 4. | Ownership | |
| (a) | Amount beneficially owned:
As of March 31, 2026, the Reporting Person may be deemed to beneficially own an aggregate of 6,552,742 shares of the Issuer's Class A Common Stock consisting of (i) 3,943,279 shares of Class A Common Stock issuable upon conversion of 3,943,279 shares of Class B Common Stock; (ii) 115,883 shares of Class A Common Stock issuable upon the settlement of restricted stock units scheduled to vest within 60 days of March 31, 2026; (iii) 64,043 shares of Class A Common Stock issuable upon conversion of 64,043 shares of Class B Common Stock directly held by the Reporting Person's spouse; (iv) 145,772 shares of Class A Common Stock issuable upon conversion of 145,772 shares of Class B Common Stock directly held by the Reporting Person's mother; (v) 145,772 shares of Class A Common Stock issuable upon conversion of 145,772 shares of Class B Common Stock directly held by the Reporting Person's father; (vi) 388,726 shares of Class A Common Stock issuable upon conversion of 388,726 shares of Class B Common Stock held directly by The B 2024 Trust; (vii) 291,545 shares of Class A Common Stock issuable upon conversion of 291,545 shares of Class B Common Stock directly held by The J 2024 Trust; (viii) 291,545 shares of Class A Common Stock issuable upon conversion of 291,545 shares of Class B Common Stock directly held by The K 2024 Trust; (ix) 291,545 shares of Class A Common Stock issuable upon conversion of 291,545 shares of Class B Common Stock directly held by The L 2024 Trust; (x) 291,544 shares of Class A Common Stock issuable upon conversion of 291,545 shares of Class B Common Stock directly held by The D 2024 Trust; (xi) 291,544 shares of Class A Common Stock issuable upon conversion of 291,545 shares of Class B Common Stock directly held by The W 2024 Trust; and (xii) 291,544 shares of Class A Common Stock issuable upon conversion of 291,545 shares of Class B Common Stock directly held by The X 2024 Trust. Each share of Class B Common Stock is convertible into one share of Class A Common Stock.
The Reporting Person holds revocable voting proxies over the shares held of record by his spouse, mother and father and, as a result, may be deemed to have sole voting power over such shares. The Reporting Person may be deemed to have shared dispositive power over the shares held by his spouse. The Reporting Person's father serves as the trustee of each of The B 2024 Trust, The J 2024 Trust, The K 2024 Trust, and The L 2024 Trust and the Reporting Person's spouse serves as trustee of each of The D 2024 Trust, The W 2024 Trust, and The X 2024 Trust. By virtue of his relationship with the trustees of these trusts, the Reporting Person may be deemed to share voting and dispositive power over the shares held by such trusts. The Reporting Person disclaims beneficial ownership of the shares reported herein other than with respect to shares held directly by the Reporting Person and shares over which he holds revocable proxies, and the inclusion of such shares in this report should not be deemed an admission that he is the beneficial owner of such shares for purposes of Section 13 of the Exchange Act or any other purpose.
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| (b) | Percent of class:
As of March 31, 2026, the Reporting Person may be deemed the beneficial owner of 17.5% of the Issuer's Class A Common Stock. Such percentage is based upon 30,915,000 shares of common stock outstanding as of March 31, 2026, as reported in the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission (the "SEC") on May 8, 2026, adjusted in accordance with rules of the SEC, to give effect to the full conversion of Class B common stock beneficially owned by the Reporting Person and giving effect to the shares of Class A Common Stock issuable upon the settlement of restricted stock units as referenced herein. %
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| (c) | Number of shares as to which the person has:
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| (i) Sole power to vote or to direct the vote:
4,414,749 | ||
| (ii) Shared power to vote or to direct the vote:
2,137,993 | ||
| (iii) Sole power to dispose or to direct the disposition of:
4,059,162 | ||
| (iv) Shared power to dispose or to direct the disposition of:
2,202,036
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| Item 5. | Ownership of 5 Percent or Less of a Class. | |
| Item 6. | Ownership of more than 5 Percent on Behalf of Another Person. | |
Not Applicable
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| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. | |
Not Applicable
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| Item 8. | Identification and Classification of Members of the Group. | |
Not Applicable
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| Item 9. | Notice of Dissolution of Group. | |
Not Applicable
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| Item 10. | Certifications: |
Not Applicable
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| SIGNATURE | |
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
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