SEC Filing - Agora, Inc.

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SEC FORM 3 SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Liu Qin

(Last)

(First)

(Middle)

C/O AGORA, INC.,

2804 MISSION COLLEGE BLVD

(Street)

SANTA CLARA

95054

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
03/23/2026

3. Issuer Name and Ticker or Trading Symbol
Agora, Inc. [ API ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
	Officer (give title below)		Other (specify below)

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A ordinary shares	745,108⁽¹⁾	I	By MORNINGSIDE CHINA TMT FUND II, L.P.
Class A ordinary shares	8,665,496⁽²⁾	I	By Morningside China TMT Top Up Fund, L.P.
Class A ordinary shares	1,161,092⁽³⁾	I	By EVOLUTION FUND I CO-INVESTMENT, L.P.
Class A ordinary shares	7,740,611⁽⁴⁾	I	By EVOLUTION SPECIAL OPPORTUNITY FUND I, L.P.
Class A ordinary shares	1,255,875⁽⁵⁾	I	By MORNINGSIDE CHINA TMT FUND IV CO-INVESTMENT, L.P.
Class A ordinary shares	12,558,748⁽⁶⁾	I	By MORNINGSIDE CHINA TMT SPECIAL OPPORTUNITY FUND II, L.P.

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)

Explanation of Responses:

1. Represented by 186,277 American depositary shares ("ADSs") of Agora, Inc. (the "Issuer"). Each ADS represents four Class A ordinary shares of Issuer. The reporting person serves as one of the three members of the general partner investment committee, which governs the investment and divestment activity of MORNINGSIDE CHINA TMT FUND II, L.P. The reporting person disclaims beneficial ownership of the shares of the Issuer held by MORNINGSIDE CHINA TMT FUND II, L.P., except to the extent of his pecuniary interest therein, if any.

2. Represented by 2,166,374 ADSs of the Issuer. Each ADS represents four Class A ordinary shares of the Issuer. The reporting person serves as one of the three members of the general partner investment committee, which governs the investment and divestment activity of Morningside China TMT Top Up Fund, L.P. The reporting person disclaims beneficial ownership of the shares of the Issuer held by Morningside China TMT Top Up Fund, L.P., except to the extent of his pecuniary interest therein, if any.

3. The reporting person serves as one of the three members of the general partner board of members, which governs the investment and divestment activity of EVOLUTION FUND I CO-INVESTMENT, L.P. The reporting person disclaims beneficial ownership of the shares of the Issuer held by EVOLUTION FUND I CO-INVESTMENT, L.P., except to the extent of his pecuniary interest therein, if any.

4. The reporting person serves as one of the three members of the general partner board of members, which governs the investment and divestment activity of EVOLUTION SPECIAL OPPORTUNITY FUND I, L.P. The reporting person disclaims beneficial ownership of the shares of the Issuer held by EVOLUTION SPECIAL OPPORTUNITY FUND I, L.P., except to the extent of his pecuniary interest therein, if any.

5. The reporting person serves as one of the three members of the general partner investment committee, which governs the investment and divestment activity of MORNINGSIDE CHINA TMT FUND IV CO-INVESTMENT, L.P. The reporting person disclaims beneficial ownership of the shares of the Issuer held by MORNINGSIDE CHINA TMT FUND IV CO-INVESTMENT, L.P., except to the extent of his pecuniary interest therein, if any.

6. The reporting person serves as one of the three members of the general partner board of members, which governs the investment and divestment activity of MORNINGSIDE CHINA TMT SPECIAL OPPORTUNITY FUND II, L.P. The reporting person disclaims beneficial ownership of the shares of the Issuer held by MORNINGSIDE CHINA TMT SPECIAL OPPORTUNITY FUND II, L.P., except to the extent of his pecuniary interest therein, if any.

	/s/ Qin Liu	03/23/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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