MOMO / Hello Group Inc. - Depositary Receipt (Common Stock) - Pengajuan SECLaporan Tahunan, Pernyataan Proksi

Hello Group Inc. Unaudited Condensed Consolidated Statement of Operations (All amounts in thousands, except share and per share data) Three months Ended March 31 2024 2025 2025 RMB RMB US$ Net revenues(i): Value-added service 2,532,917 2,489,902 343,

EX-99.1 Exhibit 99.1 Hello Group Inc. Announces Unaudited Financial Results for the First Quarter of 2025 BEIJING, CHINA, June 5, 2025 – Hello Group Inc. (NASDAQ: MOMO) (“Hello Group” or the “Company”), a leading player in Asia’s online social and entertainment space, today announced its unaudited financial results for the first quarter of 2025. First Quarter of 2025 Highlights • Net revenues decr

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2025 Commission File Number: 001-36765

Form 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2025 Commission File Number: 001-36765 Hello Group Inc. 20th Floor, Block B Tower 2, Wangjing SOHO No.1 Futongdong Street Chaoyang District, Beijing 100102 People’s Republic of Ch

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

EX-12.2 Exhibit 12.2 Certification by the Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Cathy Hui Peng, certify that: 1. I have reviewed this annual report on Form 20-F of Hello Group Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made,

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Exhibit 15.3 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in Registration Statements Nos. 333-201769, 333-215366, 333-229226, 333-255177 and 333-286289 on Form S-8 and Registration Statement No. 333-266950 on Form F-3 of our reports dated April 28, 2025, relating to the financial statements of Hello Group Inc. and the effectiveness of Hello

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

EX-12.1 Exhibit 12.1 Certification by the Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Yan Tang, certify that: 1. I have reviewed this annual report on Form 20-F of Hello Group Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in lig

HELLO GROUP INC. AMENDED AND RESTATED STATEMENT OF POLICIES GOVERNING MATERIAL NON-PUBLIC INFORMATION AND THE PREVENTION OF INSIDER TRADING (AS ADOPTED BY THE BOARD OF DIRECTORS OF HELLO GROUP INC. ON DECEMBER 8, 2023)

Exhibit 11.2 HELLO GROUP INC. AMENDED AND RESTATED STATEMENT OF POLICIES GOVERNING MATERIAL NON-PUBLIC INFORMATION AND THE PREVENTION OF INSIDER TRADING (AS ADOPTED BY THE BOARD OF DIRECTORS OF HELLO GROUP INC. ON DECEMBER 8, 2023) This Amended and Restated Statement of Policies Governing Material Non-Public Information and the Prevention of Insider Trading (this “Statement”) applies to all direct

Exclusive Business Cooperation Agreement

Exhibit 4.63 Exclusive Business Cooperation Agreement This Exclusive Business Cooperation Agreement (this “Agreement”) is made and entered into by and between the following parties on December 16, 2024 in Beijing, the People’s Republic of China (“China” or the “PRC”). Party A: QOOL Media Technology (Tianjin) Co., Ltd. Address: Room 704, Floor 7th, Podium Building, R&D Mansion, No.1620 Zhongtian Av

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

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

Power of Attorney

Exhibit 4.66 Power of Attorney We, Beijing Momo Technology Co., Ltd., a limited liability company organized and existing under the laws of the PRC, with its address at Room 222002, Floor 20th, Building No.6, Yard No.1, Futongdong Avenue, Chaoyang District, Beijing , and a holder of 100% of the equity interest of QOOL Media (Tianjin) Co., Ltd. (hereinafter “QOOL Tianjin”) as of the date when the Po

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

EX-13.1 Exhibit 13.1 Certification by the Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of Hello Group Inc., or the Company, on Form 20-F for the year ended December 31, 2024 as filed with the Securities and Exchange Commission on the date hereof, or the Report, I, Yan Tang, Chief Executive Officer of the Company, certify

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

EX-13.2 Exhibit 13.2 Certification by the Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of Hello Group Inc., or the Company, on Form 20-F for the year ended December 31, 2024 as filed with the Securities and Exchange Commission on the date hereof, or the Report, I, Cathy Hui Peng, Chief Financial Officer of the Company, c

34/F, Tower 3, China Central Place, 77 Jianguo Road, Beijing 100025, China Telephone: (86-10) 5809-1000 Facsimile: (86-10) 5809-1100

Exhibit 15.2 34/F, Tower 3, China Central Place, 77 Jianguo Road, Beijing 100025, China Telephone: (86-10) 5809-1000 Facsimile: (86-10) 5809-1100 To: Hello Group Inc. (the “Company”) 20th Floor, Block B Tower 2, Wangjing SOHO No. 1 Futongdong Street Chaoyang District, Beijing 100102 People’s Republic of China April 28, 2025 Dear Sir/Madam: We have acted as legal advisors as to the laws of the Peop

Our ref:

Exhibit 15.1 Our ref: VSL/692329-000001/28885586v1 Hello Group Inc. 20th Floor, Block B, Tower 2 Wangjing SOHO No.1 Futongdong Street Chaoyang District Beijing 100102 People’s Republic of China 28 April 2025 Dear Sirs, Hello Group Inc. We have acted as legal advisers as to the laws of the Cayman Islands to Hello Group Inc., an exempted company incorporated with limited liability in the Cayman Isla

Exclusive Technical Consulting and Management Services Agreement

Exhibit 4.67 Exclusive Technical Consulting and Management Services Agreement This Exclusive Technical Consulting and Management Services Agreement (this “Agreement”) is made and entered into by and between the following parties on December 16, 2024 in the People’s Republic of China (“China” or the “PRC”). Party A: QOOL Media Technology (Tianjin) Co., Ltd. Address: Room 704, Floor 7th, Podium Buil

Exclusive Option Agreement

Exhibit 4.64 Exclusive Option Agreement This Exclusive Option Agreement (this “Agreement”) is executed by and among the following Parties as of December 16, 2024 in Beijing, the People’s Republic of China (“China” or the “PRC”): Party A: QOOL Media Technology (Tianjin) Co., Ltd., a wholly foreign owned enterprise, organized and existing under the laws of the PRC, with its address at Room 704, Floo

Equity Interest Pledge Agreement

Exhibit 4.65 Equity Interest Pledge Agreement This Equity Interest Pledge Agreement (this “Agreement”) has been executed by and among the following parties on December 16, 2024 in Beijing, the People’s Republic of China (“China” or the “PRC”): Party A: QOOL Media Technology (Tianjin) Co., Ltd. (hereinafter “Pledgee”), a wholly foreign owned enterprise, organized and existing under the laws of the

Calculation of Filing Fee Table Form S-8 (Form Type) Hello Group Inc. (Exact Name of Registrant as Specified in its Charter) Newly Registered Securities

Exhibit 107 Calculation of Filing Fee Table Form S-8 (Form Type) Hello Group Inc. (Exact Name of Registrant as Specified in its Charter) Newly Registered Securities Security Type Security Class Title (1) Fee Calculation Rule Amount Registered (2) Proposed Maximum Offering Price Per Share Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Class A ordinary shares, par value

As filed with the Securities and Exchange Commission on April 1, 2025

As filed with the Securities and Exchange Commission on April 1, 2025 Registration No.

HELLO GROUP INC. 2024 SHARE INCENTIVE PLAN ARTICLE 1

Exhibit 99.1 HELLO GROUP INC. 2024 SHARE INCENTIVE PLAN ARTICLE 1 PURPOSE The purpose of the Hello Group Inc. 2024 Share Incentive Plan (the “Plan”) is to promote the success and enhance the value of Hello Group Inc., a company formed under the laws of the Cayman Islands (the “Company”), by linking the personal interests of the members of the Board, Employees, Consultants and other individuals as

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2025 Commission File Number: 001-3676

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2025 Commission File Number: 001-36765 Hello Group Inc. 20th Floor, Block B Tower 2, Wangjing SOHO No.1 Futongdong Street Chaoyang District, Beijing 100102 People’s Republic of China (Add

Hello Group Inc. Unaudited Condensed Consolidated Statement of Operations (All amounts in thousands, except share and per share data) Three months Ended December 31 Year Ended December 31 2023 2024 2024 2023 2024 2024 RMB RMB US$ RMB RMB US$ Net reve

Exhibit 99.1 Hello Group Inc. Announces Unaudited Financial Results for the Fourth Quarter and Fiscal Year 2024 BEIJING, CHINA, March 12, 2025 – Hello Group Inc. (NASDAQ: MOMO) (“Hello Group” or the “Company”), a leading player in mainland China’s online social networking space, today announced its unaudited financial results for the fourth quarter and the full year ended December 31, 2024. Fourth

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

Form 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2024 Commission File Number: 001-36765 Hello Group Inc. 20th Floor, Block B Tower 2, Wangjing SOHO No.1 Futongdong Street Chaoyang District, Beijing 100102 People’s Republic o

HELLO GROUP INC. 2024 SHARE INCENTIVE PLAN ARTICLE 1

Exhibit 99.1 HELLO GROUP INC. 2024 SHARE INCENTIVE PLAN ARTICLE 1 PURPOSE The purpose of the Hello Group Inc. 2024 Share Incentive Plan (the “Plan”) is to promote the success and enhance the value of Hello Group Inc., a company formed under the laws of the Cayman Islands (the “Company”), by linking the personal interests of the members of the Board, Employees, Consultants and other individuals as

Hello Group Inc. Unaudited Condensed Consolidated Statement of Operations (All amounts in thousands, except share and per share data) Three months Ended September 30 First nine months Ended September 30 2023 2024 2024 2023 2024 2024 RMB RMB US$ RMB R

Exhibit 99.1 Hello Group Inc. Announces Unaudited Financial Results for the Third Quarter of 2024 BEIJING, CHINA, December 9, 2024 – Hello Group Inc. (NASDAQ: MOMO) (“Hello Group” or the “Company”), a leading player in mainland China’s online social networking space, today announced its unaudited financial results for the third quarter of 2024. Third Quarter of 2024 Highlights • Net revenues decre

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

Form 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2024 Commission File Number: 001-36765 Hello Group Inc. 20th Floor, Block B Tower 2, Wangjing SOHO No.1 Futongdong Street Chaoyang District, Beijing 100102 People’s Republic o

Hello Group Inc. Unaudited Condensed Consolidated Statement of Operations (All amounts in thousands, except share and per share data) Three months First half year Ended June 30 Ended June 30 2023 2024 2024 2023 2024 2024 RMB RMB US$ RMB RMB US$ Net r

Exhibit 99.1 Hello Group Inc. Announces Unaudited Financial Results for the Second Quarter of 2024 BEIJING, CHINA, September 3, 2024 – Hello Group Inc. (NASDAQ: MOMO) (“Hello Group” or the “Company”), a leading player in mainland China’s online social networking space, today announced its unaudited financial results for the second quarter of 2024. Second Quarter of 2024 Highlights • Net revenues d

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

Form 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2024 Commission File Number: 001-36765 Hello Group Inc. 20th Floor, Block B Tower 2, Wangjing SOHO No.1 Futongdong Street Chaoyang District, Beijing 100102 People’s Republic

Hello Group Inc. Unaudited Condensed Consolidated Statement of Operations (All amounts in thousands, except share and per share data) Three months Ended March 31 2023 2024 2024 RMB RMB US$ Net revenues: Live video service 1,429,340 1,238,541 171,536

Exhibit 99.1 Hello Group Inc. Announces Unaudited Financial Results for the First Quarter of 2024 BEIJING, CHINA, May 28, 2024 – Hello Group Inc. (NASDAQ: MOMO) (“Hello Group” or the “Company”), a leading player in mainland China’s online social networking space, today announced its unaudited financial results for the first quarter of 2024. First Quarter of 2024 Highlights • Net revenues decreased

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2024 Commission File Number: 001-36765

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2024 Commission File Number: 001-36765 Hello Group Inc. 20th Floor, Block B Tower 2, Wangjing SOHO No.1 Futongdong Street Chaoyang District, Beijing 100102 People’s Republic of China (Addre

Power of Attorney

Exhibit 4.21 Power of Attorney We, Beijing Momo Technology Co., Ltd., a limited liability company organized and existing under the laws of the PRC, with its address at Room 222002, Floor 20th, Building No. 6, Yard No. 1, Futongdong Avenue, Chaoyang District, Beijing, and a holder of 100% of the equity interest of QOOL Media (Tianjin) Co., Ltd. (hereinafter “QOOL Tianjin”) as of the date when the P

Equity Interest Pledge Agreement

Exhibit 4.20 Equity Interest Pledge Agreement This Equity Interest Pledge Agreement (this “Agreement”) has been executed by and among the following parties on September 21, 2023 in Beijing, the People’s Republic of China (“China” or the “PRC”): Party A: QOOL Media Technology (Tianjin) Co., Ltd. (hereinafter “Pledgee”), a wholly foreign owned enterprise, organized and existing under the laws of the

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

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

Equity Interest Pledge Agreement

Exhibit 4.57 Equity Interest Pledge Agreement This Equity Interest Pledge Agreement (this “Agreement”) has been executed by and among the following parties on May 20, 2023 in Beijing, the People’s Republic of China (“China” or the “PRC”): Party A: Beijing Wozaixiangxiang Information Technology Co., Ltd. (hereinafter the “Pledgee”), a wholly foreign owned enterprise, organized and existing under th

Project of Building B3, Block B, Electronics Zone IT Industrial Park Cooperation Agreement September 18, 2023

Exhibit 4.88 Project of Building B3, Block B, Electronics Zone IT Industrial Park Cooperation Agreement September 18, 2023 Beijing The Cooperation Agreement for Project of Building B3, Block B, Electronics Zone IT Industrial Park (hereinafter referred to as “the Agreement”) is signed by the following parties on September 18, 2023 (hereinafter referred to as “Signing Date”) in Chaoyang District, Be

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

EX-13.1 Exhibit 13.1 Certification by the Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of Hello Group Inc., or the Company, on Form 20-F for the year ended December 31, 2023 as filed with the Securities and Exchange Commission on the date hereof, or the Report, I, Yan Tang, Chief Executive Officer of the Company, certify

Power of Attorney

Exhibit 4.51 Power of Attorney Yong Liu, a citizen of China with Chinese Identification No.: [******], and a holder of RMB990,000 in the registered capital of Tianjin Nishuodedoudui Tech Co., Ltd. (the “Company”) as of the date when the Power of Attorney is executed, hereby irrevocably authorize Beijing Wozaixiangxiang Information Technology Co., Ltd. (the “WFOE”) to exercise the following rights

CONFIRMATION LETTER

Exhibit 4.55 CONFIRMATION LETTER As a shareholder of Tianjin Nishuodedoudui Tech Co., Ltd. (the “Company”), I hereby confirm on May 20, 2023, represent and guarantee that my successor, guardian, creditor, spouse or any other person that may be entitled to assume rights and interests in the equity interest of the Company held by myself upon death, incapacity, divorce or any circumstances that may a

Equity Interest Pledge Agreement

Exhibit 4.56 Equity Interest Pledge Agreement This Equity Interest Pledge Agreement (this “Agreement”) has been executed by and among the following parties on May 20, 2023, in Beijing, the People’s Republic of China (“China” or the “PRC”): Party A: Beijing Wozaixiangxiang Information Technology Co., Ltd. (hereinafter the “Pledgee”), a wholly foreign owned enterprise, organized and existing under t

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

EX-13.2 Exhibit 13.2 Certification by the Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of Hello Group Inc., or the Company, on Form 20-F for the year ended December 31, 2023 as filed with the Securities and Exchange Commission on the date hereof, or the Report, I, Cathy Hui Peng, Chief Financial Officer of the Company, c

Exclusive Technical Consulting and Management Services Agreement

Exhibit 4.48 Exclusive Technical Consulting and Management Services Agreement This Exclusive Technical Consulting and Management Services Agreement (this “Agreement”) is made and entered into by and between the following parties on May 20, 2023 in the People’s Republic of China (“China” or the “PRC”). Party A: Beijing Wozaixiangxiang Information Technology Co., Ltd. Address: Room 111615, 16F, Buil

Exclusive Business Cooperation Agreement

Exhibit 4.18 Exclusive Business Cooperation Agreement This Exclusive Business Cooperation Agreement (this “Agreement”) is made and entered into by and between the following parties on September 21, 2023 in Beijing, the People’s Republic of China (“China” or the “PRC”). Party A: QOOL Media Technology (Tianjin) Co., Ltd. Address: Room 704, Floor 7th, Podium Building, R&D Mansion, No. 1620, Zhongtian

Consent of Jingtian & Gongcheng

Exhibit 15.2 Consent of Jingtian & Gongcheng April 26, 2024 Hello Group Inc. (the “Company”) 20th Floor, Block B Tower 2, Wangjing SOHO No.1 Futongdong Street Chaoyang District, Beijing 100102 People’s Republic of China Ladies and Gentlemen: We have acted as legal advisors as to the laws of the People’s Republic of China to the Company in connection with the filing by the Company with the United S

Consent of Maples and Calder (Hong Kong) LLP Our ref: VSL/692329-000001/28885586v1 Direct +852 3690 7513 Email [email protected]

Exhibit 15.1 Consent of Maples and Calder (Hong Kong) LLP Our ref: VSL/692329-000001/28885586v1 Direct +852 3690 7513 Email [email protected] Hello Group Inc. 20th Floor, Block B, Tower 2 Wangjing SOHO No.1 Futongdong Street Chaoyang District Beijing 100102 People’s Republic of China 26 April 2024 Dear Sirs, Hello Group Inc. We have acted as legal advisers as to the laws of the Cayman Islands

CONFIRMATION LETTER

Exhibit 4.54 CONFIRMATION LETTER As a shareholder of Tianjin Nishuodedoudui Tech Co., Ltd. (the “Company”), I hereby confirm on May 20, 2023, represent and guarantee that my successor, guardian, creditor, spouse or any other person that may be entitled to assume rights and interests in the equity interest of the Company held by myself upon death, incapacity, divorce or any circumstances that may a

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

EX-12.1 Exhibit 12.1 Certification by the Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Yan Tang, certify that: 1. I have reviewed this annual report on Form 20-F of Hello Group Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in lig

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Exhibit 15.3 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in Registration Statements No. 333-201769, No. 333-215366, No. 333-229226 and No. 333-255177 on Form S-8 and Registration Statement No. 333-266950 on Form F-3 of our reports dated April 26, 2024, relating to the financial statements of Hello Group Inc. and the effectiveness of Hello G

Exclusive Technical Consulting and Management Services Agreement

Exhibit 4.22 Exclusive Technical Consulting and Management Services Agreement This Exclusive Technical Consulting and Management Services Agreement (this “Agreement”) is made and entered into by and between the following parties on September 21, 2023 in the People’s Republic of China (“China” or the “PRC”). Party A: QOOL Media Technology (Tianjin) Co., Ltd. Address: Room 704, Floor 7th, Podium Bui

Exclusive Option Agreement

Exhibit 4.52 Exclusive Option Agreement This Exclusive Option Agreement (this “Agreement”) is executed by and among the following Parties as of May 20, 2023 in Beijing, the People’s Republic of China (“China” or the “PRC”): Party A: Beijing Wozaixiangxiang Information Technology Co., Ltd. (hereinafter the “Pledgee”), a wholly foreign owned enterprise, organized and existing under the laws of the P

Exclusive Option Agreement

Exhibit 4.53 Exclusive Option Agreement This Exclusive Option Agreement (this “Agreement”) is executed by and among the following Parties as of May 20, 2023 in Beijing, the People’s Republic of China (“China” or the “PRC”): Party A: Beijing Wozaixiangxiang Information Technology Co., Ltd. (hereinafter the “Pledgee”), a wholly foreign owned enterprise, organized and existing under the laws of the P

HELLO GROUP INC. CLAWBACK POLICY

Exhibit 97 HELLO GROUP INC. CLAWBACK POLICY The Board of Directors (the “Board”) of Hello Group Inc. (the “Company”) believes that it is appropriate for the Company to adopt this Clawback Policy (the “Policy”) to be applied to the Executive Officers of the Company and adopts this Policy to be effective as of the Effective Date. 1. Definitions For purposes of this Policy, the following definitions

Exclusive Option Agreement

Exhibit 4.19 Exclusive Option Agreement This Exclusive Option Agreement (this “Agreement”) is executed by and among the following Parties as of September 21, 2023 in Beijing, the People’s Republic of China (“China” or the “PRC”): Party A: QOOL Media Technology (Tianjin) Co., Ltd., a wholly foreign owned enterprise, organized and existing under the laws of the PRC, with its address at Room 704, Flo

Exclusive Business Cooperation Agreement

Exhibit 4.49 Exclusive Business Cooperation Agreement This Exclusive Business Cooperation Agreement (this “Agreement”) is made and entered into by and between the following parties on May 20, 2023 in Beijing, the People’s Republic of China (“China” or the “PRC”). Party A: Beijing Wozaixiangxiang Information Technology Co., Ltd. Address: Room 111615, 16F, Building A, Tower 2, No. 1 East Futong Aven

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

EX-12.2 Exhibit 12.2 Certification by the Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Cathy Hui Peng, certify that: 1. I have reviewed this annual report on Form 20-F of Hello Group Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made,

Power of Attorney

Exhibit 4.50 Power of Attorney Ning Zhang, a citizen of China with Chinese Identification No.: [******], and a holder of RMB10,000 in the registered capital of Tianjin Nishuodedoudui Tech Co., Ltd. (the “Company”) as of the date May 20, 2023 when the Power of Attorney is executed, hereby irrevocably authorize Beijing Wozaixiangxiang Information Technology Co., Ltd. (the “WFOE”) to exercise the fol

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of April 2024 Commission File Number: 001-3676

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of April 2024 Commission File Number: 001-36765 Hello Group Inc. 20th Floor, Block B Tower 2, Wangjing SOHO No.1 Futongdong Street Chaoyang District, Beijing 100102 People’s Republic of China (Add

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of April 2024 Commission File Number: 001-3676

Form 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of April 2024 Commission File Number: 001-36765 Hello Group Inc. 20th Floor, Block B Tower 2, Wangjing SOHO No.1 Futongdong Street Chaoyang District, Beijing 100102 People’s Republic of C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2024 Commission File Number: 001-3676

Form 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2024 Commission File Number: 001-36765 Hello Group Inc. 20th Floor, Block B Tower 2, Wangjing SOHO No.1 Futongdong Street Chaoyang District, Beijing 100102 People’s Republic of C

Hello Group Inc. Unaudited Condensed Consolidated Statement of Operations (All amounts in thousands, except share and per share data) Three months Ended December 31 Year Ended December 31 2022 RMB 2023 RMB 2023 US$ 2022 RMB 2023 RMB 2023 US$ Net reve

Exhibit 99.1 Hello Group Inc. Announces Unaudited Financial Results for the Fourth Quarter and Fiscal Year 2023 BEIJING, CHINA, March 14, 2024 – Hello Group Inc. (NASDAQ: MOMO) (“Hello Group” or the “Company”), a leading mobile social and entertainment platform in China, today announced its unaudited financial results for the fourth quarter and the full year ended December 31, 2023. Fourth Quarter

US4234031049 / HELLO GROUP INC ADR USD.0001 / Invesco Ltd. - SEC SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2 )* Hello Group Inc (Name of Issuer) American Depository Receipt (Title of Class of Securities) 423403104 (CUSIP Number) December 29, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to wh

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

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2023 Commission File Number: 001-36765 Hello Group Inc. 20th Floor, Block B Tower 2, Wangjing SOHO No.1 Futongdong Street Chaoyang District, Beijing 100102 People’s Republic of China (

Hello Group Inc. Unaudited Condensed Consolidated Statement of Operations (All amounts in thousands, except share and per share data) Three months First nine months Ended September 30 Ended September 30 2022 2023 2023 2022 2023 2023 RMB RMB US$ RMB R

Exhibit 99.1 Hello Group Inc. Announces Unaudited Financial Results for the Third Quarter of 2023 BEIJING, CHINA, December 8, 2023 – Hello Group Inc. (NASDAQ: MOMO) (“Hello Group” or the “Company”), a leading mobile social and entertainment platform in China, today announced its unaudited financial results for the third quarter of 2023. Third Quarter of 2023 Highlights • Net revenues decreased by

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Hello Group Inc. 20th Floor, Block B Tower 2, Wangjing SOHO No. 1 Futongdong Street Chaoyang District, Beijing 100102 People’s Republic of China September 22, 2023 VIA EDGAR Mr. Stephen Krikorian Mr. Morgan Youngwood Division of Corporation Finance Office of Technology Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Hello Group Inc. (the “Company”) Form 20-F for th

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

Form 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2023 Commission File Number: 001-36765 Hello Group Inc. 20th Floor, Block B Tower 2, Wangjing SOHO No.1 Futongdong Street Chaoyang District, Beijing 100102 People’s Republic

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2023 Commission File Number: 001-367

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2023 Commission File Number: 001-36765 Hello Group Inc. 20th Floor, Block B Tower 2, Wangjing SOHO No.1 Futongdong Street Chaoyang District, Beijing 100102 People’s Republic of China (Ad

Hello Group Inc. Unaudited Condensed Consolidated Statement of Operations (All amounts in thousands, except share and per share data) Three months Ended June 30 First half year Ended June 30 2022 RMB 2023 RMB 2023 US$ 2022 RMB 2023 RMB 2023 US$ Net r

EX-99.1 Exhibit 99.1 Hello Group Inc. Announces Unaudited Financial Results for the Second Quarter of 2023 BEIJING, CHINA, August 31, 2023 – Hello Group Inc. (NASDAQ: MOMO) (“Hello Group” or the “Company”), a leading mobile social and entertainment platform in China, today announced its unaudited financial results for the second quarter of 2023. Second Quarter of 2023 Highlights • Net revenues inc

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Hello Group Inc. 20th Floor, Block B Tower 2, Wangjing SOHO No. 1 Futongdong Street Chaoyang District, Beijing 100102 People’s Republic of China August 4, 2023 VIA EDGAR Mr. Stephen Krikorian Mr. Morgan Youngwood Ms. Jennifer Thompson Mr. Jimmy McNamara Division of Corporation Finance Office of Technology Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Hello Group

Hello Group Inc.

Hello Group Inc. 20th Floor, Block B Tower 2, Wangjing SOHO No. 1 Futongdong Street Chaoyang District, Beijing 100102 People’s Republic of China July 14, 2023 VIA EDGAR Mr. Stephen Krikorian Mr. Morgan Youngwood Ms. Jennifer Thompson Mr. Jimmy McNamara Division of Corporation Finance Office of Technology Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Hello Group I

Calculation of Filing Fee Tables Schedule TO (Form Type) Hello Group Inc. (Name of Issuer) Table 1 – Transaction Valuation Transaction Valuation Fee Rate Amount of Filing Fee Fees to Be Paid — — — Fees Previously Paid $336,884,000(1) 0.01102%(2) $37,

EX-FILING FEES Exhibit (b) Calculation of Filing Fee Tables Schedule TO (Form Type) Hello Group Inc.

Hello Group Inc. Announces the Results of the Repurchase Right Offer for its 1.25% Convertible Senior Notes due 2025

EX-99.(A)(5)(B) Exhibit (a)(5)(b) Hello Group Inc. Announces the Results of the Repurchase Right Offer for its 1.25% Convertible Senior Notes due 2025 BEIJING, CHINA, June 30, 2023 — Hello Group Inc. (Nasdaq: MOMO) (“Hello Group” or the “Company”), a leading mobile social and entertainment platform in China, today announced the results of its previously announced repurchase right offer relating to

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE TO (Rule 14d-100) TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 2) Hello Group Inc. (Name of Subject Comp

Amendment No.2 to Schedule TO UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE TO (Rule 14d-100) TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 2) Hello Group Inc. (Name of Subject Company (Issuer)) Hello Group Inc. (Name of Filing Person (Issuer)) 1.25% Convertible Senior Notes due 2025 (Title of Class

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2023 Commission File Number: 001-36765

Form 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2023 Commission File Number: 001-36765 Hello Group Inc. 20th Floor, Block B Tower 2, Wangjing SOHO No.1 Futongdong Street Chaoyang District, Beijing 100102 People’s Republic of Ch

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2023 Commission File Number: 001-36765

Form 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2023 Commission File Number: 001-36765 Hello Group Inc. 20th Floor, Block B Tower 2, Wangjing SOHO No.1 Futongdong Street Chaoyang District, Beijing 100102 People’s Republic of Ch

Hello Group Inc. Unaudited Condensed Consolidated Statement of Operations (All amounts in thousands, except share and per share data) Three months Ended March 31 2022 RMB 2023 RMB 2023 US$ Net revenues: Live video service 1,608,723 1,429,340 208,128

EX-99.1 Exhibit 99.1 Hello Group Inc. Announces Unaudited Financial Results for the First Quarter of 2023 BEIJING, CHINA, June 6, 2023 – Hello Group Inc. (NASDAQ: MOMO) (“Hello Group” or the “Company”), a leading mobile social and entertainment platform in China, today announced its unaudited financial results for the first quarter of 2023. First Quarter of 2023 Highlights • Net revenues decreased

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE TO (Amendment No. 1) (RULE 14d-100) TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 Hello Group Inc. (Name of Subject Comp

Amendment No.1 to Schedule TO UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE TO (Amendment No. 1) (RULE 14d-100) TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 Hello Group Inc. (Name of Subject Company (Issuer)) Hello Group Inc. (Name of Filing Person (Issuer)) 1.25% Convertible Senior Notes due 2025 (Title of Class

Hello Group Inc.

Hello Group Inc. 20th Floor, Block B Tower 2, Wangjing SOHO No. 1 Futongdong Street Chaoyang District, Beijing 100102 People’s Republic of China May 15, 2023 VIA EDGAR Mr. Daniel Duchovny Division of Corporation Finance Office of Mergers & Acquisitions Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Hello Group Inc. (the “Company”) Schedule TO-I filed May 5, 2023 F

Amended and Restated Repurchase Right Notice to Holders of 1.25% Convertible Senior Notes due 2025 issued by the Company, dated as of May 15, 2023.

EX-99.(a)(1) Exhibit (a)(1) HELLO GROUP INC. AMENDED AND RESTATED NOTICE OF REPURCHASE OF NOTES AT OPTION OF HOLDERS 1.25% CONVERTIBLE SENIOR NOTES DUE 2025 CUSIP No. 60879BAB3 The Bank of New York Mellon 101 Barclay Street, Floor 4E New York, NY 10286 with a copy to The Bank of New York Mellon, Hong Kong Branch Level 26, Three Pacific Place 1 Queen’s Road East, Hong Kong Attention: Corporate Trus

Repurchase Right Notice to Holders of 1.25% Convertible Senior Notes due 2025 issued by the Company, dated as of May 5, 2023.

EX-99.(a)(1) Exhibit (a)(1) HELLO GROUP INC. NOTICE OF REPURCHASE OF NOTES AT OPTION OF HOLDERS 1.25% CONVERTIBLE SENIOR NOTES DUE 2025 CUSIP No. 60879BAB3 The Bank of New York Mellon 101 Barclay Street, Floor 4E New York, NY 10286 with a copy to The Bank of New York Mellon, Hong Kong Branch Level 26, Three Pacific Place 1 Queen’s Road East, Hong Kong Attention: Corporate Trust – Hello Group Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE TO (RULE 14d-100) TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 Hello Group Inc. (Name of Subject Company (Issuer)) Hell

SC TO-I UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE TO (RULE 14d-100) TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 Hello Group Inc.

Press Release issued by the Company, dated as of May 5, 2023.

EX-99.(a)(5)(A) Exhibit (a)(5)(A) Hello Group Inc. Announces Repurchase Right Notification for 1.25% Convertible Senior Notes due 2025 BEIJING, CHINA, May 5, 2023 — Hello Group Inc. (Nasdaq: MOMO) (“Hello Group” or the “Company”), a leading mobile social and entertainment platform in China, today announced that it is notifying holders of its 1.25% Convertible Senior Notes due 2025 (CUSIP No. 60879

Filing Fee Table

EX-FILING FEES Exhibit (b) Calculation of Filing Fee Tables Schedule TO (Form Type) Hello Group Inc.

Exclusive option Agreement by and between Beijing Momo IT and Shasha Li, the shareholder of Beijing Perfect Match, dated September 15, 2022

EX-4.62 Exhibit 4.62 Exclusive Option Agreement This Exclusive Option Agreement (this “Agreement”) is executed by and among the following Parties as of September 15, 2022 in Beijing, the People’s Republic of China (“China” or the “PRC”): Party A: Beijing Momo Information Technology Co., Ltd., a wholly foreign owned enterprise, organized and existing under the laws of the PRC, with its address at R

Equity interest pledge agreement by and among Beijing Momo IT, Beijing Perfect Match and Ying Zhang, dated September 15, 2022

EX-4.67 Exhibit 4.67 Equity Interest Pledge Agreement This Equity Interest Pledge Agreement (this “Agreement”) has been executed by and among the following parties on September 15, 2022 in Beijing, the People’s Republic of China (“China” or the “PRC”): Party A: Beijing Momo Information Technology Co., Ltd. (hereinafter the “Pledgee”), a wholly foreign owned enterprise, organized and existing under

Power of attorney by Minyan Wang, the shareholder of SpaceTime Beijing, dated September 15, 2022

EX-4.70 Exhibit 4.70 Power of Attorney I, Minyan Wang, a People’s Republic of China (“China” or the “PRC”) citizen with PRC Identification Card No.: ******, and a holder of RMB900,000 in the registered capital of SpaceTime (Beijing) Technology Co., Ltd. (the “Company”) as of the date when the Power of Attorney is executed, hereby irrevocably authorize Beijing Momo Information Technology Co., Ltd.

Exclusive Business Cooperation Agreement by and between Beijing Momo IT and Beijing Top Marker, dated February 16, 2023

EX-4.79 Exhibit 4.79 Exclusive Business Cooperation Agreement This Exclusive Business Cooperation Agreement (this “Agreement”) is made and entered into by and between the following parties on February 16, 2023 in Beijing, the People’s Republic of China (“China” or the “PRC”). Party A: Beijing Momo Information Technology Co., Ltd. Address: Room 232005, Floor 20th, Building No.6, Yard No.1, Futongdo

Shareholder confirmation letter by Shasha Li, the shareholder of SpaceTime Beijing, dated September 15, 2022

EX-4.75 Exhibit 4.75 CONFIRMATION LETTER As a shareholder of SpaceTime (Beijing) Technology Co., Ltd. (the “Company”), I hereby confirm, represent and guarantee that my successor, guardian, creditor, spouse or any other person that may be entitled to assume rights and interests in the equity interest of the Company held by myself upon death, incapacity, divorce or any circumstances that may affect

Exclusive Technical Consulting and Management Services Agreement by and between Beijing Momo IT and Beijing Perfect Match, dated September 15, 2022

EX-4.58 Exhibit 4.58 Exclusive Technical Consulting and Management Services Agreement This Exclusive Technical Consulting and Management Services Agreement (this “Agreement”) is made and entered into by and between the following parties on September 15, 2022 in the People’s Republic of China (“China” or the “PRC”). Party A: Beijing Momo Information and Technology Co., Ltd. Address: Room 232005, Fl

Equity interest pledge agreement by and among Beijing Wozaixiangxiang, Tianjin Nishuodedoudui and Yong Liu, dated August 19, 2022

EX-4.57 Exhibit 4.57 Equity Interest Pledge Agreement This Equity Interest Pledge Agreement (this “Agreement”) has been executed by and among the following parties on August 19, 2022 in Beijing, the People’s Republic of China (“China” or the “PRC”): Party A: Beijing Wozaixiangxiang Information Technology Co., Ltd. (hereinafter the “Pledgee”), a wholly foreign owned enterprise, organized and existi

Exclusive option Agreement by and between Beijing Wozaixiangxiang and Yong Liu, the shareholder of Tianjin Nishuodedoudui, dated August 19, 2022

EX-4.53 Exhibit 4.53 Exclusive Option Agreement This Exclusive Option Agreement (this “Agreement”) is executed by and among the following Parties as of August 19, 2022 in Beijing, the People’s Republic of China (“China” or the “PRC”): Party A: Beijing Wozaixiangxiang Information Technology Co., Ltd. (hereinafter the “Pledgee”), a wholly foreign owned enterprise, organized and existing under the la

Power of attorney by Jie Chen, the shareholder of Tianjin Nishuodedoudui, dated August 19, 2022

EX-4.50 Exhibit 4.50 Power of Attorney Jie Chen, a citizen of China with Chinese Identification No.: ******, and a holder of RMB10,000 in the registered capital of Tianjin Nishuodedoudui Tech Co., Ltd. (the “Company”) as of the date when the Power of Attorney is executed, hereby irrevocably authorize Beijing Wozaixiangxiang Information Technology Co., Ltd. (the “WFOE”) to exercise the following ri

Shareholder confirmation letter by Li Wang, the shareholder of Hainan Miaoka, dated June 21, 2022

EX-4.44 Exhibit 4.44 CONFIRMATION LETTER As a shareholder of Hainan Miaoka Network Co., Ltd. (the “Company”), I hereby confirm, represent and guarantee that my successor, guardian, creditor, spouse or any other person that may be entitled to assume rights and interests in the equity interest of the Company held by myself upon death, incapacity, divorce or any circumstances that may affect my abili

Exclusive option Agreement by and between Beijing Yiliulinger and Li Wang, the shareholder of Hainan Miaoka, dated June 21, 2022

EX-4.42 Exhibit 4.42 Exclusive Option Agreement This Exclusive Option Agreement (this “Agreement”) is executed by and among the following Parties as of June 21, 2022 in Beijing, the People’s Republic of China (“China” or the “PRC”): Party A: Beijing Yiliulinger Information Technology Co., Ltd. (hereinafter the “Pledgee”), a wholly foreign owned enterprise, organized and existing under the laws of

Equity interest pledge agreement by and among Beijing Yiliulinger, Hainan Yilingliuer and Li Wang, dated June 21, 2022

EX-4.36 Exhibit 4.36 Equity Interest Pledge Agreement This Equity Interest Pledge Agreement (this “Agreement”) has been executed by and among the following parties on June 21, 2022 in Beijing, the People’s Republic of China (“China” or the “PRC”): Party A: Beijing Yiliulinger Information Technology Co., Ltd. (hereinafter the “Pledgee”), a wholly foreign owned enterprise, organized and existing und

Power of attorney by Ying Zhang, the shareholder of Hainan Yilingliuer, dated June 21, 2022

EX-4.31 Exhibit 4.31 Power of Attorney Ying Zhang, a citizen of China with Chinese Identification No.: ******, and a holder of RMB500,000 in the registered capital of Hainan Yilingliuer Network Technology Co., Ltd. (the “Company”) as of the date when the Power of Attorney is executed, hereby irrevocably authorize Beijing Yiliulinger Information Technology Co., Ltd.(the “WFOE”) to exercise the foll

Power of attorney by Li Wang, the shareholder of Hainan Yilingliuer, dated June 21, 2022

EX-4.30 Exhibit 4.30 Power of Attorney Li Wang, a citizen of China with Chinese Identification No.: ******, and a holder of RMB500,000 in the registered capital of Hainan Yilingliuer Network Technology Co., Ltd. (the “Company”) as of the date when the Power of Attorney is executed, hereby irrevocably authorize Beijing Yiliulinger Information Technology Co., Ltd.(the “WFOE”) to exercise the followi

Power of attorney by Fei Dai, the shareholder of Beijing Top Maker, dated February 16, 2023

EX-4.80 Exhibit 4.80 Power of Attorney Fei Dai, a citizen of China with Chinese Identification No.: ******, and a holder of RMB10,101.01 in the registered capital of Beijing Top Maker Culture Co., Ltd. (the “Company”) as of the date when the Power of Attorney is executed, hereby irrevocably authorize Beijing Momo Information Technology Co., Ltd. (the “WFOE”) to exercise the following rights relati

Shareholder confirmation letter by Fei Dai, the shareholder of Beijing Top Maker, dated February 16, 2023

EX-4.84 Exhibit 4.84 CONFIRMATION LETTER As a shareholder of Beijing Top Maker Culture Co., Ltd. (the “Company”), I hereby confirm, represent and guarantee that my successor, guardian, creditor, spouse or any other person that may be entitled to assume rights and interests in the equity interest of the Company held by myself upon death, incapacity, divorce or any circumstances that may affect my a

Power of attorney by Shasha Li, the shareholder of Beijing Perfect Match, dated September 15, 2022

EX-4.60 Exhibit 4.60 Power of Attorney I, Shasha Li, a People’s Republic of China (“China” or the “PRC”) citizen with PRC Identification Card No.: ******, and a holder of RMB10,000 in the registered capital of Beijing Perfect Match Technology Co., Ltd. (the “Company”) as of the date when the Power of Attorney is executed, hereby irrevocably authorize Beijing Momo Information Technology Co., Ltd. (

Shareholder confirmation letter by Jie Chen, the shareholder of Tianjin Nishuodedoudui, dated August 19, 2022

EX-4.54 Exhibit 4.54 CONFIRMATION LETTER As a shareholder of Tianjin Nishuodedoudui Tech Co., Ltd. (the “Company”), I hereby confirm, represent and guarantee that my successor, guardian, creditor, spouse or any other person that may be entitled to assume rights and interests in the equity interest of the Company held by myself upon death, incapacity, divorce or any circumstances that may affect my

Exclusive Technical Consulting and Management Services Agreement by and between Beijing Yiliulinger and Hainan Miaoka, dated June 21, 2022

EX-4.38 12 d439130dex438.htm EX-4.38 Exhibit 4.38 Exclusive Technical Consulting and Management Services Agreement This Exclusive Technical Consulting and Management Services Agreement (this “Agreement”) is made and entered into by and between the following parties on June 21, 2022 in the People’s Republic of China (“China” or the “PRC”). Party A: Beijing Yiliulinger Information Technology Co., Lt

Equity interest pledge agreement by and among Beijing Yiliulinger, Hainan Yilingliuer and Ying Zhang, dated June 21, 2022

EX-4.37 Exhibit 4.37 Equity Interest Pledge Agreement This Equity Interest Pledge Agreement (this “Agreement”) has been executed by and among the following parties on June 21, 2022 in Beijing, the People’s Republic of China (“China” or the “PRC”): Party A: Beijing Yiliulinger Information Technology Co., Ltd (hereinafter the “Pledgee”), a wholly foreign owned enterprise, organized and existing unde

Exclusive option Agreement by and between Beijing Yiliulinger and Li Wang, the shareholder of Hainan Yilingliuer, dated June 21, 2022

EX-4.32 Exhibit 4.32 Exclusive Option Agreement This Exclusive Option Agreement (this “Agreement”) is executed by and among the following Parties as of June 21, 2022 in Beijing, the People’s Republic of China (“China” or the “PRC”): Party A: Beijing Yiliulinger Information Technology Co., Ltd. (hereinafter the “Pledgee”), a wholly foreign owned enterprise, organized and existing under the laws of

Consent of Deloitte Touche Tohmatsu Certified Public Accountants LLP, an independent registered public accounting firm

EX-15.3 Exhibit 15.3 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in Registration Statements No. 333-201769, No. 333-215366, No. 333-229226 and No. 333-255177 on Form S-8 and Registration Statement No. 333-266950 on Form F-3 of our reports dated April 25, 2023, relating to the financial statements of Hello Group Inc. and the effectiveness of

Exclusive Business Cooperation Agreement by and between Beijing Yiliulinger and Hainan Yilingliuer, dated June 21, 2022

EX-4.29 Exhibit 4.29 Exclusive Business Cooperation Agreement This Exclusive Business Cooperation Agreement (this “Agreement”) is made and entered into by and between the following parties on June 21, 2022 in Beijing, the People’s Republic of China (“China” or the “PRC”). Party A: Beijing Yiliulinger Information Technology Co., Ltd. Address: Room 305, Building 4, Yard 13 Kaifang East Road, Huairou

Exclusive Business Cooperation Agreement by and between Beijing Yiliulinger and Hainan Miaoka, dated June 21, 2022

EX-4.39 Exhibit 4.39 Exclusive Business Cooperation Agreement This Exclusive Business Cooperation Agreement (this “Agreement”) is made and entered into by and between the following parties on June 21, 2022 in Beijing, the People’s Republic of China (“China” or the “PRC”). Party A: Beijing Yiliulinger Information Technology Co., Ltd. Address: Room 305, Building 4, Yard 13 Kaifang East Road, Huairou

Exclusive option Agreement by and between Beijing Yiliulinger and Ying Zhang, the shareholder of Hainan Yilingliuer, dated June 21, 2022

EX-4.33 Exhibit 4.33 Exclusive Option Agreement This Exclusive Option Agreement (this “Agreement”) is executed by and among the following Parties as of June 21, 2022 in Beijing, the People’s Republic of China (“China” or the “PRC”): Party A: Beijing Yiliulinger Information Technology Co., Ltd. (hereinafter the “Pledgee”), a wholly foreign owned enterprise, organized and existing under the laws of

Exclusive Technical Consulting and Management Services Agreement by and between Beijing Wozaixiangxiang and Tianjin Nishuodedoudui, dated August 19, 2022

EX-4.48 Exhibit 4.48 Exclusive Technical Consulting and Management Services Agreement This Exclusive Technical Consulting and Management Services Agreement (this “Agreement”) is made and entered into by and between the following parties on August 19, 2022 in the People’s Republic of China (“China” or the “PRC”). Party A: Beijing Wozaixiangxiang Information Technology Co., Ltd. Address: Room 111615

Exclusive option Agreement by and between Beijing Momo IT and Shasha Li, the shareholder of SpaceTime Beijing, dated September 15, 2022

EX-4.73 Exhibit 4.73 Exclusive Option Agreement This Exclusive Option Agreement (this “Agreement”) is executed by and among the following Parties as of September 15, 2022 in Beijing, the People’s Republic of China (“China” or the “PRC”): Party A: Beijing Momo Information Technology Co., Ltd., a wholly foreign owned enterprise, organized and existing under the laws of the PRC, with its address at R

Power of attorney by Ying Zhang, the shareholder of Beijing Perfect Match, dated September 15, 2022

EX-4.61 Exhibit 4.61 Power of Attorney I, Ying Zhang, a People’s Republic of China (“China” or the “PRC”) citizen with PRC Identification Card No.: ******, and a holder of RMB 990,000 in the registered capital of Beijing Perfect Match Technology Co., Ltd. (the “Company”) as of the date when the Power of Attorney is executed, hereby irrevocably authorize Beijing Momo Information Technology Co., Ltd

Shareholder confirmation letter by Yong Liu, the shareholder of Tianjin Nishuodedoudui, dated August 19, 2022

EX-4.55 Exhibit 4.55 CONFIRMATION LETTER As a shareholder of Tianjin Nishuodedoudui Tech Co., Ltd. (the “Company”), I hereby confirm, represent and guarantee that my successor, guardian, creditor, spouse or any other person that may be entitled to assume rights and interests in the equity interest of the Company held by myself upon death, incapacity, divorce or any circumstances that may affect my

Exclusive Technical Consulting and Management Services Agreement by and between Beijing Momo IT and SpaceTime Beijing, dated September 15, 2022

EX-4.68 Exhibit 4.68 Exclusive Technical Consulting and Management Services Agreement This Exclusive Technical Consulting and Management Services Agreement (this “Agreement”) is made and entered into by and between the following parties on September 15, 2022 in the People’s Republic of China (“China” or the “PRC”). Party A: Beijing Momo Information and Technology Co., Ltd. Address: Room 232005, Fl

Power of attorney by Li Wang, the shareholder of Hainan Miaoka, dated June 21, 2022

EX-4.40 Exhibit 4.40 Power of Attorney Li Wang, a citizen of China with Chinese Identification No.: ******, and a holder of RMB500,000 in the registered capital of Hainan Miaoka Network Co., Ltd. (the “Company”) as of the date when the Power of Attorney is executed, hereby irrevocably authorize Beijing Yiliulinger Information Technology Co., Ltd.(the “WFOE”) to exercise the following rights relati

Exclusive option Agreement by and between Beijing Momo IT and Minyan Wang, the shareholder of SpaceTime Beijing, dated September 15, 2022

EX-4.72 Exhibit 4.72 Exclusive Option Agreement This Exclusive Option Agreement (this “Agreement”) is executed by and among the following Parties as of September 15, 2022 in Beijing, the People’s Republic of China (“China” or the “PRC”): Party A: Beijing Momo Information Technology Co., Ltd., a wholly foreign owned enterprise, organized and existing under the laws of the PRC, with its address at R

Equity interest pledge agreement by and among Beijing Momo IT, SpaceTime Beijing and Minyan Wang, dated September 15, 2022

EX-4.76 Exhibit 4.76 Equity Interest Pledge Agreement This Equity Interest Pledge Agreement (this “Agreement”) has been executed by and among the following parties on September 15, 2022 in Beijing, the People’s Republic of China (“China” or the “PRC”): Party A: Beijing Momo Information Technology Co., Ltd. (hereinafter the “Pledgee”), a wholly foreign owned enterprise, organized and existing under

Exclusive option Agreement by and between Beijing Momo IT and Kuan He, the shareholder of Beijing Top Marker, dated February 16, 2023

EX-4.83 Exhibit 4.83 Exclusive Option Agreement This Exclusive Option Agreement (this “Agreement”) is executed by and among the following Parties as of February 16, 2023 in Beijing, the People’s Republic of China (“China” or the “PRC”): Party A: Beijing Momo Information Technology Co., Ltd. (hereinafter the “Pledgee”), a wholly foreign owned enterprise, organized and existing under the laws of the

Shareholder confirmation letter by Kuan He, the shareholder of Beijing Top Marker, dated February 16, 2023

EX-4.85 Exhibit 4.85 CONFIRMATION LETTER As a shareholder of Beijing Top Maker Culture Co., Ltd. (the “Company”), I hereby confirm, represent and guarantee that my successor, guardian, creditor, spouse or any other person that may be entitled to assume rights and interests in the equity interest of the Company held by myself upon death, incapacity, divorce or any circumstances that may affect my a

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

EX-13.2 Exhibit 13.2 Certification by the Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of Hello Group Inc. (the “Company”) on Form 20-F for the year ended December 31, 2022 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Cathy Hui Peng, Chief Financial Officer of the Company, ce

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of April 2023 Commission File Number: 001-3676

Form 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of April 2023 Commission File Number: 001-36765 Hello Group Inc. 20th Floor, Block B Tower 2, Wangjing SOHO No.1 Futongdong Street Chaoyang District, Beijing 100102 People’s Republic of C

Power of attorney by Yong Liu, the shareholder of Hainan Miaoka, dated June 21, 2022

EX-4.41 Exhibit 4.41 Power of Attorney Yong Liu, a citizen of China with Chinese Identification No.: ******, and a holder of RMB500,000 in the registered capital of Hainan Miaoka Network Co., Ltd. (the “Company”) as of the date when the Power of Attorney is executed, hereby irrevocably authorize Beijing Yiliulinger Information Technology Co., Ltd.(the “WFOE”) to exercise the following rights relat

Consent of Han Kun Law Offices

EX-15.2 Exhibit 15.2 9/F, Office Tower C1, Oriental Plaza, 1 East Chang An Ave., Dongcheng District Beijing 100738, PRC Tel: +86 10 8525 5500 Fax: +86 10 8525 5511 / 8525 5522 Beijing · Shanghai · Shenzhen · Haikou · Wuhan · Hong Kong www.hankunlaw.com April 25, 2023 Hello Group Inc. (the “Company”) 20th Floor, Block B Tower 2, Wangjing SOHO No.1 Futongdong Street Chaoyang District, Beijing 100102

Equity interest pledge agreement by and among Beijing Yiliulinger, Hainan Miaoka and Li Wang, dated June 21, 2022

EX-4.46 Exhibit 4.46 Equity Interest Pledge Agreement This Equity Interest Pledge Agreement (this “Agreement”) has been executed by and among the following parties on June 21, 2022 in Beijing, the People’s Republic of China (“China” or the “PRC”): Party A: Beijing Yiliulinger Information Technology Co., Ltd (hereinafter the “Pledgee”), a wholly foreign owned enterprise, organized and existing unde

Shareholder confirmation letter by Minyan Wang, the shareholder of SpaceTime Beijing, dated September 15, 2022

EX-4.74 Exhibit 4.74 CONFIRMATION LETTER As a shareholder of SpaceTime (Beijing) Technology Co., Ltd. (the “Company”), I hereby confirm, represent and guarantee that my successor, guardian, creditor, spouse or any other person that may be entitled to assume rights and interests in the equity interest of the Company held by myself upon death, incapacity, divorce or any circumstances that may affect

Power of attorney by Shasha Li, the shareholder of SpaceTime Beijing, dated September 15, 2022

EX-4.71 Exhibit 4.71 Power of Attorney I, Shasha Li, a People’s Republic of China (“China” or the “PRC”) citizen with PRC Identification Card No.: ******, and a holder of RMB 100,000 in the registered capital of SpaceTime (Beijing) Technology Co., Ltd. (the “Company”) as of the date when the Power of Attorney is executed, hereby irrevocably authorize Beijing Momo Information Technology Co., Ltd. (

Exclusive Business Cooperation Agreement by and between Beijing Momo IT and SpaceTime Beijing, dated September 15, 2022

EX-4.69 Exhibit 4.69 Exclusive Business Cooperation Agreement This Exclusive Business Cooperation Agreement (this “Agreement”) is made and entered into by and between the following parties on September 15, 2022 in Beijing, the People’s Republic of China (“China” or the “PRC”). Party A: Beijing Momo Information Technology Co., Ltd. Address: Room 232005, Floor 20th, Building No.6, Yard No.1, Futongd

Exclusive option Agreement by and between Beijing Yiliulinger and Yong Liu, the shareholder of Hainan Miaoka, dated June 21, 2022

EX-4.43 Exhibit 4.43 Exclusive Option Agreement This Exclusive Option Agreement (this “Agreement”) is executed by and among the following Parties as of June 21, 2022 in Beijing, the People’s Republic of China (“China” or the “PRC”): Party A: Beijing Yiliulinger Information Technology Co., Ltd. (hereinafter the “Pledgee”), a wholly foreign owned enterprise, organized and existing under the laws of

Exclusive Business Cooperation Agreement by and between Beijing Wozaixiangxiang and Tianjin Nishuodedoudui, dated August 19, 2022

EX-4.49 Exhibit 4.49 Exclusive Business Cooperation Agreement This Exclusive Business Cooperation Agreement (this “Agreement”) is made and entered into by and between the following parties on August 19, 2022 in Beijing, the People’s Republic of China (“China” or the “PRC”). Party A: Beijing Wozaixiangxiang Information Technology Co., Ltd. Address: Room 111615,16F, Building A, Tower 2, No.1 East Fu

Equity interest pledge agreement by and among Beijing Wozaixiangxiang, Tianjin Nishuodedoudui and Jie Chen, dated August 19, 2022

EX-4.56 Exhibit 4.56 Equity Interest Pledge Agreement This Equity Interest Pledge Agreement (this “Agreement”) has been executed by and among the following parties on August 19, 2022 in Beijing, the People’s Republic of China (“China” or the “PRC”): Party A: Beijing Wozaixiangxiang Information Technology Co., Ltd. (hereinafter the “Pledgee”), a wholly foreign owned enterprise, organized and existi

Exclusive option Agreement by and between Beijing Momo IT and Ying Zhang, the shareholder of Beijing Perfect Match, dated September 15, 2022

EX-4.63 Exhibit 4.63 Exclusive Option Agreement This Exclusive Option Agreement (this “Agreement”) is executed by and among the following Parties as of September 15, 2022 in Beijing, the People’s Republic of China (“China” or the “PRC”): Party A: Beijing Momo Information Technology Co., Ltd., a wholly foreign owned enterprise, organized and existing under the laws of the PRC, with its address at R

Shareholder confirmation letter by Shasha Li, the shareholder of Beijing Perfect Match, dated September 15, 2022

EX-4.64 Exhibit 4.64 CONFIRMATION LETTER As a shareholder of Beijing Perfect Match Technology Co., Ltd. (the “Company”), I hereby confirm, represent and guarantee that my successor, guardian, creditor, spouse or any other person that may be entitled to assume rights and interests in the equity interest of the Company held by myself upon death, incapacity, divorce or any circumstances that may affe

Exclusive Business Cooperation Agreement by and between Beijing Momo IT and Beijing Perfect Match, dated September 15, 2022

EX-4.59 Exhibit 4.59 Exclusive Business Cooperation Agreement This Exclusive Business Cooperation Agreement (this “Agreement”) is made and entered into by and between the following parties on September 15, 2022 in Beijing, the People’s Republic of China (“China” or the “PRC”). Party A: Beijing Momo Information Technology Co., Ltd. Address: Room 232005, Floor 20th, Building No.6, Yard No.1, Futongd

Equity interest pledge agreement by and among Beijing Yiliulinger, Hainan Miaoka and Yong Liu, dated June 21, 2022

EX-4.47 Exhibit 4.47 Equity Interest Pledge Agreement This Equity Interest Pledge Agreement (this “Agreement”) has been executed by and among the following parties on June 21, 2022 in Beijing, the People’s Republic of China (“China” or the “PRC”): Party A: Beijing Yiliulinger Information Technology Co., Ltd (hereinafter the “Pledgee”), a wholly foreign owned enterprise, organized and existing unde

Equity interest pledge agreement by and among Beijing Momo IT, SpaceTime Beijing and Shasha Li, dated September 15, 2022

EX-4.77 Exhibit 4.77 Equity Interest Pledge Agreement This Equity Interest Pledge Agreement (this “Agreement”) has been executed by and among the following parties on September 15, 2022 in Beijing, the People’s Republic of China (“China” or the “PRC”): Party A: Beijing Momo Information Technology Co., Ltd. (hereinafter the “Pledgee”), a wholly foreign owned enterprise, organized and existing under

Equity interest pledge agreement by and among Beijing Momo IT, Beijing Top Marker and Fei Dai, dated February 16, 2023

EX-4.86 Exhibit 4.86 Equity Interest Pledge Agreement This Equity Interest Pledge Agreement (this “Agreement”) has been executed by and among the following parties on February 16, 2023 in Beijing, the People’s Republic of China (“China” or the “PRC”): Party A: Beijing Momo Information Technology Co., Ltd. (hereinafter the “Pledgee”), a wholly foreign owned enterprise, organized and existing under

Exclusive Technical Consulting and Management Services Agreement by and between Beijing Momo IT and Beijing Top Maker, dated February 16, 2023

EX-4.78 Exhibit 4.78 Exclusive Technical Consulting and Management Services Agreement This Exclusive Technical Consulting and Management Services Agreement (this “Agreement”) is made and entered into by and between the following parties on February 16, 2023 in the People’s Republic of China (“China” or the “PRC”). Party A: Beijing Momo Information and Technology Co., Ltd. Address: Room 232005, Flo

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

EX-12.1 Exhibit 12.1 Certification by the Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Yan Tang, certify that: 1. I have reviewed this annual report on Form 20-F of Hello Group Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in lig

Exclusive Technical Consulting and Management Services Agreement by and between Beijing Yiliulinger and Hainan Yilingliuer, dated June 21, 2022

EX-4.28 Exhibit 4.28 Exclusive Technical Consulting and Management Services Agreement This Exclusive Technical Consulting and Management Services Agreement (this “Agreement”) is made and entered into by and between the following parties on June 21, 2022 in the People’s Republic of China (“China” or the “PRC”). Party A: Beijing Yiliulinger Information Technology Co., Ltd. Address: Room 305, Buildin

Shareholder confirmation letter by Yong Liu, the shareholder of Hainan Miaoka, dated June 21, 2022

EX-4.45 Exhibit 4.45 CONFIRMATION LETTER As a shareholder of Hainan Miaoka Network Co., Ltd. (the “Company”), I hereby confirm, represent and guarantee that my successor, guardian, creditor, spouse or any other person that may be entitled to assume rights and interests in the equity interest of the Company held by myself upon death, incapacity, divorce or any circumstances that may affect my abili

Power of attorney by Yong Liu, the shareholder of Tianjin Nishuodedoudui, dated August 19, 2022

EX-4.51 Exhibit 4.51 Power of Attorney Yong Liu, a citizen of China with Chinese Identification No.: ******, and a holder of RMB10,000 in the registered capital of Tianjin Nishuodedoudui Tech Co., Ltd. (the “Company”) as of the date when the Power of Attorney is executed, hereby irrevocably authorize Beijing Wozaixiangxiang Information Technology Co., Ltd. (the “WFOE”) to exercise the following ri

Shareholder confirmation letter by Ying Zhang, the shareholder of Beijing Perfect Match, dated September 15, 2022

EX-4.65 Exhibit 4.65 CONFIRMATION LETTER As a shareholder of Beijing Perfect Match Technology Co., Ltd. (the “Company”), I hereby confirm, represent and guarantee that my successor, guardian, creditor, spouse or any other person that may be entitled to assume rights and interests in the equity interest of the Company held by myself upon death, incapacity, divorce or any circumstances that may affe

Equity interest pledge agreement by and among Beijing Momo IT, Beijing Perfect Match and Shasha Li, dated September 15, 2022

EX-4.66 Exhibit 4.66 Equity Interest Pledge Agreement This Equity Interest Pledge Agreement (this “Agreement”) has been executed by and among the following parties on September 15, 2022 in Beijing, the People’s Republic of China (“China” or the “PRC”): Party A: Beijing Momo Information Technology Co., Ltd. (hereinafter the “Pledgee”), a wholly foreign owned enterprise, organized and existing under

Exclusive option Agreement by and between Beijing Momo IT and Fei Dai, the shareholder of Beijing Top Maker, dated February 16, 2023

EX-4.82 Exhibit 4.82 Exclusive Option Agreement This Exclusive Option Agreement (this “Agreement”) is executed by and among the following Parties as of February 16, 2023 in Beijing, the People’s Republic of China (“China” or the “PRC”): Party A: Beijing Momo Information Technology Co., Ltd. (hereinafter the “Pledgee”), a wholly foreign owned enterprise, organized and existing under the laws of the

Equity interest pledge agreement by and among Beijing Momo IT, Beijing Top Marker and Kuan he, dated February 16, 2023

EX-4.87 Exhibit 4.87 Equity Interest Pledge Agreement This Equity Interest Pledge Agreement (this “Agreement”) has been executed by and among the following parties on February 16, 2023 in Beijing, the People’s Republic of China (“China” or the “PRC”): Party A: Beijing Momo Information Technology Co., Ltd. (hereinafter the “Pledgee”), a wholly foreign owned enterprise, organized and existing under

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

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

Exclusive option Agreement by and between Beijing Wozaixiangxiang and Jie Chen, the shareholder of Tianjin Nishuodedoudui, dated August 19, 2022

EX-4.52 Exhibit 4.52 Exclusive Option Agreement This Exclusive Option Agreement (this “Agreement”) is executed by and among the following Parties as of August 19, 2022 in Beijing, the People’s Republic of China (“China” or the “PRC”): Party A: Beijing Wozaixiangxiang Information Technology Co., Ltd. (hereinafter the “Pledgee”), a wholly foreign owned enterprise, organized and existing under the la

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

EX-12.2 Exhibit 12.2 Certification by the Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Cathy Hui Peng, certify that: 1. I have reviewed this annual report on Form 20-F of Hello Group Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made,

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

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

Shareholder confirmation letter by Ying Zhang, the shareholder of Hainan Yilingliuer, dated June 21, 2022

EX-4.35 9 d439130dex435.htm EX-4.35 Exhibit 4.35 CONFIRMATION LETTER As a shareholder of Hainan Yilingliuer Network Technology Co., Ltd. (the “Company”), I hereby confirm, represent and guarantee that my successor, guardian, creditor, spouse or any other person that may be entitled to assume rights and interests in the equity interest of the Company held by myself upon death, incapacity, divorce o

Consent of Maples and Calder (Hong Kong) LLP

EX-15.1 Exhibit 15.1 Our ref: VSL/692329-000001/26009564v1 Direct +852 3690 7513 Email [email protected] Hello Group Inc. 20th Floor, Block B, Tower 2 Wangjing SOHO No.1 Futongdong Street Chaoyang District Beijing 100102 People’s Republic of China 25 April 2023 Dear Sirs, Hello Group Inc. We have acted as legal advisers as to the laws of the Cayman Islands to Hello Group Inc., an exempted comp

Shareholder confirmation letter by Li Wang, the shareholder of Hainan Yilingliuer, dated June 21, 2022

EX-4.34 Exhibit 4.34 CONFIRMATION LETTER As a shareholder of Hainan Yilingliuer Network Technology Co., Ltd. (the “Company”), I hereby confirm, represent and guarantee that my successor, guardian, creditor, spouse or any other person that may be entitled to assume rights and interests in the equity interest of the Company held by myself upon death, incapacity, divorce or any circumstances that may

Power of attorney by Kuan He, the shareholder of Beijing Top Maker, dated February 16, 2023

EX-4.81 Exhibit 4.81 Power of Attorney Kuan He, a citizen of China with Chinese Identification No.: ******, and a holder of RMB1,000,000 in the registered capital of Beijing Top Maker Culture Co., Ltd. (the “Company”) as of the date when the Power of Attorney is executed, hereby irrevocably authorize Beijing Momo Information Technology Co., Ltd. (the “WFOE”) to exercise the following rights relati

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2023 Commission File Number: 001-3676

Form 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2023 Commission File Number: 001-36765 Hello Group Inc. 20th Floor, Block B Tower 2, Wangjing SOHO No.1 Futongdong Street Chaoyang District, Beijing 100102 People’s Republic of C

Hello Group Inc. Unaudited Condensed Consolidated Statement of Operations (All amounts in thousands, except share and per share data) Three months Ended December 31 Year Ended December 31 2021 2022 2022 2021 2022 2022 RMB RMB US$ RMB RMB US$ Net reve

EX-99.1 Exhibit 99.1 Hello Group Inc. Announces Unaudited Financial Results for the Fourth Quarter and Fiscal Year 2022 BEIJING, CHINA, March 16, 2023 – Hello Group Inc. (NASDAQ: MOMO) (“Hello Group” or the “Company”), a leading mobile social and entertainment platform in China, today announced its unaudited financial results for the fourth quarter and the full year ended December 31, 2022. Fourth

US4234031049 / HELLO GROUP INC ADR USD.0001 / Invesco Ltd. - SEC SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1 )* Hello Group Inc (Name of Issuer) American Depository Receipt (Title of Class of Securities) 423403104 (CUSIP Number) December 30, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to wh

Hello Group Inc. Unaudited Condensed Consolidated Statement of Operations (All amounts in thousands, except share and per share data) Three months Ended September 30 First nine months Ended September 30 2021 RMB 2022 RMB 2022 US$ 2021 RMB 2022 RMB 20

EX-99.1 Exhibit 99.1 Hello Group Inc. Announces Unaudited Financial Results for the Third Quarter of 2022 BEIJING, CHINA, December 8, 2022 – Hello Group Inc. (NASDAQ: MOMO) (“Hello Group” or the “Company”), a leading mobile social and entertainment platform in China, today announced its unaudited financial results for the third quarter of 2022. Third Quarter of 2022 Highlights • Net revenues decre

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

Form 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2022 Commission File Number: 001-36765 Hello Group Inc. 20th Floor, Block B Tower 2, Wangjing SOHO No.1 Futongdong Street Chaoyang District, Beijing 100102 People’s Republic o

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of October 2022 Commission File Number: 001-36

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of October 2022 Commission File Number: 001-36765 Hello Group Inc. 20th Floor, Block B Tower 2, Wangjing SOHO No.1 Futongdong Street Chaoyang District, Beijing 100102 People?s Republic of China (A

Hello Group Inc. Announces Management Change

Exhibit 99.1 Hello Group Inc. Announces Management Change BEIJING, Oct. 28, 2022 /PRNewswire/ ? Hello Group Inc. (NASDAQ: MOMO) (?Hello Group? or the ?Company?), a leading mobile social and entertainment platform in China, today announced that Mr. Li Wang has resigned as the chief executive officer of the Company, because of health reasons, effective immediately. Executive Chairman Mr. Yan Tang ha

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

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2022 Commission File Number: 001-36765 Hello Group Inc. 20th Floor, Block B Tower 2, Wangjing SOHO No.1 Futongdong Street Chaoyang District, Beijing 100102 People?s Republic of China

Hello Group Inc. Unaudited Condensed Consolidated Statement of Operations (All amounts in thousands, except share and per share data) Three months First half year Ended June 30 Ended June 30 2021 2022 2022 2021 2022 2022 RMB RMB US$ RMB RMB US$ Net r

Exhibit 99.1 Hello Group Inc. Announces Unaudited Financial Results for the Second Quarter of 2022 BEIJING, CHINA, September 1, 2022 ? Hello Group Inc. (NASDAQ: MOMO) (?Hello Group? or the ?Company?), a leading mobile social and entertainment platform in China, today announced its unaudited financial results for the second quarter of 2022. Second Quarter of 2022 Highlights ? Net revenues decreased

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

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2022 Commission File Number: 001-36765 Hello Group Inc. 20th Floor, Block B Tower 2, Wangjing SOHO No.1 Futongdong Street Chaoyang District, Beijing 100102 People?s Republic of China

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Tables FORM F-3 (Form Type) Hello Group Inc.

Power of attorney (included on signature page hereof)

F-3ASR Table of Contents As filed with the Securities and Exchange Commission on August 18, 2022 REGISTRATION NO.

2

Exhibit 99.1 Hello Group Inc. Announces Repurchase of Convertible Notes BEIJING, CHINA, June 22, 2022 ? Hello Group Inc. (NASDAQ: MOMO) (?Hello Group? or the ?Company?), a leading mobile social and entertainment platform in China, today announced that it has conducted separate, privately negotiated transactions with certain holders of its existing 1.25% convertible senior notes due 2025 (the ?2025

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2022 Commission File Number: 001-36765

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2022 Commission File Number: 001-36765 Hello Group Inc. 20th Floor, Block B Tower 2, Wangjing SOHO No.1 Futongdong Street Chaoyang District, Beijing 100102 People?s Republic of China (Addr

Hello Group Inc. Unaudited Condensed Consolidated Statement of Operations (All amounts in thousands, except share and per share data) Three months Ended March 31 2021 2022 2022 RMB RMB US$ Net revenues: Live video service 1,962,095 1,608,723 253,770

Exhibit 99.1 Hello Group Inc. Announces Unaudited Financial Results for the First Quarter of 2022 BEIJING, CHINA, June 7, 2022 ? Hello Group Inc. (NASDAQ: MOMO) (?Hello Group? or the ?Company?), a leading mobile social and entertainment platform in China, today announced its unaudited financial results for the first quarter of 2022. First Quarter of 2022 Highlights ? Net revenues decreased by 9.3%

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2022 Commission File Number: 001-36765

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2022 Commission File Number: 001-36765 Hello Group Inc. 20th Floor, Block B Tower 2, Wangjing SOHO No.1 Futongdong Street Chaoyang District, Beijing 100102 People?s Republic of China (Addr

Business Operation Agreement by and between Beijing Momo IT and Beijing Momo, dated April 18, 2022

Exhibit 4.81 Business Operation Agreement This Business Operation Agreement (this ?Agreement?), dated as of April 18, 2022, is made by and between the following parties: Party A: Beijing Momo Information Technology Co., Ltd. Registered Address: Room 232005, Floor 20th, Building No.6, Yard No.1, Futongdong Avenue, Chaoyang District, Beijing Legal Representative: Yan TANG Party B: Beijing Momo Techn

Power of attorney by Jianhua Wen, the shareholder of Beijing Perfect Match, dated November 9,2021

Exhibit 4.80 Power of Attorney I, Jianhua Wen, a People?s Republic of China (?China? or the ?PRC?) citizen with PRC Identification Card No.: [***], and a holder of RMB10,000 in the registered capital of Beijing Perfect Match Technology Co., Ltd. (the ?Company?) as of the date when the Power of Attorney is executed, hereby irrevocably authorize Beijing Momo Information Technology Co., Ltd. (the ?WF

Power of attorney by Yu Dong, the shareholder of Beijing Perfect Match, dated November 9,2021

Exhibit 4.79 Power of Attorney I, Yu Dong, a People?s Republic of China (?China? or the ?PRC?) citizen with PRC Identification Card No.: [***], and a holder of RMB 990,000 in the registered capital of Beijing Perfect Match Technology Co., Ltd. (the ?Company?) as of the date when the Power of Attorney is executed, hereby irrevocably authorize Beijing Momo Information Technology Co., Ltd. (the ?WFOE

Exclusive Business Cooperation Agreement by and between Beijing Momo IT and Beijing Perfect Match dated November 9,2021

Exhibit 4.72 Exclusive Business Cooperation Agreement This Exclusive Business Cooperation Agreement (this ?Agreement?) is made and entered into by and between the following parties on November 9, 2021 in Beijing, the People?s Republic of China (?China? or the ?PRC?). Party A: Beijing Momo Information Technology Co., Ltd. Address: Room 232005, Floor 20th, Building No.6, Yard No.1, Futongdong Avenue

Consent of Han Kun Law Offices

Exhibit 15.1 April 27, 2022 Hello Group Inc. (the ?Company?) 20th Floor, Block B Tower 2, Wangjing SOHO No.1 Futongdong Street Chaoyang District, Beijing 100102 People?s Republic of China Ladies and Gentlemen: We have acted as legal advisors as to the laws of the People?s Republic of China to the Company in connection with the filing by the Company with the United States Securities and Exchange Co

Exclusive option agreement by and between Beijing Momo IT and Jianhua Wen, the shareholder of Beijing Perfect Match, dated November 9,2021

Exhibit 4.74 Exclusive Option Agreement This Exclusive Option Agreement (this ?Agreement?) is executed by and among the following Parties as of November 9, 2021 in Beijing, the People?s Republic of China (?China? or the ?PRC?): Party A: Beijing Momo Information Technology Co., Ltd., a wholly foreign owned enterprise, organized and existing under the laws of the PRC, with its address at Room 232005

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of April 2022 Commission File Number: 001-3676

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of April 2022 Commission File Number: 001-36765 Hello Group Inc. 20th Floor, Block B Tower 2, Wangjing SOHO No.1 Futongdong Street Chaoyang District, Beijing 100102 People?s Republic of China (Add

Shareholder confirmation letter by Yu Dong, the shareholder of Beijing Perfect Match, dated November 9,2021

Exhibit 4.75 CONFIRMATION LETTER As a shareholder of Beijing Perfect Match Technology Co., Ltd. (the ?Company?), I hereby confirm, represent and guarantee that my successor, guardian, creditor, spouse or any other person that may be entitled to assume rights and interests in the equity interest of the Company held by myself upon death, incapacity, divorce or any circumstances that may affect my ab

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

Exhibit 13.2 Certification by the Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of Hello Group Inc. (the ?Company?) on Form 20-F for the year ended December 31, 2021 as filed with the Securities and Exchange Commission on the date hereof (the ?Report?), I, Jonathan Xiaosong Zhang, Chief Financial Officer of the Company, c

Exclusive option agreement by and between Beijing Momo IT and Yu Dong, the shareholder of Beijing Perfect Match, dated November 9,2021

Exhibit 4.73 Exclusive Option Agreement This Exclusive Option Agreement (this ?Agreement?) is executed by and among the following Parties as of November 9, 2021 in Beijing, the People?s Republic of China (?China? or the ?PRC?): Party A: Beijing Momo Information Technology Co., Ltd., a wholly foreign owned enterprise, organized and existing under the laws of the PRC, with its address at Room 232005

Supplemental Agreement to Exclusive Technology Consulting and Management Services Agreement by and between Beijing Momo IT and Beijing Momo, dated April 18, 2022 (incorporated by reference to Exhibit 4.82 of our annual report on Form 20-F (file no. 001-36765) filed with the SEC on April 27, 2022)

Exhibit 4.82 Supplemental Agreement to Exclusive Technology Consulting and Management Services Agreement This Supplemental Agreement to Exclusive Technology Consulting and Management Services Agreement (the ?Agreement?) is entered into as of April 18, 2022 (the ?Execution Date?), by and between the following parties: Party A: Beijing Momo Technology Co., Ltd. Registered Address: Room 222002, Floor

Exclusive Technical Consulting and Management Services Agreement by and among Beijing Momo IT and Beijing Perfect Match, dated November 9, 2021

Exhibit 4.71 Exclusive Technical Consulting and Management Services Agreement This Exclusive Technical Consulting and Management Services Agreement (this ?Agreement?) is made and entered into by and between the following parties on November 9, 2021 in the People?s Republic of China (?China? or the ?PRC?). Party A: Beijing Momo Information and Technology Co., Ltd. Address: Room 232005, Floor 20th,

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

EX-12.2 Exhibit 12.2 Certification by the Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Jonathan Xiaosong Zhang, certify that: 1. I have reviewed this annual report on Form 20-F of Hello Group Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statemen

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

EX-12.1 Exhibit 12.1 Certification by the Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Li Wang, certify that: 1. I have reviewed this annual report on Form 20-F of Hello Group Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in ligh

Form 20-F

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 20-F (Mark One) ? REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 or ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) O

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

EX-13.1 Exhibit 13.1 Certification by the Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of Hello Group Inc. (the “Company”) on Form 20-F for the year ended December 31, 2021 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Li Wang, Chief Executive Officer of the Company, certify,

Shareholder confirmation letter by Jianhua Wen, the shareholder of Beijing Perfect Match, dated November 9,2021

Exhibit 4.76 CONFIRMATION LETTER As a shareholder of Beijing Perfect Match Technology Co., Ltd. (the ?Company?), I hereby confirm, represent and guarantee that my successor, guardian, creditor, spouse or any other person that may be entitled to assume rights and interests in the equity interest of the Company held by myself upon death, incapacity, divorce or any circumstances that may affect my ab

Description of Securities

Exhibit 2.4 Description of rights of each class of securities registered under Section 12 of the Securities Exchange Act of 1934 (the ?Exchange Act?) American Depositary Shares (?ADSs?), each representing two Class A ordinary shares of Hello Group Inc. (?we,? ?our,? ?our company,? or ?us?), are listed and traded on the Nasdaq Global Select Market and, in connection with this listing (but not for t

Second amended and restated memorandum and articles of association of the Registrant, as amended

Exhibit 1.1 Registrar of Companies Government Administration Building 133 Elgin Avenue George Town Grand Cayman Momo Inc. (ROC# 290000) (the ?Company?) TAKE NOTICE that at an extraordinary general meeting of the shareholders of the Company dated 2 August 2021, the following special resolutions were passed: 3 Change of Name of the Company It was resolved as a special resolution that the Company?s l

Equity interest pledge agreement by and among Beijing Momo IT, Beijing Perfect Match and Jianhua Wen, dated November 9,2021

Exhibit 4.78 Equity Interest Pledge Agreement This Equity Interest Pledge Agreement (this ?Agreement?) has been executed by and among the following parties on November 9, 2021 in Beijing, the People?s Republic of China (?China? or the ?PRC?): Party A: Beijing Momo Information Technology Co., Ltd. (hereinafter the ?Pledgee?), a wholly foreign owned enterprise, organized and existing under the laws

Equity interest pledge agreement by and among Beijing Momo IT, Beijing Perfect Match and Yu Dong, dated November 9,2021

Exhibit 4.77 Equity Interest Pledge Agreement This Equity Interest Pledge Agreement (this ?Agreement?) has been executed by and among the following parties on November 9, 2021 in Beijing, the People?s Republic of China (?China? or the ?PRC?): Party A: Beijing Momo Information Technology Co., Ltd. (hereinafter the ?Pledgee?), a wholly foreign owned enterprise, organized and existing under the laws

Hello Group Files Annual Report on Form

Exhibit 99.1 Hello Group Files Annual Report on Form 20-F for Fiscal Year 2021 BEIJING, CHINA, April 27, 2022 ? Hello Group Inc. (NASDAQ: MOMO) (?Hello Group? or the ?Company?), a leading mobile social and entertainment platform in China, today filed with the U.S. Securities and Exchange Commission its annual report on Form 20-F for the fiscal year ended December 31, 2021. The annual report can be

Consent of Deloitte Touche Tohmatsu Certified Public Accountants LLP, an independent registered public accounting firm

Exhibit 15.2 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in Registration Statements No. 333-201769, No. 333-215366, No. 333-229226 and No. 333-255177 on Form S-8 of our reports dated April 27, 2022, relating to the financial statements of Hello Group Inc. (previously named as Momo Inc.) and the effectiveness of Hello Group Inc.?s internal c

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2022 Commission File Number: 001-3676

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2022 Commission File Number: 001-36765 Hello Group Inc. 20th Floor, Block B Tower 2, Wangjing SOHO No.1 Futongdong Street Chaoyang District, Beijing 100102 People?s Republic of China (Add

Hello Group Inc. Unaudited Condensed Consolidated Statement of Operations (All amounts in thousands, except share and per share data) Three months Ended December 31 Year Ended December 31 2020 RMB 2021 RMB 2021 US$ 2020 RMB 2021 RMB 2021 US$ Net reve

Exhibit 99.1 Hello Group Inc. Announces Unaudited Financial Results for the Fourth Quarter and Fiscal Year 2021 BEIJING, CHINA, March 24, 2022 ? Hello Group Inc. (NASDAQ: MOMO) (?Hello Group? or the ?Company?), a leading mobile social and entertainment platform in China, today announced its unaudited financial results for the fourth quarter and the full year ended December 31, 2021. Fourth Quarter

JOINT FILING AGREEMENT

EX-99 2 Rule13DJointFilingAgreement.htm JOINT FILING AGREEMENT JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) (l) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing of the attached Schedule 13G, and any and all amendments thereto, and expressly authorize Invesco Ltd., as the ultimate parent company of each of its undersigned subsidiarie

US4234031049 / HELLO GROUP INC ADR USD.0001 / Invesco Ltd. - SEC SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Hello Group Inc (Name of Issuer) American Depository Receipt (Title of Class of Securities) 423403104 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to whic

Hello Group Inc. Unaudited Condensed Consolidated Statement of Operations (All amounts in thousands, except share and per share data) Three months First nine months Ended September 30 Ended September 30 2020 2021 2021 2020 2021 2021 RMB RMB US$ RMB R

Exhibit 99.1 Hello Group Inc. Announces Unaudited Financial Results for the Third Quarter of 2021 BEIJING, CHINA, November 30, 2021 ? Hello Group Inc. (NASDAQ: MOMO) (?Hello Group? or the ?Company?), a leading mobile social and entertainment platform in China, today announced its unaudited financial results for the third quarter of 2021. Third Quarter of 2021 Highlights ? Net revenues decreased by

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2021 Commission File Number: 001-3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2021 Commission File Number: 001-36765 Hello Group Inc. 20th Floor, Block B Tower 2, Wangjing SOHO No. 1 Futongdong Street Chaoyang District, Beijing 100102 People?s Republic of China

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2021 Commission File Number: 001-367

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2021 Commission File Number: 001-36765 Hello Group Inc. 20th Floor, Block B Tower 2, Wangjing SOHO No. 1 Futongdong Street Chaoyang District, Beijing 100102 People?s Republic of China (A

Hello Group Inc. Unaudited Condensed Consolidated Statement of Operations (All amounts in thousands, except share and per share data) Three months First half year Ended June 30 Ended June 30 2020 2021 2021 2020 2021 2021 RMB RMB US$ RMB RMB US$ Net r

Exhibit 99.1 Hello Group Inc. Announces Unaudited Financial Results for the Second Quarter of 2021 BEIJING, CHINA, August 26, 2021 ? Hello Group Inc. (NASDAQ: MOMO) (the ?Company?), a leading mobile social and entertainment platform in China, today announced its unaudited financial results for the second quarter of 2021. Second Quarter of 2021 Highlights ? Net revenues decreased by 5.1% year over

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2021 Commission File Number: 001-367

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2021 Commission File Number: 001-36765 Hello Group Inc. 20th Floor, Block B Tower 2, Wangjing SOHO No.1 Futongdong Street Chaoyang District, Beijing 100102 People?s Republic of China (Ad

Hello Group Inc. Announces Effectiveness of Name Change

Exhibit 99.1 Hello Group Inc. Announces Effectiveness of Name Change BEIJING, CHINA, August 2, 2021 ? Hello Group Inc. (NASDAQ: MOMO) (the ?Company?), a leading mobile social and entertainment platform in China, today announced that it has changed its name from ?Momo Inc.? to ?Hello Group Inc.,? effective August 2, 2021. The American depositary shares of the Company, each representing two Class A

[FORM OF FACE OF RECEIPT]

Filed pursuant to Rule 424(b)(3) Registration Statement on Form F-6 Registration No.

Momo to Hold an Extraordinary General Meeting on August 2, 2021

Exhibit 99.1 Momo to Hold an Extraordinary General Meeting on August 2, 2021 BEIJING, CHINA, June 28, 2021 ? Momo Inc. (NASDAQ: MOMO) (?Momo? or the ?Company?), a leading mobile social and entertainment platform in China, today announced it will hold an Extraordinary General Meeting of Shareholders (the ?EGM?) at 20th Floor, Block B, Tower 2, Wangjing SOHO, No. 1 Futongdong Street, Chaoyang Distri

Momo Inc. (Incorporated in the Cayman Islands with limited liability) (Nasdaq Ticker: MOMO) Ballot for the Extraordinary General Meeting to be held on August 2, 2021 (or any adjourned or postponed meeting thereof)

EX-99.4 5 d40230dex994.htm EX-99.4 Exhibit 99.4 Momo Inc. (Incorporated in the Cayman Islands with limited liability) (Nasdaq Ticker: MOMO) –––––––––––– Ballot for the Extraordinary General Meeting to be held on August 2, 2021 (or any adjourned or postponed meeting thereof) I/We of , being the registered holder of ordinary shares 1, par value US$0.0001 per share, of Momo Inc. (the “Company”), here

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2021 Commission File Number: 001-36765

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2021 Commission File Number: 001-36765 Momo Inc. 20th Floor, Block B Tower 2, Wangjing SOHO No.1 Futongdong Street Chaoyang District, Beijing 100102 People?s Republic of China (Address of

Momo Inc. (Incorporated in the Cayman Islands with limited liability) (Nasdaq Ticker: MOMO) NOTICE OF EXTRAORDINARY GENERAL MEETING to be held on August 2, 2021 (or any adjourned or postponed meeting thereof)

Exhibit 99.2 Momo Inc. (Incorporated in the Cayman Islands with limited liability) (Nasdaq Ticker: MOMO) ???????????? NOTICE OF EXTRAORDINARY GENERAL MEETING to be held on August 2, 2021 (or any adjourned or postponed meeting thereof) NOTICE IS HEREBY GIVEN that an extraordinary general meeting (the ?EGM?) of Momo Inc. (the ?Company?) will be held at 20th Floor, Block B, Tower 2, Wangjing SOHO, No

Momo Inc. (Incorporated in the Cayman Islands with limited liability) (Nasdaq Ticker: MOMO) Form of Proxy for Extraordinary General Meeting to be held on August 2, 2021 (or any adjourned or postponed meeting thereof)

EX-99.3 4 d40230dex993.htm EX-99.3 Exhibit 99.3 Momo Inc. (Incorporated in the Cayman Islands with limited liability) (Nasdaq Ticker: MOMO) –––––––––––– Form of Proxy for Extraordinary General Meeting to be held on August 2, 2021 (or any adjourned or postponed meeting thereof) Introduction This form of proxy (the “Form of Proxy”) is furnished in connection with the solicitation by the board of dir

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2021 Commission File Number: 001-36765

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2021 Commission File Number: 001-36765 Momo Inc. 20th Floor, Block B Tower 2, Wangjing SOHO No. 1 Futongdong Street Chaoyang District, Beijing 100102 People?s Republic of China (Address of

Momo Announces Unaudited Financial Results for the First Quarter of 2021

EX-99.1 2 d160784dex991.htm EX-99.1 Exhibit 99.1 Momo Announces Unaudited Financial Results for the First Quarter of 2021 BEIJING, CHINA, June 8, 2021 – Momo Inc. (NASDAQ: MOMO) (“Momo” or the “Company”), a leading mobile social and entertainment platform in China, today announced its unaudited financial results for the first quarter of 2021. First Quarter of 2021 Highlights • Net revenues decreas

Power of attorney by Kuan He, the shareholder of Beijing Top Maker, dated March 5, 2021

Exhibit 4.40 Power of Attorney Kuan He, a citizen of China with Chinese Identification No.: *******, and a holder of RMB1,000,000 in the registered capital of Beijing Top Maker Culture Co., Ltd. (the ?Company?) as of the date when the Power of Attorney is executed, hereby irrevocably authorize Beijing Momo Information Technology Co., Ltd. (the ?WFOE?) to exercise the following rights relating to a

Power of attorney by Yu Dong, the shareholder of SpaceTime Beijing, dated September 14, 2020

Exhibit 4.63 Power of Attorney I, Yu Dong, a People?s Republic of China (?China? or the ?PRC?) citizen with PRC Identification Card No.: *******, and a holder of RMB 100,000 in the registered capital of SpaceTime (Beijing) Technology Co., Ltd. (the ?Company?) as of the date when the Power of Attorney is executed, hereby irrevocably authorize Beijing Momo Information Technology Co., Ltd. (the ?WFOE

- FORM 20-F

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 20-F (Mark One) ? REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 or ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) O

Description of Securities

Exhibit 2.4 Description of rights of each class of securities registered under Section 12 of the Securities Exchange Act of 1934 (the ?Exchange Act?) American Depositary Shares (?ADSs?), each representing two Class A ordinary shares of Momo Inc. (?we,? ?our,? ?our company,? or ?us?), are listed and traded on the Nasdaq Global Select Market and, in connection with this listing (but not for trading)

Shareholder confirmation letter by Kuan He, the shareholder of Beijing Top Maker, dated March 5, 2021

Exhibit 4.45 CONFIRMATION LETTER As a shareholder of Beijing Top Maker Culture Co., Ltd. (the ?Company?), I hereby confirm, represent and guarantee that my successor, guardian, creditor, spouse or any other person that may be entitled to assume rights and interests in the equity interest of the Company held by myself upon death, incapacity, divorce or any circumstances that may affect my ability t

Exclusive option agreement by and between Beijing Momo IT and Yu Dong, the shareholder of SpaceTime Beijing, dated September 14, 2020

Exhibit 4.66 Exclusive Option Agreement This Exclusive Option Agreement (this ?Agreement?) is executed by and among the following Parties as of September 14, 2020 in Beijing, the People?s Republic of China (?China? or the ?PRC?): Party A: Beijing Momo Information Technology Co., Ltd., a wholly foreign owned enterprise, organized and existing under the laws of the PRC, with its address at Room 2320

Shareholder confirmation letter by Yu Dong, the shareholder of SpaceTime Beijing, dated September 14, 2020

Exhibit 4.68 CONFIRMATION LETTER As a shareholder of SpaceTime (Beijing) Technology Co., Ltd. (the ?Company?), I hereby confirm, represent and guarantee that my successor, guardian, creditor, spouse or any other person that may be entitled to assume rights and interests in the equity interest of the Company held by myself upon death, incapacity, divorce or any circumstances that may affect my abil

Equity interest pledge agreement by and among Beijing Momo IT, Beijing Top Maker and its shareholder Luyu Fan, dated March 5, 20201

Exhibit 4.48 Equity Interest Pledge Agreement This Equity Interest Pledge Agreement (this ?Agreement?) has been executed by and among the following parties on March 5, 2021 in Beijing, the People?s Republic of China (?China? or the ?PRC?): Party A: Beijing Momo Information Technology Co., Ltd. (hereinafter the ?Pledgee?), a wholly foreign owned enterprise, organized and existing under the laws of

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

Exhibit 13.2 Certification by the Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of Momo Inc. (the ?Company?) on Form 20-F for the year ended December 31, 2020 as filed with the Securities and Exchange Commission on the date hereof (the ?Report?), I, Jonathan Xiaosong Zhang, Chief Financial Officer of the Company, certify,

Shareholder confirmation letter by Minyan Wang, the shareholder of SpaceTime Beijing, dated September 14, 2020

Exhibit 4.67 CONFIRMATION LETTER As a shareholder of SpaceTime (Beijing) Technology Co., Ltd. (the ?Company?), I hereby confirm, represent and guarantee that my successor, guardian, creditor, spouse or any other person that may be entitled to assume rights and interests in the equity interest of the Company held by myself upon death, incapacity, divorce or any circumstances that may affect my abil

Consent of Han Kun Law Offices

Exhibit 15.2 April 27, 2021 Momo Inc. (the ?Company?) 20th Floor, Block B Tower 2, Wangjing SOHO No.1 Futongdong Street Chaoyang District, Beijing 100102 People?s Republic of China Ladies and Gentlemen: We have acted as legal advisors as to the laws of the People?s Republic of China to the Company in connection with the filing by the Company with the United States Securities and Exchange Commissio

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

Exhibit 12.1 Certification by the Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Li Wang, certify that: 1. I have reviewed this annual report on Form 20-F of Momo Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circum

Power of attorney by Luyu Fan, the shareholder of Beijing Top Maker, dated March 5, 2021

Exhibit 4.41 Power of Attorney Luyu Fan, a citizen of China with Chinese Identification No.: *******, and a holder of RMB10,101.01 in the registered capital of Beijing Top Maker Culture Co., Ltd. (the ?Company?) as of the date when the Power of Attorney is executed, hereby irrevocably authorize Beijing Momo Information Technology Co., Ltd. (the ?WFOE?) to exercise the following rights relating to

Consent of Deloitte Touche Tohmatsu Certified Public Accountants LLP, an independent registered public accounting firm

Exhibit 15.3 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in the Registration Statements Nos. 333-201769, 333-215366, 333-229226 and 333-255177 on Form S-8 of our reports dated April 27, 2021, relating to the financial statements of Momo Inc. and the effectiveness of Momo Inc.?s internal control over financial reporting, appearing in this An

Exclusive option agreement by and between Beijing Momo IT and Minyan Wang, the shareholder of SpaceTime Beijing, dated September 14, 2020

Exhibit 4.65 Exclusive Option Agreement This Exclusive Option Agreement (this ?Agreement?) is executed by and among the following Parties as of September 14, 2020 in Beijing, the People?s Republic of China (?China? or the ?PRC?): Party A: Beijing Momo Information Technology Co., Ltd., a wholly foreign owned enterprise, organized and existing under the laws of the PRC, with its address at Room 2320

Equity interest pledge agreement by and among Beijing Momo IT, SpaceTime Beijing and Minyan Wang, dated September 14, 2020

Exhibit 4.69 Equity Interest Pledge Agreement This Equity Interest Pledge Agreement (this ?Agreement?) has been executed by and among the following parties on September 14, 2020 in Beijing, the People?s Republic of China (?China? or the ?PRC?): Party A: Beijing Momo Information Technology Co., Ltd. (hereinafter the ?Pledgee?), a wholly foreign owned enterprise, organized and existing under the law

Shareholder confirmation letter by Luyu Fan, the shareholder of Beijing Top Maker, dated March 5, 2021

Exhibit 4.46 CONFIRMATION LETTER As a shareholder of Beijing Top Maker Culture Co., Ltd. (the ?Company?), I hereby confirm, represent and guarantee that my successor, guardian, creditor, spouse or any other person that may be entitled to assume rights and interests in the equity interest of the Company held by myself upon death, incapacity, divorce or any circumstances that may affect my ability t

Exclusive option agreement by and between Beijing Momo IT and Luyu Fan, the shareholder of Beijing Top Maker, dated March 5, 2021

Exhibit 4.44 Exclusive Option Agreement This Exclusive Option Agreement (this ?Agreement?) is executed by and among the following Parties as of March 5, 2021 in Beijing, the People?s Republic of China (?China? or the ?PRC?): Party A: Beijing Momo Information Technology Co., Ltd. (hereinafter the ?Pledgee?), a wholly foreign owned enterprise, organized and existing under the laws of the PRC, with i

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

Exhibit 12.2 Certification by the Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Jonathan Xiaosong Zhang, certify that: 1. I have reviewed this annual report on Form 20-F of Momo Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in lig

Exclusive Technical Consulting and Management Services Agreement by and among Beijing Momo IT and SpaceTime Beijing, dated September 14, 2020

Exhibit 4.61 Exclusive Technical Consulting and Management Services Agreement This Exclusive Technical Consulting and Management Services Agreement (this ?Agreement?) is made and entered into by and between the following parties on September 14, 2020 in the People?s Republic of China (?China? or the ?PRC?). Party A: Beijing Momo Information and Technology Co., Ltd. Address: Room 232005, Floor 20th

Exclusive Business cooperation agreement by and between Beijing Momo IT and SpaceTime Beijing, dated September 14, 2020

Exhibit 4.64 Exclusive Business Cooperation Agreement This Exclusive Business Cooperation Agreement (this ?Agreement?) is made and entered into by and between the following parties on September 14, 2020 in Beijing, the People?s Republic of China (?China? or the ?PRC?). Party A: Beijing Momo Information Technology Co., Ltd. Address: Room 232005, Floor 20th, Building No. 6, Yard No. 1, Futongdong Av

Power of attorney by Minyan Wang, the shareholder of SpaceTime Beijing, dated September 14, 2020

Exhibit 4.62 Power of Attorney I, Minyan Wang, a People?s Republic of China (?China? or the ?PRC?) citizen with PRC Identification Card No.: *******, and a holder of RMB900,000 in the registered capital of SpaceTime (Beijing) Technology Co., Ltd. (the ?Company?) as of the date when the Power of Attorney is executed, hereby irrevocably authorize Beijing Momo Information Technology Co., Ltd. (the ?W

Exclusive option agreement by and between Beijing Momo IT and Kuan He, the shareholder of Beijing Top Maker, dated March 5, 2021

Exhibit 4.43 Exclusive Option Agreement This Exclusive Option Agreement (this ?Agreement?) is executed by and among the following Parties as of March 5, 2021 in Beijing, the People?s Republic of China (?China? or the ?PRC?): Party A: Beijing Momo Information Technology Co., Ltd. (hereinafter the ?Pledgee?), a wholly foreign owned enterprise, organized and existing under the laws of the PRC, with i

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

Exhibit 13.1 Certification by the Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of Momo Inc. (the ?Company?) on Form 20-F for the year ended December 31, 2020 as filed with the Securities and Exchange Commission on the date hereof (the ?Report?), I, Li Wang, Chief Executive Officer of the Company, certify, pursuant to 18

Consent of Maples and Calder (Hong Kong) LLP

Exhibit 15.1 [Maples and Calder (Hong Kong) LLP Letterhead] Our ref: VSL/692329-000001/19651700v2 Direct +852 3690 7513 Email [email protected] Momo Inc. 20th Floor, Block B, Tower 2 Wangjing SOHO No.1 Futongdong Street Chaoyang District Beijing 100102 People?s Republic of China 27 April 2021 Dear Sirs, Momo Inc. We have acted as legal advisers as to the laws of the Cayman Islands to Momo Inc

Equity interest pledge agreement by and among Beijing Momo IT, Beijing Top Maker and its shareholder Kuan He, dated March 5, 2021

Exhibit 4.47 Equity Interest Pledge Agreement This Equity Interest Pledge Agreement (this ?Agreement?) has been executed by and among the following parties on March 5, 2021 in Beijing, the People?s Republic of China (?China? or the ?PRC?): Party A: Beijing Momo Information Technology Co., Ltd. (hereinafter the ?Pledgee?), a wholly foreign owned enterprise, organized and existing under the laws of

Equity interest pledge agreement by and among Beijing Momo IT, SpaceTime Beijing and Yu Dong, dated September 14, 2020

Exhibit 4.70 Equity Interest Pledge Agreement This Equity Interest Pledge Agreement (this ?Agreement?) has been executed by and among the following parties on September 14, 2020 in Beijing, the People?s Republic of China (?China? or the ?PRC?): Party A: Beijing Momo Information Technology Co., Ltd. (hereinafter the ?Pledgee?), a wholly foreign owned enterprise, organized and existing under the law

- FORM S-8

As filed with the Securities and Exchange Commission on April 12, 2021 Registration No.

Momo Inc. Unaudited Condensed Consolidated Statement of Operations (All amounts in thousands, except share and per share data) Three months Year Ended December 31 ended December 31 2019 2020 2020 2019 2020 2020 RMB RMB US$ RMB RMB US$ Net revenues: L

EX-99.1 Exhibit 99.1 Momo Announces Unaudited Financial Results for the Fourth Quarter and Fiscal Year 2020 BEIJING, CHINA, March 25, 2021 – Momo Inc. (NASDAQ: MOMO) (“Momo” or the “Company”), a leading mobile social networking platform in China, today announced its unaudited financial results for the fourth quarter and the full year ended December 31, 2020. Fourth Quarter of 2020 Highlights • Net

Current Report of Foreign Issuer - FORM 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2021 Commission File Number: 001-36765 Momo Inc. 20th Floor, Block B Tower 2, Wangjing SOHO No.1 Futongdong Street Chaoyang District, Beijing 100102 People?s Republic of China (Address of

SC 13G/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Momo Inc. - (Name of Issuer) American depositary shares (each American depositary share representing two Class A ordinary share, par value US$0.0001 per share) - (Title of Class of Securities) 60879B107 - (CUSIP Number) December 31, 2020 - (Date of Event

UNITED STATES

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Momo Inc. (Name of Issuer) ADR (Title of Class of Securities) 60879B107 (CUSIP Number) 31st December 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: x R

Momo Inc. Reconciliation of Non-GAAP financial measures to comparable GAAP measures (All amounts in thousands, except per share data)

EX-99.1 Exhibit 99.1 Momo Announces Unaudited Financial Results for the Third Quarter of 2020 BEIJING, CHINA, December 1, 2020 – Momo Inc. (NASDAQ: MOMO) (“Momo” or the “Company”), a leading mobile social networking platform in China, today announced its unaudited financial results for the third quarter of 2020. Third Quarter of 2020 Highlights • Net revenues decreased by 15.4% year over year to R

Current Report of Foreign Issuer - FORM 6-K

Form 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2020 Commission File Number: 001-36765 Momo Inc. 20th Floor, Block B Tower 2, Wangjing SOHO No.1 Futongdong Street Chaoyang District, Beijing 100102 People’s Republic of China

Current Report of Foreign Issuer - FORM 6-K

Form 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of October 2020 Commission File Number: 001-36765 Momo Inc. 20th Floor, Block B Tower 2, Wangjing SOHO No.1 Futongdong Street Chaoyang District, Beijing 100102 People’s Republic of China

Momo Announces Yan Tang as the Executive Chairman and Li Wang as the New CEO

EX-99.1 Exhibit 99.1 Momo Announces Yan Tang as the Executive Chairman and Li Wang as the New CEO BEIJING, October 24, 2020 /PRNewswire/ — Momo Inc. (Nasdaq: MOMO) (“Momo” or the “Company”), a leading mobile social networking platform in China, today announced that its board of directors (the “Board”) has approved Mr. Yan Tang to step down from the position of Chief Executive Officer, and promoted

Momo Inc. Unaudited Condensed Consolidated Statement of Operations (All amounts in thousands, except share and per share data) Three months First half year ended June 30 ended June 30 2019 2020 2020 2019 2020 2020 RMB RMB US$ RMB RMB US$ Net revenues

EX-99.1 2 d99095dex991.htm EX-99.1 Exhibit 99.1 Momo Announces Unaudited Financial Results for the Second Quarter of 2020 BEIJING, CHINA, September 3, 2020 – Momo Inc. (NASDAQ: MOMO) (“Momo” or the “Company”), a leading mobile social networking platform in China, today announced its unaudited financial results for the second quarter of 2020. Second Quarter of 2020 Highlights • Net revenues decreas

Current Report of Foreign Issuer - FORM 6-K

Form 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2020 Commission File Number: 001-36765 Momo Inc. 20th Floor, Block B Tower 2, Wangjing SOHO No.1 Futongdong Street Chaoyang District, Beijing 100102 People’s Republic of Chin

Current Report of Foreign Issuer - FORM 6-K

Form 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2020 Commission File Number: 001-36765 Momo Inc. 20th Floor, Block B Tower 2, Wangjing SOHO No.1 Futongdong Street Chaoyang District, Beijing 100102 People’s Republic of China (Add

Momo Inc. Unaudited Condensed Consolidated Statement of Operations (All amounts in thousands, except share and per share data) Three months ended March 31 2019 2020 2020 RMB RMB US$ Net revenues: Live video service 2,689,413 2,332,004 329,342 Value-a

EX-99.1 Exhibit 99.1 Momo Announces Unaudited Financial Results for the First Quarter of 2020 BEIJING, CHINA, May 29, 2020 – Momo Inc. (NASDAQ: MOMO) (“Momo” or the “Company”), a leading mobile social networking platform in China, today announced its unaudited financial results for the first quarter of 2020. First Quarter of 2020 Highlights • Net revenues decreased by 3.5% year over year to RMB3,5

Equity interest pledge agreement by and among Beijing Momo IT, Beijing Perfect Match and Min Liu, dated June 1, 2019 (incorporated by reference to Exhibit 4.57 of our annual report on Form 20-F (file no. 001-36765) filed with the SEC on April 28, 2020)

EX-4.57 Exhibit 4.57 Equity Interest Pledge Agreement This Equity Interest Pledge Agreement (this “Agreement”) has been executed by and among the following parties on June 1, 2019 in Beijing, the People’s Republic of China (“China” or the “PRC”): Party A: Beijing Momo Information Technology Co., Ltd. (hereinafter the “Pledgee”), a wholly foreign owned enterprise, organized and existing under the l

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

EX-13.2 Exhibit 13.2 Certification by the Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of Momo Inc. (the “Company”) on Form 20-F for the year ended December 31, 2019 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Jonathan Xiaosong Zhang, Chief Financial Officer of the Company,

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

EX-13.1 Exhibit 13.1 Certification by the Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of Momo Inc. (the “Company”) on Form 20-F for the year ended December 31, 2019 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Yan Tang, Chairman and Chief Executive Officer of the Company, ce

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

EX-12.1 Exhibit 12.1 Certification by the Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Yan Tang, certify that: 1. I have reviewed this annual report on Form 20-F of Momo Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of t