VNET / VNET Group, Inc. - Depositary Receipt (Common Stock) - Документы SEC, Годовой отчет, Доверенное заявление

VNET Group, Inc. - Депозитарные расписки (обыкновенные акции)
US ˙ NasdaqGS ˙ US90138A1034

Основная статистика
LEI 529900672GYJQ3T38I58
CIK 1508475
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to VNET Group, Inc. - Depositary Receipt (Common Stock)
SEC Filings (Chronological Order)
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August 21, 2025 EX-99.1

VNET Reports Unaudited Second Quarter 2025 Financial Results

Exhibit 99.1 VNET Reports Unaudited Second Quarter 2025 Financial Results BEIJING, August 21, 2025 /PRNewswire/ - VNET Group, Inc. (Nasdaq: VNET) (“VNET” or the “Company”), a leading carrier- and cloud-neutral internet data center services provider in China, today announced its unaudited financial results for the second quarter ended June 30, 2025. “We delivered strong second quarter results thank

August 21, 2025 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 August 2025 Commission File Number: 001-351

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 2025 Commission File Number: 001-35126 VNET Group, Inc. Guanjie Building, Southeast 1st Floor 10# Jiuxianqiao East Road Chaoyang District Beijing 100016 The People’s Republic of China (A

June 27, 2025 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2025 Commission file number: 001-35126 VNET Group

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2025 Commission file number: 001-35126 VNET Group, Inc. (Exact Name of Registrant as Specified in Its Charter) Guanjie Building, Southeast 1st Floor 10# Jiuxianqiao East Road Chaoyang District Beijin

June 27, 2025 EX-99.1

VNET Raises Full Year 2025 Revenue and Adjusted EBITDA Guidance

Exhibit 99.1 VNET Raises Full Year 2025 Revenue and Adjusted EBITDA Guidance BEIJING, June 27, 2025 /PRNewswire/ - VNET Group, Inc. (Nasdaq: VNET) (“VNET” or the “Company”), a leading carrier- and cloud-neutral internet data center services provider in China, today announced that the Company has increased its total net revenues and adjusted EBITDA (non-GAAP) guidance for the full year 2025. “We we

June 27, 2025 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2025 Commission file number: 001-35126 VNET Group

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2025 Commission file number: 001-35126 VNET Group, Inc. (Exact Name of Registrant as Specified in Its Charter) Guanjie Building, Southeast 1st Floor 10# Jiuxianqiao East Road Chaoyang District Beijin

June 27, 2025 EX-99.1

VNET Announces Authorization of Share Repurchase Program Up to US$50 Million

Exhibit 99.1 VNET Announces Authorization of Share Repurchase Program Up to US$50 Million BEIJING, June 27, 2025 – VNET Group, Inc. (“VNET” or the “Company”) (Nasdaq: VNET), a leading carrier- and cloud-neutral internet data center services provider in China, today announced that to underscore its confidence in VNET’s future development and growth prospects, its Board of Directors has authorized a

May 28, 2025 EX-99.1

VNET Reports Unaudited First Quarter 2025 Financial Results

EX-99.1 2 tm2516322d1ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 VNET Reports Unaudited First Quarter 2025 Financial Results BEIJING, May 28, 2025 /PRNewswire/ - VNET Group, Inc. (Nasdaq: VNET) (“VNET” or the “Company”), a leading carrier- and cloud-neutral internet data center services provider in China, today announced its unaudited financial results for the first quarter ended March 31, 2025. “We kick

May 28, 2025 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 2025 Commission File Number: 001-35126

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 2025 Commission File Number: 001-35126 VNET Group, Inc. Guanjie Building, Southeast 1st Floor 10# Jiuxianqiao East Road Chaoyang District Beijing 100016 The People’s Republic of China (Addr

April 25, 2025 EX-11.2

VNET GROUP, INC. AMENDED AND RESTATED STATEMENT OF POLICIES GOVERNING MATERIAL, NON-PUBLIC INFORMATION AND THE PREVENTION OF INSIDER TRADING (Initially adopted on February 25, 2011, effective on April 20, 2011 and amended and restated on April 9, 202

Exhibit 11.2 VNET GROUP, INC. AMENDED AND RESTATED STATEMENT OF POLICIES GOVERNING MATERIAL, NON-PUBLIC INFORMATION AND THE PREVENTION OF INSIDER TRADING (Initially adopted on February 25, 2011, effective on April 20, 2011 and amended and restated on April 9, 2024) TABLE OF CONTENTS Page No. I. SUMMARY OF POLICY CONCERNING TRADING IN COMPANY SECURITIES 3 II. THE USE OF INSIDE INFORMATION IN CONNEC

April 25, 2025 EX-12.1

Certification by the 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, Sheng Chen, Interim Chief Executive Officer, certify that: 1. I have reviewed this annual report on Form 20-F of VNET Group, Inc. (the “Company”); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact ne

April 25, 2025 EX-99.1

[Signature page follows]

Exhibit 99.1 April 25, 2025 VNET Group, Inc. (the “Company) Guanjie Building, Southeast 1st Floor 10# Jiuxianqiao East Road Chaoyang District Beijing, 100016 The People’s Republic of China Re: Consent of Frost & Sullivan Ladies and Gentlemen, Reference is made to the annual report on Form 20-F for the year ended December 31, 2024 (the “Annual Report”) filed by VNET Group, Inc. (the “Company”) with

April 25, 2025 EX-15.2

Consent of Han Kun Law Offices

Exhibit 15.2 Consent of Han Kun Law Offices To: VNET Group, Inc. Guanjie Building Southeast 1st Floor, 10# Jiuxianqiao East Road Chaoyang District, Beijing 100016 the People’s Republic of China Date: April 25, 2025 Dear Sirs, We consent to the reference to our firm under the headings “Item 3.D—Risk Factors,” “Item 4.B—Business Overview—Regulation,” “Item 4.C— Organizational Structure—Contractual A

April 25, 2025 EX-12.2

Certification by the 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, Qiyu Wang, Chief Financial Officer, certify that: 1. I have reviewed this annual report on Form 20-F of VNET Group, Inc. (the “Company”); 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 t

April 25, 2025 EX-2.6

VNET Group, Inc. Citibank, N.A., as Trustee dated as of March 17, 2025 US$430,000,000 2.50% CONVERTIBLE SENIOR NOTES DUE 2030

Exhibit 2.6 VNET Group, Inc. and Citibank, N.A., as Trustee INDENTURE dated as of March 17, 2025 US$430,000,000 2.50% CONVERTIBLE SENIOR NOTES DUE 2030 TABLE OF CONTENTS PAGE Article 1 DEFINITIONS Section 1.01 Definitions 1 Section 1.02 References to Interest 16 Article 2 ISSUE, DESCRIPTION, EXECUTION, REGISTRATION AND EXCHANGE OF NOTES Section 2.01 Designation and Amount 16 Section 2.02 Form of N

April 25, 2025 EX-13.1

Certification by the 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 VNET Group, Inc. (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 (the “Report”), I, Sheng Chen, Interim Chief Executive Officer of the Company, certif

April 25, 2025 EX-15.1

Consent of Independent Registered Public Accounting Firm

Exhibit 15.1 Consent of Independent Registered Public Accounting Firm We consent to the incorporation by reference in the registration statements (No. 333-177273, 333-187695, 333-197495, 333-208121, 333-222521, 333-251568 and 333-283214) on Form S-8 of our reports dated April 25, 2025, with respect to the consolidated financial statements of VNET Group, Inc. and the effectiveness of internal contr

April 25, 2025 20-F

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

April 25, 2025 EX-13.2

Certification by the 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 VNET Group, Inc. (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 (the “Report”), I, Qiyu Wang, Chief Financial Officer of the Company, certify, pursua

March 18, 2025 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 2025 Commission File Number: 001-3512

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: 001-35126 VNET Group, Inc. Guanjie Building, Southeast 1st Floor 10# Jiuxianqiao East Road Chaoyang District Beijing 100016 The People’s Republic of China (Ad

March 18, 2025 EX-99.1

VNET Announces the Closing of Its Offering of US$430 Million Convertible Senior Notes due 2030

Exhibit 99.1 VNET Announces the Closing of Its Offering of US$430 Million Convertible Senior Notes due 2030 BEIJING, March 18, 2025 / PRNewswire/ - VNET Group, Inc. (Nasdaq: VNET) ("VNET" or the "Company"), a leading carrier-neutral and cloud-neutral internet data center services provider in China, today announced the closing of its offering (the “Notes Offering”) of US$430 million in aggregate pr

March 13, 2025 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 2025 Commission File Number: 001-3512

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: 001-35126 VNET Group, Inc. Guanjie Building, Southeast 1st Floor 10# Jiuxianqiao East Road Chaoyang District Beijing 100016 The People’s Republic of China (Ad

March 13, 2025 EX-99.1

2

Exhibit 99.1 VNET Prices Offering of US$430 Million Convertible Senior Notes due 2030 BEIJING, March 13, 2025 /PRNEWSWIRE/ - VNET Group, Inc. (Nasdaq: VNET) (“VNET” or the “Company”), a leading carrier-neutral and cloud-neutral internet data center services provider in China, today announced the pricing of its offering (the "Notes Offering") of US$430 million in aggregate principal amount of 2.50%

March 13, 2025 EX-99.3

VNET GROUP, INC. INDEX TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Table of Contents Exhibit 99.3 VNET GROUP, INC. INDEX TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS Page Unaudited Condensed Consolidated Financial Statements Unaudited Condensed Consolidated Balance Sheets as of December 31, 2023 and September 30, 2024 F-2 Unaudited Condensed Consolidated Statements of Operations for the nine months ended September 30, 2023 and 2024 F-5 Unaudited Conde

March 13, 2025 EX-99.2

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Exhibit 99.2 MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS You should read the following information in conjunction with “Item 5. Operating and Financial Review and Prospects” in our Form 20-F for the year ended December 31, 2023, or our 2023 Annual Report, and our audited consolidated financial statements and the related notes to our 2023 Annual Report, as

March 13, 2025 EX-99.1

VNET Announces Proposed Offering of Convertible Senior Notes

Exhibit 99.1 VNET Announces Proposed Offering of Convertible Senior Notes BEIJING, March 13, 2025 PRNewswire — VNET Group, Inc. (Nasdaq: VNET) (“VNET” or the “Company”), a leading carrier-neutral and cloud-neutral internet data center services provider in China, today announced the commencement of a proposed offering by the Company of US$400 million aggregate principal amount of its convertible se

March 13, 2025 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 2025 Commission File Number: 001-351

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: 001-35126 VNET Group, Inc. Guanjie Building, Southeast 1st Floor 10# Jiuxianqiao East Road Chaoyang District Beijing 100016 The People’s Republic of China (A

March 12, 2025 EX-99.1

VNET Reports Unaudited Fourth Quarter and Full Year 2024 Financial Results

Exhibit 99.1 VNET Reports Unaudited Fourth Quarter and Full Year 2024 Financial Results BEIJING, March 12, 2025 /PRNewswire/ - VNET Group, Inc. (Nasdaq: VNET) (“VNET” or the “Company”), a leading carrier- and cloud-neutral internet data center services provider in China, today announced its unaudited financial results for the fourth quarter and full year ended December 31, 2024. “We closed 2024 wi

March 12, 2025 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 2025 Commission File Number: 001-351

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: 001-35126 VNET Group, Inc. Guanjie Building, Southeast 1st Floor 10# Jiuxianqiao East Road Chaoyang District Beijing 100016 The People’s Republic of China (A

November 20, 2024 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 November 2024 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 November 2024 Commission File Number: 001-35126 VNET Group, Inc. Guanjie Building, Southeast 1st Floor 10# Jiuxianqiao East Road Chaoyang District Beijing 100016 The People’s Republic of China

November 20, 2024 EX-99.1

VNET Reports Unaudited Third Quarter 2024 Financial Results

Exhibit 99.1 VNET Reports Unaudited Third Quarter 2024 Financial Results BEIJING, November 20, 2024 /PRNewswire/ - VNET Group, Inc. (Nasdaq: VNET) (“VNET” or the “Company”), a leading carrier- and cloud-neutral internet data center services provider in China, today announced its unaudited financial results for the third quarter ended September 30, 2024. “We achieved strong third quarter results ma

November 14, 2024 S-8

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 VNET Group, Inc. (Exact name of registrant as specified in its charter)

As filed with the Securities and Exchange Commission on November 14, 2024 Registration No.

November 14, 2024 EX-FILING FEES

CALCULATION OF FILING FEE TABLE FORM S-8 (Form Type) VNET Group, Inc. (Exact Name of Registrant as Specified in its Charter) Not Applicable (Translation of Registrant’s Name into English) Table 1: Newly Registered Securities

Exhibit 107 CALCULATION OF FILING FEE TABLE FORM S-8 (Form Type) VNET Group, Inc. (Exact Name of Registrant as Specified in its Charter) Not Applicable (Translation of Registrant’s Name into English) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered(2) Proposed Maximum Offering Price Per Share Maximum Aggregate Offering Price Fee Rate Am

November 1, 2024 EX-99.1

VNET Announces Changes to Board Composition

Exhibit 99.1 VNET Announces Changes to Board Composition BEIJING, Nov. 1, 2024 /PRNewswire/ - VNET Group, Inc. (Nasdaq: VNET) (“VNET” or the “Company”), a leading carrier- and cloud-neutral internet data center services provider in China, today announced the resignation of Mr. Changqing Ye as an independent director and a member of the audit committee of the Company's board of directors (the "Boar

November 1, 2024 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 November 2024 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 November 2024 Commission File Number: 001-35126 VNET Group, Inc. Guanjie Building, Southeast 1st Floor 10# Jiuxianqiao East Road Chaoyang District Beijing 100016 The People’s Republic of China

September 3, 2024 SC 13G/A

VNET / VNET Group, Inc. - Depositary Receipt (Common Stock) / Ares Management GP LLC - SC 13G/A Passive Investment

SC 13G/A 1 tm2423100d1sc13ga.htm 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) VNET Group, Inc. (Name of Issuer) Class A Ordinary Shares, par value US$0.00001 per share (Title of Class of Securities) 90138A103** (CUSIP Number) July 5, 2024 (Date of Event Which Requires Filing of this Stateme

August 27, 2024 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 August 2024 Commission File Number: 001-35

6-K 1 tm2422640d16k.htm 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 August 2024 Commission File Number: 001-35126 VNET Group, Inc. Guanjie Building, Southeast 1st Floor 10# Jiuxianqiao East Road Chaoyang District Beijing 100016

August 27, 2024 EX-99.1

VNET Reports Unaudited Second Quarter 2024 Financial Results

Exhibit 99.1 VNET Reports Unaudited Second Quarter 2024 Financial Results BEIJING, August 27, 2024 /PRNewswire/ - VNET Group, Inc. (Nasdaq: VNET) (“VNET” or the “Company”), a leading carrier- and cloud-neutral internet data center services provider in China, today announced its unaudited financial results for the second quarter ended June 30, 2024. “We delivered another solid quarter through conti

August 22, 2024 SC 13D/A

VNET / VNET Group, Inc. - Depositary Receipt (Common Stock) / Chen Sheng - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 9)* VNET Group, Inc. (Name of Issuer) Class A Ordinary Shares, Par Value US$0.00001 Per Share (Title of Class of Securities) G91458 102** (CUSIP Number) Mr. Sheng Chen Guanjie Building, Southeast 1st Floor, 10# Jiuxianqiao East Road Chaoyang District, Beijin

August 22, 2024 SC 13D/A

VNET / VNET Group, Inc. - Depositary Receipt (Common Stock) / Chen Sheng - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 9)* VNET Group, Inc. (Name of Issuer) Class A Ordinary Shares, Par Value US$0.00001 Per Share (Title of Class of Securities) G91458 102** (CUSIP Number) Mr. Sheng Chen Guanjie Building, Southeast 1st Floor, 10# Jiuxianqiao East Road Chaoyang District, Beijin

August 22, 2024 EX-99.33

LETTER AGREEMENT

EX-99.33 2 tm2419660d1ex99-33.htm EXHIBIT 99.33 Exhibit 99.33 LETTER AGREEMENT This letter agreement (this “Letter Agreement”) is made on 21 August, 2024 between: 1. Mr. Sheng Chen, citizen of the PRC with ID Card No. 110108196807271450; 2. GenTao Capital Limited, a business company with limited liability incorporated under the Laws of British Virgin Islands; 3. Fast Horse Technology Limited, a bu

August 22, 2024 EX-99.33

LETTER AGREEMENT

EX-99.33 2 tm2422440d1ex99-33.htm EXHIBIT 99.33 Exhibit 99.33 LETTER AGREEMENT This letter agreement (this “Letter Agreement”) is made on 21 August, 2024 between: 1. Mr. Sheng Chen, citizen of the PRC with ID Card No.; 2. GenTao Capital Limited, a business company with limited liability incorporated under the Laws of British Virgin Islands; 3. Fast Horse Technology Limited, a business company with

August 22, 2024 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 August 2024 Commission File Number: 001-35

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 2024 Commission File Number: 001-35126 VNET Group, Inc. Guanjie Building, Southeast 1st Floor 10# Jiuxianqiao East Road Chaoyang District Beijing 100016 The People’s Republic of China (

July 30, 2024 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 July 2024 Commission File Number: 001-3512

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 July 2024 Commission File Number: 001-35126 VNET Group, Inc. Guanjie Building, Southeast 1st Floor 10# Jiuxianqiao East Road Chaoyang District Beijing 100016 The People’s Republic of China (Ad

July 30, 2024 EX-99.1

VNET Announces Change to Board Composition

Exhibit 99.1 VNET Announces Change to Board Composition BEIJING, July 30, 2024 /PRNewswire/ - VNET Group, Inc. (Nasdaq: VNET) (“VNET” or the “Company”), a leading carrier- and cloud-neutral internet data center services provider in China, today announced the resignation of Mr. Erhfei Liu as an independent director of the Company's board of directors (the "Board"), effective July 24, 2024. Mr. Liu

July 23, 2024 CORRESP

2

July 23, 2024 VIA CORRESPONDENCE Division of Corporation Finance Office of Trade & Services Securities and Exchange Commission 100 F Street, N.

July 11, 2024 EX-99.1

VNET Announces Receipt of Withdrawal of Non-binding Offer by Mr. Josh Sheng Chen and Termination of Discussion on Potential Going-Private Transactions

Exhibit 99.1 VNET Announces Receipt of Withdrawal of Non-binding Offer by Mr. Josh Sheng Chen and Termination of Discussion on Potential Going-Private Transactions BEIJING, July 11, 2024 /PRNewswire/ - VNET Group, Inc. (Nasdaq: VNET) (“VNET” or the “Company”), a leading carrier- and cloud-neutral internet data center services provider in China, today announced that the special committee of the Com

July 11, 2024 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 July 2024 Commission File Number: 001-3512

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 July 2024 Commission File Number: 001-35126 VNET Group, Inc. Guanjie Building, Southeast 1st Floor 10# Jiuxianqiao East Road Chaoyang District Beijing 100016 The People’s Republic of China (Ad

July 8, 2024 EX-99.26

FAST HORSE TECHNOLOGY LIMITED as Chargor IN FAVOUR OF SHINING RICH HOLDINGS LIMITED as Investor

EX-99.26 6 tm2418852d1ex99-26.htm EXHIBIT 99.26 Exhibit 99.26 EXECUTION VERSION Dated 5th day of July 2024 FAST HORSE TECHNOLOGY LIMITED as Chargor IN FAVOUR OF SHINING RICH HOLDINGS LIMITED 耀富控股有限公司 as Investor CHARGE OVER SHARES THIS DEED is made on the 5th day of July 2024 BY: FAST HORSE TECHNOLOGY LIMITED, a BVI business company incorporated under the laws of the British Virgin Islands with li

July 8, 2024 EX-99.23

Dated the 28th day of June 2024 GENTAO CAPITAL LIMITED (as Issuer) BEACON CAPITAL GROUP INC. (as BVI-1) BOLD ALLY (CAYMAN) LIMITED (as Existing Facility Lender) SHINING RICH HOLDINGS LIMITED (as Investor)

EX-99.23 3 tm2418852d1ex99-23.htm EXHIBIT 99.23 Exhibit 99.23 EXECUTION VERSION Dated the 28th day of June 2024 GENTAO CAPITAL LIMITED (as Issuer) and BEACON CAPITAL GROUP INC. (as BVI-1) and BOLD ALLY (CAYMAN) LIMITED (as Existing Facility Lender) and SHINING RICH HOLDINGS LIMITED 耀富控股有限公司 (as Investor) DEED OF UNDERTAKING This deed of undertaking (this “Deed”) is executed on the 28th day of June

July 8, 2024 SC 13D/A

VNET / VNET Group, Inc. - Depositary Receipt (Common Stock) / Chen Sheng - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 8)* VNET Group, Inc. (Name of Issuer) Class A Ordinary Shares, Par Value US$0.00001 Per Share (Title of Class of Securities) G91458 102** (CUSIP Number) Mr. Sheng Chen Guanjie Building, Southeast 1st Floor, 10# Jiuxianqiao East Road Chaoyang District, Beijin

July 8, 2024 EX-99.28

CHEN SHENG as Chargor IN FAVOUR OF SHINING RICH HOLDINGS LIMITED as Investor

EX-99.28 8 tm2418852d1ex99-28.htm EXHIBIT 99.28 Exhibit 99.28 EXECUTION VERSION Dated 5th day of July 2024 CHEN SHENG (陈升) as Chargor IN FAVOUR OF SHINING RICH HOLDINGS LIMITED 耀富控股有限公司 as Investor CHARGE OVER SHARES in relation to shares in GENTAO CAPITAL LIMITED THIS DEED is made on the 5th day of July 2024 BY: CHEN SHENG ( 陈 升 ), a citizen of the PRC with passport number [*****] and PRC Identit

July 8, 2024 EX-99.32

LISTCO ACKNOWLEDGEMENT LETTER

EX-99.32 12 tm2418852d1ex99-32.htm EXHIBIT 99.32 Exhibit 99.32 EXECUTION VERSION LISTCO ACKNOWLEDGEMENT LETTER THIS DEED is made on     5 July 2024 AMONG VNET GROUP, INC., an exempted company incorporated with limited liability under the laws of the Cayman Islands with company number 232198 and its registered office at Maples Corporate Services Limited, P.O. Box 309, Ugland House, Grand Cayman, KY

July 8, 2024 EX-99.22

Dated 28th day of June 2024 GENTAO CAPITAL LIMITED (as Issuer) CHEN SHENG (as Guarantor) and BEACON CAPITAL GROUP INC. FAST HORSE TECHNOLOGY LIMITED SUNRISE CORPORATE HOLDING LTD. (as BVI Cos) SHINING RICH HOLDINGS LIMITED (as Investor) SUBSCRIPTION

EX-99.22 2 tm2418852d1ex99-22.htm EXHIBIT 99.22 Exhibit 99.22 EXECUTION VERSION Dated 28th day of June 2024 GENTAO CAPITAL LIMITED (as Issuer) and CHEN SHENG (陈升) (as Guarantor) and BEACON CAPITAL GROUP INC. and FAST HORSE TECHNOLOGY LIMITED and SUNRISE CORPORATE HOLDING LTD. (as BVI Cos) and SHINING RICH HOLDINGS LIMITED 耀富控股有限公司 (as Investor) SUBSCRIPTION AGREEMENT relating to 12 PER CENT. SECUR

July 8, 2024 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 July 2024 Commission File Number: 001-3512

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 July 2024 Commission File Number: 001-35126 VNET Group, Inc. Guanjie Building, Southeast 1st Floor 10# Jiuxianqiao East Road Chaoyang District Beijing 100016 The People’s Republic of China (Ad

July 8, 2024 EX-99.27

SUNRISE CORPORATE HOLDING LTD. as Chargor IN FAVOUR OF SHINING RICH HOLDINGS LIMITED as Investor

EX-99.27 7 tm2418852d1ex99-27.htm EXHIBIT 99.27 Exhibit 99.27 EXECUTION VERSION Dated 5th day of July 2024 SUNRISE CORPORATE HOLDING LTD. as Chargor IN FAVOUR OF SHINING RICH HOLDINGS LIMITED 耀富控股有限公司 as Investor CHARGE OVER SHARES THIS DEED is made on the 5th day of July 2024 BY: SUNRISE CORPORATE HOLDING LTD., a BVI business company incorporated under the laws of the British Virgin Islands with

July 8, 2024 EX-99.25

BEACON CAPITAL GROUP INC. as Chargor IN FAVOUR OF SHINING RICH HOLDINGS LIMITED as Investor

EX-99.25 5 tm2418852d1ex99-25.htm EXHIBIT 99.25 Exhibit 99.25 EXECUTION VERSION Dated 5th day of July 2024 BEACON CAPITAL GROUP INC. as Chargor IN FAVOUR OF SHINING RICH HOLDINGS LIMITED 耀富控股有限公司 as Investor CHARGE OVER SHARES THIS DEED is made on the 5th day of July 2024 BY: BEACON CAPITAL GROUP INC., a BVI business company incorporated under the laws of the British Virgin Islands with limited li

July 8, 2024 EX-99.1

VNET Announces Certain Updates Regarding the Refinancing of the Founder’s Personal Loan

Exhibit 99.1 VNET Announces Certain Updates Regarding the Refinancing of the Founder’s Personal Loan BEIJING, July 8, 2024 /PRNewswire/ - VNET Group, Inc. (Nasdaq: VNET) (“VNET” or the “Company”), a leading carrier- and cloud-neutral internet data center services provider in China, today announced the refinancing of the margin loan facility provided by Bold Ally (Cayman) Limited (the “Bold Ally Lo

July 8, 2024 EX-99.31

Dated 5th day of July 2024 CHEN SHENG as Chargor IN FAVOUR OF SHINING RICH HOLDINGS LIMITED as Investor CHARGE OVER SHARES in relation to shares in SUNRISE CORPORATE HOLDING LTD.

EX-99.31 11 tm2418852d1ex99-31.htm EXHIBIT 99.31 Exhibit 99.31 EXECUTION VERSION Dated 5th day of July 2024 CHEN SHENG (陈升) as Chargor IN FAVOUR OF SHINING RICH HOLDINGS LIMITED 耀富控股有限公司 as Investor CHARGE OVER SHARES in relation to shares in SUNRISE CORPORATE HOLDING LTD. THIS DEED is made on the 5th day of July 2024 BY: CHEN SHENG ( 陈 升 ), a citizen of the PRC with passport number [*****] and PR

July 8, 2024 EX-99.29

CHEN SHENG as Chargor IN FAVOUR OF SHINING RICH HOLDINGS LIMITED as Investor

EX-99.29 9 tm2418852d1ex99-29.htm EXHIBIT 99.29 Exhibit 99.29 EXECUTION VERSION Dated 5th day of July 2024 CHEN SHENG (陈升) as Chargor IN FAVOUR OF SHINING RICH HOLDINGS LIMITED 耀富控股有限公司 as Investor CHARGE OVER SHARES in relation to shares in BEACON CAPITAL GROUP INC. THIS DEED is made on the 5th day of July 2024 BY: CHEN SHENG ( 陈 升 ), a citizen of the PRC with passport number [*****] and PRC Iden

July 8, 2024 EX-99.30

Dated 5th day of July 2024 CHEN SHENG as Chargor IN FAVOUR OF SHINING RICH HOLDINGS LIMITED as Investor CHARGE OVER SHARES in relation to shares in FAST HORSE TECHNOLOGY LIMITED

EX-99.30 10 tm2418852d1ex99-30.htm EXHIBIT 99.30 Exhibit 99.30 EXECUTION VERSION Dated 5th day of July 2024 CHEN SHENG (陈升) as Chargor IN FAVOUR OF SHINING RICH HOLDINGS LIMITED 耀富控股有限公司 as Investor CHARGE OVER SHARES in relation to shares in FAST HORSE TECHNOLOGY LIMITED THIS DEED is made on the 5th day of July 2024 BY: CHEN SHENG ( 陈 升 ), a citizen of the PRC with passport number [*****] and PRC

July 8, 2024 EX-99.24

GENTAO CAPITAL LIMITED as Chargor IN FAVOUR OF SHINING RICH HOLDINGS LIMITED as Investor

EX-99.24 4 tm2418852d1ex99-24.htm EXHIBIT 99.24 Exhibit 99.24 EXECUTION VERSION Dated 5th day of July 2024 GENTAO CAPITAL LIMITED as Chargor IN FAVOUR OF SHINING RICH HOLDINGS LIMITED 耀富控股有限公司 as Investor CHARGE OVER SHARES THIS DEED is made on the 5th day of July 2024 BY: GENTAO CAPITAL LIMITED, a BVI business company incorporated under the laws of the British Virgin Islands with limited liabilit

June 24, 2024 CORRESP

***

June 24, 2024 VIA CORRESPONDENCE Division of Corporation Finance Office of Trade & Services Securities and Exchange Commission 100 F Street, N.

May 29, 2024 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 2024 Commission File Number: 001-35126

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: 001-35126 VNET Group, Inc. Guanjie Building, Southeast 1st Floor 10# Jiuxianqiao East Road Chaoyang District Beijing 100016 The People’s Republic of China (Add

May 29, 2024 EX-99.1

VNET Reports Unaudited First Quarter 2024 Financial Results

Exhibit 99.1 VNET Reports Unaudited First Quarter 2024 Financial Results BEIJING, May 29, 2024 /PRNewswire/ - VNET Group, Inc. (Nasdaq: VNET) (“VNET” or the “Company”), a leading carrier- and cloud-neutral internet data center services provider in China, today announced its unaudited financial results for the first quarter ended March 31, 2024. “2024 is off to a promising start thanks to continued

April 26, 2024 EX-4.28

Power of Attorney

Exhibit 4.28 Power of Attorney The undersigned, Shanghai Zhiyan Yunwei Technology Co., Ltd., as a holder of 100% of registered capital (the “Target Shares”) of Shanghai Rongyan Cloud Technology Co., Ltd. (the “Company” or “VIE”), agrees on April 22, 2024 to grant the rights of, in and to its shareholding of the Target Shares in the Company to The listed company group (the “VNET Group, Inc.”) or th

April 26, 2024 EX-4.12

Equity Pledge Agreement

Exhibit 4.12 Equity Pledge Agreement This Equity Pledge Agreement (this “Agreement”) is entered into between the following parties (the “Parties”) on April 22, 2024 in Beijing, the People’s Republic of China (hereinafter referred to as the “PRC” or “China”, and for the purpose of this Agreement, excluding Hong Kong Special Administrative Region, Macao Special Administrative Region and Taiwan): Par

April 26, 2024 EX-4.13

Power of Attorney

Exhibit 4.13 Power of Attorney The undersigned, Chen Sheng, as a holder of RMB 950,000 of registered capital (the “Target Shares”) of HuLianXinCheng Network Technology (Beijing) Co., Ltd. (the “Company” or “VIE”), agrees on April 22, 2024 to grant the rights of, in and to my shareholding of the Target Shares in the Company to the listed company group (the “VNET Group, Inc.”) or the person(s) desig

April 26, 2024 EX-12.2

Certification by the 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, Qiyu Wang, Chief Financial Officer, certify that: 1. I have reviewed this annual report on Form 20-F of VNET Group, Inc. (the “Company”); 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 t

April 26, 2024 EX-4.43

Supplementary Agreement to the Exclusive Consultation and Service Agreement

Exhibit 4.43 Supplementary Agreement to the Exclusive Consultation and Service Agreement This Supplementary Agreement to the Exclusive Consultation and Service Agreement (the “Agreement”) is entered into between the following Parties (the “Parties”) on July 30, 2013. Party A: Joytone Infotech Co., Ltd. Address: Room 1505, Science and Technology Plaza, Qianjin East Road, Kunshan Development Zone, J

April 26, 2024 EX-4.41

Exclusive Consultation and Service Agreement

Exhibit 4.41 Exclusive Consultation and Service Agreement This Exclusive Consultation and Service Agreement (the “Agreement”) is entered into between the following Parties (the “Parties”) on October 30, 2012 in Beijing, the People’s Republic of China (hereinafter referred to as the “PRC” or “China”): Party A: Joytone Infotech Co., Ltd. Address: Room 1505, Science and Technology Plaza, Qianjin East

April 26, 2024 EX-4.5

Power of Attorney

Exhibit 4.5 Power of Attorney The undersigned, Chen Sheng, as a holder of RMB 57,000,000 of registered capital (the “Target Shares”) of Beijing Yiyun Network Technology Co., Ltd. (the “Company” or “VIE”), agrees on April 22, 2024 to grant the rights of, in and to my shareholding of the Target Shares in the Company to the listed company group (the “VNET Group, Inc.”) or the person(s) designated by

April 26, 2024 EX-4.4

Equity Pledge Agreement

Exhibit 4.4 Equity Pledge Agreement This Equity Pledge Agreement (this “Agreement”) is entered into between the following parties (the “Parties”) on April 22, 2024 in Beijing, the People’s Republic of China (hereinafter referred to as the “PRC” or “China”, and for the purpose of this Agreement, excluding Hong Kong Special Administrative Region, Macao Special Administrative Region and Taiwan): Part

April 26, 2024 20-F

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

April 26, 2024 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: 001-3512

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: 001-35126 VNET Group, Inc. Guanjie Building, Southeast 1st Floor 10# Jiuxianqiao East Road Chaoyang District Beijing 100016 The People’s Republic of China (Ad

April 26, 2024 EX-4.14

Exclusive Consultation and Service Agreement

Exhibit 4.14 Exclusive Consultation and Service Agreement This Exclusive Consultation and Service Agreement (the “Agreement”) is entered into between the following Parties (the “Parties”) on April 22, 2024 in Beijing, the People’s Republic of China (hereinafter referred to as the “PRC” or “China”, and for the purpose of this Agreement, excluding Hong Kong Special Administrative Region, Macao Speci

April 26, 2024 EX-4.6

Exclusive Consultation and Service Agreement

Exhibit 4.6 Exclusive Consultation and Service Agreement This Exclusive Consultation and Service Agreement (the “Agreement”) is entered into between the following Parties (the “Parties”) on April 22, 2024 in Beijing, the People’s Republic of China (hereinafter referred to as the “PRC” or “China”, and for the purpose of this Agreement, excluding Hong Kong Special Administrative Region, Macao Specia

April 26, 2024 EX-15.1

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Exhibit 15.1 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in the following Registration Statements of VNET Group, Inc.: i) Form S-8 No. 333-177273, pertaining to the 2010 Share Incentive Plan; ii) Form S-8 No. 333-187695, pertaining to the 2010 Share Incentive Plan, as amended; iii) Form S-8 No. 333-197495, pertaining to the 2014 Share Incen

April 26, 2024 EX-4.42

Amended and Restated Equity Option Agreement

Exhibit 4.42 Amended and Restated Equity Option Agreement This Amended and Restated Equity Option Agreement (this “Agreement”) is made on July 18, 2019 by and among the following parties: Party A: iJoy Holding Limited, a limited liability company incorporated and existing under the laws of the British Virgin Islands, with its registered address at Akara Bldg., 24 De Castro Street, Wickhams Cay 1,

April 26, 2024 EX-4.38

Loan Agreement

Exhibit 4.38 Loan Agreement This Loan Agreement (the “Agreement”) is made and entered into by and between the Parties below as of October 30, 2012: Joytone Infotech Co., Ltd. (the “Lender”), with its registered address at Room 1505, Science and Technology Plaza, Qianjin East Road, Kunshan Development Zone, Jiangsu; Peng Yang (the “Borrower”), with Identification No.: . Each of the Lender and the B

April 26, 2024 EX-97

VNET GROUP, INC. INCENTIVE COMPENSATION RECOUPMENT POLICY

Exhibit 97 VNET GROUP, INC. INCENTIVE COMPENSATION RECOUPMENT POLICY 1.INTRODUCTION The Board of Directors (the “Board”) of VNET Group, Inc., a company incorporated in the Cayman Islands (the “Company”), has determined that it is in the best interests of the Company and its shareholders to adopt this Incentive Compensation Recoupment Policy (this “Policy”) providing for the Company’s recoupment of

April 26, 2024 EX-4.40

Power of Attorney

Exhibit 4.40 Power of Attorney The undersigned, Peng Yang, a citizen of the People’s Republic of China (“China” or the “PRC”) whose Identification Card No. is ., and a holder of 4.9% of the equity interest (corresponding to 10,080,000 RMB registered capital) of Beijing iJoy Information Technology Co., Ltd. (the “Company”) as of the date of this Power of Attorney, hereby irrevocably authorize and e

April 26, 2024 EX-4.27

Equity Pledge Agreement

Exhibit 4.27 Equity Pledge Agreement This Equity Pledge Agreement (this “Agreement”) is entered into between the following parties (the “Parties”) on April 22, 2024 in Beijing, the People’s Republic of China (hereinafter referred to as the “PRC” or “China”, and for the purpose of this Agreement, excluding Hong Kong Special Administrative Region, Macao Special Administrative Region and Taiwan): Par

April 26, 2024 EX-4.29

Exclusive Consultation and Service Agreement

Exhibit 4.29 Exclusive Consultation and Service Agreement This Exclusive Consultation and Service Agreement (the “Agreement”) is entered into between the following Parties (the “Parties”) on April 22, 2024 in Beijing, the People’s Republic of China (hereinafter referred to as the “PRC” or “China”, and for the purpose of this Agreement, excluding Hong Kong Special Administrative Region, Macao Speci

April 26, 2024 EX-4.11

Loan Agreement

Exhibit 4.11 Loan Agreement This Loan Agreement (the “Agreement”) is entered into by and between the following parties (the “Parties”) in Beijing, the People’s Republic of China (excluding the Hong Kong SAR, the Macao SAR and Taiwan solely for the purposes of this Agreement, hereinafter referred to as the “PRC”) on April 22, 2024: (1) Abitcool (China) Broadband Inc. (the “Lender”), a wholly foreig

April 26, 2024 EX-99.1

VNET Files Its Annual Report on Form 20-F for Fiscal Year 2023

Exhibit 99.1 VNET Files Its Annual Report on Form 20-F for Fiscal Year 2023 BEIJING, April 26, 2024 /PRNewswire/ - VNET Group, Inc. (NASDAQ: VNET) (“VNET” or the “Company”),‎ a leading carrier- and cloud-neutral Internet data center services provider in China, today announced that it filed its annual report on Form 20-F for the fiscal year ended December 31, 2023 with the Securities and Exchange C

April 26, 2024 EX-4.30

Equity Option Agreement

Exhibit 4.30 Equity Option Agreement This Equity Option Agreement (this “Agreement”) is made on April 22, 2024 in Beijing, the People’s Republic of China (hereinafter referred to as the “PRC” or “China”, and for the purpose of this Agreement, excluding Hong Kong Special Administrative Region, Macao Special Administrative Region and Taiwan) by and among the following Parties (the “Parties”): Party

April 26, 2024 EX-15.2

Consent of Independent Registered Public Accounting Firm

Exhibit 15.2 Consent of Independent Registered Public Accounting Firm We consent to the incorporation by reference in the registration statements (No. 333-177273, 333-187695, 333-197495, 333-208121, 333-222521 and 333-251568) on Form S-8 of our reports dated April 26, 2024, with respect to the consolidated financial statements of VNET Group, Inc. and the effectiveness of internal control over fina

April 26, 2024 EX-15.3

Consent of Han Kun Law Offices

Exhibit 15.3 Consent of Han Kun Law Offices To: VNET Group, Inc. Guanjie Building Southeast 1st Floor, 10# Jiuxianqiao East Road Chaoyang District, Beijing 100016 the People’s Republic of China Date: April 26, 2024 Dear Sirs, We consent to the reference to our firm under the headings “Item 3.D—Risk Factors,” “Item 4.B—Business Overview—Regulation,” “Item 4.C— Organizational Structure—Contractual A

April 26, 2024 EX-13.1

Certification by the 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 VNET Group, Inc. (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 (the “Report”), I, Sheng Chen, Interim Chief Executive Officer of the Company, certif

April 26, 2024 EX-4.3

Loan Agreement

Exhibit 4.3 Loan Agreement This Loan Agreement (the “Agreement”) is entered into by and between the following parties (the “Parties”) in Beijing, the People’s Republic of China (excluding the Hong Kong SAR, the Macao SAR and Taiwan solely for the purposes of this Agreement, hereinafter referred to as the “PRC”) on April 22, 2024: (1) VNET Data Center Co., Ltd.(the “Lender”), a wholly foreign-owned

April 26, 2024 EX-4.7

Equity Option Agreement

Exhibit 4.7 Equity Option Agreement This Equity Option Agreement (this “Agreement”) is made on April 22, 2024 in Beijing, the People’s Republic of China (hereinafter referred to as the “PRC” or “China”, and for the purpose of this Agreement, excluding Hong Kong Special Administrative Region, Macao Special Administrative Region and Taiwan) by and among the following Parties (the “Parties”): Party A

April 26, 2024 EX-4.15

Equity Option Agreement

Exhibit 4.15 Equity Option Agreement This Equity Option Agreement (this “Agreement”) is made on April 22, 2024 in Beijing, the People’s Republic of China (hereinafter referred to as the “PRC” or “China”, and for the purpose of this Agreement, excluding Hong Kong Special Administrative Region, Macao Special Administrative Region and Taiwan) by and among the following Parties (the “Parties”): Party

April 26, 2024 EX-2.5

Description of Rights of Each Class of Securities Registered under Section 12 of the Securities Exchange Act of 1934 (the “Exchange Act”)

Exhibit 2.5 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 ADSs representing six Class A ordinary shares of VNET Group, Inc. (“VNET,” “we,” “our,” “our company,” or “us”) are listed and traded on the NASDAQ Global Select Market and, in connection therewith, the Class

April 26, 2024 EX-4.39

Amended and Restated Equity Pledge Agreement

Exhibit 4.39 Amended and Restated Equity Pledge Agreement This Amended and Restated Equity Pledge Agreement (hereinafter referred to as this “Agreement”) is executed in Beijing on July 18, 2019 by and between the following Parties (the “Parties”): Pledgee: Joytone Infotech Co., Ltd. Registered address: Room 1505, Science and Technology Plaza, Qianjin East Road, Kunshan Development Zone, Jiangsu Pl

April 26, 2024 EX-12.1

Certification by the 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, Sheng Chen, Interim Chief Executive Officer, certify that: 1.I have reviewed this annual report on Form 20-F of VNET Group, Inc. (the “Company”); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact nec

April 26, 2024 EX-13.2

Certification by the 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 VNET Group, Inc. (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 (the “Report”), I, Qiyu Wang, Chief Financial Officer of the Company, certify, pursua

April 23, 2024 EX-99.1

VNET Announces Changes to Leadership Team

Exhibit 99.1 VNET Announces Changes to Leadership Team BEIJING, April 22, 2024 /PRNewswire/ - VNET Group, Inc. (Nasdaq: VNET) (“VNET” or the “Company”), a leading carrier- and cloud-neutral internet data center services provider in China, today announced that Mr. Jeff Dong has resigned from his position as the Company’s Chief Executive Officer due to personal reasons. Mr. Josh Sheng Chen, Founder

April 23, 2024 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: 001-351

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: 001-35126 VNET Group, Inc. Guanjie Building, Southeast 1st Floor 10# Jiuxianqiao East Road Chaoyang District Beijing 100016 The People’s Republic of China (A

March 27, 2024 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: 001-351

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: 001-35126 VNET Group, Inc. Guanjie Building, Southeast 1st Floor 10# Jiuxianqiao East Road Chaoyang District Beijing 100016 The People’s Republic of China (A

March 27, 2024 EX-99.1

VNET Reports Unaudited Fourth Quarter and Full Year 2023 Financial Results

Exhibit 99.1 VNET Reports Unaudited Fourth Quarter and Full Year 2023 Financial Results BEIJING, March 27, 2024 /PRNewswire/ - VNET Group, Inc. (Nasdaq: VNET) (“VNET” or the “Company”), a leading carrier- and cloud-neutral internet data center services provider in China, today announced its unaudited financial results for the fourth quarter and full year ended December 31, 2023. “Throughout 2023,

February 23, 2024 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 February 2024 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 February 2024 Commission File Number: 001-35126 VNET Group, Inc. Guanjie Building, Southeast 1st Floor 10# Jiuxianqiao East Road Chaoyang District Beijing 100016 The People’s Republic of China

February 23, 2024 EX-99.1

VNET Announces Change in Leadership Team

Exhibit 99.1 VNET Announces Change in Leadership Team BEIJING, February 23, 2024 —VNET Group, Inc. (Nasdaq: VNET) (“VNET” or the “Company”), a leading carrier- and cloud-neutral internet data center services provider in China, today announced that Mr. Tim Chen has tendered his resignation as the Chief Strategy Officer of VNET Group, Inc. (the "Company") due to personal reasons, effective February

February 14, 2024 SC 13G/A

VNET / VNET Group, Inc. - Depositary Receipt (Common Stock) / Samarra Co Ltd - SC 13G/A Passive Investment

SC 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.

February 14, 2024 EX-99.1

JOINT FILING AGREEMENT

EX-99.1 2 d745717dex991.htm EX-99.1 EXHIBIT 1 JOINT FILING AGREEMENT Pursuant to and in accordance with the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (the “Exchange Act”) the undersigned hereby agree to the joint filing on behalf of each of them of any filing required by such party under Section 13 of the Exchange Act or any rule or regulation thereunder

February 13, 2024 SC 13G/A

VNET / VNET Group, Inc. - Depositary Receipt (Common Stock) / SUMITOMO MITSUI FINANCIAL GROUP, INC. - SCHEDULE 13G AMENDMENT NO. 2 Passive Investment

SCHEDULE 13G Amendment No. 2 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2*) VNET Group, Inc. (Name of Issuer) Class A Ordinary Shares, par value $0.00001 per share (Title of Class of Securities) 90138A103** (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) Check

February 13, 2024 SC 13G/A

VNET / VNET Group, Inc. - Depositary Receipt (Common Stock) / Ares Management GP LLC - SC 13G/A Passive Investment

SC 13G/A 1 tm245820d1sc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1) VNET Group, Inc. (Name of Issuer) Class A Ordinary Shares, par value US$0.00001 per share (Title of Class of Securities) 90138A103** (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Sta

February 13, 2024 EX-99.1

JOINT FILING AGREEMENT

Exhibit 1 Exhibit 1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree that only one statement containing the information required by Schedule 13G and any further amendments thereto need to be filed with respect to the beneficial ownership by each of the undersigned of Class A Ordinary Share, $0.

February 13, 2024 SC 13G/A

VNET / VNET Group, Inc. - Depositary Receipt (Common Stock) / GIC Private Ltd - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 6) * VNET Group, Inc. (Name of Issuer) Class A ordinary shares, par value US$0.00001 per share (Title of Class of Securities) 90138A103 ** (CUSIP Number) December 31, 2023 (Date of the Event Which Requires Filing of this Statement) Check the appropriate box

February 6, 2024 SC 13D/A

VNET / VNET Group, Inc. - Depositary Receipt (Common Stock) / Chen Sheng - SC 13D/A Activist Investment

SC 13D/A 1 tm245197d1sc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 7)* VNET Group, Inc. (Name of Issuer) Class A Ordinary Shares, Par Value US$0.00001 Per Share (Title of Class of Securities) G91458 102** (CUSIP Number) Mr. Sheng Chen Guanjie Building, Southeast 1st Floor, 10# Jiuxia

February 6, 2024 EX-99.21

JOINT FILING AGREEMENT

EX-99.21 2 tm245197d1ex99-21.htm EXHIBIT 99.21 Exhibit 99.21 JOINT FILING AGREEMENT Pursuant to and in accordance with the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (the “Exchange Act”), the undersigned hereby agree to the joint filing on behalf of each of them of any filing required by such party under Section 13 of the Exchange Act or any rule or regul

February 5, 2024 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 February 2024 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 February 2024 Commission File Number: 001-35126 VNET Group, Inc. Guanjie Building, Southeast 1st Floor 10# Jiuxianqiao East Road Chaoyang District Beijing 100016 The People’s Republic of China

February 5, 2024 EX-99.1

VNET Announces the Completion of the Repurchase Right Offer for Its 0.00% Convertible Senior Notes due 2026

Exhibit 99.1 VNET Announces the Completion of the Repurchase Right Offer for Its 0.00% Convertible Senior Notes due 2026 BEIJING, February 5, 2024 —VNET Group, Inc. (Nasdaq: VNET) (“VNET” or the “Company”), a leading carrier- and cloud-neutral internet data center services provider in China, today announced the completion of its previously announced repurchase right offer relating to its 0.00% Con

February 1, 2024 EX-12.2

Certification by the 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, Qiyu Wang, certify that: 1. I have reviewed this annual report on Form 20-F, as amended by Amendment No. 1 thereto, of VNET Group, Inc. (the “Company”); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material f

February 1, 2024 EX-12.1

Certification by the 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, Jie Dong, certify that: 1. I have reviewed this annual report on Form 20-F, as amended by Amendment No. 1 thereto, of VNET Group, Inc. (the “Company”); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fa

February 1, 2024 EX-13.2

Certification by the 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 VNET Group, Inc. (the “Company”) on Form 20-F for the year ended December 31, 2022 as filed with the Securities and Exchange Commission on April 26, 2023, as amended by Amendment No. 1 thereto (the “Report”), I, Qiyu Wang, Chief Financial O

February 1, 2024 20-F/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F/A (Amendment No.1)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F/A (Amendment No.1) (Mark One) ¨ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR x 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) OF

February 1, 2024 EX-1.1

THE COMPANIES ACT (AS REVISED) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES FIFTH amended AND restated Memorandum AND articles OF association VNET GROUP, INC. (adopted by a Special Resolution passed on January 9, 2024)

Exhibit 1.1 THE COMPANIES ACT (AS REVISED) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES FIFTH amended AND restated Memorandum AND articles OF association of VNET GROUP, INC. (adopted by a Special Resolution passed on January 9, 2024) THE COMPANIES ACT (AS REVISED) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES FIFTH amended AND restated MEMORANDUM of ASSOCIATION OF VNET GROUP, INC. (adopted by

February 1, 2024 EX-13.1

Certification by the 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 VNET Group, Inc. (the “Company”) on Form 20-F for the year ended December 31, 2022 as filed with the Securities and Exchange Commission on April 26, 2023, as amended by Amendment No. 1 thereto (the “Report”), I, Jie Dong, Chief Executive Of

January 31, 2024 EX-FILING FEES

Calculation of Filing Fee Tables Schedule TO (Form Type) VNET Group, Inc. (Name of Issuer) Table 1 – Transaction Valuation

Exhibit (b) Calculation of Filing Fee Tables Schedule TO (Form Type) VNET Group, Inc.

January 31, 2024 SC TO-I/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Amendment No. 3) (RULE 14d-100) TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 VNET Group, Inc. (Name of Subject Co

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Amendment No. 3) (RULE 14d-100) TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 VNET Group, Inc. (Name of Subject Company (Issuer)) VNET Group, Inc. (Name of Filing Person (Issuer)) 0.00% Convertible Senior Notes due 2026 (Title of Class of Securities) 90138V AB3 (C

January 31, 2024 EX-99.(A)(5)(B)

VNET Announces the Results of the Repurchase Right Offer for Its 0.00% Convertible Senior Notes due 2026

Exhibit (a)(5)(B) VNET Announces the Results of the Repurchase Right Offer for Its 0.

January 24, 2024 SC TO-I/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Amendment No. 2) (RULE 14d-100) TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 VNET Group, Inc. (Name of Subject Co

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Amendment No. 2) (RULE 14d-100) TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 VNET Group, Inc. (Name of Subject Company (Issuer)) VNET Group, Inc. (Name of Filing Person (Issuer)) 0.00% Convertible Senior Notes due 2026 (Title of Class of Securities) 90138V AB3 (C

January 24, 2024 EX-99.(A)(1)(B)

AMENDMENT NO. 2 VNET GROUP, INC. NOTICE OF REPURCHASE OF NOTES AT OPTION OF HOLDERS 0.00% CONVERTIBLE SENIOR NOTES DUE 2026 CUSIP No. 90138V AB3

Exhibit (a)(1)(B) AMENDMENT NO. 2 VNET GROUP, INC. NOTICE OF REPURCHASE OF NOTES AT OPTION OF HOLDERS 0.00% CONVERTIBLE SENIOR NOTES DUE 2026 CUSIP No. 90138V AB3 This Amendment No. 2 (this “Amendment No. 2”) further amends the information previously provided in Repurchase Right Notice, dated December 28, 2023 of VNET Group, Inc. (the “Company”), as subsequently amended and supplemented by the Ame

January 24, 2024 EX-FILING FEES

Calculation of Filing Fee Tables Schedule TO (Form Type) VNET Group, Inc. (Name of Issuer) Table 1 – Transaction Valuation

Exhibit (b) Calculation of Filing Fee Tables Schedule TO (Form Type) VNET Group, Inc.

January 23, 2024 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 January 2024 Commission File Number: 001-35

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 January 2024 Commission File Number: 001-35126 VNET Group, Inc. Guanjie Building, Southeast 1st Floor 10# Jiuxianqiao East Road Chaoyang District Beijing 100016 The People’s Republic of China (

January 23, 2024 EX-99.1

VNET GROUP, INC. 2020 SHARE INCENTIVE PLAN (the “Amendment”)

Exhibit 99.1 AMENDMENT TO VNET GROUP, INC. 2020 SHARE INCENTIVE PLAN (the “Amendment”) VNET Group, Inc., a company formed under the laws of the Cayman Islands (the “Company”), adopted the 2020 Share Incentive Plan on May 13, 2020 (the “Plan”) to attract and retain talents and provide incentive for outstanding performance. The board of directors of the Company (the “Board”) has determined that it w

January 16, 2024 EX-99.B(1)

dated 15 JANUARY 2024 VNET GROUP LIMITED (世紀互聯集團有限公司) as Company CNCB (HONG KONG) INVESTMENT LIMITED as Arranger CNCB (HONG KONG) INVESTMENT LIMITED as Facility Agent CNCB (HONG KONG) INVESTMENT LIMITED as Security Agent CNH200,000,000 TERM Facility

Exhibit b(1) EXECUTION VERSION dated 15 JANUARY 2024 VNET GROUP LIMITED (世紀互聯集團有限公司) as Company CNCB (HONG KONG) INVESTMENT LIMITED as Arranger CNCB (HONG KONG) INVESTMENT LIMITED as Facility Agent and CNCB (HONG KONG) INVESTMENT LIMITED as Security Agent CNH200,000,000 TERM Facility Agreement (WITH INCREASE OPTION) Baker & McKenzie 14th Floor, One Taikoo Place 979 King's Road, Quarry Bay Hong Kong SAR 香港鰂魚涌英皇道979號 太古坊一座14樓 www.

January 16, 2024 EX-99.(A)(1)(A)

AMENDMENT NO. 1 VNET GROUP, INC. NOTICE OF REPURCHASE OF NOTES AT OPTION OF HOLDERS 0.00% CONVERTIBLE SENIOR NOTES DUE 2026 CUSIP No. 90138V AB3

Exhibit (a)(1)(A) AMENDMENT NO. 1 VNET GROUP, INC. NOTICE OF REPURCHASE OF NOTES AT OPTION OF HOLDERS 0.00% CONVERTIBLE SENIOR NOTES DUE 2026 CUSIP No. 90138V AB3 This Amendment No. 1 (this “Amendment No. 1”) amends the information previously provided in Repurchase Right Notice, dated December 28, 2023 (the “Original Repurchase Right Notice”) of VNET Group, Inc. (the “Company”), whereby each Holde

January 16, 2024 EX-FILING FEES

Calculation of Filing Fee Tables Schedule TO (Form Type) VNET Group, Inc. (Name of Issuer) Table 1 – Transaction Valuation

Exhibit (b) Calculation of Filing Fee Tables Schedule TO (Form Type) VNET Group, Inc.

January 16, 2024 SC TO-I/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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 VNET Group, Inc. (Name of Subject Co

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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 VNET Group, Inc. (Name of Subject Company (Issuer)) VNET Group, Inc. (Name of Filing Person (Issuer)) 0.00% Convertible Senior Notes due 2026 (Title of Class of Securities) 90138V AB3 (C

January 10, 2024 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 January 2024 Commission File Number: 001-35

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 January 2024 Commission File Number: 001-35126 VNET Group, Inc. Guanjie Building, Southeast 1st Floor 10# Jiuxianqiao East Road Chaoyang District Beijing 100016 The People’s Republic of China (

January 10, 2024 EX-99.1

VNET Welcomes New Executive Director to Board

Exhibit 99.1 VNET Welcomes New Executive Director to Board BEIJING, January 10, 2024 /PRNewswire/ - VNET Group, Inc. (Nasdaq: VNET) (“VNET” or the “Company”), a leading carrier- and cloud-neutral internet data center services provider in China, today announced that its board of directors (the “Board”) has appointed Mr. Jianbiao Zhu as an executive director of the Company to serve as the co-chairma

January 10, 2024 CORRESP

* * *

VNET Group, Inc. Guanjie Building Southeast 1st Floor 10# Jiuxianqiao East Road Chaoyang District, Beijing, 100016 People’s Republic of China January 10, 2024 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance Disclosure Review Program 100 F Street, N.E. Washington, D.C. 20549 Attn: Mr. Eddie Kim Mr. Perry Hindin Re: VNET Group, Inc. (the “Company”) Responses to the

January 9, 2024 EX-99.1

VNET Announces Results of 2024 January Extraordinary General Meeting

Exhibit 99.1 VNET Announces Results of 2024 January Extraordinary General Meeting BEIJING, January 9, 2024 /PRNewswire/ – VNET Group, Inc. (Nasdaq: VNET) (“VNET” or the “Company”), a leading carrier- and cloud-neutral internet data center services provider in China, today announced the results of its extraordinary general meeting held on January 9, 2024, in Beijing. The Company’s shareholders adop

January 9, 2024 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 January 2024 Commission File Number: 001-35

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 January 2024 Commission File Number: 001-35126 VNET Group, Inc. Guanjie Building, Southeast 1st Floor 10# Jiuxianqiao East Road Chaoyang District Beijing 100016 The People’s Republic of China (

January 5, 2024 EX-99.3

VOTING AND CONSORTIUM AGREEMENT

Exhibit 99.3 Execution Version VOTING AND CONSORTIUM AGREEMENT THIS VOTING AND CONSORTIUM AGREEMENT (this “Agreement”) is made on November 16, 2023: BETWEEN: 1. Mr. Sheng Chen, citizen of the People’s Republic of China (the “PRC”) with ID Card No. 110108196807271450 (the “Founder”); 2. GenTao Capital Limited, a business company with limited liability incorporated under the Laws of British Virgin I

January 5, 2024 EX-99.1

INVESTMENT AGREEMENT

Exhibit 99.1 Execution Version INVESTMENT AGREEMENT This Investment Agreement (this “Agreement”) is made as of November 16, 2023, by and between: (1)          VNET Group, Inc., an exempted company with limited liability incorporated under the laws of the Cayman Islands (the “Company”); (2)          Success Flow International Investment Limited, a BVI Business Company incorporated under the Laws of

January 5, 2024 EX-99.2

Dated as of November 16, 2023 INVESTOR RIGHTS AGREEMENT by and among VNET GROUP, INC. SUCCESS FLOW INTERNATIONAL INVESTMENT LIMITED CHOICE FAITH GROUP HOLDINGS LIMITED Table of Contents

Exhibit 99.2 Execution Version Dated as of November 16, 2023 INVESTOR RIGHTS AGREEMENT by and among VNET GROUP, INC. and SUCCESS FLOW INTERNATIONAL INVESTMENT LIMITED and CHOICE FAITH GROUP HOLDINGS LIMITED Table of Contents Page Article I Registration Rights 1 Section 1.1 Application of Rights 1 Section 1.2 Demand Registration 2 Section 1.3 Piggyback Registration 4 Section 1.4 Form F-3 or Form S-

January 5, 2024 EX-99.4

SUPPLEMENTAL AGREEMENT TO VOTING AND CONSORTIUM AGREEMENT

Exhibit 99.4 SUPPLEMENTAL AGREEMENT TO VOTING AND CONSORTIUM AGREEMENT THIS SUPPLEMENTAL AGREEMENT (this “Supplemental Agreement”) is made on December 28, 2023, Hong Kong, AMONG: 1. Mr. Sheng Chen, citizen of the People’s Republic of China (the “PRC”) with ID Card No. 110108196807271450; 2. GenTao Capital Limited, a business company with limited liability incorporated under the Laws of British Vir

January 5, 2024 EX-99.5

AGREEMENT OF JOINT FILING

Exhibit 99.5 AGREEMENT OF JOINT FILING The parties listed below agree that the Schedule 13D to which this agreement is attached as an exhibit, and all further amendments thereto, shall be filed on behalf of each of them. This Agreement is intended to satisfy Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended. This Agreement may be executed in any number of counterparts, each of

January 5, 2024 SC 13D

VNET / VNET Group, Inc. - Depositary Receipt (Common Stock) / Shandong Hi-Speed Holdings Group Ltd - SC 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* VNET Group, Inc. (Name of Issuer) Class A Ordinary Shares, Par Value US$0.00001 Per Share (Title of Class of Securities) G91458 102(1) (CUSIP Number) Stanley Shi 38/F, The Center, 99 Queen’s Road Central, Central, Hong Kong SAR People’s Republic of China

January 3, 2024 CORRESP

* * *

VNET Group, Inc. Guanjie Building Southeast 1st Floor 10# Jiuxianqiao East Road Chaoyang District, Beijing, 100016 People’s Republic of China January 3, 2024 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance Disclosure Review Program 100 F Street, N.E. Washington, D.C. 20549 Attn: Mr. Charles Guidry Ms. Jennifer Gowetski Re: VNET Group, Inc. (the “Company”) Response

December 28, 2023 SC 13D/A

VNET / VNET Group, Inc. - Depositary Receipt (Common Stock) / Chen Sheng - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 6)* VNET Group, Inc. (Name of Issuer) Class A Ordinary Shares, Par Value US$0.00001 Per Share (Title of Class of Securities) G91458 102** (CUSIP Number) Mr. Sheng Chen Guanjie Building, Southeast 1st Floor, 10# Jiuxianqiao East Road Chaoyang District, Beijin

December 28, 2023 EX-99.(D)(5)

VOTING AND CONSORTIUM AGREEMENT

Exhibit (d)(5) Execution Version VOTING AND CONSORTIUM AGREEMENT THIS VOTING AND CONSORTIUM AGREEMENT (this “Agreement”) is made on November 16, 2023: BETWEEN: 1.

December 28, 2023 SC TO-I

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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 VNET Group, Inc. (Name of Subject Company (Issuer)) VN

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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 VNET Group, Inc. (Name of Subject Company (Issuer)) VNET Group, Inc. (Name of Filing Person (Issuer)) 0.00% Convertible Senior Notes due 2026 (Title of Class of Securities) 90138V AB3 (CUSIP Number of Cla

December 28, 2023 EX-99.(A)(5)(A)

2

Exhibit (a)(5)(A) VNET Announces the Completion of US$299 Million Strategic Investment from Shandong Hi-Speed Holdings Group Limited and the Repurchase Right Notification for 0.

December 28, 2023 EX-99.20

SUPPLEMENTAL AGREEMENT TO VOTING AND CONSORTIUM AGREEMENT

Exhibit 99.20 SUPPLEMENTAL AGREEMENT TO VOTING AND CONSORTIUM AGREEMENT THIS SUPPLEMENTAL AGREEMENT (this “Supplemental Agreement”) is made on December 28, 2023, Hong Kong, AMONG: 1. Mr. Sheng Chen, citizen of the People’s Republic of China (the “PRC”) with ID Card No. [******]; 2. GenTao Capital Limited, a business company with limited liability incorporated under the Laws of British Virgin Islan

December 28, 2023 EX-99.1

VNET Inks Strategic Partnership with Shandong Hi-Speed Holdings Group Limited

Exhibit 99.1 VNET Inks Strategic Partnership with Shandong Hi-Speed Holdings Group Limited BEIJING, December 28, 2023 — VNET Group, Inc. (Nasdaq: VNET) (“VNET” or the “Company”), a leading carrier- and cloud-neutral internet data center services provider in China, announced that it has entered into a strategic cooperation agreement (the “Agreement”) with Shandong Hi-Speed Holdings Group Limited (“

December 28, 2023 EX-99.(D)(2)

21Vianet Group, Inc., Citicorp International Limited, as Trustee SUPPLEMENTAL INDENTURE dated as of April 20, 2021 US$600,000,000 0.00% CONVERTIBLE SENIOR NOTES DUE 2026

Exhibit (d)(2) Execution Version 21Vianet Group, Inc., and Citicorp International Limited, as Trustee SUPPLEMENTAL INDENTURE dated as of April 20, 2021 US$600,000,000 0.00% CONVERTIBLE SENIOR NOTES DUE 2026 SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of April 20, 2021, between 21VIANET GROUP, INC., a Cayman Islands exempted company, as issuer (the “Company”) and CITICORP INTER

December 28, 2023 EX-FILING FEES

Calculation of Filing Fee Tables Schedule TO (Form Type) VNET Group, Inc. (Name of Issuer) Table 1 – Transaction Valuation Transaction Valuation Fee Rate Amount of Filing Fee Fees to Be Paid $ 600,000,000 (1) 0.01476 %(2) $ 88,560 (2) Fees Previously

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

December 28, 2023 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 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: 001-35126 VNET Group, Inc. Guanjie Building, Southeast 1st Floor 10# Jiuxianqiao East Road Chaoyang District Beijing 100016 The People’s Republic of China

December 28, 2023 EX-99.(A)(1)

VNET GROUP, INC. NOTICE OF REPURCHASE OF NOTES AT OPTION OF HOLDERS 0.00% CONVERTIBLE SENIOR NOTES DUE 2026 CUSIP No. 90138V AB3

Exhibit (a)(1) VNET GROUP, INC. NOTICE OF REPURCHASE OF NOTES AT OPTION OF HOLDERS 0.00% CONVERTIBLE SENIOR NOTES DUE 2026 CUSIP No. 90138V AB3 To the Holders of 0.00% Convertible Senior Notes due 2026 issued by VNET Group, Inc.: Ladies and Gentlemen: Reference is made to the Indenture dated as of January 26, 2021, as amended by a supplemental indenture dated as of April 20, 2021 (as amended, the

December 8, 2023 EX-99.2

VNET Group, Inc. (Incorporated in the Cayman Islands with limited liability) (Nasdaq Ticker: VNET) Form of Proxy for Extraordinary General Meeting to be held on January 9, 2024 (or any adjourned or postponed meeting thereof)

Exhibit 99.2 VNET Group, Inc. (Incorporated in the Cayman Islands with limited liability) (Nasdaq Ticker: VNET) Form of Proxy for Extraordinary General Meeting to be held on January 9, 2024 (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 directors of VNET Group, Inc., a Cayman Isl

December 8, 2023 EX-99.1

VNET Group, Inc. (Incorporated in the Cayman Islands with limited liability) (Nasdaq Ticker: VNET) NOTICE OF EXTRAORDINARY GENERAL MEETING To be held on January 9, 2024

Exhibit 99.1 VNET Group, Inc. (Incorporated in the Cayman Islands with limited liability) (Nasdaq Ticker: VNET) NOTICE OF EXTRAORDINARY GENERAL MEETING To be held on January 9, 2024 NOTICE IS HEREBY GIVEN that an extraordinary general meeting (the “EGM”) of VNET Group, Inc. (the “Company”) will be held at Guanjie Building Southeast 1st Floor, 10# Jiuxianqiao East Road, Chaoyang District, Beijing,

December 8, 2023 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 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: 001-35126 VNET Group, Inc. Guanjie Building, Southeast 1st Floor 10# Jiuxianqiao East Road Chaoyang District Beijing 100016 The People’s Republic of China

December 8, 2023 EX-99.3

Exhibit 99.3 Extraordinary General Meeting VNET Group, Inc. (formerly, 21Vianet Group, Inc.) (the “Company”) ADS CUSIP No.: 90138A103 and 90138A996 (Restricted). ADS Record Date: December 8, 2023. Meeting Specifics: Extraordinary General Meeting - Ja

Exhibit 99.3 Extraordinary General Meeting VNET Group, Inc. (formerly, 21Vianet Group, Inc.) (the “Company”) ADS CUSIP No.: 90138A103 and 90138A996 (Restricted). ADS Record Date: December 8, 2023. Meeting Specifics: Extraordinary General Meeting - January 9, 2024 at 10:00 A.M. (Beijing time) at Guanjie Building Southeast 1st Floor, 10# Jiuxianqiao East Road, Chaoyang District, Beijing, The People’

December 1, 2023 CORRESP

* * *

VNET Group, Inc. Guanjie Building Southeast 1st Floor 10# Jiuxianqiao East Road Chaoyang District, Beijing, 100016 People’s Republic of China December 1, 2023 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance Disclosure Review Program 100 F Street, N.E. Washington, D.C. 20549 Attn: Ms. Jennifer Gowetski Mr. Andrew Mew Re: VNET Group, Inc. (the “Company”) Responses t

November 16, 2023 EX-99.18

Dated as of November 16, 2023 INVESTOR RIGHTS AGREEMENT by and among VNET GROUP, INC. SUCCESS FLOW INTERNATIONAL INVESTMENT LIMITED CHOICE FAITH GROUP HOLDINGS LIMITED Table of Contents

EX-99.18 3 tm2330908d2ex99-18.htm EXHIBIT 99.18 Exhibit 99.18 Execution Version Dated as of November 16, 2023 INVESTOR RIGHTS AGREEMENT by and among VNET GROUP, INC. and SUCCESS FLOW INTERNATIONAL INVESTMENT LIMITED and CHOICE FAITH GROUP HOLDINGS LIMITED Table of Contents Page Article I Registration Rights 1 Section 1.1 Application of Rights 1 Section 1.2 Demand Registration 2 Section 1.3 Piggyba

November 16, 2023 EX-99.2

INVESTMENT AGREEMENT

Exhibit 99.2   Execution Version   Certain confidential information contained in this document has been omitted because VNET Group, Inc. has determined it is not material and would be competitively harmful if publicly disclosed. [**] indicates that information has been omitted.     INVESTMENT AGREEMENT   This Investment Agreement (this “Agreement”) is made as of November 16, 2023, by and between:

November 16, 2023 EX-99.17

INVESTMENT AGREEMENT

EX-99.17 2 tm2330908d2ex99-17.htm EXHIBIT 99.17 eeExhibit 99.17 Execution Version INVESTMENT AGREEMENT This Investment Agreement (this “Agreement”) is made as of November 16, 2023, by and between: (1)          VNET Group, Inc., an exempted company with limited liability incorporated under the laws of the Cayman Islands (the “Company”); (2)          Success Flow International Investment Limited, a

November 16, 2023 EX-99.3

Dated as of November 16, 2023

Exhibit 99.3    Execution Version   Certain confidential information contained in this document has been omitted because VNET Group, Inc. has determined it is not material and would be competitively harmful if publicly disclosed. [**] indicates that information has been omitted.   Dated as of November 16, 2023   INVESTOR RIGHTS AGREEMENT   by and among   VNET GROUP, INC.   and   SUCCESS FLOW INTER

November 16, 2023 EX-99.1

VNET Announces US$299 Million Strategic Investment from Shandong Hi-Speed Holdings Group Limited

Exhibit 99.1 VNET Announces US$299 Million Strategic Investment from Shandong Hi-Speed Holdings Group Limited BEIJING, November 16, 2023 /PRNewswire/ - VNET Group, Inc. (Nasdaq: VNET) (“VNET” or the “Company”), a leading carrier- and cloud-neutral internet data center services provider in China, today announced that Success Flow International Investment Limited (“Success Flow”) and Choice Faith Gr

November 16, 2023 SC 13D/A

VNET / VNET Group Inc - ADR / Chen Sheng - SC 13D/A Activist Investment

SC 13D/A 1 tm2330908d2sc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 5)* VNET Group, Inc. (Name of Issuer) Class A Ordinary Shares, Par Value US$0.00001 Per Share (Title of Class of Securities) G91458 102** (CUSIP Number) Mr. Sheng Chen Guanjie Building, Southeast 1st Floor, 10# Jiuxi

November 16, 2023 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 November 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 November 2023 Commission File Number: 001-35126 VNET Group, Inc. Guanjie Building, Southeast 1st Floor 10# Jiuxianqiao East Road Chaoyang District Beijing 100016 The People’s Republic of China

November 16, 2023 EX-99.19

VOTING AND CONSORTIUM AGREEMENT

EX-99.19 4 tm2330908d2ex99-19.htm EXHIBIT 99.19 Exhibit 99.19 Execution Version VOTING AND CONSORTIUM AGREEMENT THIS VOTING AND CONSORTIUM AGREEMENT (this “Agreement”) is made on November 16, 2023: BETWEEN: 1. Mr. Sheng Chen, citizen of the People’s Republic of China (the “PRC”) with ID Card No. [·] (the “Founder”); 2. GenTao Capital Limited, a business company with limited liability incorporated

November 15, 2023 EX-99.1

VNET Reports Unaudited Third Quarter 2023 Financial Results

Exhibit 99.1 VNET Reports Unaudited Third Quarter 2023 Financial Results BEIJING, November 15, 2023 /PRNewswire/ - VNET Group, Inc. (Nasdaq: VNET) (“VNET” or the “Company”), a leading carrier- and cloud-neutral internet data center services provider in China, today announced its unaudited financial results for the third quarter ended September 30, 2023. “We recorded another solid performance in th

November 15, 2023 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 November 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 November 2023 Commission File Number: 001-35126 VNET Group, Inc. Guanjie Building, Southeast 1st Floor 10# Jiuxianqiao East Road Chaoyang District Beijing 100016 The People’s Republic of China

October 5, 2023 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 2023 Commission File Number: 001-35

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 2023 Commission File Number: 001-35126 VNET Group, Inc. Guanjie Building, Southeast 1st Floor 10# Jiuxianqiao East Road Chaoyang District Beijing 100016 The People’s Republic of China (

October 5, 2023 EX-99.1

VNET Announces Results of 2023 Extraordinary General Meeting

Exhibit 99.1 VNET Announces Results of 2023 Extraordinary General Meeting BEIJING, October 5, 2023 /PRNewswire/ – VNET Group, Inc. (Nasdaq: VNET) (“VNET” or the “Company”), a leading carrier- and cloud-neutral internet data center services provider in China, today announced the results of its extraordinary general meeting held on October 5, 2023 in Beijing. The Company’s shareholders adopted the f

September 28, 2023 CORRESP

* * *

VNET Group, Inc. Guanjie Building Southeast 1st Floor 10# Jiuxianqiao East Road Chaoyang District, Beijing, 100016 People’s Republic of China September 28, 2023 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance Disclosure Review Program 100 F Street, N.E. Washington, D.C. 20549 Attn: Mr. Austin Pattan Ms. Jennifer Gowetski Re: VNET Group, Inc. (the “Company”) Respon

September 5, 2023 EX-99.1

VNET Group, Inc. (Incorporated in the Cayman Islands with limited liability) (Nasdaq Ticker: VNET) NOTICE OF EXTRAORDINARY GENERAL MEETING To be held on October 5, 2023

Exhibit 99.1 VNET Group, Inc. (Incorporated in the Cayman Islands with limited liability) (Nasdaq Ticker: VNET) NOTICE OF EXTRAORDINARY GENERAL MEETING To be held on October 5, 2023 NOTICE IS HEREBY GIVEN that an extraordinary general meeting (the “EGM”) of VNET Group, Inc. (the “Company”) will be held at Guanjie Building Southeast 1st Floor, 10# Jiuxianqiao East Road, Chaoyang District, Beijing,

September 5, 2023 EX-99.2

VNET Group, Inc. (Incorporated in the Cayman Islands with limited liability) (Nasdaq Ticker: VNET) Form of Proxy for Extraordinary General Meeting to be held on October 5, 2023 (or any adjourned or postponed meeting thereof)

Exhibit 99.2 VNET Group, Inc. (Incorporated in the Cayman Islands with limited liability) (Nasdaq Ticker: VNET) Form of Proxy for Extraordinary General Meeting to be held on October 5, 2023 (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 directors of VNET Group, Inc., a Cayman Isl

September 5, 2023 EX-99.3

Resolution 1 For Against Abstain Resolution 2 Signature 1 - Please keep signature within the line Signature 2 - Please keep signature within the line Date (mm/dd/yyyy) A Issues VNET Group, Inc. If this Voting Instructions Card is signed and timely re

Exhibit 99.3 Extraordinary General Meeting VNET Group, Inc. (formerly, 21Vianet Group, Inc.) (the “Company”) ADS CUSIP No.: 90138A103 and 90138A996 (Restricted). ADS Record Date: September 6, 2023. Meeting Specifics: Extraordinary General Meeting - October 5, 2023 at 10:00 A.M. (Beijing time) at Guanjie Building Southeast 1st Floor, 10# Jiuxianqiao East Road, Chaoyang District, Beijing, The People

September 5, 2023 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-

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: 001-35126 VNET Group, Inc. Guanjie Building, Southeast 1st Floor 10# Jiuxianqiao East Road Chaoyang District Beijing 100016 The People’s Republic of China

August 23, 2023 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 August 2023 Commission File Number: 001-351

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: 001-35126 VNET Group, Inc. Guanjie Building, Southeast 1st Floor 10# Jiuxianqiao East Road Chaoyang District Beijing 100016 The People’s Republic of China (A

August 23, 2023 EX-99.1

VNET Reports Unaudited Second Quarter 2023 Financial Results

Exhibit 99.1 VNET Reports Unaudited Second Quarter 2023 Financial Results BEIJING, August 23, 2023 /PRNewswire/ - VNET Group, Inc. (Nasdaq: VNET) (“VNET” or the “Company”), a leading carrier- and cloud-neutral internet data center services provider in China, today announced its unaudited financial results for the second quarter ended June 30, 2023. “During the second quarter of 2023, we delivered

August 1, 2023 SC 13D/A

VNET / VNET Group Inc - ADR / Chen Sheng - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION, Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 4)* VNET Group, Inc. (Name of Issuer) Class A Ordinary Shares, Par Value US$0.00001 Per Share (Title of Class of Securities) G91458 102** (CUSIP Number) Mr. Sheng Chen Guanjie Building, Southeast 1st Floor, 10# Jiuxianqiao East Road Chaoyang District, Beiji

July 28, 2023 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 July 2023 Commission File Number: 001-35126

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 July 2023 Commission File Number: 001-35126 VNET Group, Inc. Guanjie Building, Southeast 1st Floor 10# Jiuxianqiao East Road Chaoyang District Beijing 100016 The People’s Republic of China (Add

July 28, 2023 EX-99.1

VNET Announces Changes to Leadership Team

Exhibit 99.1 VNET Announces Changes to Leadership Team BEIJING, July 28, 2023 /PRNewswire/ - VNET Group, Inc. (Nasdaq: VNET) ("VNET" or the "Company"), a leading carrier- and cloud-neutral internet data center services provider in China, today announced that Mr. Tim Chen has been appointed as the Company's Chief Strategy Officer. Mr. Qiyu Wang, former Vice President of Finance, was promoted to suc

July 14, 2023 SC 13D/A

VNET / VNET Group Inc - ADR / Chen Sheng - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 3)* VNET Group, Inc. (Name of Issuer) Class A Ordinary Shares, Par Value US$0.00001 Per Share (Title of Class of Securities) G91458 102** (CUSIP Number) Mr. Sheng Chen Guanjie Building, Southeast 1st Floor, 10# Jiuxianqiao East Road Chaoyang District, Beijin

July 14, 2023 EX-99.16

Schedule A

Exhibit 99.16 Execution Version BY E-MAIL AND COURIER GenTao Capital Limited (“Borrower”) 10 Jiuxianqiao East Road Chaoyang District, Beijing 100016 Beacon Capital Group Inc. (“Beacon”) 10 Jiuxianqiao East Road Chaoyang District, Beijing 100016 Fast Horse Technology Limited (“Fast Horse”) 10 Jiuxianqiao East Road Chaoyang District, Beijing 100016 Sunrise Corporate Holding Ltd. (“Sunrise”) 10 Jiuxi

June 26, 2023 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: 001-35126

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: 001-35126 VNET Group, Inc. Guanjie Building, Southeast 1st Floor 10# Jiuxianqiao East Road Chaoyang District Beijing 100016 The People’s Republic of China (Add

May 24, 2023 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 2023 Commission File Number: 001-35126

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 2023 Commission File Number: 001-35126 VNET Group, Inc. Guanjie Building, Southeast 1st Floor 10# Jiuxianqiao East Road Chaoyang District Beijing 100016 The People’s Republic of China (Addr

May 24, 2023 EX-99.1

VNET Reports Unaudited First Quarter 2023 Financial Results

Exhibit 99.1 VNET Reports Unaudited First Quarter 2023 Financial Results BEIJING, May 24, 2023 /PRNewswire/ - VNET Group, Inc. (Nasdaq: VNET) (“VNET” or the “Company”), a leading carrier- and cloud-neutral internet data center services provider in China, today announced its unaudited financial results for the first quarter ended March 31, 2023. “We were pleased to kick off 2023 with a solid first

April 26, 2023 EX-15.1

Consent of Ernst & Young Hua Ming LLP, Independent Registered Public Accounting Firm

Exhibit 15.1 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in the following Registration Statements of VNET Group, Inc.: i) Form S-8 No. 333-177273, pertaining to the 2010 Share Incentive Plan; ii) Form S-8 No. 333-187695, pertaining to the 2010 Share Incentive Plan, as amended; iii) Form S-8 No. 333-197495, pertaining to the 2014 Share Incen

April 26, 2023 EX-15.2

Consent of KPMG Huazhen LLP, Independent Registered Public Accounting Firm

Exhibit 15.2 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in the registration statements (No. 333-177273, 333-187695, 333-197495, 333-208121, 333-222521 and 333-251568) on Form S-8 and (No. 333-240044) on Form F-3 of our reports dated April 26, 2023, with respect to the consolidated financial statements of VNET Group, Inc. and the effectiven

April 26, 2023 EX-13.1

Chief Executive Officer Certification 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 VNET 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, Jie Dong, Chief Executive Officer of the Company, certify, pursuan

April 26, 2023 EX-99.1

VNET Files Its Annual Report on Form 20-F for Fiscal Year 2022

Exhibit 99.1 VNET Files Its Annual Report on Form 20-F for Fiscal Year 2022 BEIJING, April 26, 2023 /PRNewswire/ - VNET Group, Inc. (NASDAQ: VNET) (“VNET” or the “Company”),‎ a leading carrier- and cloud-neutral Internet data center services provider in China, today announced that it filed its annual report on Form 20-F for the fiscal year ended December 31, 2022 with the Securities and Exchange C

April 26, 2023 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: 001-3512

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: 001-35126 VNET Group, Inc. Guanjie Building, Southeast 1st Floor 10# Jiuxianqiao East Road Chaoyang District Beijing 100016 The People’s Republic of China (Ad

April 26, 2023 EX-13.2

Chief Financial Officer Certification 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 VNET 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, Tim Chen, Chief Financial Officer of the Company, certify, pursuan

April 26, 2023 20-F

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

April 26, 2023 EX-15.3

Consent of Han Kun Law Offices

Exhibit 15.3 Consent of Han Kun Law Offices To: VNET Group, Inc. Guanjie Building Southeast 1st Floor, 10# Jiuxianqiao East Road Chaoyang District, Beijing 100016 the People’s Republic of China Date: April 26, 2023 Dear Sirs, We consent to the reference to our firm under the headings “Item 3.D—Risk Factors,” “Item 4.B—Business Overview—Regulation,” “Item 4.C—Organizational Structure—Contractual Ar

April 26, 2023 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: 001-3512

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: 001-35126 VNET Group, Inc. Guanjie Building, Southeast 1st Floor 10# Jiuxianqiao East Road Chaoyang District Beijing 100016 The People’s Republic of China (Ad

April 26, 2023 EX-12.2

Chief Financial Officer Certification 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, Tim Chen, certify that: 1. I have reviewed this annual report on Form 20-F of VNET Group, Inc. (the “Company”); 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

April 26, 2023 EX-2.5

Description of securities

Exhibit 2.5 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 ADSs representing six Class A ordinary shares of VNET Group, Inc. (“VNET,” “we,” “our,” “our company,” or “us”) are listed and traded on the NASDAQ Global Select Market and, in connection therewith, the Class

April 26, 2023 EX-12.1

Chief Executive Officer Certification 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, Jie Dong, certify that: 1. I have reviewed this annual report on Form 20-F of VNET Group, Inc. (the “Company”); 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

March 21, 2023 EX-99.1

VNET Reports Unaudited Fourth Quarter and Full Year 2022 Financial Results

Exhibit 99.1 VNET Reports Unaudited Fourth Quarter and Full Year 2022 Financial Results BEIJING, March 21, 2023 /PRNewswire/ - VNET Group, Inc. (Nasdaq: VNET) ("VNET" or the "Company"), a leading carrier- and cloud-neutral internet data center services provider in China, today announced its unaudited financial results for the fourth quarter and full year ended December 31, 2022. “We concluded a ch

March 21, 2023 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: 001-3512

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: 001-35126 VNET Group, Inc. Guanjie Building, Southeast 1st Floor 10# Jiuxianqiao East Road Chaoyang District Beijing 100016 The People’s Republic of China (Ad

February 17, 2023 EX-99.15

Amendment Agreement to the Facility Agreement dated August 27, 2021 by and among GenTao, Beacon, Fast Horse, Sunrise, Mr. Sheng Chen and the Lender

EX-99.15 12 tm236084d1ex99-15.htm EXHIBIT 99.15 Exhibit 99.15 EXECUTION VERSION AMENDMENT AGREEMENT TO US$50,250,000 TERM LOAN FACILITY AGREEMENT DATED 27 August 2021 AMONG GenTao Capital Limited acting as Borrower Beacon Capital Group Inc. Fast Horse Technology Limited Sunrise Corporate Holding Ltd. and Chen Sheng (陈升) each acting as a Guarantor AND Bold Ally (Cayman) Limited acting as Lender 1 T

February 17, 2023 EX-99.6

Cayman Equitable Share Mortgage between Beacon (as mortgagor) and the Lender (as mortgagee) in respect of Class A Ordinary Shares held by Beacon dated August 19, 2021

EX-99.6 3 tm236084d1ex99-6.htm EXHIBIT 99.6 Exhibit 99.6 EXECUTION VERSION Dated 19 August 2021 BEACON CAPITAL GROUP INC. as the Mortgagor in favour of BOLD ALLY (CAYMAN) LIMITED as the Mortgagee EQUITABLE SHARE MORTGAGE (in respect of Class A ordinary shares held by the Mortgagor in 21Vianet Group, Inc.) Warning: Stamp Duty will be payable if an original of this document is brought into the Cayma

February 17, 2023 EX-99.8

Cayman Equitable Share Mortgage between Fast Horse (as mortgagor) and the Lender (as mortgagee) in respect of Class A Ordinary Shares and Class B Ordinary Shares held by Fast Horse dated August 19, 2021

EX-99.8 5 tm236084d1ex99-8.htm EXHIBIT 99.8 Exhibit 99.8 EXECUTION VERSION Dated 19 August 2021 FAST HORSE TECHNOLOGY LIMITED as the Mortgagor in favour of BOLD ALLY (CAYMAN) LIMITED as the Mortgagee EQUITABLE SHARE MORTGAGE (in respect of Class A ordinary shares and Class B ordinary shares held by the Mortgagor in 21Vianet Group, Inc.) Warning: Stamp Duty will be payable if an original of this do

February 17, 2023 EX-99.9

Cayman Equitable Share Mortgage between Sunrise (as mortgagor) and the Lender (as mortgagee) in respect of Class A Ordinary Shares and Class B Ordinary Shares held by Sunrise dated August 19, 2021

EX-99.9 6 tm236084d1ex99-9.htm EXHIBIT 99.9 Exhibit 99.9 EXECUTION VERSION Dated 19 August 2021 SUNRISE CORPORATE HOLDING LTD. as the Mortgagor in favour of BOLD ALLY (CAYMAN) LIMITED as the Mortgagee EQUITABLE SHARE MORTGAGE (in respect of Class A ordinary shares and Class B ordinary shares held by the Mortgagor in 21Vianet Group, Inc.) Warning: Stamp Duty will be payable if an original of this d

February 17, 2023 EX-99.13

Standstill Agreement dated April 6, 2022 by and among the Lender, GenTao, Beacon, Fast Horse, Sunrise and Mr. Sheng Chen

EX-99.13 10 tm236084d1ex99-13.htm EXHIBIT 99.13 Exhibit 99.13 BY E-MAIL AND COURIER GenTao Capital Limited (“Borrower”) ************************* Beacon Capital Group Inc. (“Beacon”) ************************* Fast Horse Technology Limited (“Fast Horse”) ************************* Sunrise Corporate Holding Ltd. (“Sunrise”) ************************* Chen Sheng (陈升) (“Personal Guarantor”) ************

February 17, 2023 EX-99.12

BVI Equitable Share Mortgage between Mr. Sheng Chen (as mortgagor) and the Lender (as mortgagee) in respect of shares in Sunrise dated August 19, 2021

EX-99.12 9 tm236084d1ex99-12.htm EXHIBIT 99.12 Exhibit 99.12 EXECUTION VERSION Dated 19 August 2021 SHENG CHEN as the Mortgagor in favour of BOLD ALLY (CAYMAN) LIMITED as the Mortgagee EQUITABLE SHARE MORTGAGE (in respect of shares in Sunrise Corporate Holding Ltd.) 1 Contents Clause Page 1 Definitions and Interpretation 3 2 Payment of Secured Obligations 5 3 Security 5 4 Perfection of Security 6

February 17, 2023 EX-99.10

BVI Equitable Share Mortgage between Mr. Sheng Chen (as mortgagor) and the Lender (as mortgagee) in respect of shares in GenTao dated August 19, 2021

EX-99.10 7 tm236084d1ex99-10.htm EXHIBIT 99.10 Exhibit 99.10 EXECUTION VERSION Dated 19 August 2021 SHENG CHEN as the Mortgagor in favour of BOLD ALLY (CAYMAN) LIMITED as the Mortgagee EQUITABLE SHARE MORTGAGE (in respect of shares in GenTao Capital Limited) 1 Contents Clause Page 1 Definitions and Interpretation 3 2 Payment of Secured Obligations 5 3 Security 5 4 Perfection of Security 6 5 Furthe

February 17, 2023 EX-99.5

Updated Joint Filing Agreement

EX-99.5 2 tm236084d1ex99-5.htm EXHIBIT 99.5 Exhibit 99.5 JOINT FILING AGREEMENT Pursuant to and in accordance with the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (the “Exchange Act”), the undersigned hereby agree to the joint filing on behalf of each of them of any filing required by such party under Section 13 of the Exchange Act or any rule or regulatio

February 17, 2023 EX-99.7

Cayman Equitable Share Mortgage between GenTao (as mortgagor) and the Lender (as mortgagee) in respect of Class A Ordinary Shares held by GenTao dated August 19, 2021

EX-99.7 4 tm236084d1ex99-7.htm EXHIBIT 99.7 Exhibit 99.7 EXECUTION VERSION Dated 19 August 2021 GENTAO CAPITAL LIMITED as the Mortgagor in favour of BOLD ALLY (CAYMAN) LIMITED as the Mortgagee EQUITABLE SHARE MORTGAGE (in respect of Class A ordinary shares held by the Mortgagor in 21Vianet Group, Inc.) Warning: Stamp Duty will be payable if an original of this document is brought into the Cayman I

February 17, 2023 SC 13D/A

VNET / 21Vianet Group, Inc. / Chen Sheng - SC 13D/A Activist Investment

SC 13D/A 1 tm236084d1sc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)* VNET Group, Inc. (Name of Issuer) Class A Ordinary Shares, Par Value US$0.00001 Per Share (Title of Class of Securities) G91458 102** (CUSIP Number) Mr. Sheng Chen Guanjie Building, Southeast 1st Floor, 10# Jiuxia

February 17, 2023 EX-99.14

US Pledge Agreement dated April 6, 2022 by and between GenTao and the Lender

EX-99.14 11 tm236084d1ex99-14.htm EXHIBIT 99.14 Exhibit 99.14 EXECUTION VERSION PLEDGE AGREEMENT THIS PLEDGE AGREEMENT, dated as of 6 April, 2022 (as the same may be amended, restated, amended and restated, supplemented or otherwise modified from time to time, this “Pledge Agreement” or “Agreement”), among GenTao Capital Limited (with company number 1759132), a BVI business company incorporated un

February 17, 2023 EX-99.11

BVI Equitable Share Mortgage between Mr. Sheng Chen (as mortgagor) and the Lender (as mortgagee) in respect of shares in Beacon dated August 19, 2021

EX-99.11 8 tm236084d1ex99-11.htm EXHIBIT 99.11 Exhibit 99.11 EXECUTION VERSION Dated 19 August 2021 SHENG CHEN as the Mortgagor in favour of BOLD ALLY (CAYMAN) LIMITED as the Mortgagee EQUITABLE SHARE MORTGAGE (in respect of shares in Beacon Capital Group Inc.) 1 Contents Clause Page 1 Definitions and Interpretation 3 2 Payment of Secured Obligations 5 3 Security 5 4 Perfection of Security 6 5 Fur

February 15, 2023 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 February 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 February 2023 Commission File Number: 001-35126 VNET Group, Inc. Guanjie Building, Southeast 1st Floor 10# Jiuxianqiao East Road Chaoyang District Beijing 100016 The People’s Republic of China

February 14, 2023 EX-99.1

JOINT FILING AGREEMENT

Exhibit 1 Exhibit 1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree that only one statement containing the information required by Schedule 13G and any further amendments thereto need to be filed with respect to the beneficial ownership by each of the undersigned of Class A Ordinary Share, $0.

February 14, 2023 SC 13G/A

VNET / 21Vianet Group, Inc. / SUMITOMO MITSUI FINANCIAL GROUP, INC. - SCHEDULE 13G AMENDMENT NO. 1 Passive Investment

SCHEDULE 13G Amendment No. 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* VNET Group, Inc. (Name of Issuer) Class A Ordinary Shares, par value $0.00001 per share (Title of Class of Securities) 90138A103** (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check

February 9, 2023 SC 13G/A

VNET / 21Vianet Group, Inc. / GIC Private Ltd - SC 13G/A Passive Investment

SC 13G/A 1 brhc10047715sc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 5) * VNET Group, Inc. (Name of Issuer) Class A ordinary shares, par value US$0.00001 per share (Title of Class of Securities) 90138A103 ** (CUSIP Number) December 31, 2022 (Date of the Event Which Requires Filing of

November 25, 2022 EX-99.1

JOINT FILING AGREEMENT

EX-99.1 EXHIBIT 1 JOINT FILING AGREEMENT Pursuant to and in accordance with the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (the “Exchange Act”) the undersigned hereby agree to the joint filing on behalf of each of them of any filing required by such party under Section 13 of the Exchange Act or any rule or regulation thereunder (including any amendment, r

November 25, 2022 EX-99.1

JOINT FILING AGREEMENT

EX-99.1 EXHIBIT 1 JOINT FILING AGREEMENT Pursuant to and in accordance with the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (the “Exchange Act”) the undersigned hereby agree to the joint filing on behalf of each of them of any filing required by such party under Section 13 of the Exchange Act or any rule or regulation thereunder (including any amendment, r

November 25, 2022 SC 13G/A

VNET / 21Vianet Group, Inc. / Majara Investment Ltd - SC 13G/A Passive Investment

SC 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.

November 25, 2022 SC 13G

VNET / 21Vianet Group, Inc. / Samarra Co Ltd - SC 13G Passive Investment

SC 13G SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.

November 22, 2022 EX-99.1

VNET Reports Unaudited Third Quarter 2022 Financial Results

Exhibit 99.1 VNET Reports Unaudited Third Quarter 2022 Financial Results BEIJING, November 22, 2022 /PRNewswire/ - VNET Group, Inc. (Nasdaq: VNET) ("VNET" or the "Company"), a leading carrier- and cloud-neutral Internet data center services provider in China, today announced its unaudited financial results for the three months ended September 30, 2022. “In the third quarter of 2022, we maintained

November 22, 2022 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 November 2022 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 November 2022 Commission File Number: 001-35126 VNET Group, Inc. Guanjie Building, Southeast 1st Floor 10# Jiuxianqiao East Road Chaoyang District Beijing 100016 The People’s Republic of China

October 17, 2022 EX-99.1

VNET Announces Appointment of Independent Financial Advisor and Legal Counsel to the Special Committee

Exhibit 99.1 VNET Announces Appointment of Independent Financial Advisor and Legal Counsel to the Special Committee BEIJING, October 14, 2022 ? VNET Group, Inc. (Nasdaq: VNET) (?VNET? or the ?Company?), a leading carrier- and cloud-neutral Internet data center services provider in China, announced that the special committee (the ?Special Committee?) of the Company?s Board of Directors (the ?Board?

October 17, 2022 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 2022 Commission File Number: 001-35

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: 001-35126 VNET Group, Inc. Guanjie Building, Southeast 1st Floor 10# Jiuxianqiao East Road Chaoyang District Beijing 100016 The People’s Republic of China (

September 16, 2022 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 2022 Commission File Number: 001-

6-K 1 tm2226026d16k.htm 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 2022 Commission File Number: 001-35126 VNET Group, Inc. Guanjie Building, Southeast 1st Floor 10# Jiuxianqiao East Road Chaoyang District Beijing 1000

September 16, 2022 EX-99.1

VNET Announces Changes to Leadership Team

Exhibit 99.1 VNET Announces Changes to Leadership Team BEIJING, September 15, 2022 /PRNewswire/ - VNET Group, Inc. (NASDAQ: VNET) (?VNET? or the ?Company?),? a leading carrier- and cloud-neutral Internet data center services provider in China, today announced that Mr. Samuel Yuan-Ching Shen decided to resign from his positions as the Company?s Chief Executive Officer and Executive Chairman of Reta

September 14, 2022 SC 13D/A

VNET / 21Vianet Group, Inc. / Chen Sheng - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* VNET Group, Inc. (Name of Issuer) Class A Ordinary Shares, Par Value US$0.00001 Per Share (Title of Class of Securities) G91458 102(1) (CUSIP Number) Mr. Sheng Chen Guanjie Building, Southeast 1st Floor, 10# Jiuxianqiao East Road Chaoyang District, Beiji

September 13, 2022 EX-99.1

Annex A

Exhibit 99.1 VNET Announces Receipt of Preliminary Non-Binding Proposal to Acquire All of Its Shares and Formation of Special Committee to Review the Proposal BEIJING, September 13, 2022 ? VNET Group, Inc. (Nasdaq: VNET) (?VNET? or the ?Company?), a leading carrier- and cloud-neutral Internet data center services provider in China, announced that its Board of Directors (the ?Board?) has received a

September 13, 2022 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 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: 001-35126 VNET Group, Inc. Guanjie Building, Southeast 1st Floor 10# Jiuxianqiao East Road Chaoyang District Beijing 100016 The People?s Republic of China

September 7, 2022 EX-99.2

September 7, 2022

Exhibit 99.2 September 7, 2022 Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Ladies and Gentlemen: We have read Exhibit 99.1 of the Form 6-K dated September 7, 2022, of VNET Group, Inc. and are in agreement with the statements contained in the second, third and fifth paragraphs therein. We have no basis to agree or disagree with other statements of the registrant con

September 7, 2022 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 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: 001-35126 VNET Group, Inc. Guanjie Building, Southeast 1st Floor 10# Jiuxianqiao East Road Chaoyang District Beijing 100016 The People?s Republic of China

September 7, 2022 EX-99.1

VNET Announces Change in Registrant’s Certifying Accountant

Exhibit 99.1 VNET Announces Change in Registrant’s Certifying Accountant VNET Group, Inc. (NASDAQ: VNET) (“VNET” or the “Company”),‎ a leading carrier- and cloud-neutral Internet data center services provider in China, today announced the appointment of KPMG Huazhen LLP (“KPMG”) as the Company’s independent registered public accounting firm, effective September 7, 2022, succeeding Ernst & Young Hu

August 30, 2022 EX-99.1

VNET Reports Unaudited Second Quarter 2022 Financial Results

Exhibit 99.1 VNET Reports Unaudited Second Quarter 2022 Financial Results BEIJING, August 30, 2022 /PRNewswire/ - VNET Group, Inc. (Nasdaq: VNET) ("VNET" or the "Company"), a leading carrier- and cloud-neutral Internet data center services provider in China, today announced its unaudited financial results for the three months ended June 30, 2022. ?We delivered solid results in the second quarter a

August 30, 2022 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 August 2022 Commission File Number: 001-351

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 2022 Commission File Number: 001-35126 VNET Group, Inc. Guanjie Building, Southeast 1st Floor 10# Jiuxianqiao East Road Chaoyang District Beijing 100016 The People?s Republic of China (A

August 25, 2022 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 August 2022 Commission File Number: 001-351

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 2022 Commission File Number: 001-35126 VNET Group, Inc. Guanjie Building, Southeast 1st Floor 10# Jiuxianqiao East Road Chaoyang District Beijing 100016 The People?s Republic of China (A

August 25, 2022 EX-99.1

VNET Announces Change to Board Composition

Exhibit 99.1 VNET Announces Change to Board Composition BEIJING, August 25, 2022 /PRNewswire/ - VNET Group, Inc. (NASDAQ: VNET) (?VNET? or the ?Company?),? a leading carrier- and cloud-neutral Internet data center services provider in China, today announced the resignation of Mr. Yao Li as a member of the Company?s board of directors (the ?Board?) and member of the compensation committee of the Bo

August 9, 2022 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 August 2022 Commission File Number: 001-351

6-K 1 tm2222942d16k.htm 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 August 2022 Commission File Number: 001-35126 VNET Group, Inc. Guanjie Building, Southeast 1st Floor 10# Jiuxianqiao East Road Chaoyang District Beijing 100016

August 9, 2022 EX-99.1

VNET Announces Changes to Board and Committees Composition

Exhibit 99.1 VNET Announces Changes to Board and Committees Composition BEIJING, August 9, 2022 /PRNewswire/ - VNET Group, Inc. (NASDAQ: VNET) (?VNET? or the ?Company?),? a leading carrier- and cloud-neutral Internet data center services provider in China, today announced that its board of directors (the ?Board?) has appointed Mr. Changqing Ye as a new director of the Company and a member of the a

May 24, 2022 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 2022 Commission File Number: 001-35126

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 2022 Commission File Number: 001-35126 VNET Group, Inc. Guanjie Building, Southeast 1st Floor 10# Jiuxianqiao East Road Chaoyang District Beijing 100016 The People?s Republic of China (Addr

May 24, 2022 EX-99.1

VNET Reports First Quarter 2022 Unaudited Financial Results

Exhibit 99.1 VNET Reports First Quarter 2022 Unaudited Financial Results BEIJING, May 24, 2022 /PRNewswire/ - VNET Group, Inc. (Nasdaq: VNET) ("VNET" or the "Company"), a leading carrier- and cloud-neutral Internet data center services provider in China, today announced its unaudited financial results for the three months ended March 31, 2022. First Quarter 2022 Financial Highlights ? Net revenues

May 5, 2022 EX-99.1

VNET Provides Update on its Status under the Holding Foreign Companies Accountable Act

Exhibit 99.1 VNET Provides Update on its Status under the Holding Foreign Companies Accountable Act BEIJING, May 5, 2022 /PRNewswire/ - VNET Group, Inc. (NASDAQ: VNET) (?VNET? or the ?Company?),? a leading carrier- and cloud-neutral Internet data center services provider in China, today announced that the Company is aware of the fact that it was provisionally named by the United States Securities

May 5, 2022 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 2022 Commission File Number: 001-35126

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 2022 Commission File Number: 001-35126 VNET Group, Inc. Guanjie Building, Southeast 1st Floor 10# Jiuxianqiao East Road Chaoyang District Beijing 100016 The People?s Republic of China (Addr

April 27, 2022 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 2022 Commission File Number: 001-3512

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: 001-35126 VNET Group, Inc. Guanjie Building, Southeast 1st Floor 10# Jiuxianqiao East Road Chaoyang District Beijing 100016 The People?s Republic of China (Ad

April 27, 2022 EX-99.1

VNET Group, Inc. Files Its Annual Report on Form 20-F for Fiscal Year 2021

Exhibit 99.1 VNET Group, Inc. Files Its Annual Report on Form 20-F for Fiscal Year 2021 BEIJING, April 26, 2022 /PRNewswire/ - VNET Group, Inc. (NASDAQ: VNET) (?VNET? or the ?Company?),? a leading carrier- and cloud-neutral Internet data center services provider in China, today announced that it filed its annual report on Form 20-F for the fiscal year ended December 31, 2021 with the Securities an

April 26, 2022 EX-13.1

Chief Executive Officer Certification 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 VNET 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, Samuel Yuan-Ching Shen, Chief Executive Officer of the Company, ce

April 26, 2022 EX-15.1

Consent of Ernst & Young Hua Ming LLP, Independent Registered Public Accounting Firm

EX-15.1 7 vnet-20211231xex15d1.htm EXHIBIT 15.1 Exhibit 15.1 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in the following Registration Statements of VNET Group, Inc.: i) Form S-8 No. 333-177273, pertaining to the 2010 Share Incentive Plan; ii) Form S-8 No. 333-187695, pertaining to the 2010 Share Incentive Plan, as amended; iii) Form S-8 No

April 26, 2022 EX-12.2

Chief Financial Officer Certification 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, Tim Chen, certify that: 1. I have reviewed this annual report on Form 20-F of VNET Group, Inc. (the “Company”); 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

April 26, 2022 EX-15.2

Consent of Han Kun Law Offices

EX-15.2 8 vnet-20211231xex15d2.htm EXHIBIT 15.2 Exhibit 15.2 Consent of Han Kun Law Offices To: VNET Group, Inc. Guanjie Building Southeast 1st Floor, 10# Jiuxianqiao East Road Chaoyang District, Beijing 100016 the People’s Republic of China Date: April 26, 2022 Dear Sirs, We consent to the reference to our firm under the headings “Item 3.D—Risk Factors,” “Item 4.B—Business Overview—Regulation,” “

April 26, 2022 EX-13.2

Chief Financial Officer Certification 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 VNET 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, Tim Chen, Chief Financial Officer of the Company, certify, pursuan

April 26, 2022 20-F

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F

Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

April 26, 2022 EX-12.1

Chief Executive Officer Certification 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, Samuel Yuan-Ching Shen, certify that: 1. I have reviewed this annual report on Form 20-F of VNET Group, Inc. (the “Company”); 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 s

April 11, 2022 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 2022 Commission File Number: 001-3512

6-K 1 tm2212420d16k.htm 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 2022 Commission File Number: 001-35126 VNET Group, Inc. Guanjie Building, Southeast 1st Floor 10# Jiuxianqiao East Road Chaoyang District Beijing 100016 T

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