AMBO / Ambow Education Holding Ltd. - Depositary Receipt (Common Stock) - SEC-arkiveringar, Årsredovisning, Fullmaktsutlåtande

Ambow Education Holding Ltd. - Depositary Receipt (Common Stock)
US ˙ NYSEAM

Grundläggande statistik
CIK 1494558
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 Ambow Education Holding Ltd. - Depositary Receipt (Common Stock)
SEC Filings (Chronological Order)
Denna sida innehåller en komplett, kronologisk lista över SEC-arkiveringar, exklusive ägande-arkiveringar som vi tillhandahåller på andra ställen.
August 22, 2025 EX-99.1

Ambow Education Launches HybriU Events Advancing the Future of Immersive, Interactive Live Experiences

Exhibit 99.1 Ambow Education Launches HybriU Events Advancing the Future of Immersive, Interactive Live Experiences Cupertino, Calif., Aug. 22, 2025 (GLOBE NEWSWIRE) - Ambow Education Holding Ltd (“Ambow” or the “Company”) (NYSE American: AMBO), an innovator of AI-powered phygital (physical + digital) solutions for education, corporate collaboration and live events, today announced the launch of H

August 22, 2025 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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: 001-34824

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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: 001-34824 Ambow Education Holding Ltd.

August 5, 2025 EX-99.2

AMBOW EDUCATION HOLDING LTD. INDEX TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE SIX MONTHS ENDED JUNE 30, 2024 AND 2025

Exhibit 99.2 AMBOW EDUCATION HOLDING LTD. INDEX TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE SIX MONTHS ENDED JUNE 30, 2024 AND 2025 CONTENTS Pages Condensed Consolidated Balance Sheets as of December 31, 2024 and June 30, 2025 (Unaudited) F-2 Unaudited Condensed Consolidated Statements of Operations and Comprehensive Income for the Three and Six Months ended June 30, 2024 and

August 5, 2025 EX-99.3

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

Exhibit 99.3 MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our unaudited condensed consolidated financial statements for the periods specified in the earnings release included as an exhibit to this Form 6-K. We undertake no obligation

August 5, 2025 EX-99.1

Ambow Education Announces Second Quarter and First Half of 2025 Financial and Operating Results

Exhibit 99.1 Ambow Education Announces Second Quarter and First Half of 2025 Financial and Operating Results ACUPERTINO, Calif., Aug. 05, 2025 (GLOBE NEWSWIRE) - Ambow Education Holding Ltd. (“Ambow” or the “Company”) (NYSE American: AMBO) a U.S.-based innovator of AI-powered phygital (physical + digital) solutions for education, corporate collaboration and live events, today announced its unaudit

August 5, 2025 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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: 001-34825

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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: 001-34825 Ambow Education Holding Ltd.

July 25, 2025 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 2025 Commission File Number: 001-34824 A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 2025 Commission File Number: 001-34824 Ambow Education Holding Ltd.

July 25, 2025 EX-99.1

Ambow Launches HybriU Global Learning Network, Connecting U.S. Universities with Students Worldwide New Phygital Infrastructure Empowers U.S. Universities to Expand Globally Through AI-powered Hybrid Classrooms

Exhibit 99.1 Ambow Launches HybriU Global Learning Network, Connecting U.S. Universities with Students Worldwide New Phygital Infrastructure Empowers U.S. Universities to Expand Globally Through AI-powered Hybrid Classrooms CUPERTINO, Calif., July 25, 2025 (GLOBE NEWSWIRE) - Ambow Education Holding Ltd. (NYSE American: AMBO), a U.S.-based innovator of AI-powered phygital (physical + digital) solut

June 11, 2025 EX-99.1

Ambow Education Appoints James Bartholomew as President to Drive Growth and Strengthen Stakeholder Engagement

Exhibit 99.1 Ambow Education Appoints James Bartholomew as President to Drive Growth and Strengthen Stakeholder Engagement CUPERTINO, Calif., June 11, 2025 (GLOBE NEWSWIRE) - Ambow Education Holding Ltd. (NYSE American: AMBO), a leading global EdTech and AI-powered solutions provider, today announced the appointment of James Bartholomew as President, effective immediately. With more than 25 years

June 11, 2025 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2025 Commission File Number: 001-34824 A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2025 Commission File Number: 001-34824 Ambow Education Holding Ltd.

April 29, 2025 EX-99.1

Ambow Launches HybriU Conferencing: A Next-Gen Platform for Smart, Seamless Phygital (Physical + Digital) Collaboration

Exhibit 99.1 Ambow Launches HybriU Conferencing: A Next-Gen Platform for Smart, Seamless Phygital (Physical + Digital) Collaboration Cupertino, Calif, April 29, 2025 (GLOBE NEWSWIRE) - Ambow Education Holding Ltd. (NYSE American: AMBO) (“Ambow” or the “Company”), a leading global EdTech and AI-powered solutions provider, today announced the official launch of HybriU Conferencing, a cutting-edge pl

April 29, 2025 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 2025 Commission File Number: 001-34824

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 2025 Commission File Number: 001-34824 Ambow Education Holding Ltd.

March 28, 2025 EX-12.1

CERTIFICATION BY PRINCIPAL EXECUTIVE OFFICER PURSUANT TO RULES 13a-14 and 15d-14 OF THE SECURITIES EXCHANGE ACT OF 1934

Exhibit 12.1 CERTIFICATION BY PRINCIPAL EXECUTIVE OFFICER PURSUANT TO RULES 13a-14 and 15d-14 OF THE SECURITIES EXCHANGE ACT OF 1934 I, Jin Huang, certify that: 1. I have reviewed this annual report on Form 20-F for the fiscal year ended December 31, 2024 of Ambow Education Holding Ltd. (the “Registrant”); 2. Based on my knowledge, this annual report does not contain any untrue statement of a mate

March 28, 2025 EX-13.1

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

Exhibit 13.1 CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Annual Report of Ambow Education Holding Ltd. (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, Jin Huang, the President and Chief Execut

March 28, 2025 EX-99.1

Ambow Education Announces Second Half and Full-Year 2024 Financial Results HybriU Expanding Digital Learning Opportunities, Powered by AI

Exhibit 99.1 Ambow Education Announces Second Half and Full-Year 2024 Financial Results HybriU Expanding Digital Learning Opportunities, Powered by AI CUPERTINO, California, March 28, 2025 - Ambow Education Holding Ltd. (NYSE American: AMBO) (“Ambow” or the “Company”), an AI-driven educational technology company, today announced its financial and operating results for the 2024 second half1 and ful

March 28, 2025 EX-12.2

CERTIFICATION BY PRINCIPAL FINANCIAL OFFICER PURSUANT TO RULES 13a-14 and 15d-14 OF THE SECURITIES EXCHANGE ACT OF 1934

Exhibit 12.2 CERTIFICATION BY PRINCIPAL FINANCIAL OFFICER PURSUANT TO RULES 13a-14 and 15d-14 OF THE SECURITIES EXCHANGE ACT OF 1934 I, Jin Huang, certify that: 1. I have reviewed this annual report on Form 20-F for the fiscal year ended December 31, 2024 of Ambow Education Holding Ltd. (the “Registrant”); 2. Based on my knowledge, this annual report does not contain any untrue statement of a mate

March 28, 2025 EX-16.1

March 28, 2025

Exhibit 16.1 March 28, 2025 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Commissioners: We have read the statements made by Ambow Education Holding Ltd. under Item 16 of its Form 20-F dated March 28, 2025. We agree with the statements concerning our Firm in such Form 20-F; we are not in a position to agree or disagree with other statements of Ambow Education Holding L

March 28, 2025 20-F

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

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 THE SECURITIES EXC

March 28, 2025 EX-15.1

Independent Registered Public Accounting Firm’s Consent

Exhibit 15.1 Independent Registered Public Accounting Firm’s Consent We consent to the incorporation by reference in the Registration Statement of Ambow Education Holding Ltd. on Form F-3 (File No. 333-264878) of our report dated March 28, 2025, with respect to our audits of the consolidated financial statements of Ambow Education Holding Ltd. as of December 31, 2024 and 2023, the related consolid

March 28, 2025 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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: 001-34824

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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: 001-34824 Ambow Education Holding Ltd.

March 28, 2025 EX-11.2

AMBOW EDUCATION HOLDING LTD Insider Trading Policy Table of Contents

Exhibit 11.2 AMBOW EDUCATION HOLDING LTD Insider Trading Policy Table of Contents Page 1. Definitions 1 2. Introduction 3 3. General Rules 4 4. Insiders 7 5. Restricted Staff 8 6. 10b5-1 Plans 9 7. Section 16 Obligations 10 i Ambow Education Holding Ltd. (“Ambow”). All rights reserved. No part of this Policy may be reproduced, distributed, or transmitted in any form or by any means, including phot

March 28, 2025 EX-13.2

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

Exhibit 13.2 CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Annual Report of Ambow Education Holding Ltd. (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, Jin Huang, the Chief Financial Officer (P

March 28, 2025 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”) As of December 31, 2024, Ambow Education Holding Ltd. (or “AMBO”, “we” , “us” , “our company” and “our”) had the following series of securities registered pursuant to Section 12(b) of the Securities Exchange Act of 1934, as amended, or the Exchange A

December 30, 2024 EX-99.2

AMBOW EDUCATION HOLDING LTD. INDEX TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE SIX MONTHS ENDED JUNE 30, 2023 AND 2024

Exhibit 99.2 AMBOW EDUCATION HOLDING LTD. INDEX TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE SIX MONTHS ENDED JUNE 30, 2023 AND 2024 CONTENTS Pages Condensed Consolidated Balance Sheets as of December 31, 2023 and June 30, 2024 (Unaudited) F-2 Unaudited Condensed Consolidated Statements of Operations and Comprehensive (Loss) Income for the Three and Six Months ended June 30, 20

December 30, 2024 EX-99.1

Ambow Education Announces Second Quarter and First Half of 2024 Financial Results

Exhibit 99.1 Ambow Education Announces Second Quarter and First Half of 2024 Financial Results CUPERTINO, Calif., December 30, 2024 /GLOBE NEWSWIRE/ - Ambow Education Holding Ltd. (“Ambow” or the “Company”) (NYSE American: AMBO), a leading AI-driven educational and collaboration technology company, today announced its unaudited financial and operating results for the three-month and six-month peri

December 30, 2024 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2024 Commission File Number: 001-348

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2024 Commission File Number: 001-34824 Ambow Education Holding Ltd.

December 30, 2024 EX-99.3

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

Exhibit 99.3 MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our unaudited condensed consolidated financial statements for the periods specified in the earnings release included as an exhibit to this Form 6-K. We undertake no obligation

December 23, 2024 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2024 Commission File Number: 001-348

6-K 1 ea022572002-6kambow.htm REPORT OF FOREIGN PRIVATE ISSUER UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2024 Commission File Number: 001-34824 Ambow Education Holding Ltd. Not Applicable (Translation of Registrant’s name into E

December 23, 2024 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2024 Commission File Number: 001-348

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2024 Commission File Number: 001-34824 Ambow Education Holding Ltd.

December 23, 2024 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2024 Commission File Number: 001-348

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2024 Commission File Number: 001-34824 Ambow Education Holding Ltd.

November 15, 2024 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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: 001-348

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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: 001-34824 Ambow Education Holding Ltd.

November 15, 2024 EX-99.1

AMBOW EDUCATION HOLDING LTD. NOTICE OF ANNUAL MEETING OF SHAREHOLDERS To be held on December 20, 2024

Exhibit 99.1 AMBOW EDUCATION HOLDING LTD. NOTICE OF ANNUAL MEETING OF SHAREHOLDERS To be held on December 20, 2024 To the Shareholders of Ambow Education Holding Ltd.: Notice is hereby given that the Annual Meeting of the Shareholders of Ambow Education Holding Ltd. (the “Company”) will be held on December 20, 2024 at 10:00 a.m. Pacific Time at 705 Park Boulevard, San Diego, CA 92101, and at any a

October 7, 2024 EX-99.2

HybriU AI UniBox Solution LICENSE AGREEMENT

Exhibit 99.2 HybriU AI UniBox Solution LICENSE AGREEMENT This License Agreement (the “Agreement”), dated June 26, 2024 (the “Signing Date”), is entered into by and between: Ambow Education Inc., with a mailing address at 10080 N. WOLFE RD. SUITE SW3 - 200CUPERTINO, CA 95014, USA, hereinafter referred to as the “Licensor”; and ININSPIRING FUTURES PTE. LTD., with a mailing address at 2 Jurong East S

October 7, 2024 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 2024 Commission File Number: 001-3482

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 2024 Commission File Number: 001-34824 Ambow Education Holding Ltd.

October 7, 2024 EX-99.1

Ambow Education Secures $1.3 Million International Licensing Deal for HybriU

Exhibit 99.1 Ambow Education Secures $1.3 Million International Licensing Deal for HybriU CUPERTINO, California, October 7, 2024 - Ambow Education Holding Ltd. (NYSE American: AMBO) (“Ambow” or the “Company”), an AI-driven educational technology company, today announced that it has entered into a $1.3 million non-exclusive, annually renewable licensing agreement with Inspiring Futures Pte. LTD. Th

April 25, 2024 EX-99.1

Ambow Education Announces Second Half and Full-Year 2023 Financial Results Unlocking Digital Education Market Opportunities with Pioneering AI-Driven HybriU

Exhibit 99.1 Ambow Education Announces Second Half and Full-Year 2023 Financial Results Unlocking Digital Education Market Opportunities with Pioneering AI-Driven HybriU CUPERTINO, California, April 25, 2024 - Ambow Education Holding Ltd. (NYSE American: AMBO) ("Ambow" or the "Company"), an AI-Driven educational technology company, today announced its financial and operating results for the second

April 25, 2024 EX-97

AMBOW EDUCATION HOLDING LTD. CLAWBACK POLICY

Exhibit 97 AMBOW EDUCATION HOLDING LTD. CLAWBACK POLICY Introduction The Board of Directors (the “Board”) of Ambow Education Holding Ltd. (the “Company”) believes that it is in the best interests of the Company and its stockholders to create and maintain a culture that emphasizes integrity and accountability and that reinforces the Company’s pay-for-performance compensation philosophy. The Board h

April 25, 2024 EX-12.2

CERTIFICATION BY PRINCIPAL FINANCIAL OFFICER PURSUANT TO RULES 13a-14 and 15d-14 OF THE SECURITIES EXCHANGE ACT OF 1934

Exhibit 12.2 CERTIFICATION BY PRINCIPAL FINANCIAL OFFICER PURSUANT TO RULES 13a-14 and 15d-14 OF THE SECURITIES EXCHANGE ACT OF 1934 I, Jin Huang, certify that: 1. I have reviewed this annual report on Form 20-F for the fiscal year ended December 31, 2023 of Ambow Education Holding Ltd. (the “Registrant”); 2. Based on my knowledge, this annual report does not contain any untrue statement of a mate

April 25, 2024 EX-13.1

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

Exhibit 13.1 CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Annual Report of Ambow Education Holding Ltd. (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, Jin Huang, the President and Chief Execut

April 25, 2024 EX-12.1

CERTIFICATION BY PRINCIPAL EXECUTIVE OFFICER PURSUANT TO RULES 13a-14 and 15d-14 OF THE SECURITIES EXCHANGE ACT OF 1934

Exhibit 12.1 CERTIFICATION BY PRINCIPAL EXECUTIVE OFFICER PURSUANT TO RULES 13a-14 and 15d-14 OF THE SECURITIES EXCHANGE ACT OF 1934 I, Jin Huang, certify that: 1. I have reviewed this annual report on Form 20-F for the fiscal year ended December 31, 2023 of Ambow Education Holding Ltd. (the “Registrant”); 2. Based on my knowledge, this annual report does not contain any untrue statement of a mate

April 25, 2024 EX-13.2

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

Exhibit 13.2 CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Annual Report of Ambow Education Holding Ltd. (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, Jin Huang, the Chief Financial Officer (P

April 25, 2024 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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: 001-34824

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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: 001-34824 Ambow Education Holding Ltd.

April 25, 2024 EX-15.1

INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM’S CONSENT

Exhibit 15.1 INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM’S CONSENT We consent to the incorporation by reference in this Registration Statement of Ambow Education Holding Ltd. on Form F-3 (File No. 333-264878) of our report dated April 25, 2024, with respect to our audits of the consolidated financial statements of Ambow Education Holding Ltd. as of December 31, 2023 and 2022 and for each of the

April 25, 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”) As of December 31, 2023, Ambow Education Holding Ltd. (or “AMBO”, “we” , “us” , “our company” and “our”) had the following series of securities registered pursuant to Section 12(b) of the Securities Exchange Act of 1934, as amended, or the Exchange A

April 25, 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 25, 2024 EX-11.1

AMBOW EDUCATION HOLDING LTD. CODE OF CONDUCT AND ETHICS (As adopted on March 26, 2010)

Exhibit 11.1 AMBOW EDUCATION HOLDING LTD. CODE OF CONDUCT AND ETHICS (As adopted on March 26, 2010) TABLE OF CONTENTS Page I. Introduction 1 II. Standards of Conduct 1 III. Compliance with Laws, Rules and Regulations 1 IV. Insider Trading 2 V. Conflicts of Interest 2 VI. No Loans to Executive Officers or Directors 3 VII. Outside Directorships and Other Outside Activities 3 VIII. Corporate Opportun

March 6, 2024 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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: 001-34824

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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: 001-34824 Ambow Education Holding Ltd.

March 6, 2024 EX-99.1

Innovative Education Solutions Leader Norm Allgood Joins Ambow Education to Head HybriU AI Education Technology Business

Exhibit 99.1 Innovative Education Solutions Leader Norm Allgood Joins Ambow Education to Head HybriU AI Education Technology Business CUPERTINO, Calif., March 6, 2024 - Ambow Education Holding Ltd. (NYSE American: AMBO) ("Ambow" or the "Company"), an AI technology-driven educational company, today announced the appointment of Norm Allgood as fractional Head of HybriU, effective immediately. In thi

January 29, 2024 F-6 POS

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM F-6 REGISTRATION STATEMENT THE SECURITIES ACT OF 1933 FOR AMERICAN DEPOSITARY SHARES EVIDENCED BY AMERICAN DEPOSITARY RECEIPTS AMBOW EDUCATION HOLDING LT

As filed with the Securities and Exchange Commission on January 29, 2024 Registration No.

January 29, 2024 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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: 001-3482

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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: 001-34824 Ambow Education Holding Ltd.

January 29, 2024 EX-99.(B)

Ambow Education Holding Ltd. 12th Floor, Tower 1, Financial Street, Chang’an Center, Shijingshan District, Beijing People’s Republic of China

Exhibit (b) Ambow Education Holding Ltd. 12th Floor, Tower 1, Financial Street, Chang’an Center, Shijingshan District, Beijing 100043 People’s Republic of China As of November 2, 2020 Citibank, N.A. – ADR Depositary 388 Greenwich Street New York, New York 10013 Ambow – Warrant Exercise Letter Agreement (the “Letter Agreement”) Ladies & Gentlemen, We refer to the Deposit Agreement, dated as of Augu

January 29, 2024 EX-99.1

Ambow Education Announces Plan to Implement ADS Ratio Change

Exhibit 99.1 Ambow Education Announces Plan to Implement ADS Ratio Change CUPERTINO, California, January 29, 2024 - Ambow Education Holding Ltd. (NYSE American: AMBO) ("Ambow" or the "Company"), an AI technology-driven educational company, today announced its plan to change the ratio of its American depositary shares ("ADSs") to its Class A ordinary shares from one (1) ADS, representing two (2) Cl

January 29, 2024 EX-99.(AII)

DEPOSIT AGREEMENT by and among AMBOW EDUCATION HOLDING LTD. CITIBANK, N.A., as Depositary, THE HOLDERS AND BENEFICIAL OWNERS OF AMERICAN DEPOSITARY SHARES ISSUED HEREUNDER Dated as of August 10, 2010 TABLE OF CONTENTS

Exhibit (a)(ii) DEPOSIT AGREEMENT by and among AMBOW EDUCATION HOLDING LTD. AND CITIBANK, N.A., as Depositary, AND THE HOLDERS AND BENEFICIAL OWNERS OF AMERICAN DEPOSITARY SHARES ISSUED HEREUNDER Dated as of August 10, 2010 TABLE OF CONTENTS ARTICLE I DEFINITIONS 1 Section 1.1 “ADS Record Date” 1 Section 1.2 “Affiliate” 1 Section 1.3 “American Depositary Receipt(s)”, “ADR(s)” and “Receipt(s)” 2 Se

January 29, 2024 EX-99.(AI)

AMBOW EDUCATION HOLDING LTD. CITIBANK, N.A., As Depositary, THE HOLDERS AND BENEFICIAL OWNERS OF AMERICAN DEPOSITARY SHARES OUTSTANDING UNDER THE TERMS OF THE DEPOSIT AGREEMENT, DATED AS OF AUGUST 10, 2010 Amendment No. 1 to Deposit Agreement Dated a

Exhibit (a)(i) AMBOW EDUCATION HOLDING LTD. AND CITIBANK, N.A., As Depositary, AND THE HOLDERS AND BENEFICIAL OWNERS OF AMERICAN DEPOSITARY SHARES OUTSTANDING UNDER THE TERMS OF THE DEPOSIT AGREEMENT, DATED AS OF AUGUST 10, 2010 Amendment No. 1 to Deposit Agreement Dated as of [l], 2024 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 2 SECTION 1.01 Definitions 2 SECTION 1.02 Effective Date 2 ARTICLE

December 22, 2023 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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: 001-348

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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: 001-34824 Ambow Education Holding Ltd.

November 28, 2023 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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: 001-348

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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: 001-34824 Ambow Education Holding Ltd.

November 28, 2023 EX-99.1

Ambow Education Announces Second Quarter and First Half of 2023 Financial Results

Exhibit 99.1 Ambow Education Announces Second Quarter and First Half of 2023 Financial Results CUPERTINO, Calif., November 28, 2023 /PRNewswire/ - Ambow Education Holding Ltd. (“Ambow” or the “Company”) (NYSE American: AMBO), a technology-driven educational company with primary operations in the United States, today announced its unaudited financial and operating results for the three-month and si

November 28, 2023 EX-99.3

For the six months ended June 30,

Exhibit 99.3 MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our condensed consolidated financial statements for the periods specified in the earnings release included as an exhibit to this Form 6-K. We undertake no obligation to update

November 28, 2023 EX-99.2

AMBOW EDUCATION HOLDING LTD. INDEX TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE SIX MONTHS ENDED JUNE 30, 2022 AND 2023

Table of Contents Exhibit 99.2 AMBOW EDUCATION HOLDING LTD. INDEX TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE SIX MONTHS ENDED JUNE 30, 2022 AND 2023 CONTENTS Pages Condensed Consolidated Balance Sheets as of December 31, 2022 and June 30, 2023 (Unaudited) F-2 Unaudited Condensed Consolidated Statements of Operations and Comprehensive Loss for the Three and Six Months ended June 30, 202

November 20, 2023 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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: 001-348

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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: 001-34824 Ambow Education Holding Ltd.

November 20, 2023 EX-99.1

AMBOW EDUCATION HOLDING LTD. NOTICE OF ANNUAL MEETING OF SHAREHOLDERS To be held on December 22, 2023

Exhibit 99.1 AMBOW EDUCATION HOLDING LTD. NOTICE OF ANNUAL MEETING OF SHAREHOLDERS To be held on December 22, 2023 To the Shareholders of Ambow Education Holding Ltd.: Notice is hereby given that the Annual Meeting of the Shareholders of Ambow Education Holding Ltd. (the “Company”) will be held on December 22, 2023 at 10:00 a.m. Pacific Time at 19925 Stevens Creek Blvd, Cupertino, CA 95014, and at

October 11, 2023 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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: 001-3482

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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: 001-34824 Ambow Education Holding Ltd.

October 11, 2023 EX-99.1

Ambow Education Receives Notice of NYSE American Continued Listing Deficiency

Exhibit 99.1 Ambow Education Receives Notice of NYSE American Continued Listing Deficiency CUPERTINO, California, October 10, 2023 - Ambow Education Holding Ltd. (NYSE American: AMBO) (“Ambow” or the “Company”), an AI technology-driven educational company with primary operations in the United States, today announced that it received a continued listing deficiency notice (the “Notice”) from the NYS

July 25, 2023 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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: 001-34824 A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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: 001-34824 Ambow Education Holding Ltd.

July 25, 2023 EX-99.1

Ambow Education Launches HybriU AI Digital Education Solution to Address the $198+ Billion Global Education Market

Exhibit 99.1 Ambow Education Launches HybriU AI Digital Education Solution to Address the $198+ Billion Global Education Market CUPERTINO, California, July 24, 2023 - Ambow Education Holding Ltd. (NYSE American: AMBO) ("Ambow" or the "Company"), an AI technology-driven educational company with primary operations in the United States, today announced that is has officially launched its HybriU platf

April 27, 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 27, 2023 EX-13.1

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

Exhibit 13.1 CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Annual Report of Ambow Education Holding Ltd. (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, Jin Huang, the President and Chief Execut

April 27, 2023 EX-12.1

CERTIFICATION BY PRINCIPAL EXECUTIVE OFFICER PURSUANT TO RULES 13a-14 and 15d-14 OF THE SECURITIES EXCHANGE ACT OF 1934

Exhibit 12.1 CERTIFICATION BY PRINCIPAL EXECUTIVE OFFICER PURSUANT TO RULES 13a-14 and 15d-14 OF THE SECURITIES EXCHANGE ACT OF 1934 I, Jin Huang, certify that: 1. I have reviewed this annual report on Form 20-F for the fiscal year ended December 31, 2022 of Ambow Education Holding Ltd. (the “Registrant”); 2. Based on my knowledge, this annual report does not contain any untrue statement of a mate

April 27, 2023 EX-13.2

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

Exhibit 13.2 CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Annual Report of Ambow Education Holding Ltd. (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, Jin Huang, the Chief Financial Officer (P

April 27, 2023 EX-99.1

Ambow Education Announces Second Half and Full-Year 2022 Financial Results Unveils Strategy to Lead Emerging Hybrid Education Market

Exhibit 99.1 Ambow Education Announces Second Half and Full-Year 2022 Financial Results Unveils Strategy to Lead Emerging Hybrid Education Market CUPERTINO, California, April 27, 2023 - Ambow Education Holding Ltd. (NYSE American: AMBO) ("Ambow" or the "Company"), a technology-driven educational company with primary operations in the United States, today announced its financial and operating resul

April 27, 2023 EX-15.1

INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM’S CONSENT

Exhibit 15.1 INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM’S CONSENT We consent to the incorporation by reference in this Registration Statement of Ambow Education Holding Ltd. on Form F-3 (File No. 333-264878) of our report dated April 27, 2023, with respect to our audits of the consolidated financial statements of Ambow Education Holding Ltd. as of December 31, 2022 and 2021 and for each of the

April 27, 2023 EX-12.2

CERTIFICATION BY PRINCIPAL FINANCIAL OFFICER PURSUANT TO RULES 13a-14 and 15d-14 OF THE SECURITIES EXCHANGE ACT OF 1934

Exhibit 12.2 CERTIFICATION BY PRINCIPAL FINANCIAL OFFICER PURSUANT TO RULES 13a-14 and 15d-14 OF THE SECURITIES EXCHANGE ACT OF 1934 I, Jin Huang, certify that: 1. I have reviewed this annual report on Form 20-F for the fiscal year ended December 31, 2022 of Ambow Education Holding Ltd. (the “Registrant”); 2. Based on my knowledge, this annual report does not contain any untrue statement of a mate

April 27, 2023 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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: 001-34824

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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: 001-34824 Ambow Education Holding Ltd.

March 2, 2023 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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: 001-348

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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: 001-34824 Ambow Education Holding Ltd.

March 2, 2023 EX-99.1

Ambow Completes US$2.0 Million Private Placement with Strategic Investor

Exhibit 99.1 Ambow Completes US$2.0 Million Private Placement with Strategic Investor CUPERTINO, California / March 1, 2023 / Ambow Education Holding Ltd. ("Ambow" or the "Company") (NYSE American: AMBO), a US-based global education company, today announced its entry into a securities purchase agreement (the “Agreement”) with an institutional investor (the “Investor”) to issue and sell 5,000,000 o

March 2, 2023 EX-99.2

Securities PURCHASE AGREEMENT

Exhibit 99.2 Securities PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of [1st, February], 2023, between Ambow Education Holding Ltd., a Cayman Islands company (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”). WHEREAS, subject to the terms

January 23, 2023 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 2023 Commission File Number: 001-3482

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 2023 Commission File Number: 001-34824 Ambow Education Holding Ltd.

January 23, 2023 EX-99.1

Update on Bay State College Accreditation Status

Exhibit 99.1 Update on Bay State College Accreditation Status Cupertino, California, January 19, 2023 /PRNewswire/ - Ambow Education Holding Ltd. ("Ambow" or the "Company") (NYSE American: AMBO) today announced that The New England Commission of Higher Education (NECHE) has informed Bay State College (Boston, Mass.) of its intent to withdraw Bay State College’s accreditation as of August 30, 2023.

December 22, 2022 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2022 Commission File Number: 001-348

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2022 Commission File Number: 001-34824 Ambow Education Holding Ltd.

November 23, 2022 EX-99.2

Dated November 23, 2022 AMBOW EDUCATION HOLDING LTD., AMBOW EDUCATION LTD., AMBOW EDUCATION MANAGEMENT LTD., AMBOW EDUCATION GROUP LTD., - and – CLOVER WEALTH LIMITED SHARE PURCHASE AGREEMENT

Exhibit 99.2 Dated November 23, 2022 AMBOW EDUCATION HOLDING LTD., AMBOW EDUCATION LTD., AMBOW EDUCATION MANAGEMENT LTD., AMBOW EDUCATION GROUP LTD., - and – CLOVER WEALTH LIMITED SHARE PURCHASE AGREEMENT CONTENTS SECTION 1 DEFINITIONS 3 SECTION 2 SALE AND PURCHASE 5 SECTION 3 COMPLETION AND POST-COMPLETION MATTERS 5 SECTION 4 REPRESENTATIONS AND WARRANTIES 6 SECTION 5 CONDITIONS TO COMPLETION 8 S

November 23, 2022 EX-99.1

Ambow Education Reaches Definitive Agreement for the Sale of Ambow Education Ltd., Ambow Education Management Ltd. and Ambow Education Group Ltd.

Exhibit 99.1 Ambow Education Reaches Definitive Agreement for the Sale of Ambow Education Ltd., Ambow Education Management Ltd. and Ambow Education Group Ltd. BEIJING, November 23, 2022 –Ambow Education Holding Ltd. (“Ambow” or the “Company”) (NYSE American: AMBO), today announced that on November 23, 2022, the Company and its wholly owned subsidiaries, namely Ambow Education Ltd., Ambow Education

November 23, 2022 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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: 001-348

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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: 001-34824 Ambow Education Holding Ltd.

November 23, 2022 EX-99.1

AMBOW EDUCATION HOLDING LTD. NOTICE OF ANNUAL MEETING OF SHAREHOLDERS To be held on December 22, 2022

Exhibit 99.1 AMBOW EDUCATION HOLDING LTD. NOTICE OF ANNUAL MEETING OF SHAREHOLDERS To be held on December 22, 2022 To the Shareholders of Ambow Education Holding Ltd.: Notice is hereby given that the Annual Meeting of the Shareholders of Ambow Education Holding Ltd. (the “Company”) will be held on December 22, 2022 at 11:00 a.m. local time at Conference Room Yingzunge, 12th Floor, Tower 1, Financi

November 23, 2022 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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: 001-348

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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: 001-34824 Ambow Education Holding Ltd.

November 17, 2022 CORRESP

AMBOW EDUCATION HOLDING LTD. 12th Floor, Tower 1, Financial Street, Chang’an Center, Shijingshan District, Beijing 100043 People’s Republic of China

AMBOW EDUCATION HOLDING LTD. 12th Floor, Tower 1, Financial Street, Chang?an Center, Shijingshan District, Beijing 100043 People?s Republic of China November 18, 2022 Securities and Exchange Commission 100 F. Street, N.E. Washington, D.C. 20549 Attention: Jennie Beysolow Re: Ambow Education Holding Limited Registration Statement on Form F-3 File No. 333-264878 Dear Ms. Beysolow: The Company hereby

November 10, 2022 F-3/A

As filed with the Securities and Exchange Commission on November 10, 2022

As filed with the Securities and Exchange Commission on November 10, 2022 Registration No.

November 10, 2022 CORRESP

November 10, 2022

November 10, 2022 VIA EDGAR CORRESP Jennie Beysolow Division of Corporation Finance Securities and Exchange Commission 100 F Street, N.

October 14, 2022 F-3/A

As filed with the Securities and Exchange Commission on October 14, 2022

As filed with the Securities and Exchange Commission on October 14, 2022 Registration No.

October 14, 2022 CORRESP

October 14, 2022

October 14, 2022 VIA EDGAR CORRESP Jennie Beysolow Division of Corporation Finance Securities and Exchange Commission 100 F Street, N.

October 6, 2022 6-K

our Report of Foreign Private Issuer on Form 6-K for the month of September 2022, submitted to the SEC on October 6, 2022

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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: 001-34824 Ambow Education Holding Ltd.

September 30, 2022 EX-99.2

AMBOW EDUCATION HOLDING LTD. INDEX TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE SIX MONTHS ENDED JUNE 30, 2022 AND 2021

Table of Contents Exhibit 99.2 AMBOW EDUCATION HOLDING LTD. INDEX TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE SIX MONTHS ENDED JUNE 30, 2022 AND 2021 ? CONTENTS ? ? ? ? Pages Condensed Consolidated Balance Sheets as of June 30, 2022 (Unaudited) and December 31, 2021 F-2 Unaudited Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) for the Three and Six Months

September 30, 2022 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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: 001-34

? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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: 001-34824 Ambow Education Holding Ltd.

September 30, 2022 EX-99.1

Ambow Education Announces Second Quarter and First Half 2022 Financial Results

Exhibit 99.1 Ambow Education Announces Second Quarter and First Half 2022 Financial Results BEIJING, September 30, 2022 /PRNewswire/ - Ambow Education Holding Ltd. (?Ambow? or the ?Company?) (NYSE American: AMBO), a leading cross-border career educational and technology service provider, today announced its unaudited consolidated financial and operating results for the three-month and six-month pe

September 30, 2022 EX-99.3

For the six months ended June 30,

? Exhibit 99.3 MANAGEMENT?S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our condensed consolidated financial statements for the periods specified in the earnings release included as an exhibit to this Form 6-K. We undertake no obligation to upda

September 30, 2022 EX-99.4

Ambow Education Receives Bid for Company's Assets in China

Exhibit 99.4 Ambow Education Receives Bid for Company's Assets in China BEIJING, Sept. 20, 2022 /PRNewswire/ - Ambow Education Holding Ltd. (?Ambow? or the ?Company?) (NYSE American: AMBO), today announced that its board of directors (the ?Board?) has received a preliminary non-binding proposal letter (the ?Proposal Letter?) from Clover Wealth Limited (?SPV?) to acquire all of the Company's busine

September 14, 2022 CORRESP

2

September 14, 2022 VIA EDGAR CORRESP Jennie Beysolow Division of Corporation Finance Securities and Exchange Commission 100 F Street, N.

September 14, 2022 F-3/A

As filed with the Securities and Exchange Commission on September 14, 2022

As filed with the Securities and Exchange Commission on September 14, 2022 Registration No.

August 12, 2022 CORRESP

August 12, 2022

August 12, 2022 VIA EDGAR CORRESP Jennie Beysolow Division of Corporation Finance Securities and Exchange Commission 100 F Street, N.

August 12, 2022 EX-99.1

Opinion of Beijing Jincheng Tongda & Neal Law Firm ***

Exhibit 99.1 From: Beijing Jincheng Tongda & Neal Law Firm 10/F, China World Tower A No. 1 Jianguo Menwai Avenue Beijing 100004, China To: Ambow Education Holding Ltd. 12th Floor, Tower 1, Financial Street, Chang?an Center, Shijingshan District, Beijing 100043, China August 12, 2022 Dear Sirs, Ambow?s listing on u.s. exchanges and the vie structure in relation to Ambow?s prc entities and wfoes. We

August 12, 2022 F-3/A

As filed with the Securities and Exchange Commission on August 12, 2022

As filed with the Securities and Exchange Commission on August 12, 2022 Registration No.

June 14, 2022 CORRESP

June 14, 2022

June 14, 2022 VIA EDGAR CORRESP Jennie Beysolow Division of Corporation Finance Securities and Exchange Commission 100 F Street, N.

June 14, 2022 F-3/A

As filed with the Securities and Exchange Commission on June 14, 2022

As filed with the Securities and Exchange Commission on June 14, 2022 Registration No.

May 12, 2022 EX-FILING FEES

Filing Fees Table ***

Exhibit 107 EX-FILING FEES Calculation of Filing Fee Tables Form F-3 (Form Type) AMBOW EDUCATION HOLDING LTD.

May 12, 2022 F-3

Power of Attorney ***

As filed with the Securities and Exchange Commission on May 12, 2022 Registration No.

May 2, 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.

May 2, 2022 EX-15.1

Consent of Marcum Bernstein & Pinchuk LLP *

EX-15.1 29 ambo-20211231xex15d1.htm EX-15.1 Exhibit 15.1 Beijing Office Kerry Center South Tower 1 Guang Hua Rd., #2419-2422, Chaoyang Dist., Beijing 100020 T 8610.8518.7992 INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM’S CONSENT We consent to the incorporation by reference in the Registration Statement of Ambow Education Holding Ltd. on Form F-3 (File No. 333-231273) of our report dated May 2, 20

May 2, 2022 EX-4.62

English Translation of Technology Service Agreement between Beijing BoheLe Science and Technology Co., Ltd. and Beijing JFR Education and Technology Co., Ltd., dated July 20, 2021*

Exhibit 4.62 Technology Service Agreement Between Beijing JFR Education and Technology Co., Ltd. And Beijing BoheLe Science and Technology Co. Ltd. July 20, 2021 This Technology Service Agreement (this ?Agreement?) is entered into by the following parties on July 20, 2021: (1) Beijing JFR Education and Technology Co., Ltd. (?Party A?), a limited liability company duly established and validly exist

May 2, 2022 EX-4.66

English Translation of Loan Agreement by and among Beijing BoheLe Science and Technology Co., Ltd., Xiang Yao and Yanting Wang, dated July 20, 2021*

Exhibit 4.66 Loan Agreement This Loan Agreement (this ?Agreement?) is entered into by the following parties (the ?Parties?) on July 20, 2021 in the People?s Republic of China (?China?): Lender: Beijing BoheLe Science and Technology Co. Ltd. Address: Room 1210, 12/F, Tower 1, Courtyard 54, Shijingshan Road, Shijingshan District, Beijing, China Borrower: Xiang Yao ID number: 320502198906090518 Borro

May 2, 2022 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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: 001-34824 Am

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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: 001-34824 Ambow Education Holding Ltd.

May 2, 2022 EX-4.50

English Translation of Termination Agreement between Beijing BoheLe Science and Technology Co., Ltd. and Beijing Le’An Operational Management Co., Ltd., dated July 5, 2021*

Exhibit 4.50 Termination Agreement Party A: Beijing BoheLe Science and Technology Co. Ltd. Party B: Beijing Le?An Operational Management Co., Ltd. Party A and Party B has mutually agreed on the termination, and reached the following agreement: 1. The ?Technology Service Agreement? (hereinafter refer to as ?Agreement?) was signed by both parties on May 25, 2020. Both parties agreed to terminate the

May 2, 2022 EX-4.63

English Translation of Share Pledge Agreement by and among Beijing BoheLe Science and Technology Co., Ltd., Xiang Yao and Yanting Wang, dated July 20, 2021*

Exhibit 4.63 Share Pledge Agreement Between Beijing BoheLe Science and Technology Co. Ltd. And Xiang Yao & Yanting Wang July 20, 2021 This Share Pledge Agreement (this ?Agreement?) is entered into by and among the following parties on July 20, 2021: Pledgee: Beijing BoheLe Science and Technology Co. Ltd. Legal Representative: Xuejun Xie Principal Office: Room 1210, 12/F, Tower 1, Courtyard 54, Shi

May 2, 2022 EX-99.1

Ambow Education Announces Second Half and Full Year 2021 Financial Results

Exhibit 99.1 Ambow Education Announces Second Half and Full Year 2021 Financial Results BEIJING, May 2, 2022 - Ambow Education Holding Ltd. (?Ambow? or the ?Company?) (NYSE American: AMBO), a leading cross-border career educational and technology service provider, today announced its financial and operating results for the third and fourth quarters of 2021, which have not been audited or reviewed

May 2, 2022 EX-4.52

English Translation of Technology Service Agreement between Beijing BoheLe Science and Technology Co., Ltd. and Beijing Le’An Operational Management Co., Ltd., dated July 6, 2021*

Exhibit 4.52 Amended and Restated Technology Service Agreement Between Beijing Le?An Operational Management Co., Ltd. And Beijing BoheLe Science and Technology Co. Ltd. July 6, 2021 This Amended and Restated Technology Service Agreement (this ?Agreement?) is entered into by the following parties on July 6, 2021: (1) Beijing Le?An Operational Management Co., Ltd. (?Party A?), a limited liability co

May 2, 2022 EX-4.71

English Translation of Loan Agreement by and among Beijing BoheLe Science and Technology Co., Ltd., Xiang Yao and Yanting Wang, dated July 20, 2021*

Exhibit 4.71 Loan Agreement This Loan Agreement (this ?Agreement?) is entered into by the following parties (the ?Parties?) on July 20, 2021 in the People?s Republic of China (?China?): Lender: Beijing BoheLe Science and Technology Co. Ltd. Address: Room 1210, 12/F, Tower 1, Courtyard 54, Shijingshan Road, Shijingshan District, Beijing, China Borrower: Xiang Yao ID number: 320502198906090518 Borro

May 2, 2022 EX-12.1

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

Exhibit 12.1 CERTIFICATION BY PRINCIPAL EXECUTIVE OFFICER PURSUANT TO RULES 13a-14 and 15d-14 OF THE SECURITIES EXCHANGE ACT OF 1934 I, Jin Huang, certify that: 1. I have reviewed this annual report on Form 20-F for the fiscal year ended December 31, 2021 of Ambow Education Holding Ltd. (the “Registrant”); 2. Based on my knowledge, this annual report does not contain any untrue statement of a mate

May 2, 2022 EX-4.55

English Translation of Powers of Attorney, each dated July 6, 2021*

Exhibit 4.55 Amended and Restated Power of Attorney ? Shareholder: Qing Shen (?Pledgor?) ? Attorney-in-fact: Beijing BoheLe Science and Technology Co. Ltd. (?Beijing BoheLe?) ? In accordance with the Amended and Restated Share Pledge Agreement executed by Qing Shen on July 6, 2021 (?Pledge Agreement?), by executing this power of attorney (the ?POA?), the Pledgor hereby appoints Beijing BoheLe as h

May 2, 2022 EX-4.58

English Translation of Share Pledge Agreement by and among OOOK (Beijing) Education and Technology Co., Ltd., Xuejun Xie and Gang Huang, dated September 22, 2021*

Exhibit 4.58 Share Pledge Agreement Between OOOK (Beijing) Education and Technology Co., Ltd. And Xuejun Xie & Gang Huang September 22, 2021 This Share Pledge Agreement (this ?Agreement?) is entered into by and among the following parties on September 22, 2021: Pledgee: OOOK (Beijing) Education and Technology Co., Ltd. Legal Representative: Kia Jing Tan Principal Office: Room 1202, 12/F, Tower 1,

May 2, 2022 EX-4.56

English Translation of Loan Agreement by and among Beijing BoheLe Science and Technology Co., Ltd., Qing Shen and Xingjuan Chen, dated July 6, 2021*

Exhibit 4.56 Amended and Restated Loan Agreement This Amended and Restated Loan Agreement (this ?Agreement?) is entered into by the following parties (the ?Parties?) on July 6, 2021 in the People?s Republic of China (?China?): Lender: Beijing BoheLe Science and Technology Co. Ltd. Address: Room 1210, 12/F, Tower 1, Courtyard 54, Shijingshan Road, Shijingshan District, Beijing, China Borrower: Qing

May 2, 2022 EX-4.61

English Translation of Loan Agreement by and among OOOK (Beijing) Education and Technology Co., Ltd., Xuejun Xie and Gang Huang, dated September 22, 2021*

Exhibit 4.61 Loan Agreement This Loan Agreement (this ?Agreement?) is entered into by the following parties (the ?Parties?) on September 22, 2021 in the People?s Republic of China (?China?): Lender: OOOK (Beijing) Education and Technology Co., Ltd. Address: Room 1202, 12/F, Tower 1, Courtyard 54, Shijingshan Road, Shijingshan District, Beijing, China Borrower: Xuejun Xie ID number: 510102196610258

May 2, 2022 EX-4.69

English Translation of Call Option Agreement by and among Beijing BoheLe Science and Technology Co., Ltd., Xiang Yao and Yanting Wang, dated July 20, 2021*

Exhibit 4.69 Call Option Agreement Between Beijing BoheLe Science and Technology Co. Ltd. And Xiang Yao & Yanting Wang July 20, 2021 This Call Option Agreement (this ?Agreement?) is entered into by the following Parties on July 20, 2021: 1. Beijing BoheLe Science and Technology Co. Ltd. (?Party A?), a limited liability company duly established and validly existing under the laws of People?s Republ

May 2, 2022 EX-13.1

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

Exhibit 13.1 CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Annual Report of Ambow Education Holding Ltd. (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, Jin Huang, the President and Chief Execut

May 2, 2022 EX-4.68

English Translation of Share Pledge Agreement by and among Beijing BoheLe Science and Technology Co., Ltd., Xiang Yao and Yanting Wang, dated July 20, 2021*

Exhibit 4.68 Share Pledge Agreement Between Beijing BoheLe Science and Technology Co. Ltd. And Yao Xiang & Wang Yanting July 20, 2021 This Share Pledge Agreement (this ?Agreement?) is entered into by and among the following parties on July 20, 2021: Pledgee: Beijing BoheLe Science and Technology Co. Ltd. Legal Representative: Xuejun Xie Principal Office: Room 1210, 12/F, Tower 1, Courtyard 54, Shi

May 2, 2022 EX-4.65

English Translation of Powers of Attorney, each dated July 20, 2021*

Exhibit 4.65 ? Power of Attorney Shareholder: Xiang Yao (?Pledgor?) Attorney-in-fact: Beijing BoheLe Science and Technology Co. Ltd. (?Beijing BoheLe?) In accordance with the Share Pledge Agreement executed by Xiang Yao on July 20, 2021 (?Pledge Agreement?), by executing this power of attorney (the ?POA?), the Pledgor hereby appoints Beijing BoheLe as his attorney-in-fact (?Attorney-in-fact?) to (

May 2, 2022 EX-4.60

English Translation of Powers of Attorney, each dated September 22, 2021*

Exhibit 4.60 Power of Attorney Shareholder: Xuejun Xie (?Pledgor?) Attorney-in-fact: OOOK (Beijing) Education and Technology Co., Ltd. (?OOOK Beijing?) In accordance with the Share Pledge Agreement executed by Xuejun Xie on September 22, 2021 (?Pledge Agreement?), by executing this power of attorney (the ?POA?), the Pledgor hereby appoints OOOK Beijing as her attorney-in-fact (?Attorney-in-fact?)

May 2, 2022 EX-4.59

English Translation of Call Option Agreement by and among OOOK (Beijing) Education and Technology Co., Ltd., Xuejun Xie and Gang Huang, dated September 22, 2021*

Exhibit 4.59 Call Option Agreement Between OOOK (Beijing) Education and Technology Co., Ltd. And Xuejun Xie & Gang Huang September 22, 2021 This Call Option Agreement (this ?Agreement?) is entered into by the following Parties on September 22, 2021: 1. OOOK (Beijing) Education and Technology Co., Ltd. (?Party A?), a limited liability company duly established and validly existing under the laws of

May 2, 2022 EX-4.53

English Translation of Share Pledge Agreement by and among Beijing BoheLe Science and Technology Co., Ltd., Qing Shen and Xingjuan Chen, dated July 6, 2021*

Exhibit 4.53 Amended and Restated Share Pledge Agreement Between Beijing BoheLe Science and Technology Co. Ltd. And Yuan Hao & Yue Liu July 6, 2021 This Amended and Restated Share Pledge Agreement (this ?Agreement?) is entered into by and among the following parties on July 6, 2021: Pledgee: Beijing BoheLe Science and Technology Co. Ltd. Legal Representative: Xuejun Xie Principal Office: Room 1210

May 2, 2022 EX-13.2

Certification by Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002*

Exhibit 13.2 CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Annual Report of Ambow Education Holding Ltd. (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, Kia Jing Tan, the Chief Financial Officer

May 2, 2022 EX-4.51

English Translation of Termination Agreement by and among Beijing BoheLe Science and Technology Co., Ltd., Yuan Hao and Yue Liu, dated July 5, 2021*

Exhibit 4.51 Termination Agreement Party A: Beijing BoheLe Science and Technology Co. Ltd. Party B: Yuan Hao, Yue Liu Party A and Party B has mutually agreed on the termination, and reached the following agreement: 1. The ?Loan Agreement?, ?Share Pledge Agreement? and ?Call Option Agreement? (hereinafter refer to as ?Agreements?) was signed by both parties on May 25, 2020. Both parties agreed to t

May 2, 2022 EX-4.70

English Translation of Powers of Attorney, each dated July 20, 2021*

Exhibit 4.70 Power of Attorney Shareholder: Xiang Yao (?Pledgor?) Attorney-in-fact: Beijing BoheLe Science and Technology Co. Ltd. (?Beijing BoheLe?) In accordance with the Share Pledge Agreement executed by Xiang Yao on July 20, 2021 (?Pledge Agreement?), by executing this power of attorney (the ?POA?), the Pledgor hereby appoints Beijing BoheLe as his attorney-in-fact (?Attorney-in-fact?) to (i)

May 2, 2022 EX-4.67

English Translation of Technology Service Agreement between Beijing BoheLe Science and Technology Co., Ltd. and Jinan LYZX Business Management Co., Ltd., dated July 20, 2021*

Exhibit 4.67 Technology Service Agreement Between Jinan LYZX Business Management Co., Ltd. And Beijing BoheLe Science and Technology Co. Ltd. July 20, 2021 This Technology Service Agreement (this ?Agreement?) is entered into by the following parties on July 20, 2021: (1) Jinan LYZX Business Management Co., Ltd. (?Party A?), a limited liability company duly established and validly existing under th

May 2, 2022 EX-4.64

English Translation of Call Option Agreement by and among Beijing BoheLe Science and Technology Co., Ltd., Xiang Yao and Yanting Wang, dated July 20, 2021*

Exhibit 4.64 Call Option Agreement Between Beijing BoheLe Science and Technology Co. Ltd. And Xiang Yao & Yanting Wang July 20, 2021 This Call Option Agreement (this ?Agreement?) is entered into by the following Parties on July 20, 2021: 1. Beijing BoheLe Science and Technology Co. Ltd. (?Party A?), a limited liability company duly established and validly existing under the laws of People?s Republ

May 2, 2022 EX-12.2

Certification by Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002*

Exhibit 12.2 ? CERTIFICATION BY PRINCIPAL FINANCIAL OFFICER PURSUANT TO RULES 13a-14 and 15d-14 OF THE SECURITIES EXCHANGE ACT OF 1934 ? I, Kia Jing Tan, certify that: ? 1. I have reviewed this annual report on Form 20-F for the fiscal year ended December 31, 2021 of Ambow Education Holding Ltd. (the ?Registrant?); ? 2. Based on my knowledge, this annual report does not contain any untrue statemen

May 2, 2022 EX-4.57

English Translation of Technology Service Agreement between Beijing OOOK Education and Technology Co., Ltd. and OOOK (Beijing) Education and Technology Co., Ltd., dated September 22, 2021*

Exhibit 4.57 Technology Service Agreement Between Beijing OOOK Education and Technology Co., Ltd. And OOOK (Beijing) Education and Technology Co., Ltd. September 22, 2021 This Technology Service Agreement (this ?Agreement?) is entered into by the following parties on September 22, 2021: (1) Beijing OOOK Education and Technology Co., Ltd. (?Party A?), a limited liability company duly established an

May 2, 2022 EX-4.54

English Translation of Call Option Agreement by and among Beijing BoheLe Science and Technology Co., Ltd., Qing Shen and Xingjuan Chen, dated July 6, 2021*

Exhibit 4.54 Amended and Restated Call Option Agreement Between Beijing BoheLe Science and Technology Co. Ltd. And Qing Shen & Xingjuan Chen July 6, 2021 This Amended and Restated Call Option Agreement (this ?Agreement?) is entered into by the following Parties on July 6, 2021: 1. Beijing BoheLe Science and Technology Co. Ltd. (?Party A?), a limited liability company duly established and validly e

December 15, 2021 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2021 Commission File Number: 001-348

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2021 Commission File Number: 001-34824 Ambow Education Holding Ltd.

November 9, 2021 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 2021 Commission File Number: 001-348

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 2021 Commission File Number: 001-34824 Ambow Education Holding Ltd.

November 9, 2021 EX-99.1

AMBOW EDUCATION HOLDING LTD. NOTICE OF ANNUAL MEETING OF SHAREHOLDERS To be held on December 15, 2021

EX-99.1 2 tm2131940d1ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 AMBOW EDUCATION HOLDING LTD. NOTICE OF ANNUAL MEETING OF SHAREHOLDERS To be held on December 15, 2021 To the Shareholders of Ambow Education Holding Ltd. Notice is hereby given that the Annual Meeting of the Shareholders of Ambow Education Holding Ltd. (the “Company”) will be held on December 15, 2021 at 10:00 a.m. local time at Conference

September 20, 2021 EX-99.1

Ambow Education Announces Second Quarter 2021 Financial Results

Exhibit 99.1 Ambow Education Announces Second Quarter 2021 Financial Results BEIJING, September 20, 2021 - Ambow Education Holding Ltd. (?Ambow? or the ?Company?) (NYSE American: AMBO), a leading cross-border career educational and technology service provider, today announced its unaudited financial and operating results for the three-month and six-month periods ended June 30, 2021. ?In the second

September 20, 2021 EX-99.2

INDEX TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE SIX MONTHS ENDED JUNE 30, 2021 AND 2020

Table of Contents Exhibit 99.2 INDEX TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE SIX MONTHS ENDED JUNE 30, 2021 AND 2020 ? Unaudited Condensed Consolidated Balance Sheets F-2 Unaudited Condensed Consolidated Statements of Operations and Comprehensive Income for the Three and Six Months ended June 30, 2021 and 2020 F-5 Unaudited Condensed Consolidated Statements of Changes in E

September 20, 2021 EX-99.3

For the six months ended June 30,

? ? Exhibit 99.3 MANAGEMENT?S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS The following discussion and analysis of financial condition and results of operations should be read in conjunction with our unaudited condensed consolidated financial statements for the periods specified in this earnings release on Form 6-K. We undertake no obligation to update publicly any for

September 20, 2021 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 2021 Commission File Number: 001-34

? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 2021 ? Commission File Number: 001-34824 Ambow Education Holding Ltd.

July 29, 2021 EX-99.1

Ambow Education Provides Update on PRC Regulatory Policy

EX-99.1 2 tm2123615d1ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Ambow Education Provides Update on PRC Regulatory Policy BEIJING, July 29, 2021 /PRNewswire/ - Ambow Education Holding Ltd. (“Ambow” or “the Company”) (NYSE American: AMBO), a leading cross-border career educational and technology service provider, today announced it noted that the General Office of the Communist Party of China Central Comm

July 29, 2021 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 2021 Commission File Number: 001-34824 A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 2021 Commission File Number: 001-34824 Ambow Education Holding Ltd.

June 28, 2021 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2021 Commission File Number: 001-34824 A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2021 Commission File Number: 001-34824 Ambow Education Holding Ltd.

June 28, 2021 EX-99.1

Ambow Education Announces First Quarter 2021 Financial Results

Exhibit 99.1 Ambow Education Announces First Quarter 2021 Financial Results BEIJING, June 28, 2021 - Ambow Education Holding Ltd. (?Ambow? or the ?Company?) (NYSE American: AMBO), a leading national provider of educational and career enhancement services in China, today announced its unaudited financial and operating results for the three-month period ended March 31, 2021. ?We are pleased to start

April 15, 2021 EX-12.2

Certification by Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002*

EXHIBIT 12.2 CERTIFICATION BY PRINCIPAL FINANCIAL OFFICER PURSUANT TO RULES 13a-14 and 15d-14 OF THE SECURITIES EXCHANGE ACT OF 1934 I, Kia Jing Tan, certify that: 1. I have reviewed this Amendment No. 1 to annual report on Form 20-F for the fiscal year ended December 31, 2020 of Ambow Education Holding Ltd. (the ?Registrant?); 2. Based on my knowledge, this annual report does not contain any untr

April 15, 2021 20-F/A

- FORM 20-F/A

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, 2020 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) O

April 15, 2021 EX-12.1

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

EXHIBIT 12.1 CERTIFICATION BY PRINCIPAL EXECUTIVE OFFICER PURSUANT TO RULES 13a-14 and 15d-14 OF THE SECURITIES EXCHANGE ACT OF 1934 I, Jin Huang, certify that: 1. I have reviewed this Amendment No. 1 to annual report on Form 20-F for the fiscal year ended December 31, 2020 of Ambow Education Holding Ltd. (the ?Registrant?); 2. Based on my knowledge, this annual report does not contain any untrue

April 8, 2021 EX-4.45

English Translation of Technology Service Agreement between Beijing BoheLe Science and Technology Co., Ltd. and Beijing Le’An Operational Management Co., Ltd., dated May 25, 2020*

Exhibit 4.45 Technology Service Agreement Between Beijing Le?An Operational Management Co., Ltd. And Beijing BoheLe Science and Technology Co. Ltd. May 25, 2020 This Technology Service Agreement (this ?Agreement?) is entered into by the following parties on May 25, 2020: (1) Beijing Le?An Operational Management Co., Ltd. (?Party A?), a limited liability company duly established and validly existin

April 8, 2021 EX-4.46

English Translation of Share Pledge Agreement by and among Beijing BoheLe Science and Technology Co., Ltd., Yuan Hao and Yue Liu, dated May 25, 2020*

Exhibit 4.46 Share Pledge Agreement Between Beijing BoheLe Science and Technology Co. Ltd. And Yuan Hao & Yue Liu May 25, 2020 This Share Pledge Agreement (this ?Agreement?) is entered into by and among the following parties on May 25, 2020: Pledgee: Beijing BoheLe Science and Technology Co. Ltd. Legal Representative: Xuejun Xie Principal Office: Room 1210, 12/F, Tower 1, Courtyard 54, Shijingshan

April 8, 2021 6-K

Current Report of Foreign Issuer - FORM 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 2021 Commission File Number: 001-34824 Ambow Education Holding Ltd.

April 8, 2021 EX-4.43

English Translation of Powers of Attorney, each dated June 15, 2020*

Exhibit 4.43 Power of Attorney Shareholder: Xuejun Xie (?Pledgor?) Attorney-in-fact: Beijing BoheLe Science and Technology Co. Ltd. (?Beijing BoheLe?) In accordance with the Share Pledge Agreement executed by Xuejun Xie on June 15, 2020 (?Pledge Agreement?), by executing this power of attorney (the ?POA?), the Pledgor hereby appoints Beijing BoheLe as her attorney-in-fact (?Attorney-in-fact?) to (

April 8, 2021 EX-4.42

English Translation of Call Option Agreement by and among Beijing BoheLe Science and Technology Co., Ltd., Xuejun Xie and Jianguo Xue, dated June 15, 2020*

Exhibit 4.42 Call Option Agreement Between Beijing BoheLe Science and Technology Co. Ltd. And Xuejun Xie & Jianguo Xue June 15, 2020 This Call Option Agreement (this ?Agreement?) is entered into by the following Parties on June 15, 2020: 1. Beijing BoheLe Science and Technology Co. Ltd. (?Party A?), a limited liability company duly established and validly existing under the laws of People?s Republ

April 8, 2021 EX-4.41

English Translation of Share Pledge Agreement by and among Beijing BoheLe Science and Technology Co., Ltd., Xuejun Xie and Jianguo Xue, dated June 15, 2020*

EX-4.41 5 tm211761d1ex4-41.htm EXHIBIT 4.41 Exhibit 4.41 Share Pledge Agreement Between Beijing BoheLe Science and Technology Co. Ltd. And Xuejun Xie & Jianguo Xue June 15, 2020 This Share Pledge Agreement (this “Agreement”) is entered into by and among the following parties on June 15, 2020: Pledgee: Beijing BoheLe Science and Technology Co. Ltd. Legal Representative: Xuejun Xie Principal Office:

April 8, 2021 20-F

Annual Report on Form 20-F for the fiscal year ended December 31, 2020

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, 2020 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXC

April 8, 2021 EX-4.39

English Translation of Termination Agreement Between Beijing Ambow Chuangying Education and Technology Co., Ltd. , Xuejun Xie and Jianguo Xue, dated June 14, 2020*

Exhibit 4.39 Termination Agreement Party A: Beijing Ambow Chuangying Education and Technology Co., Ltd. Party B: Xuejun Xie, Jianguo Xue Party A and Party B has mutually agreed on the termination, and reached the following agreement: 1. The ?Loan Agreement?, ?Share Pledge Agreement? and ?Call Option Agreement? (hereinafter refer to as ?Agreements?) was signed by both parties on June 29, 2017. Both

April 8, 2021 EX-12.2

Certification by Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002*

EXHIBIT 12.2 CERTIFICATION BY PRINCIPAL FINANCIAL OFFICER PURSUANT TO RULES 13a-14 and 15d-14 OF THE SECURITIES EXCHANGE ACT OF 1934 I, Kia Jing Tan, certify that: 1. I have reviewed this annual report on Form 20-F for the fiscal year ended December 31, 2020 of Ambow Education Holding Ltd. (the ?Registrant?); 2. Based on my knowledge, this annual report does not contain any untrue statement of a m

April 8, 2021 EX-4.44

English Translation of Loan Agreement by and among Beijing BoheLe Science and Technology Co., Ltd., Xuejun Xie and Jianguo Xue, dated June 15, 2020*

Exhibit 4.44 Loan Agreement This Loan Agreement (this ?Agreement?) is entered into by the following parties (the ?Parties?) on June 15, 2020 in the People?s Republic of China (?China?): Lender: Beijing BoheLe Science and Technology Co. Ltd. Address: Room 1210, 12/F, Tower 1, Courtyard 54, Shijingshan Road, Shijingshan District, Beijing, China Borrower: Xuejun Xie ID number: 510102196610258005, Add

April 8, 2021 EX-4.38

English Translation of Termination Agreement Between Beijing Ambow Chuangying Education and Technology Co., Ltd. and Beijing Ambow Shida Education Technology Co., Ltd., dated June 14, 2020*

Exhibit 4.38 Termination Agreement Party A: Beijing Ambow Shida Education Technology Co., Ltd. Party B: Beijing Ambow Chuangying Education and Technology Co., Ltd. Party A and Party B has mutually agreed on the termination, and reached the following agreement: 1. The ?Technology Service Agreement? (hereinafter refer to as ?Agreement?) was signed by both parties on June 29, 2017. Both parties agree

April 8, 2021 EX-13.2

Certification by Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002*

EXHIBIT 13.2 CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Annual Report of Ambow Education Holding Ltd. (the ?Company?) on Form 20-F for the year ended December 31, 2020, as filed with the Securities and Exchange Commission on the date hereof (the ?Report?), I, Kia Jing Tan, the Chief Financial Officer

April 8, 2021 EX-4.49

English Translation of Loan Agreement by and among Beijing BoheLe Science and Technology Co., Ltd., Yuan Hao and Yue Liu, dated May 25, 2020*

Exhibit 4.49 Loan Agreement This Loan Agreement (this ?Agreement?) is entered into by the following parties (the ?Parties?) on May 25, 2020 in the People?s Republic of China (?China?): Lender: Beijing BoheLe Science and Technology Co. Ltd. Address: Room 1210, 12/F, Tower 1, Courtyard 54, Shijingshan Road, Shijingshan District, Beijing, China Borrower: Yuan Hao ID number: 231026198708252320, Addres

April 8, 2021 EX-4.47

English Translation of Call Option Agreement by and among Beijing BoheLe Science and Technology Co., Ltd., Yuan Hao and Yue Liu, dated May 25, 2020*

Exhibit 4.47 Call Option Agreement Between Beijing BoheLe Science and Technology Co. Ltd. And Yuan Hao & Yue Liu May 25, 2020 This Call Option Agreement (this ?Agreement?) is entered into by the following Parties on May 25 , 2020: 1. Beijing BoheLe Science and Technology Co. Ltd. (?Party A?), a limited liability company duly established and validly existing under the laws of People?s Republic of C

April 8, 2021 EX-99.1

Ambow Education Announces Fourth Quarter and Full Year 2020 Financial Results

Exhibit 99.1 Ambow Education Announces Fourth Quarter and Full Year 2020 Financial Results BEIJING, April 8, 2021 - Ambow Education Holding Ltd. (?Ambow? or the ?Company?) (NYSE American: AMBO), a leading national provider of educational and career enhancement services in China, today announced its unaudited financial and operating results for the fourth quarter and audited financial and operating

April 8, 2021 EX-13.1

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

EXHIBIT 13.1 CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Annual Report of Ambow Education Holding Ltd. (the ?Company?) on Form 20-F for the year ended December 31, 2020, as filed with the Securities and Exchange Commission on the date hereof (the ?Report?), I, Jin Huang, the President and Chief Execut

April 8, 2021 EX-12.1

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

EXHIBIT 12.1 CERTIFICATION BY PRINCIPAL EXECUTIVE OFFICER PURSUANT TO RULES 13a-14 and 15d-14 OF THE SECURITIES EXCHANGE ACT OF 1934 I, Jin Huang, certify that: 1. I have reviewed this annual report on Form 20-F for the fiscal year ended December 31, 2020 of Ambow Education Holding Ltd. (the ?Registrant?); 2. Based on my knowledge, this annual report does not contain any untrue statement of a mate

April 8, 2021 EX-4.40

English Translation of Technology Service Agreement between Beijing BoheLe Science and Technology Co., Ltd., and Beijing Ambow Shida Education Technology Co., Ltd., dated June 15, 2020*

Exhibit 4.40 Technology Service Agreement Between Beijing Ambow Shida Education Technology Co., Ltd. And Beijing BoheLe Science and Technology Co. Ltd. June 15, 2020 This Technology Service Agreement (this ?Agreement?) is entered into by the following parties on June 15, 2020: (1) Beijing Ambow Shida Education Technology Co., Ltd. (?Party A?), a limited liability company duly established and valid

April 8, 2021 EX-4.48

English Translation of Powers of Attorney, each dated May 25, 2020*

Exhibit 4.48 Power of Attorney Shareholder: Yuan Hao (?Pledgor?) Attorney-in-fact: Beijing BoheLe Science and Technology Co. Ltd. (?Beijing BoheLe?) In accordance with the Share Pledge Agreement executed by Yuan Hao on May 25, 2020 (?Pledge Agreement?), by executing this power of attorney (the ?POA?), the Pledgor hereby appoints Beijing BoheLe as her attorney-in-fact (?Attorney-in-fact?) to (i) at

December 30, 2020 EX-99.1

Ambow Education Announces Third Quarter 2020 Financial Results

Exhibit 99.1 Confidential Draft Ambow Education Announces Third Quarter 2020 Financial Results BEIJING, December 17, 2020 - Ambow Education Holding Ltd. (“Ambow” or the “Company”) (NYSE American: AMBO), a leading national provider of educational and career enhancement services in China, today announced its unaudited financial and operating results for the three-month and nine-month periods ended S

December 30, 2020 EX-99.2

Summary of Consolidated Statements of Operations

Exhibit 99.2 Confidential Draft MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS The following discussion and analysis of financial condition and results of operations should be read in conjunction with our consolidated financial statements for the periods specified in this earning release on Form 6-K. We undertake no obligation to update publicly any forward-l

December 30, 2020 6-K

Current Report of Foreign Issuer - FORM 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2020 Commission File Number: 001-34824 Ambow Education Holding Ltd.

December 17, 2020 EX-99.1

Ambow Education Announces Third Quarter 2020 Financial Results

Exhibit 99.1 Confidential Draft Ambow Education Announces Third Quarter 2020 Financial Results BEIJING, December 17, 2020 - Ambow Education Holding Ltd. (“Ambow” or the “Company”) (NYSE American: AMBO), a leading national provider of educational and career enhancement services in China, today announced its unaudited financial and operating results for the three-month and nine-month periods ended S

December 17, 2020 6-K

Current Report of Foreign Issuer - FORM 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2020 Commission File Number: 001-34824 Ambow Education Holding Ltd.

December 15, 2020 6-K

Current Report of Foreign Issuer - FORM 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2020 Commission File Number: 001-34824 Ambow Education Holding Ltd.

November 17, 2020 EX-99.1

AMBOW EDUCATION HOLDING LTD. NOTICE OF ANNUAL MEETING OF SHAREHOLDERS To be held on December 15, 2020

Exhibit 99.1 AMBOW EDUCATION HOLDING LTD. NOTICE OF ANNUAL MEETING OF SHAREHOLDERS To be held on December 15, 2020 To the Shareholders of Ambow Education Holding Ltd. Notice is hereby given that the Annual Meeting of the Shareholders of Ambow Education Holding Ltd. (the “Company”) will be held on December 15, 2020 at 10:00 a.m. local time at Conference Room Yingzunge, 12th Floor, Tower 1, Financia

November 17, 2020 6-K

Current Report of Foreign Issuer - FORM 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 2020 Commission File Number: 001-34824 Ambow Education Holding Ltd.

November 3, 2020 SC 13D/A

AMBOY / Ambow Education Holding Ltd. / Baring Private Equity Asia V Holding (4) Ltd - SC 13D/A Activist Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934* (Amendment No. 7) Ambow Education Holding Ltd. (Name of Issuer) Class A Ordinary Shares & American Depositary Shares (ADS)** (Title of Class of Securities) 02322P101 (CUSIP Number) Tariq Syed Usman Baring Private Equity Asia V Holding (4) Limited #13-01 One Raffles Place Singapore (6

October 5, 2020 EX-99.1

Ambow Announces Pricing of $6.0 Million Registered Direct Offering

Exhibit 99.1 Ambow Announces Pricing of $6.0 Million Registered Direct Offering BEIJING, Oct. 1, 2020 /PRNewswire/ - Ambow Education Holding Ltd. ("Ambow" or the "Company") (NYSE American: AMBO), a leading national provider of educational and career enhancement services in China, today announced that it has entered into definitive agreements with two institutional investors for the issuance of app

October 5, 2020 EX-10.1

Placement Agency Agreement dated July 6, 2020

Exhibit 10.1

October 5, 2020 EX-4.1

Form of Investor Warrant

Exhibit 4.1 WARRANT TO PURCHASE ORDINARY SHARES REPRESENTED BY AMERICAN DEPOSITARY SHARES Ambow Education Holding Ltd. Warrant ADSs: [●] Initial Exercise Date: October 5, 2020 THIS WARRANT TO PURCHASE ORDINARY SHARES REPRESENTED BY AMERICAN DEPOSITARY SHARES (the “Warrant”) certifies that, for value received, [●] or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitati

October 5, 2020 6-K

Current Report of Foreign Issuer - FORM 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2020 Commission File Number: 001-34824 Ambow Education Holding Ltd.

October 5, 2020 EX-10.2

Form of Securities Purchase Agreement

Exhibit 10.2 EXECUTION COPY SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of September 30, 2020, between Ambow Education Holding Ltd., a Cayman Islands company (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”). WHEREAS, subject t

October 5, 2020 424B5

Ambow Education Holding Ltd. 1,507,538 American Depositary Shares Warrants to Purchase 603,016 American Depositary Shares 603,016 American Depositary Shares Issuable upon Exercise of the Warrants

Filed Pursuant to Rule 424(b)(5) Registration No. 333-231273 PROSPECTUS SUPPLEMENT (To the Prospectus Dated May 17, 2019) Ambow Education Holding Ltd. 1,507,538 American Depositary Shares Warrants to Purchase 603,016 American Depositary Shares 603,016 American Depositary Shares Issuable upon Exercise of the Warrants Pursuant to this prospectus supplement and the accompanying prospectus, we are off

September 30, 2020 EX-12.1

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

EXHIBIT 12.1 CERTIFICATION BY PRINCIPAL EXECUTIVE OFFICER PURSUANT TO RULES 13a-14 and 15d-14 OF THE SECURITIES EXCHANGE ACT OF 1934 I, Jin Huang, certify that: 1. I have reviewed this Amendment No. 1 to annual report on Form 20-F for the fiscal year ended December 31, 2019 of Ambow Education Holding Ltd. (the “Registrant”); 2. Based on my knowledge, this annual report does not contain any untrue

September 30, 2020 EX-12.2

Certification by Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002*

EXHIBIT 12.2 CERTIFICATION BY PRINCIPAL FINANCIAL OFFICER PURSUANT TO RULES 13a-14 and 15d-14 OF THE SECURITIES EXCHANGE ACT OF 1934 I, Kia Jing Tan, certify that: 1. I have reviewed this Amendment No. 1 to annual report on Form 20-F for the fiscal year ended December 31, 2019 of Ambow Education Holding Ltd. (the “Registrant”); 2. Based on my knowledge, this annual report does not contain any untr

September 30, 2020 20-F/A

- 20-F/A

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, 2019 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) O

September 15, 2020 EX-99.1

Ambow Education Announces Second Quarter 2020 Financial Results

Exhibit 99.1 Confidential Draft Ambow Education Announces Second Quarter 2020 Financial Results BEIJING, September 15, 2020 - Ambow Education Holding Ltd. (“Ambow” or the “Company”) (NYSE American: AMBO), a leading national provider of educational and career enhancement services in China, today announced its unaudited financial and operating results for the three-month and six-month periods ended

September 15, 2020 6-K

September 15, 2020

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2020 Commission File Number: 001-34824 Ambow Education Holding Ltd.

July 9, 2020 EX-99.1

Ambow Education Announces First Quarter 2020 Financial Results

Exhibit 99.1 Ambow Education Announces First Quarter 2020 Financial Results BEIJING, July 9, 2020 - Ambow Education Holding Ltd. (“Ambow” or the “Company”) (NYSE American: AMBO), a leading national provider of educational and career enhancement services in China, today announced its unaudited financial and operating results for the three-month period ended March 31, 2020. “Against the backdrop of

July 9, 2020 6-K

July 9, 2020

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 2020 Commission File Number: 001-34824 Ambow Education Holding Ltd.

April 22, 2020 EX-12.1

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

EXHIBIT 12.1 CERTIFICATION BY PRINCIPAL EXECUTIVE OFFICER PURSUANT TO RULES 13a-14 and 15d-14 OF THE SECURITIES EXCHANGE ACT OF 1934 I, Jin Huang, certify that: 1. I have reviewed this annual report on Form 20-F for the fiscal year ended December 31, 2019 of Ambow Education Holding Ltd. (the “Registrant”); 2. Based on my knowledge, this annual report does not contain any untrue statement of a mate

April 22, 2020 20-F

Annual Report on Form 20-F for the fiscal year ended December 31, 2019

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 x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2019 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXC

April 22, 2020 EX-13.2

Certification by Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002*

EXHIBIT 13.2 CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Annual Report of Ambow Education Holding Ltd. (the “Company”) on Form 20-F for the year ended December 31, 2019, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Kia Jing Tan, the Chief Financial Officer

April 22, 2020 EX-13.1

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

EXHIBIT 13.1 CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Annual Report of Ambow Education Holding Ltd. (the “Company”) on Form 20-F for the year ended December 31, 2019, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Jin Huang, the President and Chief Execut

April 22, 2020 EX-12.2

CERTIFICATION BY PRINCIPAL FINANCIAL OFFICER PURSUANT TO RULES 13a-14 and 15d-14 OF THE SECURITIES EXCHANGE ACT OF 1934

EXHIBIT 12.2 CERTIFICATION BY PRINCIPAL FINANCIAL OFFICER PURSUANT TO RULES 13a-14 and 15d-14 OF THE SECURITIES EXCHANGE ACT OF 1934 I, Kia Jing Tan, certify that: 1. I have reviewed this annual report on Form 20-F for the fiscal year ended December 31, 2019 of Ambow Education Holding Ltd. (the “Registrant”); 2. Based on my knowledge, this annual report does not contain any untrue statement of a m

April 22, 2020 EX-99.1

Ambow Education Announces Fourth Quarter and Full Year 2019 Financial Results

Exhibit 99.1 Ambow Education Announces Fourth Quarter and Full Year 2019 Financial Results BEIJING, April 22, 2020 - Ambow Education Holding Ltd. (“Ambow” or the “Company”) (NYSE American: AMBO), a leading national provider of educational and career enhancement services in China, today announced its audited financial and operating results for the fourth quarter and fiscal year ended December 31, 2

April 22, 2020 6-K

April 22, 2020

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 2020 Commission File Number: 001-34824 Ambow Education Holding Ltd.

December 20, 2019 6-K

AMBOY / Ambow Education Holding Ltd. 6-K - Current Report of Foreign Issuer - FORM 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 2019 Commission File Number: 001-34824 Ambow Education Holding Ltd.

December 12, 2019 EX-99.1

Ambow Education Announces Third Quarter 2019 Financial Results

Exhibit 99.1 Confidential Draft Ambow Education Announces Third Quarter 2019 Financial Results BEIJING, December 12, 2019 - Ambow Education Holding Ltd. (“Ambow” or the “Company”) (NYSE American: AMBO), a leading national provider of educational and career enhancement services in China, today announced its unaudited financial and operating results for the three-month and nine-month periods ended S

December 12, 2019 6-K

AMBOY / Ambow Education Holding Ltd. 6-K - Current Report of Foreign Issuer - FORM 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 2019 Commission File Number: 001-34824 Ambow Education Holding Ltd.

November 20, 2019 6-K

AMBOY / Ambow Education Holding Ltd. 6-K - Current Report of Foreign Issuer - FORM 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 2019 Commission File Number: 001-34824 Ambow Education Holding Ltd.

November 20, 2019 EX-99.1

AMBOW EDUCATION HOLDING LTD. NOTICE OF ANNUAL MEETING OF SHAREHOLDERS To be held on December 20, 2019

Exhibit 99.1 AMBOW EDUCATION HOLDING LTD. NOTICE OF ANNUAL MEETING OF SHAREHOLDERS To be held on December 20, 2019 To the Shareholders of Ambow Education Holding Ltd. Notice is hereby given that the Annual Meeting of the Shareholders of Ambow Education Holding Ltd. (the “Company”) will be held on December 20, 2019 at 10:00 a.m. local time at Huan Yu Tong Shang Building, 13F-1, No.59 Dunhua South R

September 10, 2019 SC 13D/A

AMBOY / Ambow Education Holding Ltd. / Baring Private Equity Asia V Holding (4) Ltd - SC 13D/A Activist Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934* (Amendment No. 6) Ambow Education Holding Ltd. (Name of Issuer) Class A Ordinary Shares & American Depositary Shares (ADS)** (Title of Class of Securities) 02322P101 (CUSIP Number) Tariq Syed Usman Baring Private Equity Asia V Holding (4) Limited #13-01 One Raffles Place Singapore (6

September 10, 2019 EX-7.13

Dated September 9, 2019 Spin-Rich Ltd. Campus Holdings Limited AMENDMENT AND RESTATEMENT AGREEMENT

Exhibit 7.13 Execution Version Dated September 9, 2019 Spin-Rich Ltd. and Campus Holdings Limited AMENDMENT AND RESTATEMENT AGREEMENT CONTENTS 1 Definitions and Interpretation 1 2 Amendment and Restatement 2 3 Continuing Effect 2 4 Confirmation 2 5 Representations and Warranties 3 6 Further Assurance 3 7 Costs and Expenses 3 8 Counterparts 3 9 Incorporation of Terms 3 10 Governing Law and Jurisdic

September 10, 2019 EX-7.11

SHARE PURCHASE AGREEMENT CAMPUS HOLDINGS LIMITED, BARING PRIVATE EQUITY ASIA V HOLDING (4) LIMITED, ORIENTAL EMINENT VENTURES LIMITED INFINITE VICTORY VENTURES LIMITED Dated September 6, 2019

Exhibit 7.11 Strictly Confidential Execution Version SHARE PURCHASE AGREEMENT Among CAMPUS HOLDINGS LIMITED, BARING PRIVATE EQUITY ASIA V HOLDING (4) LIMITED, ORIENTAL EMINENT VENTURES LIMITED and INFINITE VICTORY VENTURES LIMITED Dated September 6, 2019 TABLE OF CONTENTS Page SECTION 1 INTERPRETATION 2 1.1. Definitions 2 1.2. Terms Defined Elsewhere in this Agreement 4 1.3. Interpretation 5 SECTI

September 10, 2019 EX-7.12

SETTLEMENT AGREEMENT CAMPUS HOLDINGS LIMITED DR. JIN HUANG SPIN-RICH LTD. THE BARING ASIA PRIVATE EQUITY FUND V, L.P. DATED SEPTEMBER 6, 2019

Exhibit 7.12 Strictly Confidential Execution Version SETTLEMENT AGREEMENT among CAMPUS HOLDINGS LIMITED and DR. JIN HUANG and SPIN-RICH LTD. and THE BARING ASIA PRIVATE EQUITY FUND V, L.P. DATED SEPTEMBER 6, 2019 THIS SETTLEMENT AGREEMENT (this “Agreement”) is made on September 6, 2019 AMONG: (1) Campus Holdings Limited, a British Virgin Islands company limited by shares with its registered office

September 9, 2019 6-K

AMBOY / Ambow Education Holding Ltd. 6-K - Current Report of Foreign Issuer - FORM 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 2019 Commission File Number: 001-34824 Ambow Education Holding Ltd.

September 9, 2019 EX-99.1

Ambow Education Announces Second Quarter 2019 Financial Results

Exhibit 99.1 Confidential Draft Ambow Education Announces Second Quarter 2019 Financial Results BEIJING, September 9, 2019 - Ambow Education Holding Ltd. (“Ambow” or the “Company”) (NYSE American: AMBO), a leading national provider of educational and career enhancement services in China, today announced its unaudited financial and operating results for the three-month and six-month periods ended J

June 5, 2019 6-K

AMBOY / Ambow Education Holding Ltd. 6-K - Current Report of Foreign Issuer - FORM 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 2019 Commission File Number: 001-34824 Ambow Education Holding Ltd.

June 5, 2019 EX-99.1

Ambow Education Announces First Quarter 2019 Financial Results

Exhibit 99.1 Ambow Education Announces First Quarter 2019 Financial Results BEIJING, June 5, 2019 - Ambow Education Holding Ltd. (“Ambow” or the “Company”) (NYSE American: AMBO), a leading national provider of educational and career enhancement services in China, today announced its unaudited financial and operating results for the three-month period ended March 31, 2019. First Quarter 2019 Financ

May 15, 2019 CORRESP

AMBOY / Ambow Education Holding Ltd. CORRESP - -

AMBOW EDUCATION HOLDING LTD. 12th Floor, Tower 1, Financial Street, Chang’an Center, Shijingshan District, Beijing 100043 People’s Republic of China May 15, 2019 Joshua Shainess Attorney-Adviser Securities and Exchange Commission 100 F. Street, N.E. Washington, D.C. 20549 Re: Ambow Education Holding Limited Registration Statement on Form F-3 File No. 333-231273 Dear Mr. Shainess: The Company hereb

May 8, 2019 F-3

AMBOY / Ambow Education Holding Ltd. F-3 F-3

As filed with the Securities and Exchange Commission on May 8, 2019 Registration No.

May 8, 2019 EX-4.10

Form of Subordinated Debt Securities Indenture **

Exhibit 4.10 AMBOW EDUCATION HOLDING LTD. Issuer AND [TRUSTEE] Trustee INDENTURE Dated as of [·], 20[·] Subordinated Debt Securities TABLE OF CONTENTS ARTICLE 1 DEFINITIONS 1 Section 1.01 Definitions of Terms 1 ARTICLE 2 ISSUE, DESCRIPTION, TERMS, EXECUTION, REGISTRATION AND EXCHANGE OF SECURITIES 4 Section 2.01 Designation and Terms of Securities 4 Section 2.02 Form of Securities and Trustee’s Ce

May 8, 2019 EX-4.9

Form of Senior Debt Securities Indenture **

Exhibit 4.9 AMBOW EDUCATION HOLDING LTD. Issuer AND [TRUSTEE] Trustee INDENTURE Dated as of [·], 20[·] Senior Debt Securities Table of Contents Page ARTICLE 1 DEFINITIONS 1 Section 1.01 Definitions of Terms 1 ARTICLE 2 ISSUE, DESCRIPTION, TERMS, EXECUTION, REGISTRATION AND EXCHANGE OF SECURITIES 5 Section 2.01 Designation and Terms of Securities 5 Section 2.02 Form of Securities and Trustee’s Cert

April 5, 2019 EX-99.1

AMBOW EDUCATION HOLDING LTD. UNAUDITED CONSOLIDATED BALANCE SHEETS (All amounts in thousands, except for share and per share data)

Exhibit 99.1 Ambow Education Announces Fourth Quarter and Full Year 2018 Financial Results BEIJING, April 5, 2019 - Ambow Education Holding Ltd. (“Ambow” or the “Company”) (NYSE American: AMBO), a leading national provider of educational and career enhancement services in China, today announced its audited financial and operating results for the fourth quarter ended December 31, 2018 and fiscal ye

April 5, 2019 6-K

AMBOY / Ambow Education Holding Ltd. FORM 6-K (Current Report of Foreign Issuer)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 April 2019 Commission File No.

April 5, 2019 EX-4.85

English Translation of Second Loan Agreement by and among Ambow Education Management (Hong Kong) Ltd., Chiao-Ling Hsu and Shu Hui Cai, dated July 28, 2017 (incorporated by reference to Exhibit 4.85 of the 20-F with filing date at April 5, 2019)

Exhibit 4.85 Loan Agreement This Loan Agreement (this “Agreement”) is entered into by the following parties (the “Parties”) on July 28, 2017: Lender: AMBOW EDUCATION MANAGEMENT (HONG KONG) LTD. Registration number: 51387663-000-11-15-5, Address: 12/F Ruttonjee House, 11 Duddell Street, Central, HK. Borrower: Chiao-Ling Hsu ID card number : A220920613, Address: No.92, Alley 57, Lane 103, Linwulong

April 5, 2019 EX-4.84

English Translation of Second Powers of Attorney, each dated November 27, 2017 (incorporated by reference to Exhibit 4.84 of the 20-F with filing date at April 5, 2019)

Exhibit 4.84 Power of Attorney I hereby appoints Ambow Education Management (Hong Kong) Ltd. as the agent of the shareholders to attend the shareholder meetings of IValley Co., Ltd. (“IValley”), and to exercise all voting rights to which I am entitled as a shareholder of IValley. Please attend the certificate (or attendance card) sent to the collecting agent. If you change the meeting, this contra

April 5, 2019 EX-12.2

Certification by Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002*

EXHIBIT 12.2 CERTIFICATION BY PRINCIPAL FINANCIAL OFFICER PURSUANT TO RULES 13a-14 and 15d-14 OF THE SECURITIES EXCHANGE ACT OF 1934 I, Kia Jing Tan, certify that: 1. I have reviewed this annual report on Form 20-F for the fiscal year ended December 31, 2018 of Ambow Education Holding Ltd. (the “Registrant”); 2. Based on my knowledge, this annual report does not contain any untrue statement of a m

April 5, 2019 EX-4.83

English Translation of Second Call Option Agreement by and among Ambow Education Management (Hong Kong) Ltd., Chiao-Ling Hsu and Shu Hui Cai, dated November 27, 2017 (incorporated by reference to Exhibit 4.83 of the 20-F with filing date at April 5, 2019)

Exhibit 4.83 Call Option Agreement This Call Option Agreement (this “Agreement”) is entered into by the following Parties on November 27, 2017: 1. AMBOW EDUCATION MANAGEMENT (HONG KONG) LTD. (“Party A”), a limited liability company duly established and validly existing under the laws of Hong Kong, with its registered address at 12/F Ruttonjee House, 11 Duddell Street, Central, HK, and registration

April 5, 2019 EX-13.1

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

EXHIBIT 13.1 CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Annual Report of Ambow Education Holding Ltd. (the “Company”) on Form 20-F for the year ended December 31, 2018, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Jin Huang, the President and Chief Execut

April 5, 2019 EX-4.82

English Translation of Second Share Pledge Agreement by and among Ambow Education Management (Hong Kong) Ltd., Chiao-Ling Hsu and Shu Hui Cai, dated November 27, 2017 (incorporated by reference to Exhibit 4.82 of the 20-F with filing date at April 5, 2019)

Exhibit 4.82 Share Pledge Agreement This Share Pledge Agreement (this “Agreement”) is entered into by and among the following parties on November 27, 2017. Pledgee: AMBOW EDUCATION MANAGEMENT (HONG KONG) LTD. Registration number: 51387663-000-11-15-5, Address: 12/F Ruttonjee House, 11 Duddell Street, Central, HK. Pledgor 1: Chiao-Ling Hsu ID card number : A220920613, Address: No.92, Alley 57, Lane

April 5, 2019 20-F

our Annual Report on Form 20-F for the fiscal year ended December 31, 2018, filed with the SEC on April 5, 2019;

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 x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2018 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXC

April 5, 2019 EX-12.1

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

EXHIBIT 12.1 CERTIFICATION BY PRINCIPAL EXECUTIVE OFFICER PURSUANT TO RULES 13a-14 and 15d-14 OF THE SECURITIES EXCHANGE ACT OF 1934 I, Jin Huang, certify that: 1. I have reviewed this annual report on Form 20-F for the fiscal year ended December 31, 2018 of Ambow Education Holding Ltd. (the “Registrant”); 2. Based on my knowledge, this annual report does not contain any untrue statement of a mate

April 5, 2019 EX-13.2

Certification by Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002*

EXHIBIT 13.2 CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Annual Report of Ambow Education Holding Ltd. (the “Company”) on Form 20-F for the year ended December 31, 2018, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Kia Jing Tan, the Chief Financial Officer

April 5, 2019 EX-4.81

English Translation of Second Technology Service Agreement between Ambow Education Management (Hong Kong) Ltd. and IValley Co., Ltd. dated November 27, 2017 (incorporated by reference to Exhibit 4.81 of the 20-F with filing date at April 5, 2019)

Exhibit 4.81 Technology Service Agreement This Technology Service Agreement (this “Agreement”) is entered into by the following parties on November 27, 2017: (1) IValley Co., Ltd. (“Party A”), a limited liability company duly established and validly existing under the laws of The Republic of China, with its registered address at Room 1, 13/F, No. 59, Section 2, Dunhua South Round, Da'an District,

December 21, 2018 6-K

AMBOY / Ambow Education Holding Ltd. 6-K (Current Report of Foreign Issuer)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 2018 Commission File Number: 001-34824 Ambow Education Holding Ltd.

November 26, 2018 EX-99.1

Ambow Education Announces Third Quarter 2018 Financial Results

Exhibit 99.1 Ambow Education Announces Third Quarter 2018 Financial Results BEIJING, November 26, 2018 - Ambow Education Holding Ltd. (“Ambow” or the “Company”) (NYSE American: AMBO), a leading national provider of educational and career enhancement services in China, today announced its unaudited financial and operating results for the three-month and nine-month periods ended September 30, 2018.

November 26, 2018 6-K

AMBOY / Ambow Education Holding Ltd. FORM 6-K (Current Report of Foreign Issuer)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 2018 Commission File Number: 001-34824 Ambow Education Holding Ltd.

November 14, 2018 EX-99.1

AMBOW EDUCATION HOLDING LTD. NOTICE OF ANNUAL MEETING OF SHAREHOLDERS To be held on December 21, 2018

Exhibit 99.1 AMBOW EDUCATION HOLDING LTD. NOTICE OF ANNUAL MEETING OF SHAREHOLDERS To be held on December 21, 2018 To the Shareholders of Ambow Education Holding Ltd. Notice is hereby given that the Annual Meeting of the Shareholders of Ambow Education Holding Ltd. (the “Company”) will be held on December 21, 2018 at 10:00 a.m. local time at Huan Yu Tong Shang Building, 13F-1, No.59 Dunhua South R

November 14, 2018 6-K

AMBOY / Ambow Education Holding Ltd. 6-K (Current Report of Foreign Issuer)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 2018 Commission File Number: 001-34824 Ambow Education Holding Ltd.

September 5, 2018 EX-99.1

Ambow Education Jointly Publishes China’s Integrated Circuit Industry Whitepaper for 2017-2018 Whitepaper Identifies China’s Continued Shortage of IC Workers and Anticipated Annual Demand for 100,000 New IC Employees

Exhibit 99.1 Ambow Education Jointly Publishes China’s Integrated Circuit Industry Whitepaper for 2017-2018 Whitepaper Identifies China’s Continued Shortage of IC Workers and Anticipated Annual Demand for 100,000 New IC Employees BEIJING, September 5, 2018 – Ambow Education Holding Ltd. (“Ambow” or the “Company”) (NYSE American: AMBO), a leading national provider of educational and career enhancem

September 5, 2018 6-K

AMBOY / Ambow Education Holding Ltd. 6-K (Current Report of Foreign Issuer)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 2018 Commission File Number: 001-34824 Ambow Education Holding Ltd.

August 30, 2018 6-K

AMBOY / Ambow Education Holding Ltd. 6-K (Current Report of Foreign Issuer)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 2018 Commission File Number: 001-34824 Ambow Education Holding Ltd.

August 30, 2018 EX-99.1

Ambow Education Announces Second Quarter 2018 Financial Results - Net Revenues Increases 19.5% to $22.7 Million - - Net Income Increases 47.1% to $5.0 Million -

Exhibit 99.1 Ambow Education Announces Second Quarter 2018 Financial Results - Net Revenues Increases 19.5% to $22.7 Million - - Net Income Increases 47.1% to $5.0 Million - BEIJING, August 30, 2018 - Ambow Education Holding Ltd. (“Ambow” or the “Company”) (NYSE American: AMBO), a leading national provider of educational and career enhancement services in China, today announced its unaudited finan

August 8, 2018 EX-99.1

Ambow Announces Appointment of New Administrators at Bay State College

Exhibit 99.1 Ambow Announces Appointment of New Administrators at Bay State College BEIJING, August 8, 2018 - Ambow Education Holding Ltd. ("Ambow" or the "Company") (NYSE American: AMBO), a leading national provider of educational and career enhancement services in China, today announced four recent appointments at Bay State College in Boston (“Bay State” or the “college”), which was acquired by

August 8, 2018 6-K

AMBOY / Ambow Education Holding Ltd. 6-K (Current Report of Foreign Issuer)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 August 2018 Commission File No.

July 2, 2018 6-K

AMBOY / Ambow Education Holding Ltd. 6-K (Current Report of Foreign Issuer)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 2018 Commission File Number: 001-34824 Ambow Education Holding Ltd.

July 2, 2018 EX-99.1

Ambow Announces Exercise of Underwriters' Over-Allotment Option

Exhibit 99.1 Ambow Announces Exercise of Underwriters' Over-Allotment Option BEIJING, June 29, 2018 – Ambow Education Holding Ltd. (“Ambow” or the “Company”) (NYSE:AMBO), a leading national provider of educational and career enhancement services in China, today announced that the underwriters of the previously announced public offering has exercised in full its option to purchase an additional 270

June 28, 2018 EX-99.1

Ambow Education Reports First Quarter 2018 Results Net Revenues for the First Quarter 2018 Increased 36.5% Year Over Year Net Loss Decreased 53.9% Year Over Year

Exhibit 99.1 Ambow Education Reports First Quarter 2018 Results Net Revenues for the First Quarter 2018 Increased 36.5% Year Over Year Net Loss Decreased 53.9% Year Over Year BEIJING, June 28, 2018 - Ambow Education Holding Ltd. (“Ambow” or the “Company”) (NYSE: AMBO), a leading national provider of educational and career enhancement services in China, today announced its unaudited financial and o

June 28, 2018 6-K

AMBOY / Ambow Education Holding Ltd. 6-K (Current Report of Foreign Issuer)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 2018 Commission File Number: 001-34824 Ambow Education Holding Ltd.

June 6, 2018 EX-99.1

Ambow Announces Closing of Public Offering

Exhibit 99.1 Ambow Announces Closing of Public Offering BEIJING, June 5, 2018 – Ambow Education Holding Ltd. (“Ambow” or the “Company”) (NYSE:AMBO), a leading national provider of educational and career enhancement services in China, today announced the closing of its previously announced public offering of 1,800,000 American Depositary Shares (“ADSs”), each representing two (2) of its Class A Ord

June 6, 2018 6-K

AMBOY / Ambow Education Holding Ltd. FORM 6-K (Current Report of Foreign Issuer)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 June 2018 Commission File No.

June 5, 2018 6-K

AMBOY / Ambow Education Holding Ltd. FORM 6-K (Current Report of Foreign Issuer)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 May 2018 Commission File No.

June 5, 2018 EX-99.1

Ambow Announces Pricing of Public Offering

Exhibit 99.1 Ambow Announces Pricing of Public Offering BEIJING, May 31, 2018 – Ambow Education Holding Ltd. (“Ambow” or the “Company”), a leading national provider of educational and career enhancement services in China, today announced the pricing of its public offering of 1,800,000 American Depositary Shares (“ADSs”) at US$4.25 per ADS. The ADSs are expected to begin trading on the NYSE America

June 5, 2018 EX-1.1

UNDERWRITING AGREEMENT

Exhibit 1.1 UNDERWRITING AGREEMENT May 31, 2018 The Benchmark Company, LLC 150 East 58th St, 17th Floor New York, NY 10155 As Representative of the several Underwriters named on Schedule 1 attached hereto Ladies and Gentlemen: The undersigned, Ambow Education Holding Ltd., a Cayman Islands holding company (the “Company”), hereby confirms its agreement (this “Agreement”) with The Benchmark Company,

June 1, 2018 424B4

1,800,000 American Depositary Shares Representing 3,600,000 Class A Ordinary Shares

TABLE OF CONTENTS  Filed Pursuant to Rule 424(b)(4)  Registration No. 333-220207 1,800,000 American Depositary Shares Representing 3,600,000 Class A Ordinary Shares Ambow Education Holding Ltd., or Ambow, is offering American Depositary Shares (“ADSs”). Each ADS represents the right to receive two Class A ordinary shares, par value US$0.003 per share. The public offering price is US$4.25 per ADS.

May 31, 2018 F-1MEF

AMBOY / Ambow Education Holding Ltd. F-1MEF

As filed with the Securities and Exchange Commission on May 31, 2018 Registration No.

May 29, 2018 CORRESP

AMBOY / Ambow Education Holding Ltd. CORRESP

CORRESP 1 filename1.htm Mr. Larry Spirgel Assistant Director Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 RE: Ambow Education Holding Ltd. Registration Statement on Form F-1 File No. 333-220207 Dear Mr. Spirgel: We hereby join in the request of Ambow Education Holding Ltd. that the effective date of the above-captioned Registration Statement be accelerated so that it

May 29, 2018 CORRESP

AMBOY / Ambow Education Holding Ltd. CORRESP

AMBOW EDUCATION HOLDING LTD. 12th Floor, Tower 1, Financial Street Chang’an Center, Shijingshan District Beijing 100043 People’s Republic of China May 29, 2018 Mr. Larry Spirgel Assistant Director Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 RE: Ambow Education Holding Ltd. (the “Company”) Registration Statement on Form F-1 File No. 333-220207 Dear Mr. Spirgel: The Co

May 25, 2018 8-A12B

AMBOY / Ambow Education Holding Ltd. 8-A12B

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 AMBOW EDUCATION HOLDING LTD. (Exact name of registrant as specified in its charter) CAYMAN ISLANDS NOT APPLICABLE (State of incorporation or organization) (I.R.S. Employer Identification No.) 12th

Fintel data has been cited in the following publications:
Daily Mail Fox Business Business Insider Wall Street Journal The Washington Post Bloomberg Financial Times Globe and Mail
NASDAQ.com Reuters The Guardian Associated Press FactCheck.org Snopes Politifact
Federal Register The Intercept Forbes Fortune Magazine TheStreet Time Magazine Canadian Broadcasting Corporation International Business Times
Cambridge University Press Investopedia MarketWatch NY Daily News Entrepreneur Newsweek Barron's El Economista