Noah : 2Q19 Earnings Results

ˆ200GQ=ZubZ%H7DMo?Š

						200GQ=ZubZ%H7DMo?
NOAH HOLDINGS LIMITE	Donnelley Financial	VDI-W7-PFL-1446	LSWsaraa0lb	28-Aug-2019 11:06 EST	777274 TX 1	3*
12.12.13.0
FORM 6-K	None			HKG		HTM ESS	0C
						Page 1 of 1

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13A-16 OR 15D-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of August 2019

Commission File Number: 001-34936

Noah Holdings Limited

No. 1687 Changyang Road, Changyang Valley, Building 2

Shanghai 200090, People's Republic of China

(86) 21 8035 9221

(Address of Principal Executive Offices)

Indicate by check mark whether the registrant the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F☒

Form 40-F☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐

ˆ200GQ=ZubZ%H8PdG4Š

						200GQ=ZubZ%H8PdG4
NOAH HOLDINGS LIMITE	Donnelley Financial	VDI-W7-PFL-1446	LSWsaraa0lb	28-Aug-2019 11:06 EST	777274 TX 2	3*
12.12.13.0
FORM 6-K	START PAGE			HKG		HTM ESS	0C
						Page 1 of 1

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Noah Holdings Limited

By: /s/ Shang-yan Chuang

Shang-yan Chuang

Chief Financial Officer

Date: August 29, 2019

2

ˆ200GQ=ZubZ%H9Zso(Š

						200GQ=ZubZ%H9Zso(
NOAH HOLDINGS LIMITE	Donnelley Financial	VDI-W7-PFL-1446	LSWsaraa0lb	28-Aug-2019 11:06 EST	777274 TX 3	2*
12.12.13.0
FORM 6-K	START PAGE			HKG		HTM ESS	0C
						Page 1 of 1

EXHIBIT INDEX

Exhibit 99.1-Press Release

3

ˆ200GQ=Zub=1TM1oG*Š

						200GQ=Zub=1TM1oG*
NOAH HOLDINGS LIMITE	Donnelley Financial	VDI-W7-PFD-0571	LSWganes2dc28-Aug-2019 14:46 EST	777274 TX 4	9*
12.12.16.0
FORM 6-K	START PAGE				HKG	HTM ESS	0C
						Page 1 of 1

Exhibit 99.1

NOAH HOLDINGS LIMITED ANNOUNCES UNAUDITED

FINANCIAL RESULTS FOR THE SECOND QUARTER OF 2019

SHANGHAI, August 29, 2019 - Noah Holdings Limited ("Noah" or the "Company") (NYSE: NOAH), a leading wealth and asset management service provider in China with a focus on global investment and asset allocation services for high net worth individuals and enterprises, today announced its unaudited financial results for the second quarter of 2019.

SECOND QUARTER 2019 FINANCIAL HIGHLIGHTS

• Net revenuesfor the second quarter of 2019 were RMB871.6 million (US$127.0 million), a 9.3% increase from the corresponding period in 2018.

(RMB millions, except percentages)	Q2 2018		Q2 2019		YoY Change
Wealth management	556.5	625.6	12.4%
Asset management	195.5	171.1	(12.5%)
Lending and other businesses	45.6		74.9		64.1%
Total net revenues	797.6	871.6	9.3%

• Income from operationsfor the second quarter of 2019 was RMB251.9 million (US$36.7 million), a 13.9% increase from the corresponding period in 2018.

(RMB millions, except percentages)	Q2 2018	Q2 2019	YoY Change
Wealth management
	135.7	129.9	(4.3%)
Asset management	100.7	86.8	(13.8%)
Lending and other businesses		(15.1)	35.2		N.A.
Total income from operations		221.3	251.9	13.9%

• Net income attributable to Noah shareholdersfor the second quarter of 2019 was RMB250.2 million (US$36.4 million), a 39.4% increase from the corresponding period in 2018.
• Non-GAAP1net income attributable to Noah shareholdersfor the second quarter of 2019 was RMB263.4 million (US$38.4 million), a 6.4% increase from the corresponding period in 2018.

SECOND QUARTER 2019 OPERATIONAL UPDATES

Wealth Management Business

The Company's wealth management business offers financial products and provides value-added services to high net worth clients in China and overseas. Noah primarily distributes credit, private equity, public securities and insurance products denominated in RMB and other currencies.

• Noah'sNon-GAAP financial measures are its corresponding GAAP financial measures excluding the effects of all forms of share-based compensation, fair value changes of equity securities (unrealized), adjustment for sale of equity securities and net of relevant tax impact, if any. See "Reconciliation of GAAP to Non-GAAP Results" at the end of this press release.

1

ˆ200GQ=Zub=1Wti2o@Š

						200GQ=Zub=1Wti2o@
NOAH HOLDINGS LIMITE	Donnelley Financial	VDI-W7-PFD-0571	LSWganes2dc28-Aug-2019 14:54 EST	777274 TX 5	7*
12.12.16.0
FORM 6-K	None				HKG	HTM ESS	0C
						Page 1 of 1

• Total number of registered clientsas of June 30, 2019 was 283,655, a 28.6% increase from June 30, 2018.
• Total number of active clients2during the second quarter of 2019 was 5,882, a 31.9% increase from June 30, 2018.
• Aggregate value of financial products distributedduring the second quarter of 2019 was RMB24.4 billion (US$3.5 billion), a 16.2% decrease from the second quarter of 2018.

		Three months ended June 30,
		2018			2019
Product type	(RMB in billions, except percentages)
Credit products	19.3	66.3%	9.8	40.0%
Private equity products	6.3	21.6%	7.7	31.5%
Public securities3products	2.8	9.7%	6.0	24.7%
Other products	0.7		2.4%	0.9	3.8%
All products	29.1		100.0%	24.4	100.0%

• Average transaction value per active client4for the second quarter of 2019 was RMB4.1 million (US$0.6 million), a 36.4% decrease from the corresponding period in 2018.
• Coverage networkin mainland China included 306 service centers covering 83 cities as of June 30, 2019, up from 287 service centers covering 81 cities as of June 30, 2018.
• Number of relationship managerswas 1,428 as of June 30, 2019, a 4.5% decrease from June 30, 2018.

Asset Management Business

The Company's asset management business, Gopher Asset Management Co., Ltd. ("Gopher Asset Management"), is a leading alternative multi-asset manager in China also with international offices in Hong Kong and the United States. Gopher Asset Management develops and manages private equity, real estate, public securities, credit and multi-strategy investments denominated in Renminbi and other currencies.

• Total assets under managementas of June 30, 2019 were RMB180.8 billion (US$26.3 billion), a 5.7% increase from March 31, 2019 and an 11.9% increase from June 30, 2018.

• "Active clients" for a given period refers to registered high net worth clients who purchase financial products distributed or provided by Noah during that given period.

• "Public securities products" refer to the financial products that invest in publicly traded securities, including stocks and bonds. This was previously referred to as "secondary market equity" financial products. Starting in January 2019, we included the transaction value of mutual fund

products in the total transaction value.

• "Average transaction value per active client" refers to the average value of financial products that were purchased by active clients during the period specified.

2

ˆ200GQ=Zub=1WwlQo_Š

													200GQ=Zub=1WwlQo_
NOAH HOLDINGS LIMITE	Donnelley Financial	VDI-W7-PFD-0571	LSWganes2dc	28-Aug-2019 14:54 EST			777274 TX 6	12*
12.12.16.0
FORM 6-K	None				HKG										HTM ESS	0C
																Page 1 of 1
								As of								As of
							March 31,				Distribution/		June 30,
	Investment type							2019		Growth		Redemption				2019
									(RMB billions, except percentages)
	Private equity						101.1	59.1%	4.7		1.4		104.4	57.7%
	Credit						38.8	22.7%	3.7		1.9		40.6	22.5%
	Real estate						17.4	10.2%	2.7	1.0		19.1	10.6%
	Public securities						6.9	4.0%	2.2		0.95	8.2	4.5%
	Multi-strategies						6.9		4.0%		1.6		-			8.5		4.7%
	All Investments						171.1	100.0%	14.9		5.2		180.8	100.0%

Lending and Other Businesses

The Company's lending business utilizes an advanced risk-management system to assess and facilitate short-term loans to high quality borrowers, often secured with collateral. The total amount of loans originated during the second quarter of 2019 was RMB2.8 billion, a decrease of 12.5% from the corresponding period of 2018. Other businesses include an online financial advisory platform and payment technology services.

Mr. Yi Zhao, Group President of Noah, said, "We are facing a stringent macro-economic situation in 2019, with the downturn of China's credit cycle coinciding with geo-political tensions. This has led to short-term headwinds in our business. These challenges further solidify our dedication to transforming our credit business to NAV-based portfolios and strengthening our investment capabilities. We remain confident in the growth potential of both the wealth management and asset management industries in China, and believe we will benefit by executing the Company's long-term strategy of serving Chinese high net worth clients with high-quality financial products and comprehensive services globally."

SECOND QUARTER 2019 FINANCIAL RESULTS

Net Revenues

Net revenuesfor the second quarter of 2019 were RMB871.6 million (US$127.0 million), a 9.3% increase from the corresponding period in 2018, primarily driven by increased one-time commissions and other service fees, and partially offset by decreased performance-based income.

• Wealth Management Business
• • Net revenues fromone-timecommissionsfor the second quarter of 2019 were RMB293.2 million (US$42.7 million), a 25.9% increase from the corresponding period in 2018, primarily due to sales of products with higher one-time commission rates.
  • Net revenues from recurring service feesfor the second quarter of 2019 were RMB268.7 million (US$39.1 million), a 5.5% decrease from the corresponding period in 2018, mainly due to the maturity of certain products previously distributed with higher recurring fee rates.
  • Net revenues fromperformance-basedincomefor the second quarter of 2019 were RMB2.0 million (US$0.3 million), compared with RMB11.8 million in the corresponding period of 2018, primarily due to a decrease in performance-based income from public securities products.
  • Net revenues from other service feesfor the second quarter of 2019 were RMB61.7 million (US$9.0 million), an increase from RMB27.5 million in the corresponding period in 2018, primarily due to the growth of various value-added services Noah offers to its high net worth clients.

• The distribution/redemption of public securities also includes market appreciation or depreciation. 3

ˆ200GQ=ZubZ%zmssGcŠ

						200GQ=ZubZ%zmssGc
NOAH HOLDINGS LIMITE	Donnelley Financial	LSWP64RS16	LSWpf_rend	28-Aug-2019 11:52 EST	777274 TX 7	8*
12.12.16.0
FORM 6-K	None			HKG		HTM ESS	0C
						Page 1 of 1

• Asset Management Business
• • Net revenues from recurring service feesfor the second quarter of 2019 were RMB163.9 million (US$23.9 million), relatively flat compared with the corresponding period in 2018.
  • Net revenues fromperformance-basedincomefor the second quarter of 2019 were RMB5.6 million (US$0.8 million), compared with RMB27.3 million in the corresponding period of 2018, primarily due to a decrease in performance-based income from real estate products.
• Lending and Other Businesses
• • Net revenuesfor the second quarter of 2019 were RMB74.9 million (US$10.9 million), a 64.1% increase from the corresponding period in 2018. The increase was primarily due to the service fee income generated from loans originated in the previous periods.

Operating Costs and Expenses

Operating costs and expensesfor the second quarter of 2019 were RMB619.7 million (US$90.3 million), a 7.5% increase from the corresponding period in 2018. Operating costs and expenses primarily consisted of compensation and benefits of RMB437.5 million (US$63.7 million), selling expenses of RMB79.6 million (US$11.6 million), general and administrative expenses of RMB84.2 million (US$12.3 million) and other operating expenses of RMB51.1 million (US$7.4 million).

• Operating costs and expenses for the wealth management businessfor the second quarter of 2019 were RMB495.8 million (US$72.2 million), a 17.8% increase from the corresponding period in 2018, primarily due to an increase in compensation and benefits and provision of doubtful accounts.
• Operating costs and expenses for the asset management businessfor the second quarter of 2019 were RMB84.3 million (US$12.3 million), an 11.2% decrease from the corresponding period in 2018, primarily due to a decrease in general and administrative expenses.
• Operating costs and expenses for the lending and other businessesfor the second quarter of 2019 were RMB39.7 million (US$5.8 million), a 34.6% decrease from the corresponding period in 2018, primarily due to a decrease in compensation and benefits as employees undernon-lendingbusinesses were restructured since the beginning of 2019.

Operating Margin

Operating marginfor the second quarter of 2019 was 28.9%, increased from 27.7% for the corresponding period in 2018.

• Operating margin for the wealth management businessfor the second quarter of 2019 was 20.8%, compared with 24.4% for the corresponding period in 2018.
• Operating margin for the asset management businessfor the second quarter of 2019 was 50.8%, compared with 51.5% for the corresponding period in 2018.
• Income from operation for the lending and other businessesfor the second quarter of 2019 was RMB35.2 million (US$5.1 million), compared with an operating loss of RMB15.1 million for the corresponding period in 2018.

Investment Income

Investment incomefor the second quarter of 2019 was RMB11.8 million (US$1.7 million), compared with RMB16.8 million for the corresponding period in 2018.

4

ˆ200GQ=ZubZ%zqg@G*Š

						200GQ=ZubZ%zqg@G*
NOAH HOLDINGS LIMITE	Donnelley Financial	LSWP64RS16	LSWpf_rend	28-Aug-2019 11:52 EST	777274 TX 8	7*
12.12.16.0
FORM 6-K	None			HKG		HTM ESS	0C
						Page 1 of 1

Income Tax Expenses

Income tax expensesfor the second quarter of 2019 were RMB67.6 million (US$9.9 million), a 17.3% increase from the corresponding period in 2018, primarily due to higher taxable income.

Net Income

• Net Income
• • Net incomefor the second quarter of 2019 was RMB254.4 million (US$37.1 million), a 36.5% increase from the corresponding period in 2018.
  • Net marginfor the second quarter of 2019 was 29.2%, up from 23.4% for the corresponding period in 2018.
  • Net income attributable to Noah shareholdersfor the second quarter of 2019 was RMB250.2 million (US$36.4 million), a 39.4% increase from the corresponding period in 2018.
  • Net income attributable to Noah shareholders per basic and diluted ADSfor the second quarter of 2019 was RMB4.09 (US$0.60) and RMB4.04 (US$0.59), respectively, up from RMB3.13 and RMB3.00 respectively, for the corresponding period in 2018.
• Non-GAAPNet Income Attributable to Noah Shareholders
• • Non-GAAPnet income attributable to Noah shareholdersfor the second quarter of 2019 was RMB263.4 million (US$38.4 million), a 6.4% increase from the corresponding period in 2018.
  • Non-GAAPnet margin attributable to Noah shareholdersfor the second quarter of 2019 was 30.2%, compared with 31.0% for the corresponding period in 2018.
  • Non-GAAPnet income attributable to Noah shareholders per diluted ADS for the second quarter of 2019 was RMB4.25 (US$0.62), up from RMB4.12 for the corresponding period in 2018.

Balance Sheet and Cash Flow

As of June 30, 2019, the Company had RMB2,873.7 million (US$418.6 million) in cash and cash equivalents, compared with RMB2,869.6 million as of March 31, 2019 and RMB2,094.8 million as of June 30, 2018.

Net cash inflow from the Company's operating activities during the second quarter of 2019 was RMB72.6 million (US$10.6 million), driven by profit earned from normal business operations and partially offset by payment of employee annual bonuses in the second quarter.

Net cash outflow from the Company's investing activities during the second quarter of 2019 was RMB370.6 million (US$54.0 million), primarily due to various short-term investments made in the second quarter.

Net cash inflow from the Company's financing activities was RMB277.8 million (US$40.5 million) in the second quarter of 2019, primarily due to capital contributions from non-controlling shareholders of a consolidated subsidiary.

UPDATE ON CREDIT FUNDS

As previously announced on July 8, 2019, certain credit funds managed by an affiliate of Gopher Asset Management provided supply chain financing involving companies related to Camsing International Holding Limited ("Camsing"). It is suspected that fraud has been committed by certain counterparties involved in such financings. Media in China has reported that a number of individuals were arrested due to these suspected fraudulent activities. The relevant criminal investigation is ongoing. Gopher Asset Management is assisting police and other government authorities in their investigation, and is pursuing all available actions, including filing civil litigation against the relevant debtor and guarantors, to protect the interests of the Company's fund investors and to recover assets.

5

ˆ200GQ=ZubZ%zs8fGSŠ

						200GQ=ZubZ%zs8fGS
NOAH HOLDINGS LIMITE	Donnelley Financial	LSWP64RS16	LSWpf_rend	28-Aug-2019 11:52 EST	777274 TX 9	6*
12.12.16.0
FORM 6-K	None			HKG		HTM ESS	0C
						Page 1 of 1

2019 FORECAST

In consideration of the macro-economic conditions in China, ongoing geo-political tensions, as well as the expected short-term impact resulting from the Camsing incident, the Company is updating its full year 2019 guidance. The Company estimates that non-GAAP net income attributable to Noah shareholders for the full year 2019 will be in the range of RMB1.0 billion to RMB1.1 billion, the mid-point of which representing an increase of 3.9% compared with the full year 2018. This updated forecast represents a change from the Company's previous guidance of a full year non-GAAP net income attributable to Noah shareholders in the range of RMB1.13 billion to RMB1.18 billion, and reflects management's current business outlook and is subject to further change.

CONFERENCE CALL

Senior management will host a combined English and Chinese language conference call to discuss the Company's second quarter 2019 unaudited financial results and recent business activities.

The conference call may be accessed with the following details:

Conference call details
Date/Time:	Wednesday, Aug 28, 2019 at 8:00 p.m., U.S. Eastern Time
	Thursday, Aug 29, 2019 at 8:00 a.m., Hong Kong Time
Dial in details:
- United States Toll Free	[phone]
- Mainland China Toll Free	4001-201-203
- Hong Kong Toll Free	800-905-945
- International	[phone]
Conference Title:	Noah Holdings Second Quarter 2019 Earnings Call
Participant Password:	Noah Holdings Limited

A telephone replay will be available starting one hour after the end of the conference call until September 4, 2019 at [phone] (US Toll Free) or [phone] (International Toll). The replay access code is 10134397.

A live and archived webcast of the conference call will be available at Noah's investor relations website under the News & Events section at ir.noahgroup.com.

6

ˆ200GQ=ZubZ%zvCzG=Š

						200GQ=ZubZ%zvCzG=
NOAH HOLDINGS LIMITE	Donnelley Financial	LSWP64RS16	LSWpf_rend	28-Aug-2019 11:52 EST	777274 TX 10	6*
12.12.16.0
FORM 6-K	None			HKG		HTM ESS	0C
						Page 1 of 1

DISCUSSION OF NON-GAAP MEASURES

In addition to disclosing financial results prepared in accordance with U.S. GAAP, the Company's earnings release contains non-GAAP financial measures excluding the effects of all forms of share-based compensation, fair value changes of equity investments (unrealized), adjustment for sale of equity securities and net of tax impact, if any. See "Reconciliation of GAAP to Non-GAAP Results" at the end of this press release.

The non-GAAP financial measures disclosed by the Company should not be considered a substitute for financial measures prepared in accordance with U.S. GAAP. The financial results reported in accordance with U.S. GAAP and reconciliation of GAAP to non-GAAP results should be carefully evaluated. The non-GAAP financial measures used by the Company may be prepared differently from and, therefore, may not be comparable to similarly titled measures used by other companies.

When evaluating the Company's operating performance in the periods presented, management reviewed the foregoing non-GAAP net income attributable to Noah shareholders and per diluted ADS and non-GAAP net margin attributable to Noah shareholders to supplement U.S. GAAP financial data. As such, the Company's management believes that the presentation of the non-GAAP financial measures provides important supplemental information to investors regarding financial and business trends relating to its results of operations in a manner consistent with that used by management.

ABOUT NOAH HOLDINGS LIMITED

Noah Holdings Limited (NYSE: NOAH) is a leading wealth and asset management service provider in China with a focus on high net worth individuals. In the first half of 2019, Noah distributed RMB52.4 billion (US$7.6 billion) of financial products. Through Gopher Asset Management, Noah had assets under management of RMB180.8 billion (US$26.3 billion) as of June 30, 2019.

Noah's wealth management business primarily distributes credit, private equity, public securities and insurance products denominated in RMB and other currencies. Noah delivers customized financial solutions to clients through a network of 1,428 relationship managers across 306 service centers in 83 cities in mainland China, and serves the international investment needs of its clients through offices in Hong Kong, Taiwan, United States, Canada, Australia and Singapore. The Company's wealth management business had 283,655 registered clients as of June 30, 2019. As a leading alternative multi-asset manager in China, Gopher Asset Management manages private equity, real estate, public securities, credit and multi-strategy investments denominated in Renminbi and other currencies. The Company also provides lending services and other businesses, including online financial advisory platform and payment technology services.

For more information, please visit Noah at ir.noahgroup.com.

FOREIGN CURRENCY TRANSLATION

In this announcement, the unaudited financial results for the second quarter of 2019 ended June 30, 2019 are stated in RMB. This announcement contains currency conversions of certain RMB amounts into US$ at specified rates solely for the convenience of the reader. Unless otherwise noted, all translations from RMB to US$ are made at a rate of RMB6.8650 to US$1.00, the effective noon buying rate for June 28, 2019 as set forth in the H.10 statistical release of the Federal Reserve Board.

7

ˆ200GQ=ZubZ%zx5$oAŠ

						200GQ=ZubZ%zx5$oA
NOAH HOLDINGS LIMITE	Donnelley Financial	LSWP64RS16	LSWpf_rend	28-Aug-2019 11:52 EST	777274 TX 11	6*
12.12.16.0
FORM 6-K	None			HKG		HTM ESS	0C
						Page 1 of 1

SAFE HARBOR STATEMENT

This announcement contains forward-looking statements. These statements are made under the "safe harbor" provisions of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by terminology such as "will," "expects," "anticipates," "future," "intends," "plans," "believes," "estimates," "confident" and similar statements. Among other things, the outlook for 2019 and quotations from management in this announcement, as well as Noah's strategic and operational plans, contain forward-looking statements. Noah may also make written or oral forward-looking statements in its periodic reports to the U.S. Securities and Exchange Commission, in its annual report to shareholders, in press releases and other written materials and in oral statements made by its officers, directors or employees to third parties. Statements that are not historical facts, including statements about Noah's beliefs and expectations, are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties. A number of factors could cause Noah's actual results to differ materially from those contained in any forward-looking statement, including but not limited to the following: its goals and strategies; its future business development, financial condition and results of operations; the expected growth of the wealth management and asset management market in China and internationally; its expectations regarding demand for and market acceptance of the products it distributes; investment risks associated with financial products distributed to Noah's investors, including the risk of default by counterparties or loss of value due to market or business conditions or misconduct by counterparties; uncertainty regarding the outcome of the legal actions which are being or may be taken by the Company's affiliates in connection with the Camsing situation, including its ability to recoup amounts extended as financing to third parties and the risk of potential claims by investors; its expectations regarding keeping and strengthening its relationships with key clients; relevant government policies and regulations relating to its industries; its ability to attract and retain qualified employees; its ability to stay abreast of market trends and technological advances; its plans to invest in research and development to enhance its product choices and service offerings; competition in its industries in China and internationally; general economic and business conditions in China; and its ability to effectively protect its intellectual property rights and not to infringe on the intellectual property rights of others. Further information regarding these and other risks is included in Noah's filings with the U.S. Securities and Exchange Commission, including its annual reports on Form 20-F. All information provided in this press release and in the attachments is as of the date of this press release, and Noah does not undertake any obligation to update any such information, including forward-looking statements, as a result of new information, future events or otherwise, except as required under the applicable law.

Contacts:

Noah Holdings Limited

Eva Ma

Tel: [phone] [e-mail]

- FINANCIAL AND OPERATIONAL TABLES FOLLOW -

8

ˆ200GQ=Zub=0kSx3GCŠ

								200GQ=Zub=0kSx3GC
NOAH HOLDINGS LIMITE	Donnelley Financial	VDI-W7-PFD-0148	LSWahama0dc	28-Aug-2019 14:04 EST	777274 TX 12	6*
12.12.16.0
FORM 6-K	None				HKG				HTM ESS	0C
										Page 1 of 1
			Noah Holdings Limited
		Condensed Consolidated Balance Sheets
					(unaudited)
										As of
								March 31,	June 30,	June 30,
								2019		2019		2019
								RMB'000	RMB'000	USD'000
	Assets
	Current assets:
	Cash and cash equivalents						2,869,638	2,873,740	418,607
	Restricted cash						2,500	2,500	364
	Short-term investments						501,646	747,710	108,916
	Accounts receivable						330,770	292,971	42,676
	Loans receivable						507,650	532,284	77,536
	Amounts due from related parties					664,305	799,391	116,444
	Loans receivable from factoring business					14,010	69,270	10,090
	Other current assets							476,160	314,624	45,830
	Total current assets							5,366,679	5,632,490	820,463
	Long-term investments						1,056,387	1,141,506	166,279
	Investment in affiliates						1,401,542	1,411,072	205,546
	Property and equipment, net						332,570	315,788	46,000
	Operating lease right-of-use assets, net					290,062	373,784	54,448
	Non-current deferred tax assets						113,383	116,306	16,942
	Other non-current assets							67,577	75,869	11,052
	Total Assets							8,628,200	9,066,815	1,320,730
	Liabilities and Equity
	Current liabilities:
	Accrued payroll and welfare expenses					727,796	461,099	67,167
	Income tax payable						106,337	59,743	8,703
	Deferred revenues						154,723	144,378	21,031
	Other current liabilities							540,184	628,158	91,502
	Total current liabilities							1,529,040	1,293,378	188,403
	Operating lease liabilities, non-current					311,650	380,862	55,479
	Non-current deferred tax liabilities					66,992	66,741	9,722
	Other non-current liabilities							28,638	21,832	3,180
	Total Liabilities							1,936,320	1,762,813	256,784
	Equity						6,691,880	7,304,002	1,063,946
	Total Liabilities and Equity						8,628,200	9,066,815	1,320,730
						9

ˆ200GQ=Zub=1GRspoXŠ

						200GQ=Zub=1GRspoX
NOAH HOLDINGS LIMITE	Donnelley Financial	VDI-W7-PFD-0148	LSWahama0dc28-Aug-2019 14:31 EST	777274 TX 13	9*
12.12.16.0
FORM 6-K	None				HKG	HTM ESS	0C
						Page 1 of 1

Noah Holdings Limited

Condensed Consolidated Income Statements

(In RMB'000, except for USD data, per ADS data and percentages)

(unaudited)

				Three months ended
		June 30,	June 30,	June 30,	Change
		2018		2019		2019
		RMB'000	RMB'000	USD'000
Revenues:
Revenues from others:
One-time commissions	161,791		193,937		28,250	19.9%
Recurring service fees	167,196		131,164		19,106	(21.6%)
Performance-based income	10,082		2,051	299	(79.7%)
Other service fees		76,883		139,940		20,385	82.0%
Total revenues from others		415,952		467,092		68,040	12.3%
Revenues from funds Gopher manages:
One-time commissions	72,805		101,104		14,727	38.9%
Recurring service fees	284,389		303,578		44,221	6.7%
Performance-based income		29,213		5,610	817	(80.8%)
Total revenues from funds Gopher manages		386,407		410,292		59,765	6.2%
Total revenues	802,359		877,384		127,805	9.4%
Less: VAT related surcharges		(4,757)	(5,786)	(843)	21.6%
Net revenues		797,602		871,598		126,962	9.3%
Operating costs and expenses:
Compensation and benefits
Relationship managers	(168,429)	(175,898)	(25,622)	4.4%
Others	(221,835)	(261,604)	(38,107)	17.9%
Total compensation and benefits	(390,264)	(437,502)	(63,729)	12.1%
Selling expenses	(120,472)	(79,557)	(11,589)	(34.0%)
General and administrative expenses	(68,510)	(84,203)	(12,266)	22.9%
Other operating expenses	(28,589)	(51,063)	(7,438)	78.6%
Government grants		31,432		32,587		4,747	3.7%
Total operating costs and expenses		(576,403)	(619,738)	(90,275)	7.5%
Income from operations		221,199		251,860		36,687	13.9%
Other income:
Interest income	18,633		29,225		4,257	56.8%
Interest expenses	(3,313)	-	-	(100.0%)
Investment income	16,754		11,847		1,726	(29.3%)
Other (expense) income		(21,357)	310	45	N.A.
Total other income		10,717		41,382		6,028	286.1%
Income before taxes and income from equity in affiliates		231,916		293,242	42,715	26.4%
Income tax expense	(57,651)	(67,622)	(9,850)	17.3%
Income from equity in affiliates		12,087		28,829	4,199	138.5%
Net income		186,352		254,449		37,064	36.5%
Less: net income attributable to non-controlling interests	6,867		4,266	621	(37.9%)
	10

ˆ200GQ=Zub=06hKwG^Š

								200GQ=Zub=06hKwG^
NOAH HOLDINGS LIMITE	Donnelley Financial	VDI-W7-PFD-0148	LSWahama0dc	28-Aug-2019 13:35 EST		777274 TX 14	6*
12.12.16.0
FORM 6-K	None				HKG			HTM ESS	0C
									Page 1 of 1
	Net income attributable to Noah shareholders					179,485	250,183	36,443	39.4%
	Income per ADS, basic						3.13	4.09	0.60	30.7%
	Income per ADS, diluted						3.00	4.04	0.59	34.7%
	Margin analysis:
	Operating margin						27.7%	28.9%	28.9%
	Net margin						23.4%	29.2%	29.2%
	Weighted average ADS equivalent[1]:
	Basic						57,295,516	61,211,098	61,211,098
	Diluted						60,747,298	61,966,245	61,966,245
	ADS equivalent outstanding at end of period					58,498,187	61,259,417	61,259,417

1. Assumes all outstanding ordinary shares are represented by ADSs. Each ordinary share represents two ADSs. 11

ˆ200GQ=Zub=0kYuWo/Š

						200GQ=Zub=0kYuWo/
NOAH HOLDINGS LIMITE	Donnelley Financial	VDI-W7-PFD-0148	LSWahama0dc28-Aug-2019 14:04 EST	777274 TX 15	6*
12.12.16.0
FORM 6-K	None				HKG	HTM ESS	0C
						Page 1 of 1

Noah Holdings Limited

Condensed Consolidated Income Statements

(In RMB'000, except for USD data, per ADS data and percentages)

(unaudited)

				Six months ended
		June 30,	June 30,	June 30,	Change
	2018		2019		2019
		RMB'000	RMB'000	USD'000
Revenues:
Revenues from others:
One-time commissions	381,332	410,580	59,808	7.7%
Recurring service fees	311,128	263,640	38,403	(15.3%)
Performance-based income	30,739	3,145	458	(89.8%)
Other service fees		136,872	285,317	41,561	108.5%
Total revenues from others		860,071		962,682	140,230	11.9%
Revenues from funds Gopher manages:
One-time commissions	171,189	209,012	30,446	22.1%
Recurring service fees	538,456	591,734	86,196	9.9%
Performance-based income		68,261	9,368	1,365	(86.3%)
Total revenues from funds Gopher manages		777,906		810,114	118,007	4.1%
Total revenues	1,637,977		1,772,796	258,237	8.2%
Less: VAT related surcharges		(9,456)	(11,314)	(1,648)	19.6%
Net revenues		1,628,521		1,761,482	256,589	8.2%
Operating costs and expenses:
Compensation and benefits
Relationship managers	(327,130)	(343,166)	(49,988)	4.9%
Others		(423,847)	(498,641)	(72,635)	17.6%
Total compensation and benefits		(750,977)	(841,807)	(122,623)	12.1%
Selling expenses	(226,731)	(170,013)	(24,765)	(25.0%)
General and administrative expenses	(124,439)	(142,753)	(20,794)	14.7%
Other operating expenses	(66,552)	(101,891)	(14,842)	53.1%
Government grants		35,920	49,367	7,191	37.4%
Total operating costs and expenses		(1,132,779)	(1,207,097)	(175,833)	6.6%
Income from operations	495,742	554,385	80,756	11.8%
Other income:
Interest income	41,500	52,348	7,625	26.1%
Interest expenses	(10,182)	(430)	(63)	(95.8%)
Investment income	58,886	37,510	5,464	(36.3%)
Other expense		(20,194)	(1,618)	(236)	(92.0%)
Total other income		70,010	87,810	12,790	25.4%
Income before taxes and income from equity in affiliates		565,752	642,195	93,546	13.5%
Income tax expense	(131,313)	(147,114)	(21,430)	12.0%
	12

ˆ200GQ=Zub=0BhHlo5Š

										200GQ=Zub=0BhHlo5
NOAH HOLDINGS LIMITE	Donnelley Financial	VDI-W7-PFD-0148	LSWahama0dc	28-Aug-2019 13:37 EST			777274 TX 16	6*
12.12.16.0
FORM 6-K	None				HKG						HTM ESS	0C
												Page 1 of 1
	Income from equity in affiliates							12,739	46,952	6,839	268.6%
	Net income							447,178	542,033	78,955	21.2%
	Less: net (loss) income attributable to non-controlling interests			(772)	7,273	1,059		N.A.
	Net income attributable to Noah shareholders						447,950	534,760	77,896	19.4%
	Income per ADS, basic						7.82	8.78	1.28	12.3%
	Income per ADS, diluted						7.37	8.65	1.26	17.4%
	Margin analysis:
	Operating margin						30.4%	31.5%	31.5%
	Net margin						27.5%	30.8%	30.8%
	Weighted average ADS equivalent[1]:
	Basic						57,295,516	60,892,670	60,892,670
	Diluted						60,747,298	61,933,765	61,933,765
	ADS equivalent outstanding at end of period					58,498,187	61,259,417	61,259,417

1. Assumes all outstanding ordinary shares are represented by ADSs. Each ordinary share represents two ADSs. 13

ˆ200GQ=Zub=0H4D&GHŠ

										200GQ=Zub=0H4D&GH
NOAH HOLDINGS LIMITE	Donnelley Financial	VDI-W7-PFD-0148	LSWahama0dc	28-Aug-2019 13:41 EST		777274 TX 17	7*
12.12.16.0
FORM 6-K	None				HKG											HTM ESS	0C
																	Page 1 of 1
			Noah Holdings Limited
		Condensed Comprehensive Income Statements
					(unaudited)
									Three months ended
								June 30,	June 30,	June 30,	Change
								2018			2019			2019
								RMB'000	RMB'000	USD'000
	Net income						186,352		254,449		37,065			36.5%
	Other comprehensive income, net of tax:
	Foreign currency translation adjustments					52,539		54,495		7,938			3.7%
	Fair value fluctuation of available for sale Investment (after tax)				(2,469)		2,339		341				N.A.
	Comprehensive income							236,422		311,283		45,344			31.7%
	Less: Comprehensive income attributable to non-controlling interests		6,835		4,199		612			(38.6%)
	Comprehensive income attributable to Noah shareholders				229,587		307,084		44,732			33.8%
			Noah Holdings Limited
		Condensed Comprehensive Income Statements
					(unaudited)
										Six months ended
									June 30,		June 30,		June 30,		Change
								2018				2019				2019
									RMB'000		RMB'000	USD'000
	Net income						447,178	542,033	78,955	21.2%
	Other comprehensive income, net of tax:
	Foreign currency translation adjustments					17,676	23,637	3,443	33.7%
	Fair value fluctuation of available for sale Investment (after tax)				(1,093)	2,387	348			N.A.
	Comprehensive income							463,761	568,057	82,746	22.5%
	Less: Comprehensive (loss) income attributable to non-controlling interests		(744)	7,416	1,080			N.A.
	Comprehensive income attributable to Noah shareholders				464,505	560,641	81,666	20.7%
						14

ˆ200GQ=Zub=0H9csGNŠ

											200GQ=Zub=0H9csGN
NOAH HOLDINGS LIMITE	Donnelley Financial	VDI-W7-PFD-0148	LSWahama0dc	28-Aug-2019 13:41 EST			777274 TX 18	6*
12.12.16.0
FORM 6-K	None				HKG							HTM ESS	0C
													Page 1 of 1
			Noah Holdings Limited
			Supplemental Information
					(unaudited)
										As of
								June 30,		June 30,
								2018			2019		Change
	Number of registered clients						220,601	283,655	28.6%
	Number of relationship managers						1,495	1,428	(4.5%)
	Number of cities in mainland China under coverage					81	83	2.5%
								Three months ended
								June 30,		June 30,
								2018			2019		Change
								(in millions of RMB, except number of active clients and
											percentages)
	Number of active clients						4,461	5,882	31.9%
	Transaction value:
	Credit products						19,252	9,750	(49.4%)
	Private equity products						6,287	7,658	21.8%
	Public securities products						2,835	6,021	112.4%
	Other products							678	934	37.7%
	Total transaction value							29,052	24,363	(16.1%)
	Average transaction value per active client					6.51	4.14	(36.4%)
						15

ˆ200GQ=Zub=0ZWiXG6Š

										200GQ=Zub=0ZWiXG6
NOAH HOLDINGS LIMITE	Donnelley Financial	VDI-W7-PFD-0148	LSWahama0dc	28-Aug-2019 13:51 EST			777274 TX 19	5*
12.12.16.0
FORM 6-K	None				HKG						HTM ESS	0C
												Page 1 of 1
			Noah Holdings Limited
		Segment Condensed Income Statements
					(unaudited)
								Three months ended June 30, 2019
								Wealth	Asset	Lending
								Management	Management	and Other
								Business		Business		Businesses		Total
								RMB'000	RMB'000	RMB'000	RMB'000
	Revenues:
	Revenues from others
	One-time commissions						193,567	370	-	193,937
	Recurring service fees						129,698	1,466	-	131,164
	Performance-based income						1,984	67	-	2,051
	Other service fees							62,032	1,193	76,715		139,940
	Total revenues from others							387,281	3,096	76,715		467,092
	Revenues from funds Gopher manages
	One-time commissions						101,104	-	-	101,104
	Recurring service fees						140,316	163,262	-	303,578
	Performance-based income							-		5,610	-	5,610
	Total revenues from funds Gopher manages						241,420	168,872	-	410,292
	Total revenues							628,701	171,968	76,715		877,384
	Less: VAT related surcharges							(3,070)	(877)	(1,839)	(5,786)
	Net revenues							625,631	171,091	74,876		871,598
	Operating costs and expenses:
	Compensation and benefits
	Relationship managers						(175,851)	-	(47)	(175,898)
	Others							(162,491)	(72,697) (26,416) (261,604)
	Total compensation and benefits							(338,342)	(72,697)	(26,463)	(437,502)
	Selling expenses						(70,838)	(4,344)	(4,375)	(79,557)
	General and administrative expenses					(63,236)	(13,778)	(7,189)	(84,203)
	Other operating expenses						(32,179)	(2,575)	(16,309)	(51,063)
	Government grants							8,821	9,144	14,622		32,587
	Total operating costs and expenses							(495,774)	(84,250) (39,714) (619,738)
	Income from operations							129,857	86,841	35,162		251,860
						16

ˆ200GQ=Zub=0aHgNGJŠ

										200GQ=Zub=0aHgNGJ
NOAH HOLDINGS LIMITE	Donnelley Financial	VDI-W7-PFD-0148	LSWahama0dc	28-Aug-2019 13:53 EST			777274 TX 20	5*
12.12.16.0
FORM 6-K	None				HKG						HTM ESS	0C
												Page 1 of 1
			Noah Holdings Limited
		Segment Condensed Income Statements
					(unaudited)
								Three months ended June 30, 2018
								Wealth	Asset	Lending
								Management	Management	and Other
								Business		Business		Businesses		Total
								RMB'000	RMB'000	RMB'000	RMB'000
	Revenues:
	Revenues from others
	One-time commissions						161,421	370	-	161,791
	Recurring service fees						158,469	8,727	-	167,196
	Performance-based income						10,082	-	-	10,082
	Other service fees							27,613	2,735	46,535		76,883
	Total revenues from others							357,585	11,832	46,535		415,952
	Revenues from funds Gopher manages
	One-time commissions						72,805	-	-	72,805
	Recurring service fees						127,264	157,125	-	284,389
	Performance-based income							1,739	27,474	-	29,213
	Total revenues from funds Gopher manages						201,808	184,599	-	386,407
	Total revenues							559,393	196,431	46,535		802,359
	Less: VAT related surcharges							(2,932)	(924)	(901)	(4,757)
	Net revenues							556,461	195,507	45,634		797,602
	Operating costs and expenses:
	Compensation and benefits
	Relationship managers						(167,533)	-	(896)	(168,429)
	Others							(121,290)	(68,923) (31,622) (221,835)
	Total compensation and benefits							(288,823)	(68,923)	(32,518)	(390,264)
	Selling expenses						(110,686)	(5,361)	(4,425)	(120,472)
	General and administrative expenses					(41,550)	(19,235)	(7,725)	(68,510)
	Other operating expenses						(7,745)	(4,725)	(16,119)	(28,589)
	Government grants							27,994	3,418	20		31,432
	Total operating costs and expenses							(420,810)	(94,826) (60,767) (576,403)
	Income (loss) from operations							135,651	100,681	(15,133)	221,199
						17

ˆ200GQ=Zub=0aN#7G[Š

200GQ=Zub=0aN#7G[

NOAH HOLDINGS LIMITE

Donnelley Financial

VDI-W7-PFD-0148

LSWahama0dc

28-Aug-2019 13:53 EST

777274 TX 21

6*

12.12.16.0

FORM 6-K

START PAGE

HKG

HTM ESS

0C

Page 1 of 1

Noah Holdings Limited

Supplement Revenue Information by Geography

(unaudited)

Three months ended June 30, 2019

Wealth

Asset

Lending

Management

Management

and Other

Business

Business

Businesses

Total

RMB'000

RMB'000

RMB'000

RMB'000

Revenues:

Mainland China

420,540

145,992

76,715

643,247

Hong Kong

178,002

23,705

-

201,707

Others

30,159

2,271

-

32,430

Total revenues

628,701

171,968

76,715

877,384

Three months ended June 30, 2018

Wealth

Asset

Lending

Management

Management

and Other

Business

Business

Businesses

Total

RMB'000

RMB'000

RMB'000

RMB'000

Revenues:

Mainland China

441,408

146,322

46,535

634,265

Hong Kong

117,985

50,109

-

168,094

Total revenues

559,393

196,431

46,535

802,359

18

ˆ200GQ=Zub=1Cm8VofŠ

						200GQ=Zub=1Cm8Vof
NOAH HOLDINGS LIMITE	Donnelley Financial	VDI-W7-PFD-0148	LSWahama0dc28-Aug-2019 14:31 EST	777274 TX 22	7*
12.12.16.0
FORM 6-K	None				HKG	HTM ESS	0C
						Page 1 of 1

Noah Holdings Limited

Reconciliation of GAAP to Non-GAAP Results

(In RMB, except for per ADS data and percentages)

(unaudited) 6

	Three months ended
	June 30,	June 30,	Change
	2018		2019
	RMB'000	RMB'000
Net income attributable to Noah shareholders	179,485	250,183	39.4%
Adjustment for share-based compensation	20,241	22,994	13.6%
Less: gains (loss) from fair value changes of equity securities (unrealized)	(49,063)	10,775	N.A.
Add: gains from sales of equity securities (realized)	3,338	4,951	48.3%
Less: tax effect of adjustments	4,520	3,977	(12.0%)
Adjusted net income attributable to Noah shareholders (non-GAAP)	247,607		263,376	6.4%
Net margin attributable to Noah shareholders	22.5%	28.7%
Non-GAAP net margin attributable to Noah shareholders	31.0%	30.2%
Net income attributable to Noah shareholders per ADS, diluted	3.00		4.04	34.7%
Non-GAAP net income attributable to Noah shareholders per ADS, diluted	4.12		4.25	3.2%

• Noah'sNon-GAAP financial measures are its corresponding GAAP financial measures excluding the effects of all forms of share-based compensation, fair value changes of equity securities (unrealized), adjustment for sale of equity securities and net of tax impact, if any.

19

ˆ200GQ=Zub=1Cpe9GlŠ

						200GQ=Zub=1Cpe9Gl
NOAH HOLDINGS LIMITE	Donnelley Financial	VDI-W7-PFD-0148	LSWahama0dc28-Aug-2019 14:31 EST	777274 TX 23	7*
12.12.16.0
FORM 6-K	None				HKG	HTM ESS	0C
						Page 1 of 1

Noah Holdings Limited

Reconciliation of GAAP to Non-GAAP Results

(In RMB, except for per ADS data and percentages)

(unaudited)

		Six months ended
		June 30,	June 30,	Change
	2018		2019
		RMB'000	RMB'000
Net income attributable to Noah shareholders	447,950		534,760	19.4%
Adjustment for share-based compensation	42,942		52,610	22.5%
Less: gains (loss) from fair value changes of equity securities (unrealized)	(14,275)	19,517	N.A
Add: gains from sales of equity securities (realized)	3,338		9,836	194.7%
Less: tax effect of adjustments		6,803		9,691	42.5%
Adjusted net income attributable to Noah shareholders (non-GAAP)		501,702		567,998	13.2%
Net margin attributable to Noah shareholders	27.5%	30.4%
Non-GAAP net margin attributable to Noah shareholders	30.8%		32.2%
Net income attributable to Noah shareholders per ADS, diluted	7.49		8.65	15.5%
Non-GAAP net income attributable to Noah shareholders per ADS, diluted	8.37		9.18	9.7%
	20