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Alibaba Group (NYSE: BABA) HR chief exercises RSUs, sells shares for taxes

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Alibaba Group Holding Ltd’s Chief People Officer Jiang Fang reported routine equity compensation activity. On March 25, 2026, restricted share units vested and were converted into a total of 37,333 ordinary shares, including units that settled into American Depositary Shares where each ADS represents eight ordinary shares.

On the same date, 16,848 ordinary shares were sold at a weighted average price of $16.10 per share in Hong Kong to satisfy tax withholding obligations related to this vesting, as described in the footnotes. After these transactions, Jiang Fang held 5,554,653 ordinary shares directly and additional ordinary shares indirectly through a trust.

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SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Jiang Fang

(Last)(First)(Middle)
26/F TOWER ONE, TIMES SQUARE
1 MATHESON STREET, CAUSEWAY BAY

(Street)
HONG KONGHONG KONG00000

(City)(State)(Zip)

HONG KONG

(Country)
2. Issuer Name and Ticker or Trading Symbol
Alibaba Group Holding Ltd [ BABA ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief People Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
03/25/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Ordinary Shares03/25/2026M2,672A(1)5,536,840D
Ordinary Shares03/25/2026M7,464A(1)5,544,304D
Ordinary Shares03/25/2026M10,528A(1)5,554,832D
Ordinary Shares03/25/2026M10,672A(1)5,565,504D
Ordinary Shares03/25/2026M1,664A(1)5,567,168D
Ordinary Shares03/25/2026M1,667A(2)5,568,835D
Ordinary Shares03/25/2026M2,666A(2)5,571,501D
Ordinary Shares03/25/2026S(3)16,848D$16.1(4)5,554,653D
Ordinary Shares23,116,864IBy trust
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Share Units(5)03/25/2026M2,672 (6) (6)Ordinary Shares(5)2,672(5)$00(6)D
Restricted Share Units(5)03/25/2026M7,464 (7) (7)Ordinary Shares(5)7,464(5)$07,472(7)D
Restricted Share Units(5)03/25/2026M10,528 (8) (8)Ordinary Shares(5)10,528(5)$021,072(8)D
Restricted Share Units(5)03/25/2026M10,672 (9) (9)Ordinary Shares(5)10,672(5)$032,000(9)D
Restricted Share Units(5)03/25/2026M1,664 (10) (10)Ordinary Shares(5)1,664(5)$026,672(10)D
Restricted Share Units(11)03/25/2026M1,667 (12) (12)Ordinary Shares(11)1,667(11)$026,667(12)D
Restricted Share Units(11)03/25/2026M2,666 (13) (13)Ordinary Shares(11)2,666(11)$053,334(13)D
Explanation of Responses:
1. Reflects restricted share units that vested and settled into American Depositary Shares ("ADSs"). Each ADS represents 8 ordinary shares. This amount represents the ordinary shares underlying the ADSs acquired in connection with such vesting.
2. Reflects restricted share units that vested and settled into ordinary shares.
3. Pursuant to the issuer's equity plan, these shares of ordinary shares were withheld and sold in the open market in Hong Kong on behalf of the reporting person to satisfy tax withholding obligations related to the reporting person's vesting of restricted shares units reported herein.
4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging denominated in Hong Kong dollars ranging from 125 to 129, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The sales prices reported herein were converted from Hong Kong dollars to United States dollars at a conversion price of HK$7.8274 to US$1.00.
5. Each restricted share unit represents a contingent right to receive one ADS. Each ADS represents 8 ordinary shares. This amount represents the ordinary shares underlying the vested ADSs in this award.
6. The restricted share unit award granted in the form of ADSs that vests in six equal annual installments beginning on Apr 1, 2021, subject to the terms and conditions of the underlying award agreement. The vesting reported herein was as of Mar 25, 2026. This award has fully vested.
7. Reflects the outstanding unvested portion of a restricted share unit award granted in the form of ADSs that vests in six equal annual installments beginning on Apr 1, 2022, subject to the terms and conditions of the underlying award agreement. The vesting reported herein was as of Mar 25, 2026.
8. Reflects the outstanding unvested portion of a restricted share unit award granted in the form of ADSs that vests in six equal annual installments beginning on Apr 1, 2023, subject to the terms and conditions of the underlying award agreement. The vesting reported herein was as of Mar 25, 2026.
9. Reflects the outstanding unvested portion of a restricted share unit award granted in the form of ADSs that vests in six equal annual installments beginning on Apr 1, 2024, subject to the terms and conditions of the underlying award agreement. The vesting reported herein was as of Mar 25, 2026.
10. Reflects the outstanding unvested portion of a restricted share unit award granted in the form of ADSs that vests in twenty-four equal quarterly installments beginning on Jul 1, 2024, subject to the terms and conditions of the underlying award agreement. The vesting reported herein was as of Mar 25, 2026.
11. Each restricted share unit represents a contingent right to receive one ordinary share. This amount represents the number of vested ordinary shares.
12. Reflects the outstanding unvested portion of a restricted share unit award granted in the form of ordinary shares that vests in twenty-one quarterly installments, with 1/6 vesting on Jul 1, 2025 and 1/24 quarterly thereafter beginning on Oct 1, 2025, subject to the terms and conditions of the underlying award agreement. The vesting reported herein was as of Mar 25, 2026.
13. Reflects the outstanding unvested portion of a restricted share unit award granted in the form of ordinary shares that vests in twenty-four equal quarterly installments on beginning on Jul 1, 2025, subject to the terms and conditions of the underlying award agreement. The vesting reported herein was as of Mar 25, 2026.
/s/ Fang Jiang03/26/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transactions did Alibaba (BABA) report for Jiang Fang?

Alibaba reported that Chief People Officer Jiang Fang had restricted share units vest into 37,333 ordinary shares on March 25, 2026, and 16,848 ordinary shares were sold the same day to cover tax withholding obligations related to this vesting, according to the filing’s footnotes.

Did Alibaba’s Jiang Fang buy or sell BABA shares in this Form 4?

Jiang Fang acquired 37,333 ordinary shares through the vesting and conversion of restricted share units, then 16,848 ordinary shares were sold in the market solely to satisfy tax withholding obligations. This combination represents routine compensation settlement rather than a discretionary open-market share purchase or sale.

At what price were Alibaba (BABA) shares sold for Jiang Fang’s tax withholding?

The filing shows a weighted average sale price of $16.10 per share for 16,848 ordinary shares. Footnotes explain these sales occurred in Hong Kong at prices between 125 and 129 Hong Kong dollars, converted using an exchange rate of HK$7.8274 to US$1.00.

How many Alibaba (BABA) shares does Jiang Fang hold after these transactions?

After the March 25, 2026 transactions, Jiang Fang directly holds 5,554,653 ordinary shares. The filing also reports an additional 23,116,864 ordinary shares held indirectly by a trust, giving investors visibility into both her direct ownership and related indirect holdings.

What do the vested Alibaba restricted share units represent in this Form 4?

The vested awards include restricted share units granted as American Depositary Shares, where each ADS represents eight ordinary shares, and units granted directly as ordinary shares. The 37,333 ordinary shares reported reflect the underlying ordinary shares delivered upon vesting and settlement of these equity awards.

Are Jiang Fang’s Alibaba (BABA) share sales part of a routine tax event?

Yes. Footnotes state that 16,848 ordinary shares were withheld and sold in the Hong Kong market on Jiang Fang’s behalf to satisfy tax withholding obligations triggered by restricted share unit vesting, indicating a mechanistic tax event rather than a discretionary portfolio decision.
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