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Alibaba (NYSE: BABA) CFO sells shares to cover tax on RSU vesting

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

Rhea-AI Filing Summary

Alibaba Group Holding Ltd Chief Financial Officer Xu Hong reported routine equity compensation activity. On March 25, 2026, restricted share units vested and were exercised into a total of 121,000 ordinary shares, including units that settled into American Depositary Shares and ordinary shares.

On the same date, 54,450 ordinary shares were sold at a weighted average price of $16.07 per share, with the filing stating the sales were made in Hong Kong to satisfy tax withholding obligations related to the RSU vesting. After these transactions, Xu Hong holds 66,550 ordinary shares directly and 657,570 ordinary shares indirectly through a trust, while additional RSU awards remain unvested and continue on their scheduled vesting timelines.

Positive

  • None.

Negative

  • None.

Insights

Routine RSU vesting with tax-related share sales by Alibaba’s CFO.

Xu Hong, Alibaba’s Chief Financial Officer, reported vesting of restricted share units that converted into 121,000 ordinary shares, some via American Depositary Shares. This reflects scheduled equity compensation rather than discretionary open-market purchases.

The filing also shows the sale of 54,450 ordinary shares at a weighted average of $16.07 per share. A footnote states these shares were withheld and sold in Hong Kong to satisfy tax withholding obligations tied to the RSU vesting, indicating a mechanistic tax event rather than a directional bet on the stock.

Following these transactions, Xu Hong holds 66,550 ordinary shares directly and 657,570 ordinary shares indirectly via a trust. Footnotes describe additional unvested RSU awards that will continue vesting after March 25, 2026. Overall, this appears to be routine equity compensation and related tax settlement, with limited informational value for long-term investors and no remaining derivative positions reported in this filing.

Insider Xu Hong
Role Chief Financial Officer
Sold 54,450 shs ($875K)
Type Security Shares Price Value
Exercise Restricted Share Units 62,000 $0.00 --
Exercise Restricted Share Units 40,000 $0.00 --
Exercise Restricted Share Units 10,000 $0.00 --
Exercise Restricted Share Units 9,000 $0.00 --
Exercise Ordinary Shares 62,000 $0.00 --
Exercise Ordinary Shares 40,000 $0.00 --
Exercise Ordinary Shares 10,000 $0.00 --
Exercise Ordinary Shares 9,000 $0.00 --
Sale Ordinary Shares 54,450 $16.07 $875K
holding Ordinary Shares -- -- --
Holdings After Transaction: Restricted Share Units — 0 shares (Direct); Ordinary Shares — 62,000 shares (Direct); Ordinary Shares — 657,570 shares (Indirect, By trust)
Footnotes (1)
  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. Reflects restricted share units that vested and settled into ordinary shares. 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. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices denominated in Hong Kong dollars ranging from 125.75 to 126.29 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. 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. The restricted share unit award granted in the form of ADSs that vests in four 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. This award has fully vested. Reflects the outstanding unvested portion of a restricted share unit award granted in the form of ADSs that vests in four 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. Reflects the outstanding unvested portion of a restricted share unit award granted in the form of ADSs that vests in sixteen equal annual 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. Each restricted share unit represents a contingent right to receive one ordinary share. This amount represents the number of vested ordinary shares. Reflects the outstanding unvested portion of a restricted share unit award granted in the form of ordinary shares that vests in sixteen 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.
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*
Xu Hong

(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 Financial 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 Shares03/25/2026M62,000A(1)62,000D
Ordinary Shares03/25/2026M40,000A(1)102,000D
Ordinary Shares03/25/2026M10,000A(1)112,000D
Ordinary Shares03/25/2026M9,000A(2)121,000D
Ordinary Shares03/25/2026S(3)54,450D$16.07(4)66,550D
Ordinary Shares657,570IBy 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)03/25/2026M62,000 (6) (6)Ordinary Shares(5)62,000(5)$00(6)D
Restricted Share Units(5)03/25/2026M40,000 (7) (7)Ordinary Shares(5)40,000(5)$040,000(7)D
Restricted Share Units(5)03/25/2026M10,000 (8) (8)Ordinary Shares(5)10,000(5)$080,000(8)D
Restricted Share Units(9)03/25/2026M9,000 (10) (10)Ordinary Shares(9)9,000(9)$0108,000(10)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 denominated in Hong Kong dollars ranging from 125.75 to 126.29 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 four 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. 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 four 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.
8. Reflects the outstanding unvested portion of a restricted share unit award granted in the form of ADSs that vests in sixteen equal annual 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.
9. Each restricted share unit represents a contingent right to receive one ordinary share. This amount represents the number of vested ordinary shares.
10. Reflects the outstanding unvested portion of a restricted share unit award granted in the form of ordinary shares that vests in sixteen 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/ Toby Hong Xu03/26/2026
** 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) CFO Xu Hong report on March 25, 2026?

Xu Hong reported RSU vesting that converted into 121,000 Alibaba ordinary shares on March 25, 2026. These included units settling into ADSs and ordinary shares, plus a related sale of 54,450 shares primarily to cover tax withholding obligations arising from that vesting.

How many Alibaba (BABA) shares did the CFO sell, and at what price?

Xu Hong reported selling 54,450 Alibaba ordinary shares at a weighted average price of $16.07 per share. The filing notes these shares were sold in Hong Kong markets, with prices originally denominated in Hong Kong dollars and then converted to U.S. dollars using a stated exchange rate.

What are Alibaba (BABA) CFO Xu Hong’s holdings after these transactions?

After the March 25, 2026 transactions, Xu Hong holds 66,550 Alibaba ordinary shares directly. In addition, the filing reports 657,570 ordinary shares held indirectly through a trust, giving a combined visible position of 724,120 ordinary shares across direct and indirect holdings reported in this Form 4.

What equity awards for Alibaba (BABA) does the CFO still have unvested?

Footnotes describe unvested restricted share unit awards granted in ADS and ordinary-share form that vest in scheduled installments. These include awards vesting annually from April 1, 2024 and quarterly from July 1, 2025, indicating ongoing equity compensation beyond the RSUs that vested on March 25, 2026.

How many Alibaba (BABA) RSUs did the CFO exercise in this Form 4 filing?

The filing shows restricted share units vesting and settling into 121,000 Alibaba ordinary shares on March 25, 2026. Some RSUs converted into ADSs, each representing eight ordinary shares, and others directly into ordinary shares, reflecting a combination of ADS-based and share-based equity awards vesting on that date.
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