Xu Ran (BIDU) discloses Baidu director share and restricted stock holdings

Rhea-AI Filing Summary

Baidu, Inc. director Xu Ran filed an initial ownership report showing direct holdings in the company. Xu Ran holds 28,728 restricted shares representing underlying Class A ordinary shares at an exercise price of $0.0000, plus 23,112 Class A ordinary shares held directly. The restricted shares were granted on February 6, 2026 and vest per annum in four equal installments over a 2-year period, starting from the first anniversary of the grant date, subject to continued service. Footnotes state the Class A ordinary shares are held in the form of American depositary shares, with each ADS representing eight Class A ordinary shares.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Xu Ran

Role Director

Type	Security	Shares	Price	Value
holding	Restricted Shares	--	--	--
holding	Class A ordinary shares	--	--	--

Holdings After Transaction: Restricted Shares — 28,728 shares (Direct); Class A ordinary shares — 23,112 shares (Direct)

Footnotes (1)

1. The Class A ordinary shares are held in the form of American depositary shares. Each American depositary share represents eight Class A ordinary shares. Represents restricted shares granted on February 6, 2026. The restricted shares vest per annum in four equal installments over a 2-year period, starting from the first anniversary of the grant date, subject to the reporting person's continued service through the applicable vesting date. The restricted shares do not have an expiration date.

Understanding Insider Trading Forms →

SEC Form 3

FORM 3

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

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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

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1. Name and Address of Reporting Person^*

Xu Ran

(Last) (First) (Middle)

NO. 10 SHANGDI 10TH STREET

(Street)

BEIJING 100085

(City) (State) (Zip)

UNITED STATES

(Country)

2. Date of Event Requiring Statement (Month/Day/Year)
03/18/2026

3. Issuer Name and Ticker or Trading Symbol
Baidu, Inc. [ BIDU ]

3a. Foreign Trading Symbol

5. If Amendment, Date of Original Filed (Month/Day/Year)

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A ordinary shares(1)	23,112	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Shares	(2)	(2)	Class A ordinary shares	28,728	(2)	D

Explanation of Responses:

1. The Class A ordinary shares are held in the form of American depositary shares. Each American depositary share represents eight Class A ordinary shares.

2. Represents restricted shares granted on February 6, 2026. The restricted shares vest per annum in four equal installments over a 2-year period, starting from the first anniversary of the grant date, subject to the reporting person's continued service through the applicable vesting date. The restricted shares do not have an expiration date.

	/s/ Ran Xu	03/18/2026
	** Signature of Reporting Person	Date
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 5 (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 3: SEC 1473 (03-26)

FAQ

What does Xu Ran’s Form 3 filing for Baidu (BAIDF) show?

Xu Ran’s Form 3 shows initial ownership as a Baidu director. It reports 28,728 restricted shares tied to Class A ordinary shares and 23,112 Class A ordinary shares held directly, establishing Xu Ran’s starting equity position in the company.

How many Baidu restricted shares does Xu Ran report owning?

Xu Ran reports holding 28,728 restricted shares linked to Baidu Class A ordinary shares. These restricted shares were granted on February 6, 2026 and are scheduled to vest in four equal annual installments over two years, contingent on continued service.

How many Baidu Class A ordinary shares does Xu Ran hold directly?

Xu Ran holds 23,112 Baidu Class A ordinary shares directly. This direct ownership is separate from the 28,728 restricted shares, giving a clearer view of Xu Ran’s current vested equity stake compared with unvested, service-based awards in the company.

How do Baidu American depositary shares relate to Class A ordinary shares?

Baidu’s Class A ordinary shares are held in the form of American depositary shares. Each American depositary share represents eight Class A ordinary shares, allowing investors to trade Baidu equity on U.S. markets while the underlying Class A shares remain the primary economic interest.

What is the vesting schedule for Xu Ran’s Baidu restricted shares?

The 28,728 Baidu restricted shares granted to Xu Ran on February 6, 2026 vest per annum in four equal installments over a 2-year period. Vesting begins on the first anniversary of the grant date, conditioned on Xu Ran’s continued service through each vesting date.

Does Xu Ran’s Form 3 indicate any Baidu share purchases or sales?

The Form 3 reflects Xu Ran’s initial beneficial ownership rather than new purchases or sales. Transactions are categorized as holdings with unknown transaction codes, so the filing primarily establishes existing positions instead of documenting active buying or selling activity in Baidu shares.