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Baidu, Inc. insider Robin Yanhong Li reported equity award activity and related share movements. On 6 August 2026, he received a grant of 1,966,824 restricted shares directly, each linked to one Class A ordinary share, vesting in four equal annual installments starting 6 August 2027, subject to continued service. On 7 August 2026, an existing award of restricted shares was exercised/converted for 527,200 Class A ordinary shares, now held indirectly through Handsome Reward Limited, a British Virgin Islands company wholly owned by Li. Following this exercise, 1,581,624 restricted shares from that award remain. Indirect holdings also include 9,141,616 Class A ordinary shares and 439,200,000 Class B ordinary shares through Handsome Reward Limited. Li’s spouse holds additional Class A and Class B shares personally, which he disclaims beneficial ownership of.
Baidu, Inc. Chief Financial Officer Haijian He reported equity compensation activity. On August 7, 2026 he exercised 151,536 restricted shares granted in 2025 into the same number of Class A ordinary shares at a conversion price of $0.00 per share, resulting in 151,536 Class A ordinary shares held directly. On August 6, 2026 he also received a new grant of 122,792 restricted shares, which are scheduled to vest 25% on August 6, 2027, 25% on August 6, 2028, and 50% on August 6, 2030, subject to continued service. The Class A ordinary shares are held in the form of American depositary shares, with each ADS representing eight Class A ordinary shares.
Baidu, Inc. announced it will report financial results for the Second Quarter 2026, for the period ended June 30, 2026, before the U.S. market opens on August 18, 2026. Management will host an earnings conference call at 8:00 AM U.S. Eastern Time (8:00 PM Beijing Time) that day, with access details provided after online pre-registration. A live and archived webcast will be available via Baidu’s investor relations website, and a telephone replay will be accessible through August 25, 2026. The company notes that one Baidu American depositary share represents eight Class A ordinary shares.
Baidu, Inc. plans to hold an extraordinary general meeting of shareholders on August 26, 2026 at 9:00 a.m. (Beijing/Hong Kong time) at its Baidu Campus headquarters in Beijing. Shareholders will consider and, if thought fit, pass resolutions described in the EGM notice available on its investor relations website.
The board has set July 17, 2026 (Hong Kong time) as the record date for holders of Class A and Class B ordinary shares entitled to attend and vote. Holders of American depositary shares as of July 17, 2026 (New York time) may vote the underlying Class A ordinary shares by instructing The Bank of New York Mellon. Baidu states that its Form 20-F annual report for the year ended December 31, 2025 and a corresponding Hong Kong annual report are accessible on its website and on the SEC and HKEx disclosure platforms. One Baidu ADS represents eight Class A ordinary shares.
Baidu, Inc. is convening an Extraordinary General Meeting on August 26, 2026 in Beijing to seek shareholder approval for several capital and governance proposals. Resolutions include a general mandate to issue additional Class A ordinary shares and/or ADSs up to 20% of issued and outstanding shares (excluding treasury shares), a mandate to repurchase up to 10%, and an extension of the issuance mandate by the number of shares repurchased.
Shareholders are also asked to approve the 2026 Share Incentive Plan with a Scheme Limit equal to 10% of issued Class A and Class B ordinary shares (excluding treasury shares) and, conditionally, a Consultant Sublimit of 0.5%. The company proposes replacing its Fifth Amended and Restated Memorandum and Articles of Association with a Sixth version. Baidu highlights its weighted voting rights structure, where each Class A share carries one vote and each Class B share carries ten votes, and each ADS listed on Nasdaq represents eight Class A shares.
Baidu, Inc. has applied to convert its Hong Kong secondary listing into a dual-primary listing, having received acknowledgement of its application from the Hong Kong Stock Exchange; the effective date is expected within this year, subject to regulatory approval and compliance with Hong Kong listing requirements.
In preparation, Baidu will seek shareholder approval at an extraordinary general meeting for director mandates to issue up to 20% of issued shares and repurchase up to 10%, adopt a 2026 Share Incentive Plan, and replace its memorandum and articles of association. The company is also requesting a series of waivers, including to continue using U.S. GAAP, maintain certain weighted-voting-rights disclosures, treat contractual VIE arrangements as long-term connected transactions without annual caps, and permit trades under a pre-arranged Rule 10b5-1 plan by the CEO’s spouse during Hong Kong blackout periods, all subject to Hong Kong Stock Exchange approval.
Baidu, Inc. plans to convert its Hong Kong listing to a dual-primary listing on the Main Board of the Hong Kong Stock Exchange, alongside its existing Nasdaq Global Select Market listing. The board has approved this Primary Conversion and authorized management to carry out the necessary preparations.
Once effective, Baidu will be dual-primary listed in Hong Kong and on Nasdaq, and its Class A ordinary shares and American depositary shares will continue trading on both venues and remain mutually fungible. Baidu states that it believes a dual-primary listing will enhance liquidity, broaden its investor base and provide greater flexibility in accessing both capital markets. The conversion is conditional upon market conditions and required regulatory approvals. One Baidu ADS represents eight Class A ordinary shares, and the company continues to use a weighted voting rights share structure.
Baidu, Inc. has set the record dates for its forthcoming extraordinary general meeting of shareholders. Holders of ordinary shares of par value US$0. per share who are registered as of close of business on Friday, July 17, 2026, Beijing/Hong Kong time, will be entitled to attend and vote.
Holders of Baidu’s American depositary shares (ADSs) cannot attend or vote directly but, if they hold ADSs as of close of business on Friday, July 17, 2026, New York time, may instruct The Bank of New York Mellon how to vote the underlying ordinary shares. Meeting date and location will be provided later in a formal notice with proxy materials.
Baidu, Inc. filed a Form 144 reporting proposed sales of ADS, each representing eight ordinary shares, by Melissa Dongmin Ma.
The filing lists multiple ADS sale entries dated between 04/01/2026 and 06/29/2026, showing ADS quantities of 9,484 on 04/01/2026 and repeated entries of 9,433 on subsequent weekly dates, with per-entry reported amounts such as 1,064,615.99 and 1,041,122.10.
Baidu, Inc. reported that the U.S. Department of Defense has issued a notice designating the company for inclusion on its list of Chinese Military Companies, known as the CMC List. Baidu states it is neither a Chinese military company nor a military‑civil fusion contributor and sees no justification for this designation.
The company emphasizes that the CMC List is not a sanctions list. According to Baidu, related U.S. government procurement limits will not impact its business and the list does not restrict transactions in its securities. Baidu’s American depositary shares trade on NASDAQ under “BIDU,” with each ADS representing eight Class A ordinary shares.