BEKE files Form 144 to sell 7.74M ADSs valued at $152.6M

Rhea-AI Filing Summary

KE Holdings (BEKE) Form 144 notice reports a proposed sale of 7,737,319 American Depository Shares (each representing 3 ordinary shares) with an aggregate market value of $152,579,931, to be sold on 09/30/2025 through Merrill Lynch, Pierce, Fenner & Smith Incorporated on the NYSE. The shares were acquired on 12/19/2024 by pro rata distribution from Parallel Stellar Investment Limited, and no cash payment was made at acquisition. The filer reports no securities sold in the past three months and includes the standard representation that no material nonpublic information is known.

Positive

• Transparency: The filing clearly discloses the number of ADSs, aggregate market value, broker, and planned sale date.
• Compliance: Provides acquisition details and the required attestation about material nonpublic information, indicating procedural adherence to Rule 144.

Negative

• Large potential supply: The proposed sale of 7,737,319 ADSs valued at $152,579,931 could create selling pressure around 09/30/2025.

Insights

Securities Analyst

TL;DR: A large block of ADSs worth $152.6M is slated for sale by an affiliate following a pro rata distribution.

This Form 144 notifies the market of a sizeable proposed disposition: 7.74 million ADSs representing three underlying ordinary shares each. The sale is routed through a major broker and scheduled for a specific date, which provides transparency about potential supply pressure on the ADSs near 09/30/2025. The acquisition via pro rata distribution on 12/19/2024 and the absence of prior sales in the past three months are relevant to assessing insider/affiliate selling patterns. The filing contains the mandatory attestation regarding material nonpublic information.

Corporate Governance Expert

TL;DR: This is a routine Rule 144 disclosure documenting affiliate selling after a distribution.

The notice documents compliance with Rule 144 procedural requirements: identification of securities, broker, quantity, value, acquisition details, and the seller’s representation about material information. The pro rata distribution origin suggests the ADSs came from a related-party allocation rather than open-market purchases, which is important for understanding why a filing was required. No additional corporate governance actions or disclosures are contained in the filing.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
American Depository Shares -- each representing 3 ordinary shares (executed in connection with a fund distribution to partners)	Merrill Lynch, Pierce, Fenner & Smith Incorporated 555 California Street, Suite 1800, San Francisco CA 94104	7737319	152579931.00	0	09/30/2025	NYSE

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
American Depository Shares -- each representing 3 ordinary shares	12/19/2024	Pro rata distribution.	Parallel Stellar Investment Limited			7737319	12/19/2024	Nil

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Nothing to Report

144: Remarks and Signature

Remarks

Date of Notice

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

What does KE Holdings' (BEKE) Form 144 disclose?

The filing discloses a proposed sale of 7,737,319 ADSs (each representing 3 ordinary shares) with an aggregate market value of $152,579,931 to be sold on 09/30/2025 through Merrill Lynch on the NYSE.

Who acquired the ADSs and when were they acquired?

The ADSs were acquired on 12/19/2024 by pro rata distribution from Parallel Stellar Investment Limited.

Were any BEKE securities sold by the filer in the past three months?

The filing reports Nothing to Report for securities sold during the past three months.

What broker will handle the proposed sale?

The sale is to be executed by Merrill Lynch, Pierce, Fenner & Smith Incorporated from its San Francisco address, and the ADSs are listed on the NYSE.

Does the filing state any material nonpublic information?

By signing, the person for whose account the securities are to be sold represents they do not know any material adverse nonpublic information about the issuer that has not been publicly disclosed.