Baidu (NASDAQ: BIDU) director James Ding exits key board roles

Rhea-AI Filing Summary

Baidu, Inc. reported that independent director James Ding has resigned from its board, effective March 17, 2026. He is also stepping down from the audit committee, corporate governance and nominating committee, and as chairman of the compensation committee, due to a change in his personal work arrangement.

The company stated that his resignation does not result from any dispute or disagreement with Baidu. Following his departure, Baidu will adjust the audit, compensation, and corporate governance and nominating committees so that each continues to have two independent directors and complies with applicable corporate governance requirements.

Form 6-K: How Foreign Companies Report to the SEC →

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16 UNDER

THE SECURITIES EXCHANGE ACT OF 1934

For the month of March 2026

Commission File Number: 000-51469

BAIDU, INC.

Baidu Campus

No. 10 Shangdi 10th Street

Haidian District, Beijing 100085

The People’s Republic of China

(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F ☒   Form 40-F ☐

Resignation of Director

Baidu, Inc. (NASDAQ: BIDU and HKEX: 9888 (HKD Counter) and 89888 (RMB Counter)), (“Baidu” or the “Company”), a leading AI company with strong Internet foundation, today announced that Mr. James Ding has resigned as an independent director of the Company’s board, a member of the Company’s audit committee and corporate governance and nominating committee, and the chairman of the Company’s compensation committee, with effect from March 17, 2026, due to change in the personal work arrangement. The resignation of Mr. Ding does not result from any dispute or disagreement with the Company. Mr. Ding has been a valued member of the board and the Company sincerely appreciates Mr. Ding’s dedicated service and invaluable contributions during his tenure, and wishes him continued success in his future endeavors.

Following Mr. Ding’s resignation, the Company’s audit committee, compensation committee and corporate governance and nominating committee will be adjusted to ensure that each committee consists of two of the Company’s independent directors and complies with applicable corporate governance requirements.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

BAIDU, INC.
By		:		/s/ Haijian He
Name		:		Haijian He
Title		:		Chief Financial Officer

Date: March 17, 2026

FAQ

Why did James Ding resign from Baidu (BIDU)’s board?

James Ding resigned as an independent director of Baidu’s board due to a change in his personal work arrangement. The company explicitly noted that his resignation did not result from any dispute or disagreement with Baidu, indicating an amicable separation.

What board roles did James Ding hold at Baidu (BIDU)?

James Ding served as an independent director and sat on Baidu’s audit committee and corporate governance and nominating committee. He was also chairman of the compensation committee, giving him key responsibilities over oversight, governance practices, and executive pay during his tenure with the company.

When is James Ding’s resignation from Baidu (BIDU) effective?

James Ding’s resignation from Baidu’s board and its committees is effective March 17, 2026. From that date, he no longer serves as an independent director, audit committee member, corporate governance and nominating committee member, or chairman of the compensation committee.

Did Baidu (BIDU) report any disagreement with James Ding?

Baidu specifically stated that James Ding’s resignation did not result from any dispute or disagreement with the company. This language signals that his departure is presented as personal and amicable, rather than driven by conflicts over strategy, accounting, or governance matters.

How will Baidu (BIDU) adjust its board committees after the resignation?

After James Ding’s resignation, Baidu plans to adjust its audit, compensation, and corporate governance and nominating committees so each continues to include two independent directors. The company emphasizes that these changes will keep the committees compliant with applicable corporate governance requirements.

Does James Ding’s resignation affect Baidu (BIDU)’s compliance with governance rules?

Baidu states it will rebalance committee memberships so each of the audit, compensation, and corporate governance and nominating committees has two independent directors. The company indicates these adjustments will ensure continued compliance with relevant corporate governance requirements following his resignation.