Phoenix New Media (FENG) SVP Chi Xiaoyan reports existing stock option grants

Rhea-AI Filing Summary

Phoenix New Media Ltd director and Senior Vice President Chi Xiaoyan filed an initial Form 3 showing existing stock option awards, rather than new trades. The filing lists four option grants over Class A Ordinary Shares, with exercise prices between $0.1925 and $0.4836 per share and expirations from 2026 through 2030. Footnotes explain that each grant vests in equal annual installments over four years starting one year after the grant date.

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

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1. Name and Address of Reporting Person^*

Chi Xiaoyan

(Last) (First) (Middle)

TOWER B, POSCO CENTER

HONGTAI EAST STREET, CHAOYANG DISTRICT

(Street)

BEIJING F4 100102

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
03/17/2026

3. Issuer Name and Ticker or Trading Symbol
Phoenix New Media Ltd [ FENG ]

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

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

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

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)

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
Options (right to buy)	(1)	10/16/2026	Class A Ordinary Shares	150,000	$0.4734	D
Options (right to buy)	(2)	09/13/2027	Class A Ordinary Shares	920,000	$0.4149	D
Options (right to buy)	(3)	07/04/2029	Class A Ordinary Shares	1,190,000	$0.4836	D
Options (right to buy)	(4)	07/19/2030	Class A Ordinary Shares	590,000	$0.1925	D

Explanation of Responses:

1. The option vests in equal annual installments over four years beginning on 10/17/2017, the first anniversary of the date of grant.

2. The option vests in equal annual installments over four years beginning on 9/14/2018, the first anniversary of the date of grant.

3. The option vests in equal annual installments over four years beginning on 7/5/2020, the first anniversary of the date of grant.

4. The option vests in equal annual installments over four years beginning on 7/20/2021, the first anniversary of the date of grant.

Remarks:

Exhibit 24 Power of Attorney.

	/s/ Yao Wang, Power of Attorney for: Chi Xiaoyan	03/17/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What does Phoenix New Media (FENG) report in Chi Xiaoyan’s Form 3?

The Form 3 reports Chi Xiaoyan’s existing option awards in Phoenix New Media. It lists four sets of options over Class A Ordinary Shares, detailing exercise prices, expiration dates, and four-year vesting schedules that began one year after each grant date.

Are there any share purchases or sales in this Phoenix New Media (FENG) Form 3?

No, the Form 3 does not show any purchases or sales. It only discloses Chi Xiaoyan’s outstanding options, including strike prices, expiration dates through 2030, and vesting structures, as required when an insider first becomes subject to reporting obligations.

What option terms are disclosed for Chi Xiaoyan at Phoenix New Media (FENG)?

The filing discloses four option grants over Class A Ordinary Shares with exercise prices ranging from $0.1925 to $0.4836 and expirations between 2026 and 2030. Each grant vests in equal annual installments over four years, starting on the first anniversary of its grant date.

How do the options for Chi Xiaoyan at Phoenix New Media (FENG) vest?

Each option grant vests in equal annual installments over four years. Vesting begins on the first anniversary of the grant date, with separate schedules starting on 10/17/2017, 9/14/2018, 7/5/2020, and 7/20/2021, as described in the footnotes.

What is the significance of this Form 3 for Phoenix New Media (FENG) investors?

This Form 3 is primarily a disclosure of existing holdings, not a new transaction. It shows the scale and terms of stock options held by Senior Vice President and director Chi Xiaoyan, clarifying her incentive alignment through long-dated options with four-year vesting schedules.