GDS Holdings (GDS) director Okada discloses 97,959 ADS stake in Form 3

Rhea-AI Filing Summary

GDS Holdings Ltd director Okada Satoshi has reported his initial ownership of 97,959 American Depositary Shares (ADSs). This Form 3 filing shows his current direct stake rather than a new trade. Each ADS represents eight Class A ordinary shares, and the total includes ADSs received from previously vested restricted stock units and option awards that settle into ADSs.

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

OMB Number:			3235-0104
Estimated average burden
hours per response:			0.5

1. Name and Address of Reporting Person^*

Okada Satoshi

(Last) (First) (Middle)

C/O F4/F5, BLDG. C, SUNLAND INTL.,

NO. 999 ZHOUHAI ROAD, PUDONG

(Street)

SHANGHAI F4 200137

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
03/16/2026

3. Issuer Name and Ticker or Trading Symbol
GDS Holdings Ltd [ GDS ]

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

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

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)
American Depositary Shares(1)	97,959(2)	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

Explanation of Responses:

1. Each American Depositary Share ("ADS") represents eight (8) Class A ordinary shares.

2. Total number includes settlement of fully vested (i) Restricted Stock Unit ("RSU") awards that were subject to time and performance conditions that have been fully satisfied, and (ii) Option awards. RSU awards and Option awards settle into ADSs. Each RSU and each Option represents the right to receive one (1) ADS.

	/s/ Satoshi Okada	03/16/2026
	** 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.

FAQ

What does Okada Satoshi’s Form 3 filing show for GDS?

The filing shows that director Okada Satoshi directly holds 97,959 American Depositary Shares of GDS Holdings Ltd. It is an initial ownership report, not a new trade, and establishes his disclosed equity stake in the company as of the filing date.

How many GDS shares does each ADS reported by Okada Satoshi represent?

Each reported American Depositary Share represents eight Class A ordinary shares of GDS Holdings Ltd. This ratio is disclosed in the footnotes and defines how the ADSs correspond to the underlying ordinary equity of the company in the U.S. market.

Does Okada Satoshi’s Form 3 indicate recent buying or selling of GDS stock?

No, the Form 3 reflects existing ownership of 97,959 ADSs rather than a purchase or sale. It is an initial beneficial ownership report filed as he serves as a director, documenting his current stake instead of reporting transaction activity.

What awards are included in Okada Satoshi’s 97,959 GDS ADS holdings?

The total includes ADSs from fully vested restricted stock unit awards and option awards. These RSUs and options were subject to time and performance conditions, and upon vesting they settle into ADSs, each award granting the right to receive one ADS.

Is Okada Satoshi’s GDS ownership held directly or through another entity?

The Form 3 indicates direct ownership of the 97,959 American Depositary Shares. The ownership code is shown as direct, with no footnote stating that the shares are held by a separate trust, partnership, or other affiliated entity on his behalf.