GDS director receives 980 ADS from RSU vesting

GDS Holdings Ltd director Sun Qiang Chang reported a compensation-related share transaction.

Rhea-AI Filing Summary

GDS Holdings Ltd director Sun Qiang Chang reported a compensation-related share transaction. The filing shows 980 American Depositary Shares (ADSs) were acquired at a price of $0.00 per ADS upon settlement of fully vested Restricted Stock Unit (RSU) awards. Each ADS represents eight Class A ordinary shares. Following this transaction, Chang directly holds 58,150 ADSs.

Insights

Equity compensation analyst

Routine RSU vesting increases director’s ADS holdings modestly.

The transaction reflects settlement of fully vested RSU awards into 980 American Depositary Shares at no cash cost per ADS. This is a standard equity compensation mechanism rather than an open‑market trade, so it carries limited informational value about the director’s view on GDS.

After the vesting, Sun Qiang Chang holds 58,150 ADSs directly, indicating a continuing equity stake. No derivative positions remain visible in this filing, suggesting these RSUs fully converted into ADSs. Overall, this appears to be a routine compensation event.

Insider Trade Summary

Other: 980 shares

Other 1 txn

Insider Sun Qiang Chang

Role Director

Type	Security	Shares	Price	Value
Other	American Depositary Shares	980	$0.00	$0.00

Holdings After Transaction: American Depositary Shares — 58,150 shares (Direct)

Footnotes (2)

1. F1. Each American Depositary Share ("ADS") represents eight (8) Class A ordinary shares.
2. F2. Reflects the acquisition of ADSs upon settlement of fully vested Restricted Stock Unit ("RSU") awards.

Key Figures

ADSs acquired: 980 ADSs Price per ADS: $0.00 per ADS Holdings after transaction: 58,150 ADSs +2 more

5 metrics

ADSs acquired 980 ADSs Settled fully vested RSU awards

Price per ADS $0.00 per ADS RSU settlement, non-cash acquisition

Holdings after transaction 58,150 ADSs Direct ownership after RSU settlement

ADS share ratio 1 ADS = 8 Class A shares Economic equivalence disclosed in footnote

Restructuring shares 980 shares Classified as restructuring under transaction summary

Key Terms

American Depositary Shares, Restricted Stock Unit ("RSU") awards, Class A ordinary shares, Other acquisition or disposition

4 terms

American Depositary Shares financial

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

American depositary shares (ADSs) are a way for investors in the United States to buy shares of foreign companies without dealing with international markets directly. They represent ownership in a foreign company's stock and are traded on U.S. stock exchanges, making it easier for American investors to buy, sell, and own parts of companies from around the world.

Restricted Stock Unit ("RSU") awards financial

"Reflects the acquisition of ADSs upon settlement of fully vested Restricted Stock Unit ("RSU") awards."

Class A ordinary shares financial

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

Class A ordinary shares are a type of ownership stake in a company that typically grants voting rights to shareholders, allowing them to have a say in important company decisions. They often come with priority in receiving dividends or profits, making them attractive to investors seeking influence and potential income. These shares help distinguish different levels of ownership and rights within a company's stock structure.

Other acquisition or disposition financial

"transaction_code_description: "Other acquisition or disposition""

FAQ

What insider transaction did GDS director Sun Qiang Chang report?

Sun Qiang Chang reported a compensation-related transaction involving 980 American Depositary Shares. These ADSs were received at $0.00 per ADS through settlement of fully vested RSU awards, increasing his directly held GDS equity stake without an open-market purchase.

How many GDS ADSs does Sun Qiang Chang hold after this Form 4?

After the reported transaction, Sun Qiang Chang directly holds 58,150 American Depositary Shares of GDS. This total reflects his position following the settlement of 980 ADSs from fully vested RSU awards, as disclosed in the Form 4 filing’s ownership table.

What is the size of the RSU-related ADS settlement for GDS?

The RSU settlement involved 980 American Depositary Shares of GDS. These ADSs were issued at a price of $0.00 per ADS upon vesting of RSU awards, representing additional equity compensation rather than a cash-financed purchase in the open market.

How do GDS American Depositary Shares relate to ordinary shares?

Each GDS American Depositary Share represents eight Class A ordinary shares. This ratio is specified in the Form 4 footnotes, meaning the 980 ADSs from RSU settlement correspond economically to 7,840 underlying Class A ordinary shares in the company’s capital structure.

Was the GDS Form 4 transaction a buy or a sale of shares?

The Form 4 does not show an open-market buy or sale. Instead, it records the acquisition of 980 ADSs at $0.00 per ADS through settlement of fully vested RSU awards, a non-cash equity compensation event coded as an “other” transaction (J).

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Accepted by SEC EDGAR 05/15/2026 - 07:18 AM Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Sun Qiang Chang

(Last) (First) (Middle)

C/O F4/F5, BUILDING C, SUNLAND INTL

NO. 999 ZHOUHAI ROAD, PUDONG

(Street)

SHANGHAI 200137

(City) (State) (Zip)

CHINA

(Country)

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

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

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

2a. Foreign Trading Symbol
[9,698]

3. Date of Earliest Transaction (Month/Day/Year)
05/15/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
American Depositary Shares(1)	05/15/2026		J(2)		980	A	$0	58,150(2)	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	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. Reflects the acquisition of ADSs upon settlement of fully vested Restricted Stock Unit ("RSU") awards.

	/s/ Qiang Chang Sun	05/15/2026
	** 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 4 (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.
* Form 4: SEC 1474 (03-26)