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GDS Holdings director granted 740 ADS via RSUs

GDS Holdings Ltd director Kathy Hua Chen reported equity compensation and derivative position changes.

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

GDS Holdings Ltd director Kathy Hua Chen reported equity compensation and derivative position changes. On 2026-07-15, she received 740 American Depositary Shares (ADS) at $0.00 per share upon settlement of fully vested RSU awards, bringing her direct holdings to 50,740 ADS. Each ADS represents eight Class A ordinary shares. Separately, short share option positions obligating the sale of ADS with exercise prices of $47.00 and $50.00 referencing 20,000 ADS each expired on 2026-06-18. She continues to hold share options (obligation to sell) referencing 10,000 ADS at an exercise price of $60.00, expiring on 2026-09-18, which can be exercised early or closed by buying back the options.

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Insider Chen Kathy Hua
Role Director
Type Security Shares Price Value
Grant/Award American Depositary Shares F1, F2 740 $0.00 $0.00
holding Share Options (Obligation to Sell) F3, F1 -- -- --
Derivative Expiration Share Options (Obligation to Sell) F3, F1 200 $0.00 $0.00
Derivative Expiration Share Options (Obligation to Sell) F3, F1 200 $0.00 $0.00
Holdings After Transaction: Share Options (Obligation to Sell) — 10,000 contracts (Direct); American Depositary Shares — 50,740 shares (Direct)
Footnotes (3)
  1. F1. Each American Depositary Share ("ADS") represents eight (8) Class A ordinary shares.
  2. F2. Reflects the acquisition of ADSs upon settlement of Restricted Stock Unit ("RSU") awards fully vested immediately upon their grant.
  3. F3. These share options can be exercised early if the ADS price is above the exercise price, or closed if the reporting person chooses to buy back the share options.
ADS granted 740 ADS Grant/award acquisition on 2026-07-15 at $0.00 per ADS from vested RSUs
Direct ADS holdings after transactions 50,740 ADS Total American Depositary Shares held directly by Kathy Hua Chen after RSU settlement
RSU settlement price $0.00 per ADS Price per ADS for the 740 ADS received upon RSU settlement
Expired option exercise prices $47.00 and $50.00 Exercise prices of short share options on ADS that expired on 2026-06-18
Underlying ADS per expired option block 20,000 ADS Underlying American Depositary Shares for each expired short option position on 2026-06-18
Outstanding short option exercise price $60.00 Exercise price of remaining share options (obligation to sell) referencing 10,000 ADS
Underlying ADS on remaining options 10,000 ADS ADS underlying short share options expiring on 2026-09-18
ADS to ordinary share ratio 1 ADS = 8 Class A ordinary shares Each American Depositary Share represents eight Class A ordinary shares
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 financial
"Reflects the acquisition of ADSs upon settlement of Restricted Stock Unit ("RSU") awards fully vested"
A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.
share options (Obligation to Sell) financial
"Share Options (Obligation to Sell) with an exercise price of $60.0000 per ADS"
short derivative position financial
"Expiration of short derivative position on share options with ADS as the underlying security"

FAQ

What insider transactions did GDS (GDS) director Kathy Hua Chen report?
Kathy Hua Chen reported 740 ADS acquired at $0.00 per share from fully vested RSU awards, raising her direct holdings to 50,740 ADS, plus expirations and an ongoing short share option position linked to 10,000 ADS at a $60.00 exercise price.

How many GDS (GDS) American Depositary Shares does Kathy Hua Chen now hold?
After the RSU settlement, Kathy Hua Chen holds 50,740 ADS directly. This reflects the grant of 740 ADS at $0.00 per share on 2026-07-15, in addition to her pre-existing direct ADS position.

What was the size and nature of the 740 ADS acquisition reported for GDS (GDS)?
The filing shows an acquisition of 740 ADS at $0.00 per share, described as ADSs received upon settlement of Restricted Stock Unit (RSU) awards that fully vested immediately on grant, rather than an open-market purchase.

What derivative positions on GDS (GDS) shares expired on 2026-06-18?
Two short share option positions, each labeled as an obligation to sell ADS, expired on 2026-06-18. They had exercise prices of $47.00 and $50.00 and referenced 20,000 ADS each as the underlying securities.

What derivative exposure to GDS (GDS) does Kathy Hua Chen still have?
She continues to hold share options classified as an obligation to sell referencing 10,000 ADS with an exercise price of $60.00, expiring on 2026-09-18. These options can be exercised early or closed by buying them back.

How do GDS (GDS) ADS relate to Class A ordinary shares for this insider grant?
Each American Depositary Share (ADS) represents eight (8) Class A ordinary shares. Thus, the 740 ADS RSU settlement corresponds to ADSs representing a larger number of underlying Class A ordinary shares, according to the footnote.

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SEC Form 4
FORM 4UNITED 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*
Chen Kathy Hua
(Last)(First)(Middle)
C/O F4/F5, BLDG C, SUNLAND INTERNATIONAL
NO. 999 ZHOUHAI ROAD, PUDONG
(Street)
SHANGHAI200137
(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)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
[9698]
3. Date of Earliest Transaction (Month/Day/Year)
07/15/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
American Depositary Shares(1)07/15/2026A(2)740A$050,740(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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Share Options (Obligation to Sell)$4706/18/2026E200 (3)06/18/2026American Depositary Shares(1)20,000$00D
Share Options (Obligation to Sell)$5006/18/2026E200 (3)06/18/2026American Depositary Shares(1)20,000$00D
Share Options (Obligation to Sell)$60 (3)09/18/2026American Depositary Shares(1)10,000100D
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 Restricted Stock Unit ("RSU") awards fully vested immediately upon their grant.
3. These share options can be exercised early if the ADS price is above the exercise price, or closed if the reporting person chooses to buy back the share options.
/s/ Kathy Hua Chen07/15/2026
** Signature of Reporting PersonDate
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)

Source: View Original Filing on SEC EDGAR