H World director disposes 9.78M shares to issuer

After the Sept. 2 insider share activity, Wu reported 65,620 H World Group ordinary shares held directly.

Rhea-AI Filing Summary

H World Group Ltd (HTHT) director John Jiong Wu reported a disposition to the issuer of 9,784,090 Ordinary Shares on September 2, 2026. The shares were valued at $4.639 per share, a discounted price based on the fair market value on August 28, 2026. After this transaction, Wu reported 65,620 Ordinary Shares held directly. No Rule 10b5-1 trading plan is reported.

Insider Trade Summary

Disposition: 9,784,090 shares

Disposition 1 txn

Insider WU JOHN JIONG

Role Director

Type	Security	Shares	Price	Value
Disposition	Ordinary Shares F1	9,784,090	$4.639	$45.39M

Holdings After Transaction: Ordinary Shares — 65,620 shares (Direct)

Footnotes (1)

1. F1. The price was based on a discounted price of fair market value of the Company's shares on August 28, 2026.

Key Figures

Shares disposed: 9,784,090 shares Per-share valuation: $4.639 per share Shares held after transaction: 65,620 shares

3 metrics

Shares disposed 9,784,090 shares Ordinary Shares disposed to issuer on September 2, 2026

Per-share valuation $4.639 per share Discounted price based on fair market value on August 28, 2026

Shares held after transaction 65,620 shares Directly held Ordinary Shares following the September 2, 2026 disposition

Key Terms

Disposition to issuer, fair market value, Ordinary Shares

3 terms

Disposition to issuer financial

"The filing classifies the transaction as a Disposition to issuer of Ordinary Shares"

fair market value financial

"based on a discounted price of the fair market value of the Company's shares"

The price a willing buyer and a willing seller would agree on for an asset or security when neither is under pressure and both have access to the same information. Think of it as the market’s neutral estimate of what something is worth, like the price two neighbors would settle on for a car after comparing similar listings. Investors care because fair market value guides buying and selling decisions, tax reporting, portfolio valuation, and how accurately company assets are reflected in financial statements.

Ordinary Shares financial

"reported a disposition to the issuer of 9,784,090 Ordinary Shares on September 2, 2026"

Ordinary shares are a type of ownership stake in a company, giving shareholders a right to participate in the company’s profits and decision-making through voting. They are similar to owning a piece of a business, and their value can rise or fall based on the company's performance. Investors buy ordinary shares to potentially earn dividends and benefit from the company's growth over time.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did HTHT director John Jiong Wu report?

He reported a disposition to the issuer of 9,784,090 Ordinary Shares of H World Group Ltd on September 2, 2026, reducing his directly held position but retaining shares after the transaction.

At what price were the HTHT shares valued in John Jiong Wu’s disposition?

The 9,784,090 Ordinary Shares were valued at $4.639 per share, based on a discounted price of the fair market value of H World Group Ltd’s shares on August 28, 2026, according to the filing’s footnote.

How many HTHT shares does John Jiong Wu hold after this Form 4 transaction?

After the reported disposition, John Jiong Wu directly holds 65,620 Ordinary Shares of H World Group Ltd, as stated in the Form 4’s post-transaction holdings field.

Was John Jiong Wu’s HTHT share disposition under a Rule 10b5-1 plan?

No. The Form 4 indicates that the Rule 10b5-1 checkbox is not affirmatively marked, and there is no footnote stating that the September 2, 2026 disposition was made under a Rule 10b5-1 trading plan.

What type of transaction did HTHT report for John Jiong Wu on this Form 4?

The filing classifies the transaction as a Disposition to issuer of Ordinary Shares, coded as a D transaction, meaning shares were disposed rather than acquired, with direct ownership status after the transaction.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 09/02/2026 - 08:14 AM Accepted by SEC EDGAR 09/02/2026 - 08:14 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^*

WU JOHN JIONG

(Last) (First) (Middle)

NO. 1299 FENGHUA ROAD

(Street)

SHANGHAI 201803

(City) (State) (Zip)

CHINA

(Country)

2. Issuer Name and Ticker or Trading Symbol
H World Group Ltd [ HTHT ]

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

3. Date of Earliest Transaction (Month/Day/Year)
09/02/2026

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
Ordinary Shares	09/02/2026		D		9,784,090	D	$4.639(1)	65,620	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. The price was based on a discounted price of fair market value of the Company's shares on August 28, 2026.

	/s/ Fan You, Attorney-in-Fact for John Jiong Wu	09/02/2026
	** 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)