[144] JD.com, Inc. SEC Filing

Rhea-AI Filing Summary

JD.com, Inc. (JDCMF) filing a Form 144 notifies a proposed sale of 115,000 ADS (each ADS represents two Class A ordinary shares) through The Core Securities Company Limited on 09/18/2025 on NASDAQ. The filing states the aggregate market value of the securities to be sold is $4,052,600.00 and reports 2,842,428,045 shares outstanding, placing the proposed sale at a very small fraction of outstanding shares. The ADS were acquired on 05/09/2014 via redesignation under the issuer's Share Incentive Plan and the seller previously executed small ADS sales between 06/30/2025 and 08/25/2025 totaling several thousand ADS with reported gross proceeds listed per trade.

Positive

• Full Rule 144 disclosure provided including acquisition date, nature of acquisition, broker and prior sales
• Planned sale size explicitly stated: 115,000 ADS with aggregate market value of $4,052,600.00
• Acquisition traceable to redesignation under the issuer's Share Incentive Plan on 05/09/2014

Negative

• None.

Insights

Securities Compliance Analyst

TL;DR: Routine Rule 144 notice for an insider-affiliated holding; sale size is immaterial versus outstanding shares.

The filing documents a notice under Rule 144 for 115,000 ADS to be sold on 09/18/2025, acquired by redesignation from a 2014 employee Share Incentive Plan. The filing names a broker and provides recent small-volume sales between June and August 2025, showing ongoing disposition activity. From a compliance perspective, the submission appears to satisfy Rule 144 disclosure elements by stating acquisition details, prior sales, broker information, and an explicit representation about material nonpublic information.

Equity Capital Markets Specialist

TL;DR: The planned sale is quantitatively negligible relative to the companys outstanding shares and unlikely to move the market.

The filing reports an aggregate market value of $4,052,600 for the 115,000 ADS versus 2.842 billion shares outstanding, indicating the sale constitutes a vanishingly small ownership percentage. The sellers recent transactions (small blocks from 100 to 3,826 ADS) and the broker identification suggest standard off-exchange or broker-facilitated dispositions rather than a large, market-impacting block trade.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
ADS(each representing two Class A ordinary shares)	The Core Securities Company Limited Suite C, 20/F., Standard Chartered Bank Building, 4-4A Des Voeux Road Central Central K3 999077	115000	4052600.00	2842428045	09/18/2025	NASDAQ

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
ADS(each representing two Class A ordinary shares)	05/09/2014	Redesignation of shares previously issued by the issuer for the benefit of its employees under Share Incentive Plan	JD.com, Inc.			115000	05/09/2014	N/A

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
Fortune Rising Holdings Ltd NO. 18 KECHUANG YIZHUANG BDA DAXING DISTRICT BEIJING F4 101111	ADS of JD.com, Inc.	06/30/2025	100	3316.26
Fortune Rising Holdings Ltd NO. 18 KECHUANG YIZHUANG BDA DAXING DISTRICT BEIJING F4 101111	ADS of JD.com, Inc.	07/02/2025	3826	123441.64
Fortune Rising Holdings Ltd NO. 18 KECHUANG YIZHUANG BDA DAXING DISTRICT BEIJING F4 101111	ADS of JD.com, Inc.	07/30/2025	1000	32000.00
Fortune Rising Holdings Ltd NO. 18 KECHUANG YIZHUANG BDA DAXING DISTRICT BEIJING F4 101111	ADS of JD.com, Inc.	07/31/2025	550	17370.00
Fortune Rising Holdings Ltd NO. 18 KECHUANG YIZHUANG BDA DAXING DISTRICT BEIJING F4 101111	ADS of JD.com, Inc.	08/12/2025	422	13504.00
Fortune Rising Holdings Ltd NO. 18 KECHUANG YIZHUANG BDA DAXING DISTRICT BEIJING F4 101111	ADS of JD.com, Inc.	08/25/2025	1000	32200.00

144: Remarks and Signature

Remarks

Date of Notice

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

What does the Form 144 for JDCMF disclose about the securities to be sold?

The Form 144 discloses a proposed sale of 115,000 ADS (each ADS = two Class A shares) with an aggregate market value of $4,052,600.00, to be sold on 09/18/2025 on NASDAQ.

When and how were the ADS being sold by JDCMF acquired?

The ADS were acquired on 05/09/2014 via redesignation under the issuers Share Incentive Plan and the filing names JD.com, Inc. as the source.

Does the filing show any recent sales by the same seller?

Yes, the filing lists multiple small sales between 06/30/2025 and 08/25/2025 totaling several thousand ADS with gross proceeds reported per transaction.

Who is the broker named in the Form 144 for JDCMF?

The broker named is The Core Securities Company Limited, with an address in Central, Hong Kong, as provided in the filing.

How material is the proposed sale relative to JD.coms outstanding shares?

The filing reports 2,842,428,045 shares outstanding; the proposed 115,000 ADS represent a very small fraction of that total, indicating low potential market impact.