[144] JD.com, Inc. SEC Filing

Rhea-AI Filing Summary

JD.com, Inc. has submitted a Form 144 indicating a proposed insider sale of American Depositary Receipts (ADRs).

• Security: ADRs, each representing two Class A ordinary shares.
• Proposed amount: 1,200 ADS, with an estimated market value of $39,096.
• Seller: Xu Ran (identified in the recent-sales table).
• Acquisition source: Shares vested on 01 Jul 2025 under the company’s Share Incentive Plan.
• Planned sale date & venue: 02 Jul 2025 on NASDAQ via The Core Securities Company Ltd.
• Shares outstanding: 2,890,019,557, so the sale equals roughly 0.00004 % of total shares.
• Recent activity: The same insider sold 13,658 ADS for $544,749 on 03 Apr 2025.

The filer affirms no undisclosed adverse information. Given the limited size of the transaction relative to JD.com’s float and market capitalisation, the filing is expected to have minimal market impact.

Positive

• None.

Negative

• Insider intends to sell 1,200 ADRs worth about $39,096, which can be perceived as a mildly negative sentiment signal.
• Filer sold 13,658 ADS for $544,749 in April 2025, showing an ongoing pattern of insider disposals.

Insights

Securities Analyst

TL;DR: Modest $39k insider sale (1,200 ADS) — signal slightly negative but economically immaterial.

The Form 144 reveals that Xu Ran plans to sell 1,200 ADRs on 02 Jul 2025. At ~$32.58 per ADR, the transaction is worth just $39k against nearly 2.9 bn shares outstanding, implying a de-minimis 0.00004 % dilution. Although any insider selling is generally viewed cautiously, the small size and routine RSU vesting suggest portfolio diversification rather than a bearish view. Notably, the insider disposed of 13,658 ADS (~$545k) in April, indicating an ongoing liquidation pattern, yet still minor versus JD’s daily trading volume. I therefore classify the disclosure as neutral; it neither alters fundamental value nor signals material operational concerns.

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
ADR (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	1200	39096.00	2890019557	07/02/2025	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 *
ADR (each representing two Class A ordinary shares)	07/01/2025	Vesting of Restricted Share Units granted pursuant to the Issuer's Share Incentive Plan	JD.com, Inc.			1200	07/01/2025	Vesting of Restricted Share Units

* 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
Xu Ran No.18 Kechuang 11 Street BDA Beijing F4 101111	ADS of JD.com, Inc.	04/03/2025	13658	544749.11

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 did JD.com (JD) file with the SEC?

JD.com filed Form 144, a notice of proposed sale of restricted or control securities.

How many JD.com ADS will be sold under this Form 144?

The insider plans to sell 1,200 ADRs, each representing two Class A ordinary shares.

What is the estimated market value of the planned sale?

The total value is approximately $39,096 based on the filing.

Who is the insider selling JD.com shares?

The recent-sales table lists Xu Ran as the seller.

When is the anticipated sale date for the 1,200 ADRs?

The filing lists 02 July 2025 as the approximate sale date on NASDAQ.

How many JD.com ADS has the insider sold recently?

Over the past three months, the insider sold 13,658 ADS for $544,749 on 03 Apr 2025.