[Form 3] JD.com, Inc. Initial Statement of Beneficial Ownership

Rhea-AI Filing Summary

JD.com, Inc. Chief Executive Officer Xu Ran filed an initial Form 3 detailing his equity holdings. He directly holds several restricted share unit (RSU) awards over Class A ordinary shares granted between July 2022 and July 2025, scheduled to vest in installments from April 1, 2026 through 2029. He also directly holds 203,032 American depositary shares, with each ADS representing two Class A ordinary shares.

SEC Form 3

FORM 3

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

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Xu Ran

(Last) (First) (Middle)

20TH FLOOR, BUILDING A,

NO. 18 KECHUANG 11 STREET

(Street)

BEIJING 101111

(City) (State) (Zip)

UNITED STATES

(Country)

2. Date of Event Requiring Statement (Month/Day/Year)
03/18/2026

3. Issuer Name and Ticker or Trading Symbol
JD.com, Inc. [ JD ]

3a. Foreign Trading Symbol
[HKEX: 9618]

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

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

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

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

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

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
American depositary shares(1)	203,032	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Share Units	(2)	(2)	Class A ordinary shares	10,000	(3)	D
Restricted Share Units	(4)	(4)	Class A ordinary shares	10,000	(3)	D
Restricted Share Units	(5)	(5)	Class A ordinary shares	75,000	(3)	D
Restricted Share Units	(6)	(6)	Class A ordinary shares	200,000	(3)	D
Restricted Share Units	(7)	(7)	Class A ordinary shares	10,722	(3)	D
Restricted Share Units	(8)	(8)	Class A ordinary shares	4,020	(3)	D

Explanation of Responses:

1. Each American depositary share represents two Class A ordinary shares.

2. These restricted share units were granted on July 1, 2022 and will vest on April 1, 2026. They do not have an expiration date.

3. Each restricted share unit represents contingent rights to receive one Class A ordinary share.

4. These restricted share units were granted on July 1, 2023 and subject to a vesting schedule in equal installments on July 1, 2026 and 2027, respectively. They do not have an expiration date.

5. These restricted share units were granted on April 1, 2024 and subject to a vesting schedule in equal installments on April 1, 2026, 2027 and 2028, respectively. They do not have an expiration date.

6. These restricted share units were granted on April 1, 2025 and subject to a vesting schedule in equal installments on April 1, 2026, 2027, 2028 and 2029, respectively. They do not have an expiration date.

7. These restricted share units were granted on July 1, 2025 and subject to a vesting schedule in equal installments on April 1, 2026, 2027, 2028 and 2029, respectively. They do not have an expiration date.

8. These restricted share units were granted on July 1, 2025 and subject to a vesting schedule in equal installments on April 1, 2026, 2027 and 2028, respectively. They do not have an expiration date.

	/s/ Ran Xu	03/18/2026
	** 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 5 (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 3: SEC 1473 (03-26)

FAQ

What does JD (JD.com, Inc.) CEO Xu Ran report in this Form 3?

Xu Ran reports his initial ownership in JD.com, Inc., including multiple restricted share unit awards over Class A ordinary shares and a direct holding of 203,032 American depositary shares, providing a baseline view of his equity-based alignment with the company.

How many American depositary shares does JD CEO Xu Ran hold?

Xu Ran directly holds 203,032 American depositary shares of JD.com, Inc. Each ADS, as disclosed, represents two Class A ordinary shares, giving investors a clear picture of his direct ADS exposure to the company’s equity.

What do the restricted share units in JD CEO Xu Ran’s filing represent?

Each restricted share unit represents a contingent right to receive one Class A ordinary share. The RSUs have an exercise price of $0.00 and function as equity compensation that settles in ordinary shares as vesting conditions are met over time.

Over what period do JD CEO Xu Ran’s RSU grants vest?

The RSU grants were made between July 1, 2022 and July 1, 2025 and are scheduled to vest in installments on April 1 or July 1 dates from 2026 through 2029, aligning equity compensation with multi‑year service and performance horizons.

Does JD CEO Xu Ran’s Form 3 show any recent insider buying or selling?

The filing lists holdings and vesting schedules but does not report any explicit buy or sell transactions. Entries are characterized as holdings of RSUs and ADS, establishing his current equity position rather than documenting new market trades.

How are JD.com American depositary shares related to Class A ordinary shares?

Each JD.com American depositary share represents two Class A ordinary shares. This fixed ratio helps investors translate Xu Ran’s 203,032 ADS holding into the underlying ordinary share exposure disclosed in the company’s capital structure.