JD.com director exercises RSUs into ADSs

JD.com, Inc. director Caroline Scheufele reported acquiring additional equity through the vesting of restricted share units.

Accepted by SEC EDGAR 06/08/2026 - 06:01 AM EDT Learn about SEC filing dates

Rhea-AI Filing Summary

JD.com, Inc. director Caroline Scheufele reported acquiring additional equity through the vesting of restricted share units. On June 8, 2026, 7,631 American depositary shares (ADSs), each representing two Class A ordinary shares, were issued upon settlement of vested units. Following this transaction, she directly holds 28,850 ADSs. The underlying 15,262 restricted share units converted into Class A ordinary shares as part of routine equity compensation, with no open-market buy or sell activity disclosed.

Insider Trade Summary

15,262 shares exercised/converted

Exercise 2 txns

Insider Scheufele Caroline

Role Director

Type	Security	Shares	Price	Value
Exercise	Restricted Share Units	15,262	$0.00	$0.00
Exercise	American depositary shares	7,631	$0.00	$0.00

Holdings After Transaction: Restricted Share Units — 15,264 contracts (Direct); American depositary shares — 28,850 shares (Direct)

Holdings Before and After: Restricted Share Units, 30,526 to 15,264 contracts (Direct); American depositary shares, 21,219 to 28,850 shares (Direct)

Footnotes (3)

1. F1. These American depositary shares (ADSs), each representing two Class A ordinary shares, were acquired upon vesting and settlement of restricted share units.
2. F2. Each restricted share unit represents the contingent right to receive one Class A ordinary share.
3. F3. These restricted shares units were vested on June 8, 2026 and do not have an expiration date.

Key Figures

ADSs acquired: 7,631 ADSs ADSs held after transaction: 28,850 ADSs RSUs vested: 15,262 units +2 more

5 metrics

ADSs acquired 7,631 ADSs Acquired on June 8, 2026 via RSU vesting

ADSs held after transaction 28,850 ADSs Direct holdings following June 8, 2026 transaction

RSUs vested 15,262 units Restricted share units converting into Class A ordinary shares

RSU-to-share ratio 1 unit : 1 Class A share Each restricted share unit represents one Class A ordinary share

ADS-to-share ratio 1 ADS : 2 Class A shares Each American depositary share represents two Class A ordinary shares

Key Terms

American depositary shares, Restricted Share Units, Class A ordinary shares, contingent right

4 terms

American depositary shares financial

"These American depositary shares (ADSs), each representing two Class A ordinary shares, were acquired upon vesting and settlement of restricted share units."

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 Share Units financial

"These restricted shares units were vested on June 8, 2026 and do not have an expiration date."

Restricted share units (RSUs) are a promise from a company to give an employee or service provider actual shares or cash equal to the shares after certain conditions are met, typically staying with the company for a set time or hitting performance targets. Think of them like a time-locked gift card that becomes usable only after you’ve earned it. For investors, RSUs matter because they align employee incentives with company performance and can increase the number of shares outstanding over time, diluting existing ownership and affecting earnings per share.

Class A ordinary shares financial

"Each restricted share unit represents the contingent right to receive one Class A ordinary share."

Class A ordinary shares are a type of ownership stake in a company that typically grants voting rights to shareholders, allowing them to have a say in important company decisions. They often come with priority in receiving dividends or profits, making them attractive to investors seeking influence and potential income. These shares help distinguish different levels of ownership and rights within a company's stock structure.

contingent right financial

"Each restricted share unit represents the contingent right to receive one Class A ordinary share."

FAQ

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

What insider transaction did JD (JD) disclose for Caroline Scheufele?

JD.com disclosed that director Caroline Scheufele acquired 7,631 American depositary shares through the vesting and settlement of restricted share units. This was an equity compensation event, not an open-market purchase or sale, and increased her directly held ADS position at the company.

How many JD (JD) American depositary shares does Caroline Scheufele now hold?

After the June 8, 2026 transaction, Caroline Scheufele directly holds 28,850 American depositary shares of JD.com. These ADSs were partly acquired through the vesting and settlement of restricted share units that converted into Class A ordinary shares represented by the ADSs.

What was the size of the JD (JD) restricted share unit vesting event?

The vesting event covered 15,262 restricted share units, each representing the right to receive one Class A ordinary share. Upon vesting and settlement on June 8, 2026, these units resulted in the issuance of 7,631 American depositary shares, with each ADS representing two Class A ordinary shares.

Did the JD (JD) Form 4 show any open-market buying or selling?

The Form 4 for JD.com did not show any open-market buying or selling by Caroline Scheufele. The reported transactions were exercises of derivative securities, specifically restricted share units vesting into Class A ordinary shares and corresponding American depositary shares, as part of equity compensation.

How are JD (JD) restricted share units linked to Class A ordinary shares?

Each JD.com restricted share unit represents a contingent right to receive one Class A ordinary share. When these units vest and settle, they convert into Class A ordinary shares, which in this case are represented for U.S. investors by American depositary shares trading in the market.

What does each JD (JD) American depositary share represent in Class A shares?

Each JD.com American depositary share represents two Class A ordinary shares. In the reported transaction, 7,631 ADSs were issued upon settlement of vested restricted share units, corresponding to 15,262 underlying Class A ordinary shares granted through the company’s equity compensation program.

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

Form 4 Insider Transactions: What Each Field Means →

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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^*

Scheufele Caroline

(Last) (First) (Middle)

CHOPARD & CIE SA, RUE DE

VEYROT 8, 1217

(Street)

MEYRIN 00000

(City) (State) (Zip)

SWITZERLAND

(Country)

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

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
[HKEX: 9618]

3. Date of Earliest Transaction (Month/Day/Year)
06/08/2026

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
American depositary shares(1)	06/08/2026		M		7,631	A	$0	28,850	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
Restricted Share Units	(2)	06/08/2026		M			15,262	(3)	(3)	Class A ordinary shares	15,262	$0	15,264	D

Explanation of Responses:

1. These American depositary shares (ADSs), each representing two Class A ordinary shares, were acquired upon vesting and settlement of restricted share units.

2. Each restricted share unit represents the contingent right to receive one Class A ordinary share.

3. These restricted shares units were vested on June 8, 2026 and do not have an expiration date.

	/s/ Caroline Scheufele	06/08/2026
	** 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)