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NIO (NIO) EVP Zhou Xin details options, RSUs and share holdings in Form 3

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
3

Rhea-AI Filing Summary

NIO Inc. Executive Vice President Zhou Xin filed an initial ownership report detailing existing equity awards and holdings. The filing lists vested options over 417,000 Class A ordinary shares with exercise prices between $2.05 and $2.55, plus multiple restricted share unit grants totaling several tranches of 200,000 shares each that vest from June 1, 2026 through September 1, 2029. It also notes indirect ownership of 1,000,000 Class A ordinary shares through Prime Hubs Limited and direct holdings of 216,167 American depositary shares, each representing one Class A ordinary share. These entries reflect existing positions rather than new market purchases or sales.

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Negative

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SEC Form 3
FORM 3UNITED 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
OMB APPROVAL
OMB Number:3235-0104
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hours per response:0.5
1. Name and Address of Reporting Person*
Zhou Xin

(Last)(First)(Middle)
BUILDING 19, NO. 1355, CAOBAO ROAD,
MINHANG DISTRICT

(Street)
SHANGHAI200233

(City)(State)(Zip)

CHINA

(Country)
2. Date of Event Requiring Statement (Month/Day/Year)
03/18/2026
3. Issuer Name and Ticker or Trading Symbol
NIO Inc. [ NIO ]
3a. Foreign Trading Symbol
5. If Amendment, Date of Original Filed (Month/Day/Year)
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Executive Vice President
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
Class A ordinary shares1,000,000Iby Prime Hubs Limited
American depositary shares(1)216,167D
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 ExercisableExpiration DateTitleAmount or Number of Shares
Options (right to buy) (2)12/31/2030Class A ordinary shares180,000$2.05D
Options (right to buy) (2)04/01/2030Class A ordinary shares60,000$2.39D
Options (right to buy) (2)01/31/2028Class A ordinary shares177,000$2.55D
Options (right to buy)04/02/202604/01/2030Class A ordinary shares60,000$2.39D
Restricted share units (3) (3)Class A ordinary shares200,000(3)D
Restricted share units (4) (4)Class A ordinary shares200,000(4)D
Restricted share units (5) (5)Class A ordinary shares200,000(5)D
Restricted share units (6) (6)Class A ordinary shares200,000(6)D
Restricted share units (7) (7)Class A ordinary shares200,000(7)D
Explanation of Responses:
1. Each American depositary share represents one Class A ordinary share.
2. Represents options granted to the reporting person pursuant to the issuer's share incentive plans, all of which have vested as of the date of this Form 3.
3. Represents restricted share units granted to the reporting person pursuant to the issuer's share incentive plans, which do not have expiration dates. The restricted share units evidence the contingent right to receive Class A ordinary shares upon vesting, and will vest on 06/01/2026.
4. Represents restricted share units granted to the reporting person pursuant to the issuer's share incentive plans, which do not have expiration dates. The restricted share units evidence the contingent right to receive Class A ordinary shares upon vesting, and will vest on 09/01/2026.
5. Represents restricted share units granted to the reporting person pursuant to the issuer's share incentive plans, which do not have expiration dates. The restricted share units evidence the contingent right to receive Class A ordinary shares upon vesting, and will vest on 09/01/2027.
6. Represents restricted share units granted to the reporting person pursuant to the issuer's share incentive plans, which do not have expiration dates. The restricted share units evidence the contingent right to receive Class A ordinary shares upon vesting, and will vest on 09/01/2028.
7. Represents restricted share units granted to the reporting person pursuant to the issuer's share incentive plans, which do not have expiration dates. The restricted share units evidence the contingent right to receive Class A ordinary shares upon vesting, and will vest on 09/01/2029.
Remarks:
Exhibit 24 - Power of Attorney
/s/ Eve Tang, Attorney-in-Fact for Xin Zhou03/18/2026
** Signature of Reporting PersonDate
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 NIO (NIO) Executive Vice President Zhou Xin report on this Form 3?

Zhou Xin reports existing equity positions in NIO, including options, restricted share units, Class A shares, and American depositary shares. The filing establishes his starting ownership baseline as an insider, rather than recording new purchases or sales in the market.

How many NIO options does Zhou Xin hold according to this Form 3?

The filing shows vested options linked to 417,000 NIO Class A ordinary shares, with exercise prices of $2.05, $2.39, and $2.55 per share. These options expire between January 31, 2028 and December 31, 2030, giving long-dated potential equity exposure.

What restricted share units (RSUs) in NIO does Zhou Xin report holding?

Zhou Xin reports several RSU grants, each for 200,000 Class A ordinary shares, with no expiration dates. The RSUs vest on June 1, 2026, September 1, 2026, September 1, 2027, September 1, 2028, and September 1, 2029, contingent on meeting vesting conditions.

How many NIO Class A ordinary shares does Zhou Xin hold indirectly?

The Form 3 reports indirect ownership of 1,000,000 NIO Class A ordinary shares held by Prime Hubs Limited. This indicates beneficial ownership through an entity, which is disclosed separately from his direct holdings of American depositary shares and equity awards.

What American depositary share (ADS) holdings in NIO does Zhou Xin disclose?

Zhou Xin discloses direct ownership of 216,167 NIO American depositary shares. A footnote explains that each ADS represents one Class A ordinary share, so these ADS holdings correspond to the same number of underlying ordinary shares in the company.

Does this NIO Form 3 show Zhou Xin buying or selling shares?

No, the Form 3 records existing options, RSUs, ADS, and indirect share holdings as of the reporting date. It is an initial ownership statement and does not show new open-market purchases or sales by Zhou Xin during the reported period.
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