NIO president’s RSUs vest; shares withheld for tax

NIO Inc. President Qin Lihong reported compensation-related equity activity involving American depositary shares (ADSs) and restricted share units (RSUs).

Rhea-AI Filing Summary

NIO Inc. President Qin Lihong reported compensation-related equity activity involving American depositary shares (ADSs) and restricted share units (RSUs). On June 1, 2026, 300,000 RSUs, each representing a contingent right to receive one Class A ordinary share, vested and were exercised into 300,000 ADSs at an exercise price of $0.00 per share.

To cover associated taxes upon vesting, 150,000 ADSs were withheld at a reference price of $5.60 per ADS, as described in the footnotes. After these transactions, Qin holds 319,662 ADSs directly, while additional Class A ordinary shares are held indirectly through Prime Hubs Limited and DX Mix Limited.

Insights

Insider transactions analyst

Compensation-related RSU vesting with tax withholding; routine, non-signaling.

The Form 4 shows Qin Lihong, President of NIO Inc., receiving equity through RSU vesting. 300,000 restricted share units converted into the same number of American depositary shares on June 1, 2026, at a stated exercise price of $0.00 per share.

Footnotes explain that 150,000 ADSs were withheld to satisfy tax obligations tied to this vesting, using a reference closing price of $5.60 per ADS. This F-code disposition represents tax withholding, not an open-market sale, so it carries little information about the insider’s market view.

Following the transactions, Qin reports holding 319,662 ADSs directly, plus substantial indirect holdings through Prime Hubs Limited and DX Mix Limited. With no remaining RSU position shown in the derivative table, this appears to be a straightforward vest-and-withhold event typical of executive compensation programs.

Insider Trade Summary

300,000 shares exercised/converted

Exercise 5 txns

Insider Qin Lihong

Role President

Type	Security	Shares	Price	Value
Exercise	Restricted share units	300,000	$0.00	$0.00
Exercise	American depositary shares	300,000	$0.00	$0.00
Exercise Price or Tax Liability	American depositary shares	150,000	$5.60	$840K
holding	Class A ordinary shares	--	--	--
holding	Class A ordinary shares	--	--	--

Holdings After Transaction: Restricted share units — 0 contracts (Direct); American depositary shares — 319,662 shares (Direct); Class A ordinary shares — 10,499,899 shares (Indirect, by DX Mix Limited); Class A ordinary shares — 1 shares (Indirect, by Prime Hubs Limited)

Footnotes (5)

1. F1. Each American depositary share represents one Class A ordinary share.
2. F2. The reported transaction involved the withholding of 150,000 shares upon the vesting of the 300,000 restricted share units in order to pay associated taxes.
3. F3. The closing price of the Issuer's American depositary shares on the last trading day before the withholding. The Issuer expects to sell the withheld shares on behalf of the Reporting Person in the open market, and the actual sales price may differ from the closing price reported herein.
4. F4. The restricted share units evidence the contingent right to receive Class A ordinary shares upon vesting.
5. F5. The restricted share units vested on June 1, 2026, and do not have expiration dates.

Key Figures

RSUs vested and exercised: 300,000 units Shares withheld for taxes: 150,000 ADSs Reference ADS price: $5.60 per ADS +3 more

6 metrics

RSUs vested and exercised 300,000 units Restricted share units converted into ADSs on June 1, 2026

Shares withheld for taxes 150,000 ADSs Withheld upon RSU vesting to pay associated tax liability

Reference ADS price $5.60 per ADS Closing price used for tax-withholding valuation

Direct ADS holdings after transactions 319,662 ADSs Total American depositary shares held directly by Qin Lihong

Indirect holdings via DX Mix Limited 10,499,899 shares Class A ordinary shares held indirectly

Indirect holdings via Prime Hubs Limited 1 share Class A ordinary share held indirectly

Key Terms

American depositary shares, restricted share units, tax withholding, derivative security, +1 more

5 terms

American depositary shares financial

"Each American depositary share represents one Class A ordinary share."

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

"The restricted share units evidence the contingent right to receive Class A ordinary shares upon vesting."

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.

tax withholding financial

"The reported transaction involved the withholding of 150,000 shares upon the vesting of the 300,000 restricted share units in order to pay associated taxes."

Tax withholding is the practice of taking a portion of a payment—such as wages, dividends, or sale proceeds—before it reaches the recipient and sending that portion to the tax authority as an advance on the recipient’s eventual tax bill. For investors it matters because withholding reduces immediate cash received and affects after‑tax returns, estimated tax payments, and whether you may owe more or receive a refund when taxes are finally calculated, like having a small automatic savings set aside for your tax bill.

derivative security financial

"Exercise or conversion of derivative security"

A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.

contingent right financial

"The restricted share units evidence the contingent right to receive Class A ordinary shares upon vesting."

FAQ

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

What insider equity transaction did NIO (NIO) President Qin Lihong report?

NIO President Qin Lihong reported the vesting and conversion of 300,000 restricted share units into American depositary shares. The transaction reflects routine equity compensation rather than an open-market purchase or sale, and is structured as an option-style exercise at a stated price of $0.00.

How many NIO (NIO) shares vested for Qin Lihong and in what form?

A total of 300,000 restricted share units vested for Qin Lihong, each evidencing a contingent right to receive a Class A ordinary share. Upon vesting on June 1, 2026, these RSUs were exercised and converted into 300,000 American depositary shares representing the same number of underlying ordinary shares.

Why were 150,000 NIO (NIO) American depositary shares withheld in this Form 4?

The filing states 150,000 American depositary shares were withheld to pay taxes triggered by the vesting of 300,000 restricted share units. The issuer used the closing ADS price of $5.60 as a reference and expects to sell the withheld shares on Qin Lihong’s behalf to cover the tax liability.

What are Qin Lihong’s direct NIO (NIO) holdings after these transactions?

After the RSU vesting and tax withholding, Qin Lihong directly holds 319,662 American depositary shares of NIO Inc. The Form 4 also reports substantial indirect ownership of Class A ordinary shares through Prime Hubs Limited and DX Mix Limited, which are listed separately as indirect holdings.

How do the indirect NIO (NIO) holdings related to Qin Lihong appear in the Form 4?

The Form 4 lists one Class A ordinary share held indirectly through Prime Hubs Limited and 10,499,899 Class A ordinary shares held indirectly through DX Mix Limited. These positions are coded as indirect ownership, indicating they are held via related entities rather than in Qin Lihong’s personal name.

Does this NIO (NIO) Form 4 show an open-market sale by Qin Lihong?

The Form 4 does not show an open-market sale. Instead, it reports RSU vesting and a tax-withholding disposition coded F, where 150,000 American depositary shares are withheld to cover tax obligations. This is a mechanistic compensation event rather than a discretionary sale decision.

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

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Accepted by SEC EDGAR 06/01/2026 - 04:27 PM EDT Learn about SEC filing dates

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^*

Qin Lihong

(Last) (First) (Middle)

BUILDING 19, NO. 1355, CAOBAO ROAD

MINHANG DISTRICT

(Street)

SHANGHAI 200233

(City) (State) (Zip)

CHINA

(Country)

2. Issuer Name and Ticker or Trading Symbol
NIO Inc. [ NIO ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/01/2026

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)	06/01/2026		M		300,000	A	$0	469,662	D
American depositary shares(1)	06/01/2026		F		150,000(2)	D	$5.6(3)	319,662	D
Class A ordinary shares								10,499,899	I	by DX Mix Limited
Class A ordinary shares								1	I	by Prime Hubs Limited

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	(4)	06/01/2026		M			300,000	(5)	(5)	Class A ordinary share	300,000	$0	0	D

Explanation of Responses:

1. Each American depositary share represents one Class A ordinary share.

2. The reported transaction involved the withholding of 150,000 shares upon the vesting of the 300,000 restricted share units in order to pay associated taxes.

3. The closing price of the Issuer's American depositary shares on the last trading day before the withholding. The Issuer expects to sell the withheld shares on behalf of the Reporting Person in the open market, and the actual sales price may differ from the closing price reported herein.

4. The restricted share units evidence the contingent right to receive Class A ordinary shares upon vesting.

5. The restricted share units vested on June 1, 2026, and do not have expiration dates.

	/s/ Eve Tang, Attorney-in-Fact for Lihong Qin	06/01/2026
	** 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)