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Noah Holdings (NOAH) CEO discloses large indirect stake and RSU awards

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Form Type
3

Rhea-AI Filing Summary

Noah Holdings Ltd director and chief executive officer Zhe Yin filed an initial statement of beneficial ownership, reporting only existing positions rather than new trades. The filing shows indirect ownership of 17,002,350 ordinary shares, as well as several restricted stock unit awards that convert into ordinary shares.

The ordinary shares are held by Yin Investment Co., Ltd., a British Virgin Islands company controlled by Ark Trust (Hong Kong) Limited as trustee of the Safe Harbor Trust, for which Mr. Yin is settlor and he and his family are beneficiaries. Separate RSU awards cover 2,985, 250,000, and 225,000 underlying ordinary shares, each with a conversion price of $0.0000 per share and vesting schedules extending through 2028.

Positive

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Insider YIN ZHE
Role CHIEF EXECUTIVE OFFICER
Type Security Shares Price Value
holding RESTRICTED STOCK UNIT -- -- --
holding RESTRICTED STOCK UNIT -- -- --
holding RESTRICTED STOCK UNIT -- -- --
holding ORDINARY SHARES -- -- --
Holdings After Transaction: RESTRICTED STOCK UNIT — 2,985 shares (Indirect, See Footnote); ORDINARY SHARES — 17,002,350 shares (Indirect, See Footnote)
Footnotes (1)
  1. By Yin Investment Co., Ltd., a British Virgin Islands company controlled by Ark Trust (Hong Kong) Limited as trustee of Safe Harbor Trust, with Mr. Zhe Yin as settlor and Mr. Zhe Yin and his family members as beneficiaries. Ark Trust (Hong Kong) Limited as trustee of Safe Harbor Trust has no power to dispose of the ordinary shares held by Yin Investment Co., Ltd. except upon written instruction by Mr. Zhe Yin, except in certain limited situations. Represents an award of 21,883 restricted share units ("RSUs"), each representing the right to receive 10 ordinary shares. 19,661 RSUs vested on December 29, 2023. The remaining 2,222 RSUs vest in equal monthly installments of 74 RSUs at the end of each month, commencing January 29, 2024. The award will be fully vested on June 29, 2026. Represents an award of 50,000 RSUs, each representing the right to receive 10 ordinary shares. 12,500 RSUs vested on June 12, 2024. The remaining 37,500 RSUs vest in equal annual installments of 12,500 RSUs on March 29 of each year thereafter, commencing March 29, 2025. The award will be fully vested on March 29, 2027. Represents an award of 30,000 RSUs, each representing the right to receive 10 ordinary shares. 7,500 RSUs vested on March 31, 2025. The remaining 22,500 RSUs vest in equal annual installments of 7,500 RSUs on March 31 of each year thereafter, commencing March 31, 2026. The award will be fully vested on March 31, 2028.
Understanding Insider Trading Forms →
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
OMB APPROVAL
OMB Number: 3235-0104
Estimated average burden
hours per response: 0.5
1. Name and Address of Reporting Person*
YIN ZHE
(Last) (First) (Middle)
7TH FLOOR, BLOCK B, NOAH WEALTH CENTER,
1226 SHENBIN SOUTH ROAD, MINHANG
(Street)
SHANGHAI F4 201107
(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
03/16/2026 		3. Issuer Name and Ticker or Trading Symbol
NOAH HOLDINGS LTD [ NOAH ]
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
5. If Amendment, Date of Original Filed (Month/Day/Year)
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)
ORDINARY SHARES 17,002,350 I See Footnote(1)
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 STOCK UNIT (2) (2) ORDINARY SHARES 2,985 $0.0 I See Footnote(1)
RESTRICTED STOCK UNIT (3) (3) ORDINARY SHARES 250,000 $0.0 I See Footnote(1)
RESTRICTED STOCK UNIT (4) (4) ORDINARY SHARES 225,000 $0.0 I See Footnote(1)
Explanation of Responses:
1. By Yin Investment Co., Ltd., a British Virgin Islands company controlled by Ark Trust (Hong Kong) Limited as trustee of Safe Harbor Trust, with Mr. Zhe Yin as settlor and Mr. Zhe Yin and his family members as beneficiaries. Ark Trust (Hong Kong) Limited as trustee of Safe Harbor Trust has no power to dispose of the ordinary shares held by Yin Investment Co., Ltd. except upon written instruction by Mr. Zhe Yin, except in certain limited situations.
2. Represents an award of 21,883 restricted share units ("RSUs"), each representing the right to receive 10 ordinary shares. 19,661 RSUs vested on December 29, 2023. The remaining 2,222 RSUs vest in equal monthly installments of 74 RSUs at the end of each month, commencing January 29, 2024. The award will be fully vested on June 29, 2026.
3. Represents an award of 50,000 RSUs, each representing the right to receive 10 ordinary shares. 12,500 RSUs vested on June 12, 2024. The remaining 37,500 RSUs vest in equal annual installments of 12,500 RSUs on March 29 of each year thereafter, commencing March 29, 2025. The award will be fully vested on March 29, 2027.
4. Represents an award of 30,000 RSUs, each representing the right to receive 10 ordinary shares. 7,500 RSUs vested on March 31, 2025. The remaining 22,500 RSUs vest in equal annual installments of 7,500 RSUs on March 31 of each year thereafter, commencing March 31, 2026. The award will be fully vested on March 31, 2028.
/s/ ZHE YIN 03/16/2026
** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What does the NOAH Form 3 filing by Zhe Yin report?

The Form 3 reports initial beneficial ownership for Noah Holdings CEO Zhe Yin. It lists indirect holdings of 17,002,350 ordinary shares and multiple RSU awards that convert into ordinary shares, without showing any new purchase or sale transactions.

How many Noah Holdings ordinary shares are indirectly held in this Form 3?

The filing shows 17,002,350 ordinary shares held indirectly. These shares are owned through Yin Investment Co., Ltd., which is controlled by Ark Trust (Hong Kong) Limited as trustee of the Safe Harbor Trust for Mr. Yin and his family.

What restricted stock unit awards are disclosed for NOAH CEO Zhe Yin?

Three RSU awards are disclosed, covering 2,985, 250,000, and 225,000 underlying ordinary shares. Each RSU has a $0.0000 exercise price and vests over time, with full vesting dates extending to 2026, 2027, and 2028, respectively.

Were any NOAH shares bought or sold in this Form 3 filing?

No buy or sell transactions are shown. The data classify all four entries as holdings, with zero reported buy or sell shares. The Form 3 functions as an initial ownership snapshot rather than a record of trading activity.

How is indirect ownership structured in the NOAH Form 3 for Zhe Yin?

Indirect ownership is through Yin Investment Co., Ltd., controlled by Ark Trust (Hong Kong) Limited as trustee of the Safe Harbor Trust. The trustee may dispose of shares only upon written instruction from Mr. Yin, except in limited situations described in the footnote.

What do the vesting schedules for NOAH RSU awards indicate?

Footnotes state one RSU award fully vests by June 29, 2026, another by March 29, 2027, and a third by March 31, 2028. Portions have already vested, with remaining units vesting in monthly or annual installments as specified.