SOHU Form 144: Proposed Sale of 28,940 ADS ($450,596) on Nasdaq

Sohu.com Limited (SOHU) filed a Form 144 reporting a proposed sale of American Depositary Shares (ADS).

Rhea-AI Filing Summary

Sohu.com Limited (SOHU) filed a Form 144 reporting a proposed sale of American Depositary Shares (ADS). The filing shows 28,940 ADS intended for sale with an aggregate market value of $450,595.80 based on 30,065,400 shares outstanding. The planned approximate date of sale is 08/19/2025 on Nasdaq. The ADS were acquired on 05/31/2018 pursuant to a liquidating distribution by Sohu.com Inc., exchanged for previously issued common shares that resulted from vested RSUs, and the payment type is listed as Stock-for-Stock. The filer reports no securities sold in the past three months and includes the standard representation that no undisclosed material adverse information is known.

Positive

• None.

Negative

• Proposed sale of 28,940 ADS with an aggregate market value of $450,595.80 scheduled for 08/19/2025
• No securities sold in the past three months is reported, so this filing reflects a future intended disposition rather than recent trading activity

Insights

Securities Analyst

TL;DR: Routine Rule 144 notice of proposed sale of 28,940 ADS totaling $450,595.80; appears procedural rather than urgent.

The filing documents a scheduled sale under Rule 144 rather than an open-market disclosure of executed trades. Key facts: 28,940 ADS to be sold on Nasdaq on 08/19/2025, acquired 05/31/2018 via a liquidating distribution tied to prior RSUs, consideration noted as stock-for-stock. No sales in past three months are reported. For investors, this is a disclosure of an intended transfer of beneficial ownership that should be tracked for actual trading activity but does not by itself change company fundamentals.

Corporate Governance Expert

TL;DR: Form 144 is a compliance filing indicating a proposed disposition of shares by an insider or covered person.

The notice meets Rule 144 disclosure requirements by identifying the class (ADS), acquisition date (05/31/2018), nature of acquisition (liquidating distribution from Sohu.com Inc.), and planned sale date (08/19/2025). The filer attests no undisclosed material adverse information. This filing documents transfer intent and preserves safe-harbor conditions for resale; it does not certify execution or market impact. Governance teams should log the filing and monitor for the reported sale execution or subsequent amendments.

FAQ

What does SOHU's Form 144 report?

The filing reports a proposed sale of 28,940 ADS of Sohu.com Limited with an aggregate market value of $450,595.80 scheduled for 08/19/2025 on Nasdaq.

When and how were the ADS being sold on Form 144 acquired?

The ADS were acquired on 05/31/2018 pursuant to a liquidating distribution by Sohu.com Inc., exchanged for common shares that had resulted from vested RSUs; payment is listed as Stock-for-Stock.

Does the Form 144 indicate recent share sales by the filer?

No; the filing states Nothing to Report under securities sold during the past three months.

On which exchange is the proposed sale to occur?

The proposed sale is listed to occur on Nasdaq.

What representation does the filer make about material information?

The filer represents by signing the notice that they do not know any material adverse information regarding the issuer that has not been publicly disclosed.

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

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Accepted by SEC EDGAR 08/19/2025 - 09:15 AM Learn about SEC filing dates

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK	0001327935
Filer CCC	XXXXXXXX
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer	Sohu.com Limited
SEC File Number	001-38511
Address of Issuer	Level 18, Sohu.com Media Plaza, Block 3 #2 Kexueyuan S. Road, Haidian District Beijing CHINA 100190
Phone	011-8610-6272 6666
Name of Person for Whose Account the Securities are To Be Sold	Dave Qi
See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.
Relationship to Issuer	Director

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
ADS	E*Trade Financial Corporation 3 Edison Drive Alpharetta GA 30005	28940	450595.80	30065400	08/19/2025	Nasdaq

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
ADS	05/31/2018	Acquired pursuant to a liquidating distribution by the Issuer's predecessor, Sohu.com Inc., in exchange for shares of its common stock that had previously been issued to the filer upon vesting and settlement of RSUs in Sohu.com Inc.	Sohu.com Inc./Sohu.com Limited			28940	05/31/2018	Stock-for-Stock

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Nothing to Report

144: Remarks and Signature

Remarks
Date of Notice	08/19/2025
ATTENTION:
The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.
Signature	/s/ Dave Qi
ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)