Tuniu (NASDAQ: TOUR) director exercises 2,550 restricted shares

Rhea-AI Filing Summary

Tuniu Corp director Xu Liangjie exercised equity awards rather than trading shares on the market. On this Form 4, he converted 2,550 Restricted Shares, each representing a right to receive one Class A ordinary share, which correspond to 85 American depositary shares (ADSs) under the company’s updated ADS ratio. Following the transaction, he directly holds 4,000 ADSs. The reported amounts already reflect Tuniu’s ADS ratio change effective April 22, 2026, when each ADS came to represent thirty Class A ordinary shares.

Insider Trade Summary

2,550 shares exercised/converted

Mixed 2 txns

Insider Xu Liangjie

Role null

Type	Security	Shares	Price	Value
Exercise	Restricted Share	2,550	$0.00	--
Exercise	American depositary share	85	$0.00	--

Holdings After Transaction: Restricted Share — 0 shares (Direct, null); American depositary share — 4,000 shares (Direct, null)

Footnotes (1)

1. Effective April 22, 2026, the Issuer changed the ratio of its American Depositary Shares ("ADSs") from one (1) ADS representing three (3) Class A ordinary shares to one (1) ADS representing thirty (30) Class A ordinary shares (the "ADS Ratio Change"). The amount of securities reported on this Form 4 reflect the ADS Ratio Change. Each Restricted Share represents a contingent right to receive one Class A Ordinary Share upon settlement.

Key Figures

Restricted Shares exercised: 2,550 shares ADS acquired via exercise: 85 ADSs ADS holdings after transaction: 4,000 ADSs +1 more

4 metrics

Restricted Shares exercised 2,550 shares Exercised into Class A ordinary shares

ADS acquired via exercise 85 ADSs Corresponding to 2,550 Class A ordinary shares after ratio change

ADS holdings after transaction 4,000 ADSs Directly held by Xu Liangjie following the reported exercise

ADS ratio after change 1 ADS = 30 Class A shares Effective April 22, 2026; used in this Form 4

Key Terms

American depositary share, Restricted Share, ADS Ratio Change, derivative exercise/conversion

4 terms

American depositary share financial

"security_title: "American depositary share""

An American Depositary Share (ADS) is a U.S.-listed certificate that represents a specified number of shares in a foreign company, held by a custodian bank; it works like a receipt that allows U.S. investors to buy and trade foreign equity on American exchanges without dealing with another country’s markets. Investors care because ADSs make foreign stocks easier to access, improve liquidity and settlement in dollars, and can affect dividend payments, voting rights and regulatory oversight compared with buying the underlying foreign shares directly.

Restricted Share financial

"security_title: "Restricted Share""

ADS Ratio Change financial

"The amount of securities reported on this Form 4 reflect the ADS Ratio Change."

An ads ratio change is an adjustment to how many American Depositary Shares (ADS) represent one unit of a foreign company’s ordinary shares — like changing whether a cake is cut into 2 or 10 slices. Investors care because it alters the number of tradable ADS, the implied price per ADS and an investor’s ownership stake, which can affect liquidity, perceived value and comparisons of holdings across markets.

derivative exercise/conversion financial

"transaction_action: "derivative exercise/conversion""

Form 4 Insider Transactions: What Each Field Means →

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^*

Xu Liangjie

(Last) (First) (Middle)

12011 MAGNOLIA COURT

(Street)

SARATOGA CALIFORNIA 95070

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Tuniu Corp [ TOUR ]

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

3. Date of Earliest Transaction (Month/Day/Year)
05/09/2026

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 share(1)	05/09/2026		M		85(1)	A	$0	4,000(1)	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	(2)	05/09/2026		M			2,550	05/09/2026	05/09/2032	Class A Ordinary Share	2,550	$0	0	D

Explanation of Responses:

1. Effective April 22, 2026, the Issuer changed the ratio of its American Depositary Shares ("ADSs") from one (1) ADS representing three (3) Class A ordinary shares to one (1) ADS representing thirty (30) Class A ordinary shares (the "ADS Ratio Change"). The amount of securities reported on this Form 4 reflect the ADS Ratio Change.

2. Each Restricted Share represents a contingent right to receive one Class A Ordinary Share upon settlement.

	/s/ Liangjie Xu	05/11/2026
	** 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)