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Waterdrop (WDH) VP details options and RSUs vesting through 2030

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

Rhea-AI Filing Summary

Waterdrop Inc. executive Li Jieru, VP of Finance and Head of Strategy and Capital Markets, filed an amended Form 3 detailing her equity holdings. She holds share options over 375,000 Class A ordinary shares, of which 250,000 are currently exercisable and the remainder vest on March 25, 2026, at an exercise price of US$0.08 per share. She also holds another option grant over 275,000 shares that is fully vested at the same exercise price.

The filing lists restricted share unit awards tied to Class A ordinary shares. One award covers 240,000 shares, with 100,000 already vested and the rest vesting on October 1, 2026. A second award covers 1,530,000 shares, with 450,000 vested and the balance vesting in installments on March 1, 2027 and March 1, 2028. Additional awards cover 646,410 shares vesting annually from April 1, 2026 through April 1, 2029, and 500,000 shares vesting annually from February 1, 2027 through February 1, 2030, highlighting a long-term, performance- and service-based compensation structure.

Positive

  • None.

Negative

  • None.
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*
Li Jieru

(Last) (First) (Middle)
NO. 203 WANGJING LIZE ZHONGYUAN ZONE 2
CHAOYANG DISTRICT

(Street)
BEIJING F4 100102

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
03/17/2026
3. Issuer Name and Ticker or Trading Symbol
Waterdrop Inc. [ WDH ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
VP Fin, Head of Strat & CapMkt
5. If Amendment, Date of Original Filed (Month/Day/Year)
03/16/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
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 shares(1) 240,000 D
Class A ordinary shares(2) 1,530,000 D
Class A ordinary shares(3) 646,410 D
Class A ordinary shares(4) 500,000 D
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
Share Options (Right to Buy) (5) (5) Class A ordinary shares 375,000 (5) D
Share Options (Right to Buy) (6) (6) Class A ordinary shares 275,000 (6) D
Explanation of Responses:
1. Represents 240,000 Class A ordinary shares of the Issuer issued or issuable upon the vesting of the underlying restricted share unit awards. These restricted share units were granted on October 1, 2022, representing the contingent right to receive Class A ordinary shares of the Issuer. Of such restricted share units, restricted share units for 100,000 Class A ordinary shares have been vested and the remaining will vest on October 1, 2026.
2. Represents 1,530,000 Class A ordinary shares of the Issuer issued or issuable upon the vesting of the underlying restricted share unit awards. These restricted share units were granted on April 1, 2024, representing the contingent right to receive Class A ordinary shares of the Issuer. Of such restricted share units, restricted share units for 450,000 Class A ordinary shares have been vested and the remaining will vest in installments on March 1, 2027 and March 1, 2028.
3. Represents 646,410 Class A ordinary shares of the Issuer issuable upon the vesting of the underlying restricted share unit awards. These restricted share units were granted on March 1, 2025, representing the contingent right to receive Class A ordinary shares of the Issuer. These restricted share units shall vest in installments on April 1, 2026, April 1, 2027, April 1, 2028, and April 1, 2029.
4. Represents 500,000 Class A ordinary shares of the Issuer issuable upon the vesting of the underlying restricted share unit awards. These restricted share units were granted on February 24, 2026, representing the contingent right to receive Class A ordinary shares of the Issuer. These restricted share units shall vest in installments on February 1, 2027, February 1, 2028, February 1, 2029, and February 1, 2030.
5. These options were granted on March 25, 2021. Of such options, options to purchase 250,000 Class A ordinary shares are currently exercisable and the remaining will vest and become exercisable on March 25, 2026. The exercise price for these options is US$0.08 per Class A ordinary share.
6. These options were granted on March 25, 2021. All options granted have been fully vested and exercisable as of the date hereof. The exercise price for these options is US$0.08 per Class A ordinary share.
/s/Jieru Li 03/17/2026
** 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.

FAQ

What does Waterdrop (WDH) VP Li Jieru report in this Form 3/A?

The filing reports Li Jieru’s existing equity interests in Waterdrop, including share options and restricted share units. It outlines how many Class A ordinary shares are covered, how much is already vested, and the schedule on which the remaining awards will vest over several future years.

How many Waterdrop (WDH) share options does Li Jieru hold and at what price?

She holds options over 375,000 Class A ordinary shares, with 250,000 currently exercisable and the remainder vesting on March 25, 2026. She also has a fully vested option grant over 275,000 shares. Both grants carry an exercise price of US$0.08 per Class A ordinary share.

What restricted share unit awards are disclosed for Waterdrop (WDH) executive Li Jieru?

The filing lists RSU awards relating to 240,000, 1,530,000, 646,410, and 500,000 Class A ordinary shares. Portions of the 240,000 and 1,530,000 awards have already vested, while the remaining units vest between October 1, 2026 and February 1, 2030 under specified installment schedules.

Over what period will Waterdrop (WDH) RSUs for Li Jieru continue vesting?

The remaining RSUs vest on multiple dates: October 1, 2026 for part of a 240,000-share grant, installments on March 1, 2027 and March 1, 2028 for a 1,530,000-share grant, and annually from April 1, 2026 to February 1, 2030 for two additional RSU grants.

Does this Waterdrop (WDH) Form 3/A show any insider buying or selling?

No specific purchases or sales are reported. The entries are classified as holdings with unknown transaction codes, indicating a disclosure of existing options and restricted share units rather than new open-market trades or dispositions of Waterdrop Class A ordinary shares.
Waterdrop Inc

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