ZTO (NYSE: ZTO) CFO receives 15,248 RSUs and converts them into ADSs

Rhea-AI Filing Summary

ZTO Express (Cayman) Inc. reported that its Chief Financial Officer, Yan Huiping, received a grant of 15,248 restricted share units on March 23, 2026. These RSUs vested in full the same day and were exercised into 15,248 American depositary shares, each representing one Class A ordinary share.

Following this compensation-related transaction, Yan Huiping directly holds 33,324 American depositary shares. The filing reflects an award and derivative exercise, with no open‑market buying or selling activity.

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

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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^*

Yan Huiping

(Last) (First) (Middle)

BUILDING ONE, NO. 1685 HUAZHI ROAD

(Street)

SHANGHAI 201708

(City) (State) (Zip)

CHINA

(Country)

2. Issuer Name and Ticker or Trading Symbol
ZTO Express (Cayman) Inc. [ ZTO ]

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

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

2a. Foreign Trading Symbol
[SEHK: 2057]

3. Date of Earliest Transaction (Month/Day/Year)
03/24/2026

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)	03/23/2026		M		15,248	A	$0	33,324	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 units	(1)	03/23/2026		A		15,248		(2)	(2)	Class A ordinary shares	15,248	$0	15,248	D
Restricted share units	(1)	03/23/2026		M		15,248		(2)	(2)	Class A ordinary shares	15,248	$0	0	D

Explanation of Responses:

1. Each represents one Class A ordinary share.

2. These restricted share units were granted on March 23, 2026 and vested in full on the same date.

	/s/ Huiping Yan	03/24/2026
	** 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)

FAQ

What insider transaction did ZTO CFO Yan Huiping report on this Form 4 for ZTO?

ZTO’s CFO, Yan Huiping, reported a grant of 15,248 restricted share units on March 23, 2026. These units vested in full the same day and were exercised into 15,248 American depositary shares as part of compensation, not an open‑market trade.

How many ZTO American depositary shares did the CFO receive from the RSU grant?

The CFO received 15,248 American depositary shares from exercising 15,248 restricted share units. Each American depositary share represents one Class A ordinary share, so the derivative exercise fully converted the vested RSUs into the same number of ADSs on March 23, 2026.

Did the ZTO CFO buy or sell shares on the open market in this Form 4?

No open‑market buying or selling occurred in this Form 4. The transactions reflect a grant of restricted share units and their exercise into American depositary shares, which are compensation-related entries rather than discretionary market purchases or sales of ZTO stock.

What is the CFO’s direct ZTO ADS holding after these reported transactions?

After the reported grant and exercise, the CFO directly holds 33,324 American depositary shares of ZTO. This figure comes from the post‑transaction holding line in the filing for the non‑derivative American depositary shares dated March 23, 2026.

What do the ZTO restricted share units and ADSs each represent in this filing?

Each restricted share unit in this filing corresponds to one underlying Class A ordinary share. Each American depositary share likewise represents one Class A ordinary share, so 15,248 RSUs vesting and being exercised resulted in 15,248 American depositary shares issued to the CFO.