Zheng Jie 4

What Happened
Zheng Jie, a director of H World Group Ltd (HTHT), received two grants of performance-based restricted share units (RSUs) on March 31, 2026: 157,740 RSUs and 8,000 RSUs, for a total of 165,740 RSUs. Each RSU represents the right to receive one ordinary share (no cash purchase; reported price $0.00). These awards are derivative grants (not open-market purchases or sales).

Key Details

• Transaction date and price: March 31, 2026; granted at $0.00 per RSU (derivative award).
• Grant sizes: 157,740 RSUs (footnote F2) and 8,000 RSUs (footnote F3); total 165,740 RSUs.
• Vesting: Both grants are performance-based and vest in five installments — 50% on the second anniversary of the vesting start date, then 1/8 on the last day of each succeeding six-month period. The larger grant’s schedule ends on Jan 1, 2029 (F2); the smaller ends on Jan 13, 2029 (F3).
• RSU definition: Each restricted share unit equals the right to receive one ordinary share upon vesting (F1).
• Shares owned after transaction: Not specified in this filing.
• Filing timeliness: Reported on Form 4 filed April 1, 2026 for transactions dated March 31, 2026 — appears timely.

Context
These are awards (compensation/retention) rather than market purchases or sales. As performance-based RSUs, final vesting depends on meeting specified performance and time conditions; vested RSUs convert into ordinary shares (potentially dilutive when issued). Awards do not by themselves indicate immediate insider buying or selling in the open market.