Emeren Group (NYSE: SOL) CFO clears ADS and option stake in merger

Rhea-AI Filing Summary

Emeren Group CFO Chen Ke reported issuer dispositions tied to a merger. He disposed of 481,027 American Depositary Shares and stock options over 300,000 ADSs back to Emeren in connection with a merger into Shurya Vitra’s structure. The ADSs each represent ten ordinary shares, and his reported Emeren holdings fell to zero.

Insights

Corporate actions analyst

CFO’s entire Emeren equity position was cleared through a non-market, merger-related disposition.

Chief Financial Officer Chen Ke reported two issuer dispositions. He returned 481,027 American Depositary Shares and 300,000 vested stock options to Emeren Group Ltd as part of a completed merger into a parent-controlled structure.

Footnotes state the ADSs were exchanged for an equal number of shares in Shurya Vitra Ltd (the parent), while vested options were cancelled at the merger’s effective time. The filing shows no remaining Emeren ADS or option holdings, indicating his prior incentives migrate to new awards under the surviving company, with terms determined by the parent.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Chen Ke

Role Chief Financial Officer

Type	Security	Shares	Price	Value
Disposition	Stock Option	300,000	$0.00	--
Disposition	American Depositary Shares	481,027	$0.00	--

Holdings After Transaction: Stock Option — 0 shares (Direct); American Depositary Shares — 0 shares (Direct)

Footnotes (1)

1. American Depositary Shares ("ADSs") each representing ten ordinary shares of the Issuer. Disposed of pursuant to a merger agreement between the Issuer, Shurya Vitra Ltd. ("Parent"), and Emeren Holdings Ltd, a wholly owned subsidiary of Parent ("Merger Sub") (the "Merger Agreement") in exchange for a like number of shares of Parent. Represents vested stock options to purchase ADSs of the Issuer. Such options were cancelled at the effective time of the merger ("Merger") pursuant to the Merger Agreement in exchange for employee incentive awards by the surviving company of the Merger pursuant to terms and conditions to be determined by Parent.

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^*

Chen Ke

(Last) (First) (Middle)

149 WATER STREET, SUITE 302

(Street)

NORWALK CONNECTICUT 06854

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Emeren Group Ltd [ SOL ]

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

3. Date of Earliest Transaction (Month/Day/Year)
12/12/2025

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)	12/12/2025		D(2)		481,027	D	(2)	0	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
Stock Option(3)	$7.27	12/12/2025		D(4)			300,000	11/24/2023	11/24/2026	American Depositary Shares	300,000	$0	0	D

Explanation of Responses:

1. American Depositary Shares ("ADSs") each representing ten ordinary shares of the Issuer.

2. Disposed of pursuant to a merger agreement between the Issuer, Shurya Vitra Ltd. ("Parent"), and Emeren Holdings Ltd, a wholly owned subsidiary of Parent ("Merger Sub") (the "Merger Agreement") in exchange for a like number of shares of Parent.

3. Represents vested stock options to purchase ADSs of the Issuer.

4. Such options were cancelled at the effective time of the merger ("Merger") pursuant to the Merger Agreement in exchange for employee incentive awards by the surviving company of the Merger pursuant to terms and conditions to be determined by Parent.

	/s/ Ke Chen	03/18/2026
	** 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 did Emeren Group (SOL) CFO Chen Ke report in this Form 4?

Chen Ke reported issuer dispositions of all his Emeren equity. He returned 481,027 American Depositary Shares and 300,000 vested stock options to Emeren as part of a merger, leaving him with zero reported Emeren ADS and option holdings afterward.

How many Emeren American Depositary Shares did Chen Ke dispose of?

Chen Ke disposed of 481,027 American Depositary Shares. According to the filing, these ADSs were transferred to the issuer and exchanged for an equal number of shares of Shurya Vitra Ltd, the parent company in the merger structure.

What happened to Chen Ke’s Emeren stock options in the merger?

All 300,000 vested options to purchase Emeren ADSs were cancelled. The filing explains they were cancelled at the merger’s effective time and exchanged for employee incentive awards in the surviving company, under terms to be set by the parent.

Was Chen Ke’s Emeren Form 4 a market sale of SOL shares?

No, the transactions were issuer dispositions tied to a merger. The ADSs and options were returned to Emeren and exchanged within the merger structure, rather than sold on the open market, and the reported price per share was zero.

What does each Emeren American Depositary Share (ADS) represent?

Each Emeren ADS represents ten ordinary shares. The footnotes clarify that every American Depositary Share corresponds to ten underlying ordinary shares of Emeren Group Ltd, providing investors with a ratio between ADSs and the company’s ordinary equity.

How did this Form 4 change Chen Ke’s reported Emeren holdings?

His reported Emeren holdings dropped to zero. After disposing of 481,027 ADSs and having 300,000 vested options cancelled in the merger, the Form 4 shows no remaining Emeren ADS or stock option position for Chen Ke.