ZKH Group (NYSE: ZKH) director details 1,500,100-share and RSU stake

Rhea-AI Filing Summary

ZKH Group Ltd director Han Yunjie has reported his equity holdings in a Form 3 filing. He directly owns 1,500,100 ordinary shares. He also holds restricted share units (RSUs) linked to 900,200 underlying ordinary shares that vest over four years starting on January 18, 2025, with 50% vesting after two years and the remainder annually. Additional RSUs are tied to 1,312,500 underlying ordinary shares that vest after three years from the January 18, 2025 grant date, subject to performance results. All RSUs are a contingent right to receive ordinary shares upon settlement, conditional on continued service and, for some awards, on performance.

Insider Trade Summary

3 transactions reported

Mixed 3 txns

Insider Han Yunjie

Role Director

Type	Security	Shares	Price	Value
holding	Restricted Share Units	--	--	--
holding	Restricted Share Units	--	--	--
holding	Ordinary Shares	--	--	--

Holdings After Transaction: Restricted Share Units — 900,200 shares (Direct); Ordinary Shares — 1,500,100 shares (Direct)

Footnotes (1)

1. Represents restricted share units (the "RSUs"). Each RSU represents a contingent right to receive one ordinary share of the Issuer upon settlement. RSUs vests over 4 years starting on January 18, 2025, with 50% of the RSUs vesting after 2 years, and 25% of the RSUs vesting annually in equal installments thereafter, subject to the Reporting Person's continued service to the Issuer on each such vesting date. RSUs vest after 3 years from the grant date of January 18, 2025, subject to performance results. RSUs vest after 3 years from the grant date of January 18, 2026, subject to performance results.

Understanding Insider Trading Forms →

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

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1. Name and Address of Reporting Person^*

Han Yunjie

(Last) (First) (Middle)

C/O ZKH GROUP LTD, 7F, TOWER T4

LIHPAO PLAZA, 36 SHENBIN ROAD

(Street)

MINHANG DISTRICT, SHANGHAI 200000

(City) (State) (Zip)

CHINA

(Country)

2. Date of Event Requiring Statement (Month/Day/Year)
03/27/2026

3. Issuer Name and Ticker or Trading Symbol
ZKH Group Ltd [ ZKH ]

3a. Foreign Trading Symbol

5. If Amendment, Date of Original Filed (Month/Day/Year)

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

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

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)
Ordinary Shares	1,500,100(1)	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
Restricted Share Units	(2)	(2)	Ordinary Shares	900,200	$0	D
Restricted Share Units	(3)	(3)	Ordinary Shares	1,312,500	$0	D

Explanation of Responses:

1. Represents restricted share units (the "RSUs"). Each RSU represents a contingent right to receive one ordinary share of the Issuer upon settlement. RSUs vests over 4 years starting on January 18, 2025, with 50% of the RSUs vesting after 2 years, and 25% of the RSUs vesting annually in equal installments thereafter, subject to the Reporting Person's continued service to the Issuer on each such vesting date.

2. RSUs vest after 3 years from the grant date of January 18, 2025, subject to performance results.

3. RSUs vest after 3 years from the grant date of January 18, 2026, subject to performance results.

Remarks:

Exhibit 24 - Power of Attorney

	/s/ Jin Li, Attorney-in-Fact	03/27/2026
	** 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.
* Form 3: SEC 1473 (03-26)

FAQ

What does ZKH (ZKH) director Han Yunjie report in this Form 3?

The Form 3 shows initial beneficial ownership for director Han Yunjie. He reports direct holdings of ordinary shares and multiple restricted share unit (RSU) awards that may convert into ordinary shares over time, subject to time-based vesting and performance conditions.

How many ordinary shares of ZKH does Han Yunjie directly own?

Han Yunjie directly owns 1,500,100 ordinary shares of ZKH Group Ltd. This figure reflects his direct equity position in the company as reported in the Form 3, separate from any additional shares that may be issued upon settlement of RSUs.

What are the vesting terms for Han Yunjie’s 900,200 underlying-share RSUs at ZKH?

One RSU grant covers 900,200 underlying ordinary shares. These RSUs vest over four years starting January 18, 2025, with 50% vesting after two years and the remaining 50% vesting in equal annual installments, subject to his continued service with ZKH.

What performance-based RSUs related to ZKH shares does Han Yunjie hold?

Han Yunjie holds RSUs tied to 1,312,500 underlying ordinary shares that vest after three years from the January 18, 2025 grant date. Vesting depends on achieving specified performance results and his continued service with ZKH through the vesting date.

Do Han Yunjie’s RSUs in ZKH have an exercise price?

The RSUs reported for Han Yunjie have an exercise or conversion price of 0.0000. Each RSU represents a contingent right to receive one ordinary share of ZKH upon settlement, subject to vesting, rather than an option requiring payment of an exercise price.

What does it mean that ZKH RSUs give a contingent right to ordinary shares?

Each RSU represents a contingent right to receive one ordinary share of ZKH upon settlement. The contingency reflects required vesting conditions, including time-based service and, for certain grants, performance results that must be satisfied before shares are delivered.