SEC FORM 4

SEC FORM 4SEC 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^*

Xu Hong

(Last)

(First)

(Middle)

26/F TOWER ONE, TIMES SQUARE

1 MATHESON STREET, CAUSEWAY BAY

(Street)

HONG KONG

00000

(City)

(State)

(Zip)

HONG KONG

(Country)

2. Issuer Name and Ticker or Trading Symbol
Alibaba Group Holding Ltd [ BABA ]

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)
03/25/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Ordinary Shares	03/25/2026		M		62,000	A	⁽¹⁾	62,000	D
Ordinary Shares	03/25/2026		M		40,000	A	⁽¹⁾	102,000	D
Ordinary Shares	03/25/2026		M		10,000	A	⁽¹⁾	112,000	D
Ordinary Shares	03/25/2026		M		9,000	A	⁽²⁾	121,000	D
Ordinary Shares	03/25/2026		S⁽³⁾		54,450	D	$16.07⁽⁴⁾	66,550	D
Ordinary Shares								657,570	I	By trust

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Share Units	⁽⁵⁾	03/25/2026		M			62,000	⁽⁶⁾	⁽⁶⁾	Ordinary Shares⁽⁵⁾	62,000⁽⁵⁾	$0	0⁽⁶⁾	D
Restricted Share Units	⁽⁵⁾	03/25/2026		M			40,000	⁽⁷⁾	⁽⁷⁾	Ordinary Shares⁽⁵⁾	40,000⁽⁵⁾	$0	40,000⁽⁷⁾	D
Restricted Share Units	⁽⁵⁾	03/25/2026		M			10,000	⁽⁸⁾	⁽⁸⁾	Ordinary Shares⁽⁵⁾	10,000⁽⁵⁾	$0	80,000⁽⁸⁾	D
Restricted Share Units	⁽⁹⁾	03/25/2026		M			9,000	⁽¹⁰⁾	⁽¹⁰⁾	Ordinary Shares⁽⁹⁾	9,000⁽⁹⁾	$0	108,000⁽¹⁰⁾	D

Explanation of Responses:

1. Reflects restricted share units that vested and settled into American Depositary Shares ("ADSs"). Each ADS represents 8 ordinary shares. This amount represents the ordinary shares underlying the ADSs acquired in connection with such vesting.

2. Reflects restricted share units that vested and settled into ordinary shares.

3. Pursuant to the issuer's equity plan, these shares of ordinary shares were withheld and sold in the open market in Hong Kong on behalf of the reporting person to satisfy tax withholding obligations related to the reporting person's vesting of restricted shares units reported herein.

4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices denominated in Hong Kong dollars ranging from 125.75 to 126.29 inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The sales prices reported herein were converted from Hong Kong dollars to United States dollars at a conversion price of HK$7.8274 to US$1.00.

5. Each restricted share unit represents a contingent right to receive one ADS. Each ADS represents 8 ordinary shares. This amount represents the ordinary shares underlying the vested ADSs in this award.

6. The restricted share unit award granted in the form of ADSs that vests in four equal annual installments beginning on Apr 1, 2023, subject to the terms and conditions of the underlying award agreement. The vesting reported herein was as of Mar 25, 2026. This award has fully vested.

7. Reflects the outstanding unvested portion of a restricted share unit award granted in the form of ADSs that vests in four equal annual installments beginning on Apr 1, 2024, subject to the terms and conditions of the underlying award agreement. The vesting reported herein was as of Mar 25, 2026.

8. Reflects the outstanding unvested portion of a restricted share unit award granted in the form of ADSs that vests in sixteen equal annual installments beginning on Jul 1, 2024, subject to the terms and conditions of the underlying award agreement. The vesting reported herein was as of Mar 25, 2026.

9. Each restricted share unit represents a contingent right to receive one ordinary share. This amount represents the number of vested ordinary shares.

10. Reflects the outstanding unvested portion of a restricted share unit award granted in the form of ordinary shares that vests in sixteen equal quarterly installments on beginning on Jul 1, 2025, subject to the terms and conditions of the underlying award agreement. The vesting reported herein was as of Mar 25, 2026.

	/s/ Toby Hong Xu	03/26/2026
	** 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)