New insider Dunde Yu claimed ownership of 3,704,135 units of Class A ordinary share and claimed ownership of 10,423,503 units of Class B ordinary share (SEC Form 3)
$TOUR
Transportation Services
Consumer Discretionary
| 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*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 03/12/2026 |
3. Issuer Name and Ticker or Trading Symbol
Tuniu Corp [ TOUR ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Beneficially Owned | |||
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| 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) |
| Class A ordinary share | 3,704,135 | I | By Dragon Rabbit Capital Limited(1) |
| Class B ordinary share | 10,423,503 | I | By Dragon Rabbit Capital Limited(1) |
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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| 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 | ||||
| Option (Right to Buy) | 11/04/2013 | 11/04/2029 | Class A Ordinary Share | 630,814 | $0.1 | I | By Dragon Rabbit Capital Limited(1) |
| Option (Right to Buy) | 03/10/2015 | 03/10/2031 | Class A Ordinary Share | 1,100,000 | $0.226 | I | By Dragon Rabbit Capital Limited(1) |
| Option (Right to Buy) | 07/31/2017 | 07/31/2029 | Class A Ordinary Share | 1,269,995 | $0.0001 | I | By Dragon Rabbit Capital Limited(1) |
| Option (Right to Buy) | 06/12/2018 | 06/12/2026 | Class A Ordinary Share | 900,000 | $3 | I | By Dragon Rabbit Capital Limited(1) |
| Option (Right to Buy) | 03/05/2019 | 03/05/2027 | Class A Ordinary Share | 760,000 | $3.09 | I | By Dragon Rabbit Capital Limited(1) |
| Option (Right to Buy) | 08/19/2019 | 08/19/2026 | Class A Ordinary Share | 1,981,000 | $3.09 | I | By Dragon Rabbit Capital Limited(1) |
| Option (Right to Buy) | 12/01/2020 | 12/01/2026 | Class A Ordinary Share | 1,420,000 | $2.683 | I | By Dragon Rabbit Capital Limited(1) |
| Option (Right to Buy) | 08/31/2017 | 12/31/2026 | Class A Ordinary Share | 17,256 | $0.0001 | I | By Dragon Rabbit Capital Limited(1) |
| Option (Right to Buy) | 05/08/2022 | 05/07/2028 | Class A Ordinary Share | 3 | $1.67 | I | By Dragon Rabbit Capital Limited(1) |
| Option (Right to Buy) | 06/01/2019 | 01/29/2029 | Class A Ordinary Share | 12,564 | $0.0033 | I | By Dragon Rabbit Capital Limited(1) |
| Option (Right to Buy) | (2) | 08/09/2032 | Class A Ordinary Share | 6,681,434 | $0.333 | I | By Dragon Rabbit Capital Limited(1) |
| Option (Right to Buy) | 04/05/2024 | 04/05/2033 | Class A Ordinary Share | 7,427,971 | $0.623 | I | By Dragon Rabbit Capital Limited(1) |
| Explanation of Responses: |
| 1. Dragon Rabbit Capital Limited is wholly owned by Longtu Holdings Limited, a British Virgin Islands company which is wholly owned by a trust, of which Mr. Yu's family is the beneficiary. |
| 2. Represents options to purchase 6,681,434 Class A ordinary shares granted on August 10, 2022. The options vest as follows: 1/4 of the options vest on August 9, 2023, and the remaining 3/4 of the options vest in equal monthly installments of 1/48 of the options on the 9th day of each month thereafter over the next 36 months, subject to the reporting person's continued service through the applicable vesting date. |
| /s/ Dunde Yu | 03/12/2026 | |
| ** 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. | ||