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Name | Symbol | Market | Type |
---|---|---|---|
JD com Inc | NASDAQ:JD | NASDAQ | Depository Receipt |
Price Change | % Change | Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
-0.19 | -0.58% | 32.68 | 32.68 | 32.69 | 33.03 | 32.555 | 32.74 | 6,836,734 | 20:42:41 |
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
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o
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Rule 13d-1(b)
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ý
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Rule 13d-1(c)
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o
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Rule 13d-1(d)
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CUSIP No.
47215P106
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1.
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NAME OF REPORTING PERSON
Wal-Mart Stores, Inc.
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2.
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)
o
(b)
o
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3.
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SEC USE ONLY
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4.
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CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH:
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5.
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SOLE VOTING POWER
0
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6.
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SHARED VOTING POWER
289,053,746
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7.
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SOLE DISPOSITIVE POWER
0
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8.
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SHARED DISPOSITIVE POWER
289,053,746
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9.
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
289,053,746
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10.
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
o
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11.
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
12.1%
(1)
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12.
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TYPE OF REPORTING PERSON
CO
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(1)
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This percentage is calculated based on 2,384,954,010 Class A ordinary shares of the issuer reported by the issuer to Wal-Mart Stores, Inc. (“Walmart”) as outstanding as of December 31, 2016. This percentage does not reflect the outstanding Class B ordinary shares of the issuer. The shares reported represent approximately 10.1% of the aggregate 2,856,528,005 Class A and Class B ordinary shares reported by the issuer to Walmart as outstanding as of December 31, 2016.
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CUSIP No.
47215P106
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1.
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NAME OF REPORTING PERSON
Newheight Holdings Ltd.
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2.
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)
o
(b)
o
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3.
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SEC USE ONLY
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4.
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CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH:
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5.
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SOLE VOTING POWER
0 |
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6.
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SHARED VOTING POWER
144,952,250 |
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7.
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SOLE DISPOSITIVE POWER
0 |
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8.
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SHARED DISPOSITIVE POWER
144,952,250 |
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9.
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
144,952,250
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10.
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
o
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11.
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
6.1%
(1)
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12.
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TYPE OF REPORTING PERSON
CO
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(1)
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This percentage is calculated based on 2,384,954,010 Class A ordinary shares of the issuer reported by the issuer to Walmart as outstanding as of December 31, 2016. This percentage does not reflect the outstanding Class B ordinary shares of the issuer. The shares reported represent approximately 5.1% of the aggregate 2,856,528,005 Class A and Class B ordinary shares reported by the issuer to Walmart as outstanding as of December 31, 2016.
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CUSIP No.
47215P106
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1.
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NAME OF REPORTING PERSON
Qomolangma Holdings Ltd.
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2.
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)
o
(b)
o
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3.
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SEC USE ONLY
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4.
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CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH:
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5.
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SOLE VOTING POWER
0 |
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6.
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SHARED VOTING POWER
289,053,746 |
|||
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7.
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SOLE DISPOSITIVE POWER
0 |
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8.
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SHARED DISPOSITIVE POWER
289,053,746 |
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9.
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
289,053,746
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10.
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
o
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11.
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
12.1%
(1)
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12.
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TYPE OF REPORTING PERSON
CO
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(1)
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This percentage is calculated based on 2,384,954,010 Class A ordinary shares of the issuer reported by the issuer to Walmart as outstanding as of December 31, 2016. This percentage does not reflect the outstanding Class B ordinary shares of the issuer. The shares reported represent approximately 10.1% of the aggregate 2,856,528,005 Class A and Class B ordinary shares reported by the issuer to Walmart as outstanding as of December 31, 2016.
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(a)
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Name of Issuer.
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JD.com, Inc.
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(b)
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Address of Issuer’s Principal Executive Offices.
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10th Floor, Building A, North Star Century Center, No. 8 Beichen West Street
Chaoyang District, Beijing 100101
People’s Republic of China
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(a)
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Names of Persons Filing.
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This statement on Schedule 13G is being jointly filed by: (i) Wal-Mart Stores, Inc. (“Walmart”), (ii) Newheight Holdings Ltd. (“Newheight”), and (iii) Qomolangma Holdings Ltd. (“Qomolangma”, and together with Walmart and Newheight, the “Reporting Persons”). Walmart wholly owns each of Qomolangma and Newheight indirectly through a number of other wholly-owned subsidiaries. Newheight is a wholly-owned subsidiary of Qomolangma.
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(b)
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Address of Principal Business Offices, or, if none, Residence.
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The address of the principal business office of Walmart is 702 S.W. Eighth Street, Bentonville, Arkansas 72716. The address of the principal business office of Newheight is PO Box 472, 2nd Floor, Harbour Place, 103 South Church Street, George Town, Grand Cayman KY1-1106, Cayman Islands. The address of the principal business office of Qomolangma is 190 Elgin Avenue, George Town, Grand Cayman KY1-9005, Cayman Islands.
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(c)
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Citizenship.
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Walmart is a corporation organized under the laws of the State of Delaware. Newheight is a company organized under the laws of the Cayman Islands. Qomolangma is a company organized under the laws of the Cayman Islands.
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(d)
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Title of Class of Securities.
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Class A Ordinary Shares, par value $0.00002 per share (“Class A Ordinary Shares”), of the issuer
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(e)
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CUSIP Number.
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47215P106*
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* There is no CUSIP number assigned to Class A Ordinary Shares. CUSIP number 47215P106 has been assigned to the American Depositary Shares (“ADSs”) of the issuer, which are quoted on The NASDAQ Global Select Market under the symbol “JD.” Each ADS represents two Class A Ordinary Shares.
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(a)
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o
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Broker or dealer registered under section 15 of the Act.
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(b)
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o
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Bank as defined in section 3(a)(6) of the Act.
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(c)
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o
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Insurance company as defined in section 3(a)(19) of the Act.
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(d)
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o
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Investment company registered under section 8 of the Investment Company Act of 1940.
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(e)
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o
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An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E).
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(f)
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o
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An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F).
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(g)
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o
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A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G).
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(h)
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o
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A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act.
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(i)
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o
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A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act.
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(j)
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o
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A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J).
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(k)
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o
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Group, in accordance with § 240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with
§ 240.13d-1(b)(1)(ii)(J), please specify the type of institution:____________________________.
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Item 4.
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Ownership
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(a)
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See Item 9 of the cover pages to this statement on Schedule 13G for the aggregate number of Class A Ordinary Shares beneficially owned by each of the Reporting Persons as of December 31, 2016. The Class A Ordinary Shares beneficially owned by each of Walmart and Qomolangma include the shares owned directly by Qomolangma and Newheight.
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(b)
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See Item 11 of the cover pages to this statement on Schedule 13G for the percentage of Class A Ordinary Shares beneficially owned by each of the Reporting Persons as of December 31, 2016. The percentage of Class A Ordinary Shares beneficially owned by each of Walmart and Qomolangma includes the shares owned directly by Qomolangma and Newheight.
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(c)
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See Items 5 through 8 of the cover pages to this statement on Schedule 13G for the number of Class A Ordinary Shares beneficially owned by each of the Reporting Persons as of December 31, 2016, as to which such Reporting Person has sole or shared power to vote or direct the vote, and sole or shared power to dispose or direct the disposition of. The Class A Ordinary Shares beneficially owned by each of Walmart and Qomolangma include the shares owned directly by Qomolangma and Newheight.
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Item 5.
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Ownership of Five Percent or Less of a Class.
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Item 6.
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Ownership of More than Five Percent on Behalf of Another Person.
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Item 7.
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Identification and Classification of the Subsidiary which Acquired the Security Being Reported on By the Parent Holding Company or Control Person.
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Item 8.
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Identification and Classification of Members of the Group.
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Item 9.
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Notice of Dissolution of Group.
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Item 10.
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Certifications.
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Date: February 3, 2017
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WAL-MART STORES, INC.
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By:
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/s/ Gordon Y. Allison
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Name: Gordon Y. Allison
Title: Vice President and General Counsel, Corporate Division
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NEWHEIGHT HOLDINGS LTD.
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By:
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/s/ Anne Myong
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Name: Anne Myong
Title: Director
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QOMOLANGMA HOLDINGS LTD.
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By:
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/s/ Gordon Y. Allison
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Name: Gordon Y. Allison
Title: Director |
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1 Year JD com Chart |
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