SCHEDULE: Trip.com Co-Founder Liang & Spouse Disclose 5.7% Stake

Trip.com Group Ltd.'s co-founder James Jianzhang Liang and his spouse Chung Lau, along with their controlled entities, have disclosed a combined beneficial ownership of 5.7% of the company's ordinary shares.

Summary

• James Jianzhang Liang and Chung Lau, along with their controlled entities Smart Charm Limited and Wise Kingdom Group Limited, collectively reported beneficial ownership of 38,919,807 ordinary shares of Trip.com Group Ltd.
• This aggregate ownership represents 5.7% of the total 652,238,214 ordinary shares issued and outstanding as of September 30, 2025.
• Mr. Liang's beneficial ownership includes 29,658,665 ordinary shares issuable upon exercise of options within 60 days, 2,241,600 ADSs directly owned by him, and shares held by his spouse and entities controlled by her.
• Ms. Lau's beneficial ownership includes 122,400 ordinary shares directly owned by her, 1,511,012 ordinary shares and 3,937,754 ADSs directly owned by Smart Charm Limited, and 1,413,336 ordinary shares directly owned by Wise Kingdom Group Limited.
• The beneficial ownership also includes 35,040 ordinary shares directly held by certain other family members of Mr. Liang and beneficially owned by Mr. Liang and Ms. Lau.
• Smart Charm Limited separately reported beneficial ownership of 5,448,766 shares (0.8%), and Wise Kingdom Group Limited reported 1,413,336 shares (0.2%).

Sentiment

Score: 7

Explanation: The disclosure of significant insider ownership by the co-founder and his spouse is generally viewed positively as it aligns management's interests with shareholders. While a routine filing, the substantial stake indicates confidence.

Positives

• Significant insider ownership by co-founder James Jianzhang Liang and his spouse Chung Lau, totaling 5.7%, demonstrates continued alignment of management interests with shareholders.
• A substantial portion of Mr. Liang's beneficial ownership (29,658,665 shares) comes from options exercisable within 60 days, indicating potential future conversion into direct equity.

Future Outlook

NA

Industry Context

This filing is a routine disclosure of beneficial ownership by key insiders of Trip.com Group Ltd., a leading global travel service provider. It does not provide specific industry trends or competitive analysis but confirms the continued significant stake of its co-founder and related parties in the company, which is common for established technology and travel firms.

Related Party Transactions

• The filing details beneficial ownership by James Jianzhang Liang and his spouse Chung Lau, including shares held directly by Ms. Lau and through entities wholly owned and controlled by Ms. Lau (Smart Charm Limited and Wise Kingdom Group Limited).
• It also includes shares held by other family members of Mr. Liang, beneficially owned by Mr. Liang and Ms. Lau.

Stakeholder Impact

• Shareholders: The disclosure of significant insider ownership by the co-founder and his spouse may instill confidence, suggesting strong alignment between management and shareholder interests.
• Management: Reaffirms the substantial personal stake of key leadership in the company's performance.

Key Dates

Recommendation

This Schedule 13G filing primarily discloses beneficial ownership by the co-founder and his spouse. While significant insider ownership (5.7%) can be a positive signal of management's alignment with shareholder interests, the filing itself does not contain new operational or financial data to warrant a change in investment recommendation. It's a routine disclosure confirming existing substantial insider stakes. Therefore, a 'hold' recommendation is appropriate, maintaining current positions based on broader company fundamentals rather than this specific ownership update.

Keywords

Trip.com Group Ltd., James Jianzhang Liang, Chung Lau, Schedule 13G, Beneficial Ownership, Insider Ownership, CTRP, Travel Technology, Online Travel Agency, Shareholding Disclosure