SEC FORM 4

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SEC 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^*

Li Yanhong Robin

(Last)

(First)

(Middle)

NO. 10 SHANGDI 10TH STREET

(Street)

BEIJING

100085

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Baidu, Inc. [ BIDU ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
08/08/2026

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

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 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)
Class A ordinary shares⁽¹⁾	08/08/2026		M		510,808	A	$0	9,652,424	I	By Handsome Reward Limited⁽²⁾
Class A ordinary shares⁽¹⁾	08/09/2026		M		342,096	A	$0	9,994,520	I	By Handsome Reward Limited⁽²⁾
Class A ordinary shares⁽¹⁾								3,530,768	D
Class B ordinary shares								439,200,000	I	By Handsome Reward Limited⁽²⁾
Class A ordinary shares								3,013,200	D

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 Shares	$0	08/08/2026		M			510,808	08/08/2026⁽³⁾	⁽³⁾	Class A ordinary shares	510,808	$0	1,021,624	I	By Handsome Reward Limited⁽²⁾
Restricted Shares	$0	08/09/2026		M			342,096	08/09/2026⁽⁴⁾	⁽⁴⁾	Class A ordinary shares	342,096	$0	342,104	I	By Handsome Reward Limited⁽²⁾

Explanation of Responses:

1. The Class A ordinary shares are held in the form of American depositary shares. Each American depositary share represents eight Class A ordinary shares.

2. Handsome Reward Limited is a British Virgin Islands company wholly owned by Mr. Robin Yanhong Li.

3. The restricted shares vest per annum in three equal installments over a 3-year period, starting from August 8, 2026, subject to the reporting person's continued service through the applicable vesting date. The restricted shares do not have an expiration date.

4. The restricted shares vest per annum in two equal installments over a 2-year period, starting from August 9, 2026, subject to the reporting person's continued service through the applicable vesting date. The restricted shares do not have an expiration date.

Remarks:

Chairman of Board of Directors, Chief Executive Officer *Ms. Melissa Ma, Mr. Robin Yanhong Li's wife, holds shares in her personal capacity 2,031,768 Class A ordinary shares, including in the form of American depositary shares, and 84,720,000 Class B ordinary shares as of the date of this form. Mr. Robin Yanhong Li disclaims beneficial ownership of all of such shares.

	/s/ Yanhong Robin Li	08/11/2026
	** 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).
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