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SEC Form 3
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*
Dunde Yu

(Last) (First) (Middle)
12TH FLOOR, BUILDING 6-A, JUHUIYUAN

(Street)
NANJING F4 210023

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
03/12/2026
3. Issuer Name and Ticker or Trading Symbol
Tuniu Corp [ TOUR ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Executive Officer
5. 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 Beneficially Owned
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)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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.