JD.com, Inc. — Capital/Financing Update 2020

Sep 22, 2020

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited (the “ Hong Kong Stock Exchange ”) take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

Under our weighted voting rights structure, our share capital comprises Class A ordinary shares and Class B ordinary shares. Each Class A ordinary share entitles the holder to exercise one vote, and each Class B ordinary share entitles the holder to exercise 20 votes, respectively, on any resolution tabled at our general meetings, except as may otherwise be required by law or provided for in our Memorandum and Articles of Association. Shareholders and prospective investors should be aware of the potential risks of investing in a company with a weighted voting rights structure. Our American depositary shares, each representing two of our Class A ordinary shares, are listed on the Nasdaq Global Select Market in the United States under the symbol JD.

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JD.com, Inc. 京東集團股份有限公司

(A company controlled through weighted voting rights and incorporated in the Cayman Islands with limited liability)

(Stock Code: 9618)

VOLUNTARY ANNOUNCEMENT

This is a voluntary announcement made by JD.com, Inc. (the “ Company ”). The Company plans to spin-off and list JD Health International Inc. (“ JD Health ”), a consolidated subsidiary of the Company, on the Main Board of The Stock Exchange of Hong Kong Limited. The timing of such spin-off and listing will depend on market conditions, among other factors, and there is no assurance as to when such spin-off and listing will be completed.

The above announcement does not constitute an offer of securities for sale, or an invitation or solicitation of an offer to acquire, purchase or subscribe for securities in the United States, Hong Kong or any other jurisdiction in which such offer, invitation, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. Any securities described herein may not be offered or sold in the United States absent registration or an exemption from registration, and any public offering of securities to be made in the United States or Hong Kong would be made by means of a prospectus that is registered and may be obtained from JD Health, which would contain detailed information about JD Health, its management and financial statements.

By Order of the Board of Directors JD.com, Inc. Mr. Richard Qiangdong Liu Chairman of the Board of Directors and Chief Executive Officer

Hong Kong, 22 September 2020

As at the date of this announcement, our board of directors comprises Mr. Richard Qiangdong LIU as the chairman, Mr. Martin Chi Ping LAU as the director, Mr. Ming HUANG, Mr. Louis T. HSIEH, and Mr. Dingbo XU as the independent directors.