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Meituan Share Issue/Capital Change 2026

Feb 5, 2026

50868_rns_2026-02-05_43ae7fe2-c8fd-4c03-bd47-5b45cc9987f7.pdf

Share Issue/Capital Change

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Monthly Return for Equity Issuer and Hong Kong Depositary Receipts listed under Chapter 19B of the Exchange Listing Rules on Movements in Securities

For the month ended: 31 January 2026 Status: New Submission
To : Hong Kong Exchanges and Clearing Limited
Name of Issuer: Meituan
Date Submitted: 05 February 2026
I. Movements in Authorised / Registered Share Capital
1. Class of shares WVR ordinary shares Type of shares B Listed on the Exchange (Note 1) Yes
Stock code (if listed) 03690 Description
Multi-counter stock code 83690 RMB Description
Number of authorised/registered shares Par value Authorised/registered share capital
Balance at close of preceding month 9,264,431,217 USD 0.00001 USD 92,644.31
Increase / decrease (-) USD
Balance at close of the month 9,264,431,217 USD 0.00001 USD 92,644.31
2. Class of shares WVR ordinary shares Type of shares A Listed on the Exchange (Note 1) No
Stock code (if listed) N/A Description
Number of authorised/registered shares Par value Authorised/registered share capital
Balance at close of preceding month 735,568,783 USD 0.00001 USD 7,355.69
Increase / decrease (-) USD
Balance at close of the month 735,568,783 USD 0.00001 USD 7,355.69
Total authorised/registered share capital at the end of the month: USD 100,000

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II. Movements in Issued Shares and/or Treasury Shares and Public Float Sufficiency Confirmation

1. Class of shares WVR ordinary shares Type of shares B Listed on the Exchange (Note 1) Yes
Stock code (if listed) 03690 Description
Multi-counter stock code 83690 RMB Description
Number of issued shares
(excluding treasury shares)
Number of treasury shares Total number of issued shares
Balance at close of preceding month 5,532,225,834 0 5,532,225,834
Increase / decrease (-) 317,940 0
Balance at close of the month 5,532,543,774 0 5,532,543,774
Public float sufficiency confirmation (Note 4)
month: Pursuant to Main Board Rule 13.32D(1) or 19A.28D(1) / GEM Rule 17.37D(1) or 25.21D(1), we hereby confirm that, in relation to the class of shares as set out above, as at the close of the
the applicable public float requirement (see below) has been complied with
the applicable public float requirement (see below) has not been complied with
The applicable minimum public float requirement for the class of shares as set out above pursuant to Main Board Rule 13.32B or 19A.28B / GEM Rule 17.37B or 25.21B (as the case may be) is:
Applicable public float threshold
Initial Prescribed Threshold - 25% of the total number of issued shares in the class to which the listed shares belong
(excluding treasury shares)
Additional information
2. Class of shares WVR ordinary shares Type of shares
A
Listed on the Exchange (Note 1) No
Stock code (if listed) N/A Description
Number of issued shares
Number of treasury shares
Total number of issued shares
(excluding treasury shares)
Balance at close of preceding month 579,439,171 0 579,439,171
Increase / decrease (-) 0 0
Balance at close of the month 579,439,171 0 579,439,171

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III. Details of Movements in Issued Shares and/or Treasury Shares

(A). Share Options (under Share Option Schemes of the Issuer)

1. Class of shares WVR ordinary shares Type of shares
B
Listed on the Exchange (Note 1) Yes
Stock code (if listed)
03690
Description
Multi-counter stock code 83690 RMB Description
Particulars of share option scheme Number of share
options outstanding at
close of preceding
month
Movement during the month Number of share
options outstanding at
close of the month
Number of new shares
issued during the month
pursuant thereto (A1)
Number of treasury
shares transferred out of
treasury during the
month pursuant thereto
(A2)
Number of shares which
may be issued or
transferred out of
treasury pursuant
thereto as at close of
the month
The total number of
shares which may be
issued or transferred out
of treasury upon
exercise of all share
options to be granted
under the scheme at
close of the month
1). Pre-IPO employee stock
incentive scheme
(adopted on 06/10/2015
as amended from time
to time)
11,769,996 Exercised - new shares involved -317,940 11,452,056 317,940 0 11,452,056 0
General Meeting approval date (if applicable)
2). Post-IPO share option
scheme (adopted on
30/08/2018)
57,347,247 57,347,247 0 0 57,347,247 433,512,178
General Meeting approval date (if applicable)
Increase in issued shares (excluding treasury shares): 317,940 WVR ordinary shares B (AA1)
Decrease in treasury shares: 0 WVR ordinary shares B (AA2)
Total funds raised during the month from exercise of options: HKD 8,560,960.17

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(B). Warrants to Issue Shares of the Issuer Not applicable

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(C). Convertibles (i.e. Convertible into Shares of the Issuer)

1. Class of shares WVR ord VR ordinary shares Type of si shares В Listed on the Ex change (Note 1) Yes
Stock code (if listed) 03690 Descripti on ·
Multi-counter stock code 83690 RMB Descript on
Description of the Convertible es Currency Amount at close of preceding month Mov ovement during the month amount at close of the month Number of new shares issued during the month pursuant thereto (C1) Number of t
shares transfer
treasury during
pursuant ther
rred out of the month Number of shares
may be issued
transferred out of transferred out of transuant thereto a
close of the more
or
easury
as at
Zero coupon convertible bonds due 2027 USD 20,300,000 20,300,000 0 0 : 365,804
Type of the Convertibles Bond/N otes
Stock code of the Convertibles
(if listed on the Exchange) (Note 1)
40660 40660
Subscription/Conversion price HKD HKD 431.24
General Meeting approval date (if applicable) 20 May / 2020
2). Zero coupon convertible bonds due 2028 USD : 1,500,000,000 1,500,000,000 0 0 27, 030,158
Type of the Convertibles Bond/N otes
Stock code of the Convertibles
(if listed on the Exchange) (Note 1)
40661 40661
Subscription/Conversion price HKD HKD 431.24
General Meeting approval date
(if applicable)
oproval date 20 May 2020
Increase i n issued s hares (excl uding treasury shares): 0 WVR or dinary share s B (CC1 )
Decrease in treasury shares: 0 WVR ordinary shares B (CC2)

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(D). Any other Agreements or Arrangements to Issue Shares of the Issuer, including Options (other than Share Option Schemes)

1. Class of shares WVR ordinary shares Type of shares B Listed on the Exchange (Note 1)
Stock code (if listed) 03690 Description
Multi-counter stock code 83690 RMB Description
Description of other agreements or arrangements General Meeting
approval date
(if applicable)
Number of new shares issued during
the month pursuant thereto (D1)
Number of treasury shares transferred
out of treasury during the month
pursuant thereto (D2)
Number of shares which may be issued
or transferred out of treasury pursuant
thereto as at close of the month
Pre-IPO employee stock incentive scheme – restricted share units (adopted on
1).
6/10/2015 as amended from time to time)
0 0 0
Post-IPO share award scheme (adopted on 30/8/2018 as amended from time to
2).
time)
0 0 102,577,906
Increase in issued shares (excluding treasury shares): 0 WVR ordinary shares B (DD1)
Decrease in treasury shares: 0 WVR ordinary shares B (DD2)

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(E). Other Movements in Issued Shares and/or Treasury Shares

1. Class of shares
WVR ordinary shares
Type of shares B Listed on the Exchange (Note 1) Yes
Stock code (if listed) 03690 Description
Multi-counter stock code 83690 RMB Description
Events At price (if applicable) Date of event
(Note 2)
General Meeting
approval date
(if applicable)
Increase/ decrease (-) in issued
shares (excluding treasury
shares) during the month
pursuant thereto (E1)
Increase/ decrease (-) in
treasury shares during the
month pursuant thereto (E2)
Number of shares redeemed or
repurchased for cancellation but
not yet cancelled as at close of
the month (Note 3)
Currency Amount
Repurchase of shares (shares repurchased for cancellation
1).
but not yet cancelled)
14 June 2024 -3,018,700
Increase/ decrease (-) in issued shares (excluding treasury shares): WVR ordinary shares B (EE1)
Increase/ decrease (-) in treasury shares: WVR ordinary shares B (EE2)
Remarks:
Repurchases of a total of 3,018,700 Class B ordinary shares for cancellation were made on May 27, 2025 on SEHK, but such shares are not yet cancelled as at January 31, 2026.
Total increase/ decrease (-) in issued shares (excluding treasury shares) during the month (i.e. Total of AA1 to EE1): 317,940 WVR ordinary shares B
Total increase/ decrease (-) in treasury shares during the month (i.e. Total of AA2 to EE2): 0 WVR ordinary shares B

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IV. Information about Hong Kong Depositary Receipt (HDR) Not applicable

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V. Confirmations

Pursuant to Main Board Rule 13.25C / GEM Rule 17.27C, we hereby confirm to the best knowledge, information and belief that, in relation to each of the securities issued, or the treasury shares sold or transferred by the issuer during the month as set out in Parts III and IV which has not been previously disclosed in a return published under Main Board Rule 13.25A / GEM Rule 17.27A, it has been duly authorised by the board of directors of the listed issuer and carried out in compliance with all applicable listing rules, laws and other regulatory requirements and, insofar as applicable: (Note 5)

  • (i) all money due to the listed issuer in respect of the issue of securities, or sale or transfer of treasury shares has been received by it;
  • (ii) all pre-conditions for listing imposed by the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited under "Qualifications of listing" have been fulfilled;
  • (iii) all (if any) conditions contained in the formal letter granting listing of and permission to deal in the securities have been fulfilled;
  • (iv) all the securities of each class are in all respects identical (Note 6);
  • (v) all documents required by the Companies (Winding Up and Miscellaneous Provisions) Ordinance to be filed with the Registrar of Companies have been duly filed and that compliance has been made with all other legal requirements;
  • (vi) all the definitive documents of title have been delivered/are ready to be delivered/are being prepared and will be delivered in accordance with the terms of issue, sale or transfer;
  • (vii) completion has taken place of the purchase by the issuer of all property shown in the listing document to have been purchased or agreed to be purchased by it and the purchase consideration for all such property has been duly satisfied; and
  • (viii) the trust deed/deed poll relating to the debenture, loan stock, notes or bonds has been completed and executed, and particulars thereof, if so required by law, have been filed with the Registrar of Companies.
Submitted by: Xu Sijia
Title: Joint Company Secretary
(Director, Secretary or other Duly Authorised Officer)

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Notes

    1. The Exchange refers to The Stock Exchange of Hong Kong Limited.
    1. In the case of repurchase of shares (shares repurchased and cancelled) and redemption of shares (shares redeemed and cancelled), "date of event" should be construed as "cancellation date".

In the case of repurchase of shares (shares held as treasury shares), "date of event" should be construed as "date on which shares were repurchased and held by the issuer in treasury".

    1. The information is required in the case of repurchase of shares (shares repurchased for cancellation but not yet cancelled) and redemption of shares (shares redeemed but not yet cancelled). Please state the number of shares repurchased or redeemed during the month or in preceding month(s) but pending cancellation as at close of the month as a negative number.
    1. "Initial Prescribed Threshold", "Alternative Threshold" and "market value" have the meanings ascribed thereto under Main Board Rule 13.32A or 19A.28A / GEM Rule 17.37A or 25.21A. See also Main Board Rule 13.32D(4) or 19A.28D(4) / GEM Rule 17.37D(4) or 25.21D(4) on the basis of the public float disclosure.
    1. Items (i) to (viii) are suggested forms of confirmation. The listed issuer may amend the item(s) that is/are not applicable to meet individual cases. Where the issuer has already made the relevant confirmations in a return published under Main Board Rule 13.25A / GEM Rule 17.27A in relation to the securities issued, or the treasury shares sold or transferred, no further confirmation is required to be made in this return.
    1. "Identical" means in this context:
  • . the securities are of the same nominal value with the same amount called up or paid up;
  • . they are entitled to dividend/interest at the same rate and for the same period, so that at the next ensuing distribution, the dividend/interest payable per unit will amount to exactly the same sum (gross and net); and
  • . they carry the same rights as to unrestricted transfer, attendance and voting at meetings and rank pari passu in all other respects.

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