Common use of Interest in Securities of the Issuer Clause in Contracts

Interest in Securities of the Issuer. Item 5 of the Statement is hereby amended and supplemented by the following: The responses of the Reporting Persons to Rows (7) through (13) of the cover pages of this Amendment No. 3 are hereby incorporated by reference in this Item 5. As of April 13, 2022, JD and JD Investment may be deemed to have beneficial ownership and shared voting power to vote or direct the vote of 8,593,189 Class A Ordinary Shares, representing 6.3% of the Issuer’s outstanding Ordinary Shares. As of April 13, 2022, Windcreek beneficially owned an aggregate of 8,133,788 Class A Ordinary Shares, which consisted of (i) 20,891,574 ADSs, representing 4,178,315 Class A Ordinary Shares, and (ii) 3,955,473 Class A Ordinary Shares. As of April 13, 2022, JD Global Investment beneficially owned 2,297,004 ADSs, representing 459,401 Class A Ordinary Shares. JD Investment is the sole shareholder of Xxxxxxxxx and JD Global Investment. Pursuant to Section 13(d) of the Exchange Act, and the rules promulgated thereunder, JD Investment may be deemed to beneficially own all of the Class A Ordinary Shares of the Issuer held by Xxxxxxxxx and JD Global Investment. XX is the sole shareholder of JD Investment and therefore indirectly owns all the outstanding shares of Windcreek and JD Global Investment. Pursuant to Section 13(d) of the Exchange Act, and the rules promulgated thereunder, JD may be deemed to beneficially own all of the Class A Ordinary Shares of the Issuer held by Xxxxxxxxx and JD Global Investment. The percentage of the class of securities identified pursuant to Item 1 beneficially owned by each of the Reporting Persons is based on 135,793,253 issued and outstanding Ordinary Shares (consisting of 120,232,895 Class A Ordinary Shares and 15,560,358 Class B Ordinary Shares) of the Issuer as of December 31, 2021. Except as disclosed in this Statement, none of the Reporting Persons or to the best of their knowledge, any of the persons listed in Schedule A hereto, beneficially owns any Ordinary Shares of the Issuer or has the right to acquire any Ordinary Shares of the Issuer. Except as disclosed in this Statement, none of the Reporting Persons or to the best of their knowledge, any of the persons listed in Schedule A hereto, presently has the power to vote or to direct the vote or to dispose or direct the disposition of any of the Ordinary Shares of the Issuer that they may be deemed to beneficially own. Except as disclosed in this Statement, none of the Reporting Persons or to the best of their knowledge, any of the persons listed in Schedule A hereto, has effected any transaction in the Ordinary Shares of the Issuer during the past 60 days. Except as disclosed in this Statement, to the best knowledge of the Reporting Persons, no other person has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Ordinary Shares beneficially owned by the Reporting Persons.

Interest in Securities of the Issuer. Paragraphs (a), (b) and (e) of Item 5 of the Statement is Schedule 13D are hereby amended and supplemented by the following: The responses of the Reporting Persons to Rows restated in their entireties, as follows: (7a) through (13b) of the cover pages of this Amendment No. 3 are hereby incorporated by reference in this Item 5. As of April 1319, 20222016, JD and JD PAR Investment may be deemed to have beneficial ownership and shared voting power to vote or direct the vote of 8,593,189 Class A Ordinary Shares, representing 6.3% of the Issuer’s outstanding Ordinary Shares. As of April 13, 2022, Windcreek beneficially owned an aggregate of 8,133,788 Class A Ordinary Shares, which consisted of (i) 20,891,574 ADSs, representing 4,178,315 Class A Ordinary Shares, and (ii) 3,955,473 Class A Ordinary Shares. As of April 13, 2022, JD Global Investment beneficially owned 2,297,004 ADSs, representing 459,401 Class A Ordinary Shares. JD Investment is the sole shareholder of Xxxxxxxxx and JD Global Investment. Pursuant to Section 13(d) of the Exchange Act, and the rules promulgated thereunder, JD Investment Partners may be deemed to beneficially own all of the Class A Ordinary Shares of the Issuer held by Xxxxxxxxx and JD Global Investment. XX is the sole shareholder of JD Investment and therefore indirectly owns all the outstanding 14,389,711 shares of Windcreek and JD Global Investment. Pursuant to Section 13(dCommon Stock, representing approximately 4.0% (determined in accordance with Rule 13d-3 under the Act) of the Exchange Actoutstanding Common Stock. As of April 19, and the rules promulgated thereunder2016, JD PAR Group, through its control of PAR Investment Partners as general partner, may be deemed to beneficially own all 14,389,711 shares of Common Stock, representing approximately 4.0% (determined in accordance with Rule 13d-3 under the Act) of the Class A Ordinary Shares outstanding Common Stock. As of April 19, 2016, PAR Capital Management, through is control of PAR Group as general partner, may be deemed to beneficially own 14,389,711 shares of Common Stock, representing approximately 4.0% (determined in accordance with Rule 13d-3 under the Act) of the Issuer held by Xxxxxxxxx and JD Global Investmentoutstanding Common Stock. The percentage of shares beneficially owned is based on 359,484,808 shares of common stock of the class Issuer outstanding as of securities identified pursuant February 9, 2016, as disclosed in the Issuer’s Annual Report on Form 10-K, for the year ended December 31, 2015, filed on February 18, 2016. Representatives of the Reporting Persons previously engaged in discussions with Altimeter regarding their strategies to Item 1 enhance shareholder value, including regarding the nomination of Xx. Xxxxxxx for election to the Board. However, as a result of the Settlement Agreement, the Reporting Persons, Altimeter and Xx. Xxxxxxx are no longer members of “group” as defined in Rule 13d-5 of the Exchange Act, and, accordingly, shares of Common Stock beneficially owned by each of the Reporting Persons, Altimeter and Xx. Xxxxxxx can no longer deemed to be beneficially owned by each other. The Reporting Persons is based on 135,793,253 issued (i) own (and outstanding Ordinary Shares (consisting of 120,232,895 Class A Ordinary Shares and 15,560,358 Class B Ordinary Shareswill continue to own) less than 5% of the Issuer as total outstanding Common Stock for purposes of December 31Treasury Regulation Section 1.382-2T(g), 2021. Except as disclosed in this Statement, none of (ii) have the Reporting Persons or to the best of their knowledge, any of the persons listed in Schedule A hereto, beneficially owns any Ordinary Shares of the Issuer or has the sole right to acquire any Ordinary Shares of the Issuer. Except as disclosed in this Statement, none of the Reporting Persons or to the best of their knowledge, any of the persons listed in Schedule A hereto, presently has the power to vote or to direct the vote or to dispose or direct the disposition of any of the Ordinary Shares of the Issuer that they may be deemed to beneficially own. Except as disclosed in this Statement, none of the Reporting Persons or to the best of their knowledge, any of the persons listed in Schedule A hereto, has effected any transaction in the Ordinary Shares of the Issuer during the past 60 days. Except as disclosed in this Statement, to the best knowledge of the Reporting Persons, no other person has the right to receive or the power to direct the receipt of dividends from, or the and/or proceeds from the sale of the Common Stock reported in Item 11 of the cover pages to this Schedule 13D and have no dividend or voting rights in any other shares of Common Stock, and (iii) do not have any formal or informal understanding with Altimeter, Xx. Xxxxxxx or any other stockholder of the Issuer to make any coordinated acquisitions of, or investment decisions with respect to, the Ordinary Shares beneficially owned by the Reporting PersonsCommon Stock.

Interest in Securities of the Issuer. Item 5 of the Statement is hereby amended and supplemented by the following: The responses of the Reporting Persons to Rows (7) through (13) of the cover pages of this Amendment No. 3 4 are hereby incorporated by reference in this Item 5. As of April 13May 23, 2022, JD and JD Investment may be deemed to have beneficial ownership and shared voting power to vote or direct the vote of 8,593,189 7,095,085 Class A Ordinary Shares, representing 6.35.4% of the Issuer’s outstanding Ordinary Shares. As of April 13May 23, 2022, Windcreek beneficially owned an aggregate of 8,133,788 6,635,684 Class A Ordinary Shares, which consisted of (i) 20,891,574 13,401,056 ADSs, representing 4,178,315 2,680,211 Class A Ordinary Shares, and (ii) 3,955,473 Class A Ordinary Shares. As of April 13May 23, 2022, JD Global Investment beneficially owned 2,297,004 ADSs, representing 459,401 Class A Ordinary Shares. JD Investment is the sole shareholder of Xxxxxxxxx and JD Global Investment. Pursuant to Section 13(d) of the Exchange Act, and the rules promulgated thereunder, JD Investment may be deemed to beneficially own all of the Class A Ordinary Shares of the Issuer held by Xxxxxxxxx and JD Global Investment. XX is the sole shareholder of JD Investment and therefore indirectly owns all the outstanding shares of Windcreek and JD Global Investment. Pursuant to Section 13(d) of the Exchange Act, and the rules promulgated thereunder, JD may be deemed to beneficially own all of the Class A Ordinary Shares of the Issuer held by Xxxxxxxxx and JD Global Investment. The percentage of the class of securities identified pursuant to Item 1 beneficially owned by each of the Reporting Persons is based on 135,793,253 131,215,880 issued and outstanding Ordinary Shares (consisting of 120,232,895 (i) 115,655,522 Class A Ordinary Shares, excluding the 10,633,219 Class A Ordinary Shares issued to Deutsche Bank Trust Company Americas, the depositary of the Issuer’s ADS program, for bulk issuance of ADSs reserved for future issuances upon the exercise or vesting of awards granted under the Issuer’s stock incentive plans, and (ii) 15,560,358 Class B Ordinary Shares) of the Issuer as of December March 31, 20212022, as reported by the Issuer in its annual report on Form 20-F filed with the SEC on April 27, 2022. Except as disclosed in this Statement, none of the Reporting Persons or to the best of their knowledge, any of the persons listed in Schedule A hereto, beneficially owns any Ordinary Shares of the Issuer or has the right to acquire any Ordinary Shares of the Issuer. Except as disclosed in this Statement, none of the Reporting Persons or to the best of their knowledge, any of the persons listed in Schedule A hereto, presently has the power to vote or to direct the vote or to dispose or direct the disposition of any of the Ordinary Shares of the Issuer that they may be deemed to beneficially own. Except as disclosed in this Statement, none of the Reporting Persons or to the best of their knowledge, any of the persons listed in Schedule A hereto, has effected any transaction in the Ordinary Shares of the Issuer during the past 60 days. Except as disclosed in this Statement, to the best knowledge of the Reporting Persons, no other person has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Ordinary Shares beneficially owned by the Reporting Persons.

Interest in Securities of the Issuer. Item 5 of the Statement is hereby amended and supplemented by the following: The responses of the Reporting Persons to Rows (7) through (13) information contained on each of the cover pages of this Amendment No. 3 Statement and the information set forth or incorporated in Items 2, 3, 4, and 6 are hereby incorporated herein by reference in this Item 5. reference. (a) As of April 13, 2022the date hereof, JD and JD Investment may be deemed to have beneficial ownership and shared voting power to vote or direct the vote of 8,593,189 Class A Sunflower directly holds 524,707,814 Ordinary Shares, representing 6.350.2% of the Issuer’s outstanding Ordinary Shares, and Xxxxxxxxx directly holds 18,607,548 Ordinary Shares (represented by 4,651,887 ADSs), representing 1.8% of the Issuer’s outstanding Ordinary Shares. As of April 13the date hereof, 2022, Windcreek beneficially owned an aggregate JD Investment may be deemed to have beneficial ownership of 8,133,788 Class A 543,315,362 Ordinary Shares, which consisted representing 52.0% of (i) 20,891,574 ADSs, representing 4,178,315 Class A the Issuer’s outstanding Ordinary Shares, including 524,707,814 Ordinary Shares directly held by JD Sunflower and 18,607,548 Ordinary Shares (iirepresented by 4,651,887 ADSs) 3,955,473 Class A Ordinary Shares. As of April 13, 2022, JD Global Investment beneficially owned 2,297,004 ADSs, representing 459,401 Class A Ordinary Sharesdirectly held by Xxxxxxxxx. JD Investment is the sole shareholder of Xxxxxxxxx each of JD Sunflower and JD Global InvestmentWindcreek. Pursuant to Section 13(d) of the Exchange Act, Act and the rules promulgated thereunder, JD Investment may be deemed to beneficially own all of the Class A Ordinary Shares (including Ordinary Shares represented by ADSs) held by XX Xxxxxxxxx and Windcreek respectively. As of the Issuer date hereof, JD may be deemed to have beneficial ownership of 543,315,362 Ordinary Shares, representing 52.0% of the Issuer’s outstanding Ordinary Shares, including 524,707,814 Ordinary Shares directly held by XX Xxxxxxxxx and JD Global Investment18,607,548 Ordinary Shares (represented by 4,651,887 ADSs) directly held by Xxxxxxxxx. XX is the sole shareholder of JD Investment and therefore indirectly owns all the outstanding shares of Windcreek each of JD Sunflower and JD Global InvestmentWindcreek. Pursuant to Section 13(d) of the Exchange Act, Act and the rules promulgated thereunder, JD may be deemed to beneficially own all of the Class A Ordinary Shares (including Ordinary Shares represented by ADSs) held by XX Xxxxxxxxx and Xxxxxxxxx respectively. The above disclosure of percentage information was calculated based on a total of 1,044,943,446 ordinary shares of the Issuer held by Xxxxxxxxx issuer issued and JD Global Investment. The percentage outstanding, comprising of (i) 935,728,429 ordinary shares of the class of securities identified pursuant to Item 1 beneficially owned by each of the Reporting Persons is based on 135,793,253 issuer issued and outstanding Ordinary Shares as of September 30, 2021, as reported in the issuer’s current report on Form 6-K filed with the Securities and Exchange Commission on November 24, 2021, and (consisting of 120,232,895 Class A Ordinary Shares and 15,560,358 Class B Ordinary Sharesii) 109,215,017 ordinary shares of the Issuer as of December 31, 2021. issuer issued under the Share Subscription Agreement.. Except as disclosed in this Statement, none of the Reporting Persons or to the best of their knowledge, any of the persons listed in Schedule A hereto, beneficially owns any Ordinary Shares of the Issuer or has the right to acquire any Ordinary Shares Shares. (b) The powers that a Reporting Person has relative to the shares discussed herein may be found in rows 7 through 10 of the IssuerCover Page relating to such Reporting Person, which is hereby incorporated by reference. Except as disclosed in this Statement, none of the Reporting Persons or to the best of their knowledge, any of the persons listed in Schedule A hereto, presently has the power to vote or to direct the vote or to dispose or direct the disposition of any of the Ordinary Shares of the Issuer that they may be deemed to beneficially own. . (c) Except as disclosed in this Statement, none of the Reporting Persons or to the best of their knowledge, any of the persons listed in Schedule A hereto, has effected any transaction in the Ordinary Shares of the Issuer during the past 60 days. . (d) Except as disclosed in this Statement, to the best knowledge of the Reporting Persons, no other person has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Ordinary Shares beneficially owned by the Reporting Persons. (e) Not applicable.

Interest in Securities of the Issuer. Item 5 of the Statement is hereby amended and supplemented by the following: The responses of the Reporting Persons to Rows (7) through (13) of the cover pages of this Amendment No. 3 5 are hereby incorporated by reference in this Item 5. As of April 13June 29, 2022, JD and JD Investment may be deemed to have beneficial ownership and shared voting power to vote or direct the vote of 8,593,189 5,639,247 Class A Ordinary Shares, representing 6.34.3% of the Issuer’s outstanding Ordinary Shares. As of April 13June 29, 2022, Windcreek beneficially owned an aggregate of 8,133,788 5,179,847 Class A Ordinary Shares, which consisted of (i) 20,891,574 6,121,868 ADSs, representing 4,178,315 1,224,374 Class A Ordinary Shares, and (ii) 3,955,473 Class A Ordinary Shares. As of April 13June 29, 2022, JD Global Investment beneficially owned 2,297,004 ADSs, representing 459,401 Class A Ordinary Shares. JD Investment is the sole shareholder of Xxxxxxxxx and JD Global Investment. Pursuant to Section 13(d) of the Exchange Act, and the rules promulgated thereunder, JD Investment may be deemed to beneficially own all of the Class A Ordinary Shares of the Issuer held by Xxxxxxxxx and JD Global Investment. XX is the sole shareholder of JD Investment and therefore indirectly owns all the outstanding shares of Windcreek and JD Global Investment. Pursuant to Section 13(d) of the Exchange Act, and the rules promulgated thereunder, JD may be deemed to beneficially own all of the Class A Ordinary Shares of the Issuer held by Xxxxxxxxx and JD Global Investment. The percentage of the class of securities identified pursuant to Item 1 beneficially owned by each of the Reporting Persons is based on 135,793,253 131,215,880 issued and outstanding Ordinary Shares (consisting of 120,232,895 (i) 115,655,522 Class A Ordinary Shares, excluding the 10,633,219 Class A Ordinary Shares issued to Deutsche Bank Trust Company Americas, the depositary of the Issuer’s ADS program, for bulk issuance of ADSs reserved for future issuances upon the exercise or vesting of awards granted under the Issuer’s stock incentive plans, and (ii) 15,560,358 Class B Ordinary Shares) of the Issuer as of December March 31, 20212022, as reported by the Issuer in its annual report on Form 20-F filed with the SEC on April 27, 2022. Except as disclosed in this Statement, none of the Reporting Persons or to the best of their knowledge, any of the persons listed in Schedule A hereto, beneficially owns any Ordinary Shares of the Issuer or has the right to acquire any Ordinary Shares of the Issuer. Except as disclosed in this Statement, none of the Reporting Persons or to the best of their knowledge, any of the persons listed in Schedule A hereto, presently has the power to vote or to direct the vote or to dispose or direct the disposition of any of the Ordinary Shares of the Issuer that they may be deemed to beneficially own. Except as disclosed in this Statement, none of the Reporting Persons or to the best of their knowledge, any of the persons listed in Schedule A hereto, has effected any transaction in the Ordinary Shares of the Issuer during the past 60 days. Except as disclosed in this Statement, to the best knowledge of the Reporting Persons, no other person has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Ordinary Shares beneficially owned by the Reporting Persons.