Form 6-K - Report of foreign issuer [Rules 13a-16 and 15d-16]
03 July 2023 - 8:02PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 UNDER
THE SECURITIES EXCHANGE ACT OF 1934
For the month of July 2023
Commission File Number: 001-39436
KE Holdings Inc.
(Registrant’s Name)
Oriental Electronic Technology Building,
No. 2 Chuangye Road, Haidian District,
Beijing 100086
People’s Republic of China
(Address of Principal Executive Offices)
Indicate by check mark whether the registrant files or will file annual
reports under cover Form 20-F or Form 40-F.
Form 20-F x Form 40-F ¨
EXHIBIT INDEX
SIGNATURES
Pursuant to the requirements of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
|
KE Holdings Inc. |
|
|
|
|
|
By |
: |
/s/ XU Tao |
|
Name |
: |
XU Tao |
|
Title |
: |
Chief Financial Officer |
Date: July 3, 2023
Exhibit 99.1 | FF304
Page 1 of 8 v 1.2.4
Next Day Disclosure Return
(Equity issuer - changes in issued share capital and/or share buybacks)
Instrument: Equity issuer Status: New Submission
Name of Issuer: KE Holdings Inc.
Date Submitted: 27 June 2023
Section I must be completed by a listed issuer where there has been a change in its issued share capital which is discloseable pursuant to rule 13.25A of the Main Board Rules (the “Main Board
Listing Rules”) / rule 17.27A of the GEM Rules (the “GEM Listing Rules”) Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the “Exchange”)
Section I
1. Type of shares WVR ordinary shares Class of shares Class A Listed on SEHK (Note 11) Yes
Stock code (if listed) 02423 Description
Issues of shares
(Notes 6 and 7) No. of shares
Issued shares as a %
of existing number of
issued shares before
relevant share issue
(Notes 4, 6 and 7)
Issue price per share
(Notes 1 and 7)
Closing market price per
share of the immediately
preceding business day
(Note 5)
% discount(-)/
premium of issue
price to market price
(Note 7)
Opening balance as at (Note 2) 23 June 2023 3,630,532,591
1). Repurchase of shares (or other securities) but not
cancelled
Date of changes 09 March 2023
264,705 % %
2). Repurchase of shares (or other securities) but not
cancelled
Date of changes 10 March 2023
37,272 % %
3). Repurchase of shares (or other securities) but not
cancelled
Date of changes 13 March 2023
26,043 % %
4). Repurchase of shares (or other securities) but not
cancelled
Date of changes 15 March 2023
120,573 % % |
| FF304
Page 2 of 8 v 1.2.4
5). Repurchase of shares (or other securities) but not
cancelled
Date of changes 23 March 2023
796,242
%
%
6). Repurchase of shares (or other securities) but not
cancelled
Date of changes 24 March 2023
808,527
%
%
7). Repurchase of shares (or other securities) but not
cancelled
Date of changes 27 March 2023
848,235
%
%
8). Repurchase of shares (or other securities) but not
cancelled
Date of changes 28 March 2023
836,208
%
%
9). Repurchase of shares (or other securities) but not
cancelled
Date of changes 29 March 2023
830,037
%
%
10). Repurchase of shares (or other securities) but not
cancelled
Date of changes 30 March 2023
801,447
%
%
11). Repurchase of shares (or other securities) but not
cancelled
Date of changes 31 March 2023
788,355
%
%
12). Repurchase of shares (or other securities) but not
cancelled
Date of changes 09 May 2023
264,705
%
%
13). Repurchase of shares (or other securities) but not
cancelled
Date of changes 10 May 2023
262,929
%
%
14). Repurchase of shares (or other securities) but not
cancelled
Date of changes 11 May 2023
264,705
%
%
15). Repurchase of shares (or other securities) but not
cancelled 264,705
%
% |
| FF304
Page 3 of 8 v 1.2.4
Date of changes 12 May 2023
16). Repurchase of shares (or other securities) but not
cancelled
Date of changes 15 May 2023
183,687
%
%
17). Repurchase of shares (or other securities) but not
cancelled
Date of changes 16 May 2023
264,705
%
%
18). Repurchase of shares (or other securities) but not
cancelled
Date of changes 17 May 2023
264,705
%
%
19). Repurchase of shares (or other securities) but not
cancelled
Date of changes 18 May 2023
264,705
%
%
20). Repurchase of shares (or other securities) but not
cancelled
Date of changes 19 May 2023
300,000
%
%
21). Repurchase of shares (or other securities) but not
cancelled
Date of changes 22 May 2023
3,867,855
%
%
22). Repurchase of shares (or other securities) but not
cancelled
Date of changes 23 May 2023
3,844,785
%
%
23). Repurchase of shares (or other securities) but not
cancelled
Date of changes 24 May 2023
3,887,064
%
%
24). Repurchase of shares (or other securities) but not
cancelled
Date of changes 25 May 2023
3,900,459
%
%
25). Repurchase of shares (or other securities) but not
cancelled
Date of changes 26 May 2023
3,883,554
%
% |
| FF304
Page 4 of 8 v 1.2.4
26). Repurchase of shares (or other securities) but not
cancelled
Date of changes 30 May 2023
5,961,741
%
%
27). Repurchase of shares (or other securities) but not
cancelled
Date of changes 31 May 2023
5,961,741
%
%
28). Repurchase of shares (or other securities) but not
cancelled
Date of changes 01 June 2023
5,961,741
%
%
29). Repurchase of shares (or other securities) but not
cancelled
Date of changes 02 June 2023
934,602
%
%
30). Repurchase of shares (or other securities) but not
cancelled
Date of changes 05 June 2023
1,124,262
%
%
31). Repurchase of shares (or other securities) but not
cancelled
Date of changes 06 June 2023
1,101,453
%
%
32). Repurchase of shares (or other securities) but not
cancelled
Date of changes 07 June 2023
532,950
%
%
33). Repurchase of shares (or other securities) but not
cancelled
Date of changes 08 June 2023
522,807
%
%
34). Repurchase of shares (or other securities) but not
cancelled
Date of changes 09 June 2023
539,511
%
%
35). Repurchase of shares (or other securities) but not
cancelled
Date of changes 12 June 2023
549,177
%
%
36). Repurchase of shares (or other securities) but not
cancelled 547,965
%
% |
| FF304
Page 5 of 8 v 1.2.4
Date of changes 13 June 2023
37). Repurchase of shares (or other securities) but not
cancelled
Date of changes 14 June 2023
538,401 % %
38). Repurchase of shares (or other securities) but not
cancelled
Date of changes 15 June 2023
524,700 % %
39). Repurchase of shares (or other securities) but not
cancelled
Date of changes 16 June 2023
538,347 % %
40). Repurchase of shares (or other securities) but not
cancelled
Date of changes 20 June 2023
1,351,236 % %
41). Repurchase of shares (or other securities) but not
cancelled
Date of changes 21 June 2023
595,530 % %
42). Repurchase of shares (or other securities) but not
cancelled
Date of changes 22 June 2023
597,201 % %
43). Repurchase of shares (or other securities) but not
cancelled
Date of changes 23 June 2023
6,723,534 % %
44). Repurchase of shares (or other securities) but not
cancelled
Date of changes 26 June 2023
1,963,026 0.052 % %
Closing balance as at (Note 8) 26 June 2023 3,630,532,591 |
| FF304
Page 6 of 8 v 1.2.4
N/A
Notes to Section I:
1. Where shares have been issued at more than one issue price per share, a weighted average issue price per share should be given.
2. Please insert the closing balance date of the last Next Day Disclosure Return published pursuant to Main Board Rule 13.25A / GEM Rule 17.27A or Monthly Return pursuant to Main
Board Rule 13.25B / GEM Rule 17.27B, whichever is the later.
3. Please set out all changes in issued share capital requiring disclosure pursuant to Main Board Rule 13.25A / GEM Rule 17.27A together with the relevant dates of issue. Each category
will need to be disclosed individually with sufficient information to enable the user to identify the relevant category in the listed issuer's Monthly Return. For example, multiple issues of
shares as a result of multiple exercises of share options under the same share option scheme or of multiple conversions under the same convertible note must be aggregated and
disclosed as one category. However, if the issues resulted from exercises of share options under 2 share option schemes or conversions of 2 convertible notes, these must be disclosed
as 2 separate categories.
4. The percentage change in the number of issued shares of listed issuer is to be calculated by reference to the listed issuer's total number of shares in issue (excluding for such purpose
any shares repurchased or redeemed but not yet cancelled) as it was immediately before the earliest relevant event which has not been disclosed in a Monthly Return or Next Day
Disclosure Return.
5. Where trading in the shares of the listed issuer has been suspended, “closing market price per share of the immediately preceding business day” should be construed as “closing market
price per share of the business day on which the shares were last traded”.
6. In the context of a repurchase of shares:
■ “issues of shares” should be construed as “repurchases of shares”; and
■ “issued shares as a % of existing number of shares before relevant share issue” should be construed as “repurchased shares as a % of existing number of shares before
relevant share repurchase”.
7. In the context of a redemption of shares:
■ “issues of shares” should be construed as “redemptions of shares”;
■ “issued shares as a % of existing number of shares before relevant share issue” should be construed as “redeemed shares as a % of existing number of shares before relevant
share redemption”; and
■ “issue price per share” should be construed as “redemption price per share”.
8. The closing balance date is the date of the last relevant event being disclosed.
9. Items (i) to (viii) are suggested forms of confirmation which may be amended to meet individual cases.
10. “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. |
| FF304
Page 7 of 8 v 1.2.4
11. SEHK refers to Stock Exchange of Hong Kong. |
| FF304
Page 8 of 8 v 1.2.4
Section II must also be completed by a listed issuer where it has made a repurchase of shares which is discloseable under Main Board Rule 10.06(4)(a) / GEM Rule 13.13(1).
The issuer has Purchase report or additional information for issuer whose primary listing is on the Exchange
Section II
1. Type of shares WVR ordinary shares Class of shares Class A Listed on SEHK (Note) Yes
Stock code (if listed) 02423 Description
A. Purchase report
Trading date Number of securities
purchased
Method of purchase
(Note)
Price per share or highest price
paid $ Lowest price paid $ Total paid $
1). 26 June 2023 1,963,026 On another stock exchange
New York Stock Exchange
USD 5.13 USD 4.97 USD 9,999,589
Total number of securities
purchased 1,963,026 Total paid $ USD 9,999,589
B. Additional information for issuer whose primary listing is on the Exchange
1). Number of such securities purchased on the Exchange in the year to date (since ordinary resolution) (a)
2). % of number of shares in issue at time ordinary resolution passed acquired on the Exchange since date of resolution
( (a) x 100 )/ Number of shares in issue
%
We hereby confirm that the repurchases set out in A above which were made on another stock exchange were made in accordance with the applicable Main Board Listing Rules and there have
been no material changes to the particulars contained in the Explanatory Statement dated 27 April 2023 which has been filed with the Exchange. We also confirm that any purchases set out in A
above which were made on another stock exchange were made in accordance with the applicable rules applying to purchases made on that other exchange.
Remarks: B1) Number of such securities purchased on the above said exchange since the ordinary resolution passed at the annual general meeting held on June 15, 2023 is
12,293,574.
B2) % of number of shares in issue at time the ordinary resolution passed acquired on the above said exchange since date of resolution is 0.325%.
Note to Section II: Please state whether on the Exchange, on another stock exchange (stating the name of the exchange), by private arrangement or by general offer.
Submitted by: Siting Li
(Name)
Title: Joint Company Secretary
(Director, Secretary or other Duly Authorised Officer) |
Exhibit 99.2 | FF304
Page 1 of 8 v 1.2.4
Next Day Disclosure Return
(Equity issuer - changes in issued share capital and/or share buybacks)
Instrument: Equity issuer Status: New Submission
Name of Issuer: KE Holdings Inc.
Date Submitted: 28 June 2023
Section I must be completed by a listed issuer where there has been a change in its issued share capital which is discloseable pursuant to rule 13.25A of the Main Board Rules (the “Main Board
Listing Rules”) / rule 17.27A of the GEM Rules (the “GEM Listing Rules”) Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the “Exchange”)
Section I
1. Type of shares WVR ordinary shares Class of shares Class A Listed on SEHK (Note 11) Yes
Stock code (if listed) 02423 Description
Issues of shares
(Notes 6 and 7) No. of shares
Issued shares as a %
of existing number of
issued shares before
relevant share issue
(Notes 4, 6 and 7)
Issue price per share
(Notes 1 and 7)
Closing market price per
share of the immediately
preceding business day
(Note 5)
% discount(-)/
premium of issue
price to market price
(Note 7)
Opening balance as at (Note 2) 26 June 2023 3,630,532,591
1). Repurchase of shares (or other securities) but not
cancelled
Date of changes 09 March 2023
264,705 % %
2). Repurchase of shares (or other securities) but not
cancelled
Date of changes 10 March 2023
37,272 % %
3). Repurchase of shares (or other securities) but not
cancelled
Date of changes 13 March 2023
26,043 % %
4). Repurchase of shares (or other securities) but not
cancelled
Date of changes 15 March 2023
120,573 % % |
| FF304
Page 2 of 8 v 1.2.4
5). Repurchase of shares (or other securities) but not
cancelled
Date of changes 23 March 2023
796,242
%
%
6). Repurchase of shares (or other securities) but not
cancelled
Date of changes 24 March 2023
808,527
%
%
7). Repurchase of shares (or other securities) but not
cancelled
Date of changes 27 March 2023
848,235
%
%
8). Repurchase of shares (or other securities) but not
cancelled
Date of changes 28 March 2023
836,208
%
%
9). Repurchase of shares (or other securities) but not
cancelled
Date of changes 29 March 2023
830,037
%
%
10). Repurchase of shares (or other securities) but not
cancelled
Date of changes 30 March 2023
801,447
%
%
11). Repurchase of shares (or other securities) but not
cancelled
Date of changes 31 March 2023
788,355
%
%
12). Repurchase of shares (or other securities) but not
cancelled
Date of changes 09 May 2023
264,705
%
%
13). Repurchase of shares (or other securities) but not
cancelled
Date of changes 10 May 2023
262,929
%
%
14). Repurchase of shares (or other securities) but not
cancelled
Date of changes 11 May 2023
264,705
%
%
15). Repurchase of shares (or other securities) but not
cancelled 264,705
%
% |
| FF304
Page 3 of 8 v 1.2.4
Date of changes 12 May 2023
16). Repurchase of shares (or other securities) but not
cancelled
Date of changes 15 May 2023
183,687
%
%
17). Repurchase of shares (or other securities) but not
cancelled
Date of changes 16 May 2023
264,705
%
%
18). Repurchase of shares (or other securities) but not
cancelled
Date of changes 17 May 2023
264,705
%
%
19). Repurchase of shares (or other securities) but not
cancelled
Date of changes 18 May 2023
264,705
%
%
20). Repurchase of shares (or other securities) but not
cancelled
Date of changes 19 May 2023
300,000
%
%
21). Repurchase of shares (or other securities) but not
cancelled
Date of changes 22 May 2023
3,867,855
%
%
22). Repurchase of shares (or other securities) but not
cancelled
Date of changes 23 May 2023
3,844,785
%
%
23). Repurchase of shares (or other securities) but not
cancelled
Date of changes 24 May 2023
3,887,064
%
%
24). Repurchase of shares (or other securities) but not
cancelled
Date of changes 25 May 2023
3,900,459
%
%
25). Repurchase of shares (or other securities) but not
cancelled
Date of changes 26 May 2023
3,883,554
%
% |
| FF304
Page 4 of 8 v 1.2.4
26). Repurchase of shares (or other securities) but not
cancelled
Date of changes 30 May 2023
5,961,741
%
%
27). Repurchase of shares (or other securities) but not
cancelled
Date of changes 31 May 2023
5,961,741
%
%
28). Repurchase of shares (or other securities) but not
cancelled
Date of changes 01 June 2023
5,961,741
%
%
29). Repurchase of shares (or other securities) but not
cancelled
Date of changes 02 June 2023
934,602
%
%
30). Repurchase of shares (or other securities) but not
cancelled
Date of changes 05 June 2023
1,124,262
%
%
31). Repurchase of shares (or other securities) but not
cancelled
Date of changes 06 June 2023
1,101,453
%
%
32). Repurchase of shares (or other securities) but not
cancelled
Date of changes 07 June 2023
532,950
%
%
33). Repurchase of shares (or other securities) but not
cancelled
Date of changes 08 June 2023
522,807
%
%
34). Repurchase of shares (or other securities) but not
cancelled
Date of changes 09 June 2023
539,511
%
%
35). Repurchase of shares (or other securities) but not
cancelled
Date of changes 12 June 2023
549,177
%
%
36). Repurchase of shares (or other securities) but not
cancelled 547,965
%
% |
| FF304
Page 5 of 8 v 1.2.4
Date of changes 13 June 2023
37). Repurchase of shares (or other securities) but not
cancelled
Date of changes 14 June 2023
538,401
%
%
38). Repurchase of shares (or other securities) but not
cancelled
Date of changes 15 June 2023
524,700
%
%
39). Repurchase of shares (or other securities) but not
cancelled
Date of changes 16 June 2023
538,347
%
%
40). Repurchase of shares (or other securities) but not
cancelled
Date of changes 20 June 2023
1,351,236
%
%
41). Repurchase of shares (or other securities) but not
cancelled
Date of changes 21 June 2023
595,530
%
%
42). Repurchase of shares (or other securities) but not
cancelled
Date of changes 22 June 2023
597,201
%
%
43). Repurchase of shares (or other securities) but not
cancelled
Date of changes 23 June 2023
6,723,534
%
%
44). Repurchase of shares (or other securities) but not
cancelled
Date of changes 26 June 2023
1,963,026
%
%
45). Repurchase of shares (or other securities) but not
cancelled
Date of changes 27 June 2023
6,799,476 0.18
%
%
Closing balance as at (Note 8) 27 June 2023 3,630,532,591 |
| FF304
Page 6 of 8 v 1.2.4
N/A
Notes to Section I:
1. Where shares have been issued at more than one issue price per share, a weighted average issue price per share should be given.
2. Please insert the closing balance date of the last Next Day Disclosure Return published pursuant to Main Board Rule 13.25A / GEM Rule 17.27A or Monthly Return pursuant to Main
Board Rule 13.25B / GEM Rule 17.27B, whichever is the later.
3. Please set out all changes in issued share capital requiring disclosure pursuant to Main Board Rule 13.25A / GEM Rule 17.27A together with the relevant dates of issue. Each category
will need to be disclosed individually with sufficient information to enable the user to identify the relevant category in the listed issuer's Monthly Return. For example, multiple issues of
shares as a result of multiple exercises of share options under the same share option scheme or of multiple conversions under the same convertible note must be aggregated and
disclosed as one category. However, if the issues resulted from exercises of share options under 2 share option schemes or conversions of 2 convertible notes, these must be disclosed
as 2 separate categories.
4. The percentage change in the number of issued shares of listed issuer is to be calculated by reference to the listed issuer's total number of shares in issue (excluding for such purpose
any shares repurchased or redeemed but not yet cancelled) as it was immediately before the earliest relevant event which has not been disclosed in a Monthly Return or Next Day
Disclosure Return.
5. Where trading in the shares of the listed issuer has been suspended, “closing market price per share of the immediately preceding business day” should be construed as “closing market
price per share of the business day on which the shares were last traded”.
6. In the context of a repurchase of shares:
■ “issues of shares” should be construed as “repurchases of shares”; and
■ “issued shares as a % of existing number of shares before relevant share issue” should be construed as “repurchased shares as a % of existing number of shares before
relevant share repurchase”.
7. In the context of a redemption of shares:
■ “issues of shares” should be construed as “redemptions of shares”;
■ “issued shares as a % of existing number of shares before relevant share issue” should be construed as “redeemed shares as a % of existing number of shares before relevant
share redemption”; and
■ “issue price per share” should be construed as “redemption price per share”.
8. The closing balance date is the date of the last relevant event being disclosed.
9. Items (i) to (viii) are suggested forms of confirmation which may be amended to meet individual cases.
10. “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. |
| FF304
Page 7 of 8 v 1.2.4
11. SEHK refers to Stock Exchange of Hong Kong. |
| FF304
Page 8 of 8 v 1.2.4
Section II must also be completed by a listed issuer where it has made a repurchase of shares which is discloseable under Main Board Rule 10.06(4)(a) / GEM Rule 13.13(1).
The issuer has Purchase report or additional information for issuer whose primary listing is on the Exchange
Section II
1. Type of shares WVR ordinary shares Class of shares Class A Listed on SEHK (Note) Yes
Stock code (if listed) 02423 Description
A. Purchase report
Trading date Number of securities
purchased
Method of purchase
(Note)
Price per share or highest price
paid $ Lowest price paid $ Total paid $
1). 27 June 2023 6,799,476 On another stock exchange
New York Stock Exchange
USD 5.15 USD 5 USD 34,732,630
Total number of securities
purchased 6,799,476 Total paid $ USD 34,732,630
B. Additional information for issuer whose primary listing is on the Exchange
1). Number of such securities purchased on the Exchange in the year to date (since ordinary resolution) (a)
2). % of number of shares in issue at time ordinary resolution passed acquired on the Exchange since date of resolution
( (a) x 100 )/ Number of shares in issue
%
We hereby confirm that the repurchases set out in A above which were made on another stock exchange were made in accordance with the applicable Main Board Listing Rules and there have
been no material changes to the particulars contained in the Explanatory Statement dated 27 April 2023 which has been filed with the Exchange. We also confirm that any purchases set out in A
above which were made on another stock exchange were made in accordance with the applicable rules applying to purchases made on that other exchange.
Remarks: B1) Number of such securities purchased on the above said exchange since the ordinary resolution passed at the annual general meeting held on June 15, 2023 is
19,093,050.
B2) % of number of shares in issue at time the ordinary resolution passed acquired on the above said exchange since date of resolution is 0.504%.
Note to Section II: Please state whether on the Exchange, on another stock exchange (stating the name of the exchange), by private arrangement or by general offer.
Submitted by: Siting Li
(Name)
Title: Joint Company Secretary
(Director, Secretary or other Duly Authorised Officer) |
Exhibit 99.3 | FF304
Page 1 of 7 v 1.2.4
Next Day Disclosure Return
(Equity issuer - changes in issued share capital and/or share buybacks)
Instrument: Equity issuer Status: New Submission
Name of Issuer: KE Holdings Inc.
Date Submitted: 29 June 2023
Section I must be completed by a listed issuer where there has been a change in its issued share capital which is discloseable pursuant to rule 13.25A of the Main Board Rules (the “Main Board
Listing Rules”) / rule 17.27A of the GEM Rules (the “GEM Listing Rules”) Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the “Exchange”)
Section I
1. Type of shares WVR ordinary shares Class of shares Class A Listed on SEHK (Note 11) Yes
Stock code (if listed) 02423 Description
Issues of shares
(Notes 6 and 7) No. of shares
Issued shares as a %
of existing number of
issued shares before
relevant share issue
(Notes 4, 6 and 7)
Issue price per share
(Notes 1 and 7)
Closing market price per
share of the immediately
preceding business day
(Note 5)
% discount(-)/
premium of issue
price to market price
(Note 7)
Opening balance as at (Note 2) 27 June 2023 3,630,532,591
1). Repurchase of shares (or other securities) but not
cancelled
Date of changes 01 June 2023
5,961,741 % %
2). Repurchase of shares (or other securities) but not
cancelled
Date of changes 02 June 2023
934,602 % %
3). Repurchase of shares (or other securities) but not
cancelled
Date of changes 05 June 2023
1,124,262 % %
4). Repurchase of shares (or other securities) but not
cancelled
Date of changes 06 June 2023
1,101,453 % % |
| FF304
Page 2 of 7 v 1.2.4
5). Repurchase of shares (or other securities) but not
cancelled
Date of changes 07 June 2023
532,950
%
%
6). Repurchase of shares (or other securities) but not
cancelled
Date of changes 08 June 2023
522,807
%
%
7). Repurchase of shares (or other securities) but not
cancelled
Date of changes 09 June 2023
539,511
%
%
8). Repurchase of shares (or other securities) but not
cancelled
Date of changes 12 June 2023
549,177
%
%
9). Repurchase of shares (or other securities) but not
cancelled
Date of changes 13 June 2023
547,965
%
%
10). Repurchase of shares (or other securities) but not
cancelled
Date of changes 14 June 2023
538,401
%
%
11). Repurchase of shares (or other securities) but not
cancelled
Date of changes 15 June 2023
524,700
%
%
12). Repurchase of shares (or other securities) but not
cancelled
Date of changes 16 June 2023
538,347
%
%
13). Repurchase of shares (or other securities) but not
cancelled
Date of changes 20 June 2023
1,351,236
%
%
14). Repurchase of shares (or other securities) but not
cancelled
Date of changes 21 June 2023
595,530
%
%
15). Repurchase of shares (or other securities) but not
cancelled 597,201
%
% |
| FF304
Page 3 of 7 v 1.2.4
Date of changes 22 June 2023
16). Repurchase of shares (or other securities) but not
cancelled
Date of changes 23 June 2023
6,723,534 % %
17). Repurchase of shares (or other securities) but not
cancelled
Date of changes 26 June 2023
1,963,026 % %
18). Repurchase of shares (or other securities) but not
cancelled
Date of changes 27 June 2023
6,799,476 % %
19). Repurchase of shares (or other securities) but not
cancelled
Date of changes 28 June 2023
997,683 0.026 % %
20). Repurchase of shares (or other securities) and
cancelled
Share repurchased on March 9, 10, 13, 15, 23, 24,
27 to 31 and May 9 to 12, 15 to 19, 22 to 26 and 30
to 31, 2023 and cancelled on June 29, 2023
Date of changes 29 June 2023
-39,799,689 1.051 % %
21). Other (please specify)
Conversion of Class B ordinary shares to Class A
ordinary shares
Date of changes 29 June 2023
1,640,926 % %
Closing balance as at (Note 8) 29 June 2023 3,592,373,828
2. Type of shares WVR ordinary shares Class of shares Class B Listed on SEHK (Note 11) No
Stock code (if listed) 02423 Description
Issues of shares
(Notes 6 and 7) No. of shares
Issued shares as a %
of existing number of
issued shares before
relevant share issue
(Notes 4, 6 and 7)
Issue price per share
(Notes 1 and 7)
Closing market price per
share of the immediately
preceding business day
(Note 5)
% discount(-)/
premium of issue
price to market price
(Note 7) |
| FF304
Page 4 of 7 v 1.2.4
Opening balance as at (Note 2) 31 May 2023 156,122,226
1). Other (please specify)
Conversion of Class B ordinary shares to Class A
ordinary shares
Date of changes 29 June 2023
-1,640,926 % %
Closing balance as at (Note 8) 29 June 2023 154,481,300 |
| FF304
Page 5 of 7 v 1.2.4
N/A
Notes to Section I:
1. Where shares have been issued at more than one issue price per share, a weighted average issue price per share should be given.
2. Please insert the closing balance date of the last Next Day Disclosure Return published pursuant to Main Board Rule 13.25A / GEM Rule 17.27A or Monthly Return pursuant to Main
Board Rule 13.25B / GEM Rule 17.27B, whichever is the later.
3. Please set out all changes in issued share capital requiring disclosure pursuant to Main Board Rule 13.25A / GEM Rule 17.27A together with the relevant dates of issue. Each category
will need to be disclosed individually with sufficient information to enable the user to identify the relevant category in the listed issuer's Monthly Return. For example, multiple issues of
shares as a result of multiple exercises of share options under the same share option scheme or of multiple conversions under the same convertible note must be aggregated and
disclosed as one category. However, if the issues resulted from exercises of share options under 2 share option schemes or conversions of 2 convertible notes, these must be disclosed
as 2 separate categories.
4. The percentage change in the number of issued shares of listed issuer is to be calculated by reference to the listed issuer's total number of shares in issue (excluding for such purpose
any shares repurchased or redeemed but not yet cancelled) as it was immediately before the earliest relevant event which has not been disclosed in a Monthly Return or Next Day
Disclosure Return.
5. Where trading in the shares of the listed issuer has been suspended, “closing market price per share of the immediately preceding business day” should be construed as “closing market
price per share of the business day on which the shares were last traded”.
6. In the context of a repurchase of shares:
■ “issues of shares” should be construed as “repurchases of shares”; and
■ “issued shares as a % of existing number of shares before relevant share issue” should be construed as “repurchased shares as a % of existing number of shares before
relevant share repurchase”.
7. In the context of a redemption of shares:
■ “issues of shares” should be construed as “redemptions of shares”;
■ “issued shares as a % of existing number of shares before relevant share issue” should be construed as “redeemed shares as a % of existing number of shares before relevant
share redemption”; and
■ “issue price per share” should be construed as “redemption price per share”.
8. The closing balance date is the date of the last relevant event being disclosed.
9. Items (i) to (viii) are suggested forms of confirmation which may be amended to meet individual cases.
10. “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. |
| FF304
Page 6 of 7 v 1.2.4
11. SEHK refers to Stock Exchange of Hong Kong. |
| FF304
Page 7 of 7 v 1.2.4
Section II must also be completed by a listed issuer where it has made a repurchase of shares which is discloseable under Main Board Rule 10.06(4)(a) / GEM Rule 13.13(1).
The issuer has Purchase report or additional information for issuer whose primary listing is on the Exchange
Section II
1. Type of shares WVR ordinary shares Class of shares Class A Listed on SEHK (Note) Yes
Stock code (if listed) 02423 Description
A. Purchase report
Trading date Number of securities
purchased
Method of purchase
(Note)
Price per share or highest price
paid $ Lowest price paid $ Total paid $
1). 28 June 2023 997,683 On another stock exchange
New York Stock Exchange
USD 5.11 USD 4.92 USD 4,999,988
Total number of securities
purchased 997,683 Total paid $ USD 4,999,988
B. Additional information for issuer whose primary listing is on the Exchange
1). Number of such securities purchased on the Exchange in the year to date (since ordinary resolution) (a)
2). % of number of shares in issue at time ordinary resolution passed acquired on the Exchange since date of resolution
( (a) x 100 )/ Number of shares in issue
%
We hereby confirm that the repurchases set out in A above which were made on another stock exchange were made in accordance with the applicable Main Board Listing Rules and there have
been no material changes to the particulars contained in the Explanatory Statement dated 27 April 2023 which has been filed with the Exchange. We also confirm that any purchases set out in A
above which were made on another stock exchange were made in accordance with the applicable rules applying to purchases made on that other exchange.
Remarks: B1) Number of such securities purchased on the above said exchange since the ordinary resolution passed at the annual general meeting held on June 15, 2023 is
20,090,733
B2) % of number of shares in issue at time the ordinary resolution passed acquired on the above said exchange since date of resolution is 0.531%.
Note to Section II: Please state whether on the Exchange, on another stock exchange (stating the name of the exchange), by private arrangement or by general offer.
Submitted by: Siting Li
(Name)
Title: Joint Company Secretary
(Director, Secretary or other Duly Authorised Officer) |
Exhibit 99.4 | FF304
Page 1 of 6 v 1.2.4
Next Day Disclosure Return
(Equity issuer - changes in issued share capital and/or share buybacks)
Instrument: Equity issuer Status: New Submission
Name of Issuer: KE Holdings Inc.
Date Submitted: 30 June 2023
Section I must be completed by a listed issuer where there has been a change in its issued share capital which is discloseable pursuant to rule 13.25A of the Main Board Rules (the “Main Board
Listing Rules”) / rule 17.27A of the GEM Rules (the “GEM Listing Rules”) Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the “Exchange”)
Section I
1. Type of shares WVR ordinary shares Class of shares Class A Listed on SEHK (Note 11) Yes
Stock code (if listed) 02423 Description
Issues of shares
(Notes 6 and 7) No. of shares
Issued shares as a %
of existing number of
issued shares before
relevant share issue
(Notes 4, 6 and 7)
Issue price per share
(Notes 1 and 7)
Closing market price per
share of the immediately
preceding business day
(Note 5)
% discount(-)/
premium of issue
price to market price
(Note 7)
Opening balance as at (Note 2) 29 June 2023 3,592,373,828
1). Repurchase of shares (or other securities) but not
cancelled
Date of changes 01 June 2023
5,961,741 % %
2). Repurchase of shares (or other securities) but not
cancelled
Date of changes 02 June 2023
934,602 % %
3). Repurchase of shares (or other securities) but not
cancelled
Date of changes 05 June 2023
1,124,262 % %
4). Repurchase of shares (or other securities) but not
cancelled
Date of changes 06 June 2023
1,101,453 % % |
| FF304
Page 2 of 6 v 1.2.4
5). Repurchase of shares (or other securities) but not
cancelled
Date of changes 07 June 2023
532,950
%
%
6). Repurchase of shares (or other securities) but not
cancelled
Date of changes 08 June 2023
522,807
%
%
7). Repurchase of shares (or other securities) but not
cancelled
Date of changes 09 June 2023
539,511
%
%
8). Repurchase of shares (or other securities) but not
cancelled
Date of changes 12 June 2023
549,177
%
%
9). Repurchase of shares (or other securities) but not
cancelled
Date of changes 13 June 2023
547,965
%
%
10). Repurchase of shares (or other securities) but not
cancelled
Date of changes 14 June 2023
538,401
%
%
11). Repurchase of shares (or other securities) but not
cancelled
Date of changes 15 June 2023
524,700
%
%
12). Repurchase of shares (or other securities) but not
cancelled
Date of changes 16 June 2023
538,347
%
%
13). Repurchase of shares (or other securities) but not
cancelled
Date of changes 20 June 2023
1,351,236
%
%
14). Repurchase of shares (or other securities) but not
cancelled
Date of changes 21 June 2023
595,530
%
%
15). Repurchase of shares (or other securities) but not
cancelled 597,201
%
% |
| FF304
Page 3 of 6 v 1.2.4
Date of changes 22 June 2023
16). Repurchase of shares (or other securities) but not
cancelled
Date of changes 23 June 2023
6,723,534 % %
17). Repurchase of shares (or other securities) but not
cancelled
Date of changes 26 June 2023
1,963,026 % %
18). Repurchase of shares (or other securities) but not
cancelled
Date of changes 27 June 2023
6,799,476 % %
19). Repurchase of shares (or other securities) but not
cancelled
Date of changes 28 June 2023
997,683 % %
20). Repurchase of shares (or other securities) but not
cancelled
Date of changes 29 June 2023
1,012,056 0.027 % %
Closing balance as at (Note 8) 29 June 2023 3,592,373,828 |
| FF304
Page 4 of 6 v 1.2.4
N/A
Notes to Section I:
1. Where shares have been issued at more than one issue price per share, a weighted average issue price per share should be given.
2. Please insert the closing balance date of the last Next Day Disclosure Return published pursuant to Main Board Rule 13.25A / GEM Rule 17.27A or Monthly Return pursuant to Main
Board Rule 13.25B / GEM Rule 17.27B, whichever is the later.
3. Please set out all changes in issued share capital requiring disclosure pursuant to Main Board Rule 13.25A / GEM Rule 17.27A together with the relevant dates of issue. Each category
will need to be disclosed individually with sufficient information to enable the user to identify the relevant category in the listed issuer's Monthly Return. For example, multiple issues of
shares as a result of multiple exercises of share options under the same share option scheme or of multiple conversions under the same convertible note must be aggregated and
disclosed as one category. However, if the issues resulted from exercises of share options under 2 share option schemes or conversions of 2 convertible notes, these must be disclosed
as 2 separate categories.
4. The percentage change in the number of issued shares of listed issuer is to be calculated by reference to the listed issuer's total number of shares in issue (excluding for such purpose
any shares repurchased or redeemed but not yet cancelled) as it was immediately before the earliest relevant event which has not been disclosed in a Monthly Return or Next Day
Disclosure Return.
5. Where trading in the shares of the listed issuer has been suspended, “closing market price per share of the immediately preceding business day” should be construed as “closing market
price per share of the business day on which the shares were last traded”.
6. In the context of a repurchase of shares:
■ “issues of shares” should be construed as “repurchases of shares”; and
■ “issued shares as a % of existing number of shares before relevant share issue” should be construed as “repurchased shares as a % of existing number of shares before
relevant share repurchase”.
7. In the context of a redemption of shares:
■ “issues of shares” should be construed as “redemptions of shares”;
■ “issued shares as a % of existing number of shares before relevant share issue” should be construed as “redeemed shares as a % of existing number of shares before relevant
share redemption”; and
■ “issue price per share” should be construed as “redemption price per share”.
8. The closing balance date is the date of the last relevant event being disclosed.
9. Items (i) to (viii) are suggested forms of confirmation which may be amended to meet individual cases.
10. “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. |
| FF304
Page 5 of 6 v 1.2.4
11. SEHK refers to Stock Exchange of Hong Kong. |
| FF304
Page 6 of 6 v 1.2.4
Section II must also be completed by a listed issuer where it has made a repurchase of shares which is discloseable under Main Board Rule 10.06(4)(a) / GEM Rule 13.13(1).
The issuer has Purchase report or additional information for issuer whose primary listing is on the Exchange
Section II
1. Type of shares WVR ordinary shares Class of shares Class A Listed on SEHK (Note) Yes
Stock code (if listed) 02423 Description
A. Purchase report
Trading date Number of securities
purchased
Method of purchase
(Note)
Price per share or highest price
paid $ Lowest price paid $ Total paid $
1). 29 June 2023 1,012,056 On another stock exchange
New York Stock Exchange
USD 4.98 USD 4.9 USD 4,999,995
Total number of securities
purchased 1,012,056 Total paid $ USD 4,999,995
B. Additional information for issuer whose primary listing is on the Exchange
1). Number of such securities purchased on the Exchange in the year to date (since ordinary resolution) (a)
2). % of number of shares in issue at time ordinary resolution passed acquired on the Exchange since date of resolution
( (a) x 100 )/ Number of shares in issue
%
We hereby confirm that the repurchases set out in A above which were made on another stock exchange were made in accordance with the applicable Main Board Listing Rules and there have
been no material changes to the particulars contained in the Explanatory Statement dated 27 April 2023 which has been filed with the Exchange. We also confirm that any purchases set out in A
above which were made on another stock exchange were made in accordance with the applicable rules applying to purchases made on that other exchange.
Remarks: B1) Number of such securities purchased on the above said exchange since the ordinary resolution passed at the annual general meeting held on June 15, 2023 is
21,102,789.
B2) % of number of shares in issue at time the ordinary resolution passed acquired on the above said exchange since date of resolution is 0.557%.
Note to Section II: Please state whether on the Exchange, on another stock exchange (stating the name of the exchange), by private arrangement or by general offer.
Submitted by: Siting Li
(Name)
Title: Joint Company Secretary
(Director, Secretary or other Duly Authorised Officer) |
Exhibit 99.5 | FF304
Page 1 of 6 v 1.2.4
Next Day Disclosure Return
(Equity issuer - changes in issued share capital and/or share buybacks)
Instrument: Equity issuer Status: New Submission
Name of Issuer: KE Holdings Inc.
Date Submitted: 03 July 2023
Section I must be completed by a listed issuer where there has been a change in its issued share capital which is discloseable pursuant to rule 13.25A of the Main Board Rules (the “Main Board
Listing Rules”) / rule 17.27A of the GEM Rules (the “GEM Listing Rules”) Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the “Exchange”)
Section I
1. Type of shares WVR ordinary shares Class of shares Class A Listed on SEHK (Note 11) Yes
Stock code (if listed) 02423 Description
Issues of shares
(Notes 6 and 7) No. of shares
Issued shares as a %
of existing number of
issued shares before
relevant share issue
(Notes 4, 6 and 7)
Issue price per share
(Notes 1 and 7)
Closing market price per
share of the immediately
preceding business day
(Note 5)
% discount(-)/
premium of issue
price to market price
(Note 7)
Opening balance as at (Note 2) 29 June 2023 3,592,373,828
1). Repurchase of shares (or other securities) but not
cancelled
Date of changes 01 June 2023
5,961,741 % %
2). Repurchase of shares (or other securities) but not
cancelled
Date of changes 02 June 2023
934,602 % %
3). Repurchase of shares (or other securities) but not
cancelled
Date of changes 05 June 2023
1,124,262 % %
4). Repurchase of shares (or other securities) but not
cancelled
Date of changes 06 June 2023
1,101,453 % % |
| FF304
Page 2 of 6 v 1.2.4
5). Repurchase of shares (or other securities) but not
cancelled
Date of changes 07 June 2023
532,950
%
%
6). Repurchase of shares (or other securities) but not
cancelled
Date of changes 08 June 2023
522,807
%
%
7). Repurchase of shares (or other securities) but not
cancelled
Date of changes 09 June 2023
539,511
%
%
8). Repurchase of shares (or other securities) but not
cancelled
Date of changes 12 June 2023
549,177
%
%
9). Repurchase of shares (or other securities) but not
cancelled
Date of changes 13 June 2023
547,965
%
%
10). Repurchase of shares (or other securities) but not
cancelled
Date of changes 14 June 2023
538,401
%
%
11). Repurchase of shares (or other securities) but not
cancelled
Date of changes 15 June 2023
524,700
%
%
12). Repurchase of shares (or other securities) but not
cancelled
Date of changes 16 June 2023
538,347
%
%
13). Repurchase of shares (or other securities) but not
cancelled
Date of changes 20 June 2023
1,351,236
%
%
14). Repurchase of shares (or other securities) but not
cancelled
Date of changes 21 June 2023
595,530
%
%
15). Repurchase of shares (or other securities) but not
cancelled 597,201
%
% |
| FF304
Page 3 of 6 v 1.2.4
Date of changes 22 June 2023
16). Repurchase of shares (or other securities) but not
cancelled
Date of changes 23 June 2023
6,723,534 % %
17). Repurchase of shares (or other securities) but not
cancelled
Date of changes 26 June 2023
1,963,026 % %
18). Repurchase of shares (or other securities) but not
cancelled
Date of changes 27 June 2023
6,799,476 % %
19). Repurchase of shares (or other securities) but not
cancelled
Date of changes 28 June 2023
997,683 % %
20). Repurchase of shares (or other securities) but not
cancelled
Date of changes 29 June 2023
1,012,056 % %
21). Repurchase of shares (or other securities) but not
cancelled
Date of changes 30 June 2023
1,011,771 0.027 % %
Closing balance as at (Note 8) 30 June 2023 3,592,373,828 |
| FF304
Page 4 of 6 v 1.2.4
N/A
Notes to Section I:
1. Where shares have been issued at more than one issue price per share, a weighted average issue price per share should be given.
2. Please insert the closing balance date of the last Next Day Disclosure Return published pursuant to Main Board Rule 13.25A / GEM Rule 17.27A or Monthly Return pursuant to Main
Board Rule 13.25B / GEM Rule 17.27B, whichever is the later.
3. Please set out all changes in issued share capital requiring disclosure pursuant to Main Board Rule 13.25A / GEM Rule 17.27A together with the relevant dates of issue. Each category
will need to be disclosed individually with sufficient information to enable the user to identify the relevant category in the listed issuer's Monthly Return. For example, multiple issues of
shares as a result of multiple exercises of share options under the same share option scheme or of multiple conversions under the same convertible note must be aggregated and
disclosed as one category. However, if the issues resulted from exercises of share options under 2 share option schemes or conversions of 2 convertible notes, these must be disclosed
as 2 separate categories.
4. The percentage change in the number of issued shares of listed issuer is to be calculated by reference to the listed issuer's total number of shares in issue (excluding for such purpose
any shares repurchased or redeemed but not yet cancelled) as it was immediately before the earliest relevant event which has not been disclosed in a Monthly Return or Next Day
Disclosure Return.
5. Where trading in the shares of the listed issuer has been suspended, “closing market price per share of the immediately preceding business day” should be construed as “closing market
price per share of the business day on which the shares were last traded”.
6. In the context of a repurchase of shares:
■ “issues of shares” should be construed as “repurchases of shares”; and
■ “issued shares as a % of existing number of shares before relevant share issue” should be construed as “repurchased shares as a % of existing number of shares before
relevant share repurchase”.
7. In the context of a redemption of shares:
■ “issues of shares” should be construed as “redemptions of shares”;
■ “issued shares as a % of existing number of shares before relevant share issue” should be construed as “redeemed shares as a % of existing number of shares before relevant
share redemption”; and
■ “issue price per share” should be construed as “redemption price per share”.
8. The closing balance date is the date of the last relevant event being disclosed.
9. Items (i) to (viii) are suggested forms of confirmation which may be amended to meet individual cases.
10. “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. |
| FF304
Page 5 of 6 v 1.2.4
11. SEHK refers to Stock Exchange of Hong Kong. |
| FF304
Page 6 of 6 v 1.2.4
Section II must also be completed by a listed issuer where it has made a repurchase of shares which is discloseable under Main Board Rule 10.06(4)(a) / GEM Rule 13.13(1).
The issuer has Purchase report or additional information for issuer whose primary listing is on the Exchange
Section II
1. Type of shares WVR ordinary shares Class of shares Class A Listed on SEHK (Note) Yes
Stock code (if listed) 02423 Description
A. Purchase report
Trading date Number of securities
purchased
Method of purchase
(Note)
Price per share or highest price
paid $ Lowest price paid $ Total paid $
1). 30 June 2023 1,011,771 On another stock exchange
New York Stock Exchange
USD 5.03 USD 4.9 USD 4,999,970
Total number of securities
purchased 1,011,771 Total paid $ USD 4,999,970
B. Additional information for issuer whose primary listing is on the Exchange
1). Number of such securities purchased on the Exchange in the year to date (since ordinary resolution) (a)
2). % of number of shares in issue at time ordinary resolution passed acquired on the Exchange since date of resolution
( (a) x 100 )/ Number of shares in issue
%
We hereby confirm that the repurchases set out in A above which were made on another stock exchange were made in accordance with the applicable Main Board Listing Rules and there have
been no material changes to the particulars contained in the Explanatory Statement dated 27 April 2023 which has been filed with the Exchange. We also confirm that any purchases set out in A
above which were made on another stock exchange were made in accordance with the applicable rules applying to purchases made on that other exchange.
Remarks: B1) Number of such securities purchased on the above said exchange since the ordinary resolution passed at the annual general meeting held on June 15, 2023 is
22,114,560.
B2) % of number of shares in issue at time the ordinary resolution passed acquired on the above said exchange since date of resolution is 0.584%.
Note to Section II: Please state whether on the Exchange, on another stock exchange (stating the name of the exchange), by private arrangement or by general offer.
Submitted by: Siting Li
(Name)
Title: Joint Company Secretary
(Director, Secretary or other Duly Authorised Officer) |
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