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 August 2025

Commission File Number: 001-36450

 

 

JD.com, Inc.

 

 

20th Floor, Building A, No. 18 Kechuang 11 Street

Yizhuang Economic and Technological Development Zone

Daxing District, Beijing 101111

The 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 of Form 20-F or Form 40-F.

Form 20-F ☒   Form 40-F ☐

 

Exhibit Index

 

99.1		Press Release - JD.com Announces Second Quarter and Interim 2025 Results

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 bythe undersigned, thereunto duly authorized.

 

Date: August 14, 2025

Exhibit 99.1

 

JD.COM ANNOUNCES SECOND QUARTER AND INTERIM 2025 RESULTS

Beijing, China—August 14, 2025—JD.com, Inc. (NASDAQ: JD and HKEX: 9618 (HKD counter) and 89618 (RMB counter), the “Company” or“JD.com”), a leading supply chain-based technology and service provider, today announced its unaudited financial results for the three and six months ended June 30, 2025.

Second Quarter 2025 Highlights

 

•

Net revenues were RMB356.7 billion (US$149.8billion) for the second quarter of 2025, an increase of 22.4% from the second quarter of 2024.

 

•

Net income attributable to the Company’s ordinary shareholders was RMB6.2 billion(US$0.9 billion) for the second quarter of 2025, compared to RMB12.6 billion for the second quarter of 2024. Non-GAAP2 net incomeattributable to the Company’s ordinary shareholders was RMB7.4 billion (US$1.0 billion) for the second quarter of 2025, compared to RMB14.5 billion for the second quarter of 2024.

 

•

Diluted net income per ADS was RMB4.15 (US$0.58) for the second quarter of 2025, compared to RMB8.19 forthe second quarter of 2024. Non-GAAP diluted net income per ADS was RMB4.97 (US$0.69) for the second quarter of 2025, compared to RMB9.36 for the second quarter of 2024.

 

•

JD Retail reported net revenues of RMB310.1 billion (US$43.3 billion) for the second quarterof 2025, an increase of 20.6% from the second quarter of 2024. Income from operations of JD Retail was RMB13.9 billion (US$1.9 billion) for the second quarter of 2025, compared to RMB10.1 billion for the second quarter of 2024.Operating margin of JD Retail was 4.5% for the second quarter of 2025, compared to 3.9% for the second quarter of 2024.

“In thesecond quarter, we saw robust growth in user traffic, quarterly active customers, and user shopping frequency on JD’s platform, driven by sustained momentum across both our core JD Retail business and New Businesses including JD FoodDelivery,” said Sandy Xu, Chief Executive Officer of JD.com. “JD Retail delivered a strong 20.6% year-on-year revenue growth during the quarter, with operatingmargin reaching 4.5%, a historic high across all promotion quarters. JD Food Delivery also made healthy progress during the quarter in metrics such as order volume growth, merchant base expansion, full-time rider recruitment, and more importantly,synergies with retail and other existing businesses of JD, having successfully achieved our initial strategic goals. Looking ahead, we are confident that our core retail business will remain a solid cornerstone of our operations as we continue tofocus on delivering the best user experience, lowering costs, and improving efficiency. At the same time, we will continue to invest in new growth areas in alignment with our long-term strategic roadmap.”

1

The U.S. dollar (US$) amounts disclosed in this announcement, except for those transaction amounts that wereactually settled in U.S. dollars, are presented solely for the convenience of the readers. The conversion of Renminbi (RMB) into US$ in this announcement is based on the exchange rate set forth in the H.10 statistical release of the Board ofGovernors of the Federal Reserve System as of June 30, 2025, which was RMB7.1636 to US$1.00. The percentages stated in this announcement are calculated based on the RMB amounts.

2	See the sections entitled “Non-GAAP Measures” and“Unaudited Reconciliation of GAAP and Non-GAAP Results” for more information about the non-GAAP measures referred to in this announcement.

 

1

 

“Our total revenues recorded 22.4%year-on-year growth in the second quarter, a clear testament to the strength of our supply chain and our commitment to superior user experience,” said Ian Su Shan,Chief Financial Officer of JD.com. “Our core JD Retail business has also continued to realize its potential in operating efficiency improvement, with gross margin rising year-on-year for thirteen consecutive quarters through Q2, while operatingmargin has maintained a steady upward trajectory. As our core JD Retail business continues to build steady momentum, we will execute our strategies at the appropriate pace to develop our New Businesses initiatives, including JD Food Delivery,ensuring that each step we take strengthens our long-term value creation capabilities.”

Updates of Share Repurchase Program

Pursuant to the Company’s share repurchase program of up to US$5.0 billion adopted in August 2024 and effective through August 2027, the Companyrepurchased a total of approximately 80.7 million Class A ordinary shares (equivalent to 40.4 million ADSs) for approximately US$1.5 billion during the six months ended June 30, 2025. The remaining amount under the sharerepurchase program was US$3.5 billion as of the date of this announcement.

The total number of shares repurchased by the Company during the sixmonths ended June 30, 2025 amounted to approximately 2.8% of its ordinary shares outstanding as of December 31, 2024³. All of these ordinary shares were repurchased from Nasdaq and theHong Kong Stock Exchange pursuant to the share repurchase program.

Business Highlights

 

•

JD Retail:

During the JD 618 Grand Promotion, JD Supermarket introduced a range of products with distinctive JD features, such as branded milk and yogurtin 211 milliliters and Chinese liquor in both 211- and 618-milliliter packages. JD Supermarket has been providing customers with a differentiated shopping experience through six tailor-made product portfolios: tailor-made packaging, IP, gift sets,craftsmanship, functions and raw material. These efforts also help suppliers avoid homogenized competition and price involution, bringing new growth opportunities for the broader industry. This stands as one of the most concrete manifestations ofJD’s supply chain strengths.

On April 15, JD.com officially launched its “One Step Ahead – Accelerated UpgradeProgram” for 3C electronics products. The program aims to support manufacturers to drive new product sales and enhance user experience. With this program, JD is stepping up efforts in sales of emerging categories such as AI glasses and embodiedintelligent robots, catering to consumers’ diverse upgrade demands and helping to drive industry-wide innovation and growth.

3	The number of ordinary shares outstanding as of December 31, 2024 was approximately 2,903 millionshares.

 

2

 

In the second quarter of 2025, JD MALL launched new stores in multiple cities includingBeijing, Shenzhen, Nanjing, Wuhan and Taiyuan. As of the end of June 2025, JD MALL has opened a total of 24 stores. Differentiated from traditional offline stores, JD MALL leverages JD’s supply chain strengths and offers customers an immersive,digitalized and one-stop shopping experience through in-depth integration of online and offline data, services and use cases.

 

•

JD Logistics:

While JD Logistics (“JDL”) continues to strengthen its leading position in China’s domestic integrated supply chain market, its“Global Smart Supply Chain Network” plan is also ramping up with overseas warehousing capabilities at its core. JDL has been extending its years of warehousing operation experience and integrated supply chain capabilities to overseasmarkets, delivering high-quality, efficient and comprehensive solutions to a growing number of Chinese brands, overseas local customers, and cross-border e-commerce platforms. In the first half of 2025, JDLopened new overseas warehouses in multiple countries globally, including the United States, the United Kingdom, France, Poland, South Korea, Vietnam, and Saudi Arabia. As of June 30, 2025, JDL has operated over 130 bonded warehouses, directmail warehouses, and overseas warehouses in total, with a total managed area exceeding 1.3 million square meters. Its overseas warehouses cover 23 countries and regions worldwide. Meanwhile, built upon its overseas warehouses, JDL has beenfurther developing its global supply chain network that integrates overseas warehouse networks, international transit hubs, local transportation and distribution networks in overseas countries, and cross-border line-haul transportation networks. Inparticular, in June 2025, JDL launched its self-operated express delivery brand “JoyExpress” in Saudi Arabia, officially commencing local delivery operations. With this, JDL has established a comprehensive logistics network in SaudiArabia, covering everything from warehousing and sorting to last-mile delivery, marking a further enhancement of JDL’s localized operating capabilities for overseas business.

In the first half of 2025, the “Zhilang” system, an efficient intelligent warehousing solution independently developed by JDL, hasentered into the stage of large-scale nationwide application. It has been deployed in various types of warehouses across key cities such as Beijing, Guangzhou, Chengdu, and Fuzhou, marking JDL’s acceleration of intelligent advancement. The“Zhilang” system integrates core components such as handling robots, ladder-climbing robots, and stereoscopic racks, along with auxiliary facilities including automated storage and sorting workstations, as well as automated empty containerreturn lines, which enables it to fully utilize the 12-meter clear height of warehouses to achieve high-density storage. The implementation of “Zhilang” has also significantly increased in-warehouse operational efficiency, allowing order sorting to be completed in as fast as seconds, even in warehouses with tens of thousands of SKUs.

 

3

 

•

JD Health:

In the second quarter of 2025, JD Health further strengthened its position as “the First Online Marketplace for New and Specialty MedicineLaunches” in China. Innovent Biologics’ self-developed innovative weight-loss drug Xin Er Mei (信爾美^®) and Qingfeng Pharmaceutical’s new domestic anti-influenza drug Yi Su Da (伊速達^®), among others, became available for sale on JD Health’s online platform.

 

•

New Businesses:

In the second quarter of 2025, JD Food Delivery continued its healthy growth trajectory. During the JD 618 Grand Promotion, JD FoodDelivery’s daily order volume exceeded 25 million, with over 1.5 million high-quality merchants on board. By the end of the second quarter, the number of full-time riders had exceeded 150,000. JD Food Delivery is deeply rooted in theJD ecosystem and is not a stand-alone business. It will continue to focus on the synergistic value with JD’s existing businesses, including in the aspects of users, fulfillment and supply, propelling JD’s improvement in efficiency anddriving long-term healthy growth. In addition, in July 2025, JD.com launched 7Fresh Kitchen with a distinctive model to develop signature dishes with partners. 7Fresh Kitchen is committed to innovate and reform the supply chain model in the fooddelivery industry, driving the industry’s high-quality growth through supply chain innovation.

 

•

Environment, Social and Governance

As a testament to JD.com’s unwavering commitment to creating more jobs and making contribution to the society, the total personnel underthe JD Ecosystem⁴ was approximately 900,000 as of June 30, 2025, including the Company’s employees, part-time staff and interns, as wellas the personnel of the Company’s affiliates in the JD Ecosystem. The total expenditure for such human resources, together with the expenditure for external personnel who work for the JD Ecosystem, amounted to RMB136.0 billion for thetwelve months ended June 30, 2025.

4	JD Ecosystem is a closely integrated business network providing comprehensive service for customers andcomprises the Company and certain affiliates who share the “JD” brand name, currently including Jingdong Technology Holding Co., Ltd. and Allianz Jingdong General Insurance Company Ltd.

 

4

 

Second Quarter 2025 Financial Results

Net Revenues. Net revenues increased by 22.4% to RMB356.7 billion (US$49.8 billion) for the second quarter of 2025 fromRMB291.4 billion for the second quarter of 2024. Net product revenues increased by 20.7%, while net service revenues increased by 29.1% for the second quarter of 2025, compared to the second quarter of 2024.

Cost of Revenues. Cost of revenues increased by 22.2% to RMB300.0 billion (US$41.9 billion) for the second quarter of2025 from RMB245.5 billion for the second quarter of 2024.

Fulfillment Expenses. Fulfillment expenses, which primarily includeprocurement, warehousing, delivery, customer service and payment processing expenses, increased by 28.6% to RMB22.1 billion (US$3.1 billion) for the second quarter of 2025 from RMB17.2 billion for the second quarter of 2024. Fulfillmentexpenses as a percentage of net revenues was 6.2% for the second quarter of 2025, compared to 5.9% for the second quarter of 2024, as the Company continues to upgrade fulfillment capabilities and invest in human capital to enhance user experience.

Marketing Expenses. Marketing expenses increased by 127.6% to RMB27.0 billion (US$3.8 billion) for the second quarter of 2025from RMB11.9 billion for the second quarter of 2024. Marketing expenses as a percentage of net revenues was 7.6% for the second quarter of 2025, compared to 4.1% for the second quarter of 2024, primarily due to the increased spending inpromotional efforts for new business initiatives.

Research and Development Expenses. Research and development expenses increased by25.7% to RMB5.3 billion (US$0.7 billion) for the second quarter of 2025 from RMB4.2 billion for the second quarter of 2024. Research and development expenses as a percentage of net revenues was 1.5% for the second quarter of 2025, comparedto 1.4% for the second quarter of 2024.

General and Administrative Expenses. General and administrative expenses increased by 53.2%to RMB3.3 billion (US$0.5 billion) for the second quarter of 2025 from RMB2.1 billion for the second quarter of 2024. General and administrative expenses as a percentage of net revenues was 0.9% for the second quarter of 2025, compared to0.7% for the second quarter of 2024, primarily due to the increase in share-based compensation expenses.

Income/(Loss) from Operations and Non-GAAP Income from Operations. Loss from operations for the second quarter of 2025 was RMB0.9 billion (US$0.1 billion), compared to an income of RMB10.5 billion for the second quarter of 2024.Operating margin was negative 0.2% for the second quarter of 2025, compared to 3.6% for the second quarter of 2024. Non-GAAP income from operations was RMB0.9 billion (US$0.1 billion) for the secondquarter of 2025, compared to RMB11.6 billion for the second quarter of 2024. Non-GAAP operating margin was 0.3% for the second quarter of 2025, compared to 4.0% for the second quarter of 2024. Thedeclines were primarily attributable to increased strategic investment in new business initiatives.

Income from operations of JD Retail wasRMB13.9 billion (US$1.9 billion) for the second quarter of 2025, compared to RMB10.1 billion for the second quarter of 2024. Operating margin of JD Retail for the second quarter of 2025 was 4.5%, compared to 3.9% for the second quarter of2024.

 

5

 

Non-GAAP EBITDA.Non-GAAP EBITDA was RMB3.0 billion (US$0.4 billion) for the second quarter of 2025, compared to RMB13.5 billion for the second quarter of 2024.Non-GAAP EBITDA margin was 0.8% for the second quarter of 2025, compared to 4.6% for the second quarter of 2024.

Net Income Attributable to the Company’s Ordinary Shareholders andNon-GAAP Net Income Attributable to the Company’s Ordinary Shareholders. Net income attributable to the Company’sordinary shareholders was RMB6.2 billion (US$0.9 billion) for the second quarter of 2025, compared to RMB12.6 billion for the second quarter of 2024. Net margin attributable to the Company’s ordinary shareholders was 1.7% forthe second quarter of 2025, compared to 4.3% for the second quarter of 2024. Non-GAAP net income attributable to the Company’s ordinary shareholders was RMB7.4 billion (US$1.0 billion) for the secondquarter of 2025, compared to RMB14.5 billion for the second quarter of 2024. Non-GAAP net margin attributable to the Company’s ordinary shareholders was 2.1% for the second quarter of 2025, comparedto 5.0% for the second quarter of 2024.

Diluted EPS and Non-GAAP Diluted EPS. Diluted net incomeper ADS was RMB4.15 (US$0.58) for the second quarter of 2025, compared to RMB8.19 for the second quarter of 2024. Non-GAAP diluted net income per ADS was RMB4.97 (US$0.69) for the second quarter of 2025,compared to RMB9.36 for the second quarter of 2024.

 

6

 

Cash Flow and Working Capital

As of June 30, 2025, the Company’s cash and cash equivalents, restricted cash and short-term investments totaled RMB223.4 billion (US$31.2billion), compared to RMB241.4 billion as of December 31, 2024. For the second quarter of 2025, free cash flow of the Company was as follows:

 

		For the three months ended
		June 30, 2024				June 30, 2025				June 30, 2025
		RMB				RMB				US$
		(In millions)
Net cash provided by operating activities			50,738				24,409				3,407
Add: Impact from consumer financing receivables included in the operating cash flow			2,138				641				90
Less: Capital expenditures, net of related sales proceeds			(3,321	)			(3,032	)			(423	)
Capital expenditures for development properties			(1,590	)			(1,076	)			(150	)
Other capital expenditures*			(1,731	)			(1,956	)			(273	)
Free cash flow			49,555				22,018				3,074

 

*	Including capital expenditures related to the Company’s headquarters in Beijing and all other CAPEX.

Net cash provided by investing activities was RMB8.2 billion (US$1.1 billion) for the second quarter of 2025, consisting primarilyof net cash received from maturity of time deposits and wealth management products, partially offset by cash paid for capital expenditures.

Net cash usedin financing activities was RMB12.4 billion (US$1.7 billion) for the second quarter of 2025, consisting primarily of cash paid for dividend, repurchase of ordinary shares, and acquisition of additional equity interests in non-wholly owned subsidiaries, partially offset by net cash provided by proceeds from borrowings.

For the twelve monthsended June 30, 2025, free cash flow of the Company was as follows:

 

		For the twelve months ended
		June 30, 2024				June 30, 2025				June 30, 2025
		RMB				RMB				US$
		(In millions)
Net cash provided by operating activities			74,040				24,819				3,465
Less: Impact from consumer financing receivables included in the operating cash flow			(639	)			(1,366	)			(191	)
Less: Capital expenditures, net of related sales proceeds			(17,759	)			(13,377	)			(1,867	)
Capital expenditures for development properties			(10,559	)			(6,327	)			(883	)
Other capital expenditures			(7,200	)			(7,050	)			(984	)
Free cash flow			55,642				10,076				1,407

 

7

 

Supplemental Information

The Company reports three reportable segments, JD Retail, JD Logistics, and New businesses. JD Retail, including JD Health and JD Industrials, among otheroperating segments, mainly engages in online retail, online marketplace and marketing services in China. JD Logistics includes both internal and external logistics businesses. New Businesses mainly include JD Food Delivery, JD Property, Jingxi andoverseas businesses.

 

		For the three months ended												For the six months ended
		June 30, 2024				June 30, 2025				June 30, 2025				June 30, 2024				June 30, 2025				June 30, 2025
		RMB				RMB				US$				RMB				RMB				US$
		(In millions, except percentage data)
Net revenues:
JD Retail			257,072				310,075				43,285				483,907				573,920				80,116
JD Logistics			44,207				51,564				7,198				86,344				98,531				13,754
New Businesses			4,636				13,852				1,934				9,506				19,605				2,737
Inter-segment eliminations*			(14,518	)			(18,831	)			(2,629	)			(28,311	)			(34,314	)			(4,790	)
Total consolidated net revenues			291,397				356,660				49,788				551,446				657,742				91,817
Less: cost of revenues:
JD Retail			(215,520	)			(256,527	)			(35,810	)			(405,582	)			(475,922	)			(66,436	)
JD Logistics			(39,123	)			(46,234	)			(6,454	)			(78,175	)			(90,019	)			(12,566	)
New Businesses			(3,643	)			(14,405	)			(2,011	)			(7,674	)			(18,991	)			(2,651	)
Inter-segment eliminations*			12,837				17,171				2,397				25,729				31,710				4,426
Less: operating expenses:
JD Retail			(31,444	)			(39,609	)			(5,529	)			(58,892	)			(71,213	)			(9,941	)
JD Logistics			(2,901	)			(3,372	)			(471	)			(5,762	)			(6,409	)			(895	)
New Businesses			(1,688	)			(14,448	)			(2,017	)			(3,197	)			(16,942	)			(2,365	)
Inter-segment eliminations*			1,681				1,660				232				2,582				2,604				364
Income/(Loss) from operations:
JD Retail			10,108				13,939				1,946				19,433				26,785				3,739
JD Logistics			2,183				1,958				273				2,407				2,103				293
New Businesses			(695	)			(14,777	)			(2,063	)			(1,365	)			(16,104	)			(2,248	)
Including: gain on sale of development properties			—				224				31				—				224				31
Total segment income from operations			11,596				1,120				156				20,475				12,784				1,784
Unallocated items**			(1,095	)			(1,979	)			(276	)			(2,274	)			(3,110	)			(434	)
Total consolidated income/(loss) from operations			10,501				(859	)			(120	)			18,201				9,674				1,350
Share of results of equity investees			1,142				2,072				289				412				3,402				475
Interest expense			(688	)			(643	)			(90	)			(1,289	)			(1,243	)			(173	)
Others, net			4,661				6,129				856				7,357				8,208				1,146
Total consolidated income before tax			15,616				6,699				935				24,681				20,041				2,798

 

8

 

		For the three months ended												For the six months ended
		June 30, 2024				June 30, 2025				June 30, 2025				June 30, 2024				June 30, 2025				June 30, 2025
		RMB				RMB				US$				RMB				RMB				US$
		(In millions, except percentage data)
YoY% change of net revenues:
JD Retail			1.5	%			20.6	%							3.9	%			18.6	%
JD Logistics			7.7	%			16.6	%							11.0	%			14.1	%
New Businesses			(35.0	)%			198.8	%							(27.7	)%			106.2	%
Operating margin:
JD Retail			3.9	%			4.5	%							4.0	%			4.7	%
JD Logistics			4.9	%			3.8	%							2.8	%			2.1	%
New Businesses			(15.0	)%			(106.7	)%							(14.4	)%			(82.1	)%

 

*	The inter-segment eliminations mainly consist of revenues from supply chain solutions and logistics servicesprovided by JD Logistics to JD Retail and New Businesses, and property leasing services provided by JD Property to JD Logistics.

**	Unallocated items include share-based compensation, amortization of intangible assets resulting from assets andbusiness acquisitions, and effects of business cooperation arrangements.

 

9

 

The tables below set forth the revenue information:

 

		For the three months ended
		June 30, 2024				June 30, 2025				June 30, 2025				YoY% Change
		RMB				RMB				US$
		(In millions, except percentage data)
Electronics and home appliances revenues			145,061				178,982				24,985				23.4	%
General merchandise revenues			88,847				103,432				14,439				16.4	%
Net product revenues			233,908				282,414				39,424				20.7	%
Marketplace and marketing revenues			23,425				28,507				3,979				21.7	%
Logistics and other service revenues			34,064				45,739				6,385				34.3	%
Net service revenues			57,489				74,246				10,364				29.1	%
Total net revenues			291,397				356,660				49,788				22.4	%

 

		For the six months ended
		June 30, 2024				June 30, 2025				June 30, 2025				YoY% Change
		RMB				RMB				US$
		(In millions, except percentage data)
Electronics and home appliances revenues			268,273				323,277				45,128				20.5	%
General merchandise revenues			174,143				201,446				28,121				15.7	%
Net product revenues			442,416				524,723				73,249				18.6	%
Marketplace and marketing revenues			42,714				50,827				7,095				19.0	%
Logistics and other service revenues			66,316				82,192				11,473				23.9	%
Net service revenues			109,030				133,019				18,568				22.0	%
Total net revenues			551,446				657,742				91,817				19.3	%

 

10

 

Conference Call

JD.com’s management will hold a conference call at 8:00 am, Eastern Time on August 14, 2025, (8:00 pm, Beijing/Hong Kong Time on August 14,2025) to discuss its financial results for the three months and six months ended June 30, 2025.

Please register in advance of the conference usingthe link provided below and dial in 15 minutes prior to the call, using participant dial-in numbers, the Passcode and unique access PIN which would be provided upon registering. You will be automaticallylinked to the live call after completion of this process, unless required to provide the conference ID below due to regional restrictions.

PRE-REGISTER LINK: https://s1.c-conf.com/diamondpass/10048710-8s8fg7.html

CONFERENCE ID: 10048710

A telephone replay will be availablefor one week until August 21, 2025. The dial-in details are as follows:

 

Additionally, a live and archived webcast of the conference call will also be available on the JD.com’s investorrelations website at http://ir.jd.com.

About JD.com

JD.com is a leading supply chain-based technology and service provider. The Company’s cutting-edge retail infrastructure seeks to enable consumers to buywhatever they want, whenever and wherever they want it. The Company has opened its technology and infrastructure to partners, brands and other sectors, as part of its Retail as a Service offering to help drive productivity and innovation across arange of industries.

 

11

 

Non-GAAP Measures

In evaluating the business, the Company considers and uses non-GAAP measures, such as non-GAAP income/(loss) from operations, non-GAAP operating margin, non-GAAP net income/(loss) attributable to the Company’sordinary shareholders, non-GAAP net margin attributable to the Company’s ordinary shareholders, free cash flow, non-GAAP EBITDA,non-GAAP EBITDA margin, non-GAAP net income/(loss) per share and non-GAAP net income/(loss) per ADS, as supplemental measures toreview and assess operating performance. The presentation of these non-GAAP financial measures is not intended to be considered in isolation or as a substitute for the financial information prepared andpresented in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). The Company defines non-GAAP income/(loss) from operations as income/(loss)from operations excluding share-based compensation, amortization of intangible assets resulting from assets and business acquisitions, effects of business cooperation arrangements, gain on sale of development properties and impairment of goodwilland long-lived assets. The Company defines non-GAAP net income/(loss) attributable to the Company’s ordinary shareholders as net income/(loss) attributable to the Company’s ordinary shareholdersexcluding share-based compensation, amortization of intangible assets resulting from assets and business acquisitions, effects of business cooperation arrangements and non-compete agreements, gain/(loss) ondisposals/deemed disposals of investments and others, reconciling items on the share of equity method investments, gain/(loss) from fair value change of long-term investments, impairment of goodwill, long-lived assets and investments, gain on saleof development properties and tax effects on non-GAAP adjustments. The Company defines free cash flow as operating cash flow adjusting the impact from consumer financing receivables included in the operatingcash flow and capital expenditures, net of related sales proceeds. Capital expenditures include purchase of property, equipment and software, cash paid for construction in progress, purchase of intangible assets, land use rights and assetacquisitions. The Company defines non-GAAP EBITDA as non-GAAP income/(loss) from operations plus depreciation and amortization excluding amortization of intangibleassets resulting from assets and business acquisitions. Non-GAAP basic net income/(loss) per share is calculated by dividing non-GAAP net income/(loss) attributable tothe Company’s ordinary shareholders by the weighted average number of ordinary shares outstanding during the periods. Non-GAAP diluted net income/(loss) per share is calculated by dividing non-GAAP net income/(loss) attributable to the Company’s ordinary shareholders by the weighted average number of ordinary shares and dilutive potential ordinary shares outstanding during the periods, includingthe dilutive effects of share-based awards as determined under the treasury stock method and convertible senior notes. Non-GAAP net income/(loss) per ADS is equal tonon-GAAP net income/(loss) per share multiplied by two.

The Company presents thesenon-GAAP financial measures because they are used by management to evaluate operating performance and formulate business plans. Non-GAAP income/(loss) from operations,non-GAAP net income/(loss) attributable to the Company’s ordinary shareholders and non-GAAP EBITDA reflect the Company’s ongoing business operations in amanner that allows more meaningful period-to-period comparisons. Free cash flow enables management to assess liquidity and cash flow while taking into account the impactfrom consumer financing receivables included in the operating cash flow and the demands that the expansion of fulfillment infrastructure and technology platform has placed on financial resources. The Company believes that the use of the non-GAAP financial measures facilitates investors to understand and evaluate the Company’s current operating performance and future prospects in the same manner as management does, if they so choose. TheCompany also believes that the non-GAAP financial measures provide useful information to both management and investors by excluding certain expenses, gain/loss and other items that are not expected to resultin future cash payments or that are non-recurring in nature or may not be indicative of the Company’s core operating results and business outlook.

The non-GAAP financial measures have limitations as analytical tools. The Company’s non-GAAP financial measures do not reflect all items of income and expense that affect the Company’s operations or not represent the residual cash flow available for discretionary expenditures. Further, these non-GAAP measures may differ from the non-GAAP information used by other companies, including peer companies, and therefore their comparability may be limited. The Companycompensates for these limitations by reconciling the non-GAAP financial measures to the nearest U.S. GAAP performance measure, all of which should be considered when evaluating performance. The Companyencourages you to review the Company’s financial information in its entirety and not rely on a single financial measure.

 

12

 

CONTACTS:

Investor Relations

Sean Zhang

+86 (10) 8912-6804

IR@JD.com

Media Relations

+86 (10) 8911-6155

Press@JD.com

Safe Harbor Statement

This announcement contains forward-looking statements. These statements are made under the “safe harbor” provisions of the U.S. Private SecuritiesLitigation Reform Act of 1995. These forward-looking statements can be identified by terminology such as “will,” “expects,” “anticipates,” “future,” “intends,” “plans,”“believes,” “estimates,” “confident” and similar statements. Among other things, the business outlook and quotations from management in this announcement, as well as JD.com’s strategic and operational plans,contain forward-looking statements. JD.com may also make written or oral forward-looking statements in its periodic reports to the U.S. Securities and Exchange Commission (the “SEC”), in announcements made on the website of the HongKong Stock Exchange, in its annual report to shareholders, in press releases and other written materials and in oral statements made by its officers, directors or employees to third parties. Statements that are not historical facts, includingstatements about JD.com’s beliefs and expectations, are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties. A number of factors could cause actual results to differ materially from those contained inany forward-looking statement, including but not limited to the following: JD.com’s growth strategies; its future business development, results of operations and financial condition; its ability to attract and retain new customers and toincrease revenues generated from repeat customers; its expectations regarding demand for and market acceptance of its products and services; trends and competition in China’s e-commerce market; changes inits revenues and certain cost or expense items; the expected growth of the Chinese e-commerce market; laws, regulations and governmental policies relating to the industries in which JD.com or its businesspartners operate; potential changes in laws, regulations and governmental policies or changes in the interpretation and implementation of laws, regulations and governmental policies that could adversely affect the industries in which JD.com or itsbusiness partners operate, including, among others, initiatives to enhance supervision of companies listed on an overseas exchange and tighten scrutiny over data privacy and data security; risks associated with JD.com’s acquisitions,investments and alliances, including fluctuation in the market value of JD.com’s investment portfolio; natural disasters and geopolitical events; change in tax rates and financial risks; intensity of competition; and general market and economicconditions in China and globally. Further information regarding these and other risks is included in JD.com’s filings with the SEC and the announcements on the website of the Hong Kong Stock Exchange. All information provided herein is as ofthe date of this announcement, and JD.com undertakes no obligation to update any forward-looking statement, except as required under applicable law.

 

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JD.com, Inc.

Unaudited Interim Condensed Consolidated Balance Sheets

(In millions, except otherwise noted)

 

		As of
		December 31, 2024				June 30, 2025				June 30, 2025
		RMB				RMB				US$
ASSETS
Current assets
Cash and cash equivalents			108,350				116,547				16,269
Restricted cash			7,366				9,610				1,342
Short-term investments			125,645				97,291				13,581
Accounts receivable, net (including consumerfinancing receivables of RMB2.0 billion and RMB1.9 billion as of December 31, 2024 and June 30, 2025, respectively)(1)			25,596				41,983				5,861
Advance to suppliers			7,619				6,043				844
Inventories, net			89,326				103,537				14,453
Prepayments and other current assets			15,951				15,669				2,187
Amount due from related parties			4,805				1,990				278
Assets held for sale			2,040				1,363				190
Total current assets			386,698				394,033				55,005
Non-current assets
Property, equipment and software, net			82,737				87,160				12,167
Construction in progress			6,164				6,749				942
Intangible assets, net			7,793				7,256				1,013
Land use rights, net			36,833				37,173				5,189
Operating leaseright-of-use assets			24,532				27,454				3,832
Goodwill			25,709				25,709				3,589
Investment in equity investees			56,850				48,225				6,732
Marketable securities and other investments			59,370				61,397				8,571
Deferred tax assets			2,459				2,881				402
Other non-current assets			9,089				8,902				1,243
Total non-current assets			311,536				312,906				43,680
Total assets			698,234				706,939				98,685

 

14

 

JD.com, Inc.

Unaudited Interim Condensed Consolidated Balance Sheets

(In millions, except otherwise noted)

 

		As of
		December 31, 2024				June 30, 2025				June 30, 2025
		RMB				RMB				US$
LIABILITIES
Current liabilities
Short-term debts			7,581				11,661				1,628
Accounts payable			192,860				211,711				29,554
Advance from customers			32,437				33,517				4,679
Deferred revenues			2,097				2,387				333
Taxes payable			9,487				5,981				835
Amount due to related parties			1,367				939				131
Unsecured senior notes			—				3,571				498
Accrued expenses and other current liabilities			45,985				44,555				6,220
Operating lease liabilities			7,606				8,285				1,157
Liabilities held for sale			101				25				3
Total current liabilities			299,521				322,632				45,038
Non-current liabilities
Deferred revenues			502				429				60
Unsecured senior notes			24,770				21,141				2,951
Deferred tax liabilities			9,498				8,388				1,171
Long-term borrowings			31,705				35,454				4,949
Operating lease liabilities			18,106				20,680				2,887
Other non-current liabilities			835				926				129
Total non-current liabilities			85,416				87,018				12,147
Total liabilities			384,937				409,650				57,185
MEZZANINE EQUITY			484				—				—
SHAREHOLDERS’ EQUITY
Total JD.com, Inc. shareholders’ equity (US$0.00002 par value, 100,000 million sharesauthorized, 2,981 million shares issued and 2,836 million shares outstanding as of June 30, 2025)			239,347				227,160				31,710
Non-controlling interests			73,466				70,129				9,790
Total shareholders’ equity			312,813				297,289				41,500
Total liabilities, mezzanine equity and shareholders’ equity			698,234				706,939				98,685

 

(1)

JD Technology performs credit risk assessment services for consumer financing receivables business and absorbsthe credit risk of the underlying consumer financing receivables. Facilitated by JD Technology, the Company periodically securitizes consumer financing receivables through the transfer of those assets to securitization plans and derecognizes therelated consumer financing receivables through sales type arrangements.

 

15

 

JD.com, Inc.

Unaudited Interim Condensed Consolidated Statements of Operations

(In millions, except per share data)

 

		For the three months ended												For the six months ended
		June 30, 2024				June 30, 2025				June 30, 2025				June 30, 2024				June 30, 2025				June 30, 2025
		RMB				RMB				US$				RMB				RMB				US$
Net revenues
Net product revenues			233,908				282,414				39,424				442,416				524,723				73,249
Net service revenues			57,489				74,246				10,364				109,030				133,019				18,568
Total net revenues			291,397				356,660				49,788				551,446				657,742				91,817
Cost of revenues			(245,459	)			(300,020	)			(41,881	)			(465,738	)			(553,254	)			(77,231	)
Fulfillment			(17,221	)			(22,145	)			(3,091	)			(34,027	)			(41,882	)			(5,846	)
Marketing			(11,867	)			(27,013	)			(3,771	)			(21,121	)			(37,556	)			(5,243	)
Research and development			(4,217	)			(5,299	)			(740	)			(8,251	)			(9,920	)			(1,385	)
General and administrative			(2,132	)			(3,266	)			(456	)			(4,108	)			(5,680	)			(793	)
Gain on sale of development properties			—				224				31				—				224				31
Income/(Loss) fromoperations(2)(3)			10,501				(859	)			(120	)			18,201				9,674				1,350
Other income/(expenses)
Share of results of equity investees			1,142				2,072				289				412				3,402				475
Interest expense			(688	)			(643	)			(90	)			(1,289	)			(1,243	)			(173	)
Others, net(4)			4,661				6,129				856				7,357				8,208				1,146
Income before tax			15,616				6,699				935				24,681				20,041				2,798
Income tax (expenses)/benefits			(2,022	)			10				2				(3,722	)			(2,053	)			(287	)
Net income			13,594				6,709				937				20,959				17,988				2,511
Net income attributable to non-controlling interestsshareholders			950				531				75				1,185				920				128
Net income attributable to the Company’s ordinary shareholders			12,644				6,178				862				19,774				17,068				2,383
Net income per share:
Basic			4.20				2.17				0.30				6.44				5.95				0.83
Diluted			4.09				2.07				0.29				6.34				5.68				0.79
Net income per ADS:
Basic			8.39				4.35				0.61				12.88				11.89				1.66
Diluted			8.19				4.15				0.58				12.68				11.37				1.59

 

16

 

JD.com, Inc.

Unaudited Interim Condensed Consolidated Statements of Operations

(In millions, except per share data)

 

		For the three months ended												For the six months ended
		June 30, 2024				June 30, 2025				June 30, 2025				June 30, 2024				June 30, 2025				June 30, 2025
		RMB				RMB				US$				RMB				RMB				US$
(2) Includes share-based compensation as follows:
Cost of revenues			(10	)			(25	)			(3	)			(36	)			(32	)			(4	)
Fulfillment			(108	)			(75	)			(11	)			(218	)			(146	)			(20	)
Marketing			(80	)			(49	)			(7	)			(163	)			(111	)			(16	)
Research and development			(164	)			(296	)			(41	)			(339	)			(513	)			(72	)
General and administrative			(304	)			(1,212	)			(169	)			(669	)			(1,622	)			(226	)
Total			(666	)			(1,657	)			(231	)			(1,425	)			(2,424	)			(338	)
(3) Includes amortization of business cooperation arrangements and intangible assetsresulting from assets and business acquisitions as follows:
Fulfillment			(103	)			(50	)			(7	)			(206	)			(99	)			(14	)
Marketing			(226	)			(236	)			(33	)			(445	)			(515	)			(72	)
Research and development			(68	)			(36	)			(5	)			(134	)			(72	)			(10	)
General and administrative			(32	)			—				—				(64	)			—				—
Total			(429	)			(322	)			(45	)			(849	)			(686	)			(96	)

 

(4)

“Others, net” consists of interest income; gains/(losses) related to long-term investments withoutsignificant influence, including fair value changes, acquisitions or disposals gains/(losses), and impairments; government incentives; foreign exchange gains/(losses); and other non-operating income/(losses).

 

17

 

JD.com, Inc.

Unaudited Non-GAAP Net Income Per Share and Per ADS

(In millions, except per share data)

 

		For the three months ended												For the six months ended
		June 30, 2024				June 30, 2025				June 30, 2025				June 30, 2024				June 30, 2025				June 30, 2025
		RMB				RMB				US$				RMB				RMB				US$
Non-GAAP net income attributable to theCompany’s ordinary shareholders			14,460				7,394				1,032				23,359				20,152				2,813
Non-GAAP net income per share:
Basic			4.80				2.60				0.36				7.61				7.02				0.98
Diluted			4.68				2.48				0.35				7.49				6.71				0.94
Non-GAAP net income per ADS:
Basic			9.60				5.20				0.73				15.22				14.04				1.96
Diluted			9.36				4.97				0.69				14.98				13.42				1.87
Weighted average number of shares:
Basic			3,013				2,841								3,070				2,870
Diluted			3,085				2,970								3,114				3,003

 

18

 

JD.com, Inc.

Unaudited Interim Condensed Consolidated Statements of Cash Flows and Free Cash Flow

(In millions)

 

		For the three months ended												For the six months ended
		June 30, 2024				June 30, 2025				June 30, 2025				June 30, 2024				June 30, 2025				June 30, 2025
		RMB				RMB				US$				RMB				RMB				US$
Net cash provided by operating activities			50,738				24,409				3,407				39,423				6,147				858
Net cash (used in)/ provided by investing activities			(38,527	)			8,218				1,147				(10,113	)			24,454				3,414
Net cash used in financing activities			(8,969	)			(12,439	)			(1,736	)			(16,414	)			(19,727	)			(2,754	)
Effect of exchange rate changes on cash, cash equivalents and restricted cash			(114	)			(88	)			(12	)			(247	)			(433	)			(60	)
Net increase in cash, cash equivalents and restricted cash			3,128				20,100				2,806				12,649				10,441				1,458
Cash, cash equivalents and restricted cash at beginning of period, including cash and cashequivalents classified within assets held for sale			88,922				106,057				14,805				79,451				115,716				16,153
Less: Cash, cash equivalents and restricted cash classified within assets held for sale atbeginning of period			(3	)			—	*			—	*			(53	)			—	*			—	*
Cash, cash equivalents and restricted cash at beginning of period			88,919				106,057				14,805				79,398				115,716				16,153
Cash, cash equivalents and restricted cash at end of period, including cash and cash equivalentsclassified within assets held for sale			92,047				126,157				17,611				92,047				126,157				17,611
Less: Cash, cash equivalents and restricted cash classified within assets held for sale at end ofperiod			(2	)			—	*			—	*			(2	)			—	*			—	*
Cash, cash equivalents and restricted cash at end of period			92,045				126,157				17,611				92,045				126,157				17,611
Net cash provided by operating activities			50,738				24,409				3,407				39,423				6,147				858
Add/(Less): Impact from consumer financing receivables included in the operating cashflow			2,138				641				90				857				(377	)			(53	)
Less: Capital expenditures, net of related sales proceeds			(3,321	)			(3,032	)			(423	)			(6,201	)			(5,355	)			(747	)
Capital expenditures for development properties			(1,590	)			(1,076	)			(150	)			(2,950	)			(1,991	)			(278	)
Other capital expenditures			(1,731	)			(1,956	)			(273	)			(3,251	)			(3,364	)			(469	)
Free cash flow			49,555				22,018				3,074				34,079				415				58

 

*	Absolute value is less than RMB1 million or US$1 million.

 

19

 

JD.com, Inc.

Supplemental Financial Information and Business Metrics

(In RMB billions, except turnover days data)

 

		Q2 2024				Q3 2024				Q4 2024				Q1 2025				Q2 2025
Cash flow and turnover days
Operating cash flow – trailing twelve months (“TTM”)			74.0				52.8				58.1				51.1				24.8
Free cash flow – TTM			55.6				33.6				43.7				37.6				10.1
Inventory turnover days(5) –TTM			29.8				30.4				31.5				32.8				34.1
Accounts payable turnover days(6) –TTM			57.0				57.5				58.6				57.6				59.0
Accounts receivable turnover days(7) –TTM			5.7				5.8				5.9				6.4				7.4

 

(5)	TTM inventory turnover days are the quotient of average inventory over the immediately preceding five quarters,up to and including the last quarter of the period, to cost of revenues of retail business for the last twelve months, and then multiplied by 360 days.

(6)	TTM accounts payable turnover days are the quotient of average accounts payable for retail business over theimmediately preceding five quarters, up to and including the last quarter of the period, to cost of revenues of retail business for the last twelve months, and then multiplied by 360 days.

(7)

TTM accounts receivable turnover days are the quotient of average accounts receivable over the immediatelypreceding five quarters, up to and including the last quarter of the period, to total net revenues for the last twelve months and then multiplied by 360 days. Presented are the accounts receivable turnover days excluding the impact from consumerfinancing receivables.

 

20