UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 5)*
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
o Rule 13d-1(b)
o Rule 13d-1(c)
þ Rule 13d-1(d)
* The remainder of this cover page shall be filled out for a reporting persons initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed to be filed for the purpose of Section 18 of the Securities Exchange Act of 1934 (Act) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
CUSIP No. |
G07034104 |
1 | NAMES OF REPORTING PERSONS Robin Yanhong Li |
||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) |
||||
(a) o | |||||
(b) o | |||||
3 | SEC USE ONLY | ||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||
The Peoples Republic of China | |||||
5 | SOLE VOTING POWER | ||||
NUMBER OF | 5,602,6791 ordinary shares. Handsome Reward Limited may also be deemed to have sole voting power with respect to 5,490,000 ordinary shares. | ||||
SHARES | 6 | SHARED VOTING POWER | |||
BENEFICIALLY | |||||
OWNED BY | 0 | ||||
EACH | 7 | SOLE DISPOSITIVE POWER | |||
REPORTING | |||||
PERSON | 5,602,6791 ordinary shares. Handsome Reward Limited may also be deemed to have sole dispositive power with respect to 5,490,000 ordinary shares. | ||||
WITH: | 8 | SHARED DISPOSITIVE POWER | |||
0 | |||||
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||||
5,602,679 ordinary shares | |||||
10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | ||||
þ | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | ||||
16.1%2 | |||||
12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | ||||
IN |
Page 2 of 7 Pages
CUSIP No. |
G07034104 |
1 | NAMES OF REPORTING PERSONS Handsome Reward Limited |
||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) |
||||
(a) o | |||||
(b) o | |||||
3 | SEC USE ONLY | ||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||
British Virgin Islands | |||||
5 | SOLE VOTING POWER | ||||
NUMBER OF | 5,490,0003 ordinary shares. Robin Yanhong Li may also be deemed to have sole voting power with respect to the above shares. | ||||
SHARES | 6 | SHARED VOTING POWER | |||
BENEFICIALLY | |||||
OWNED BY | 0 | ||||
EACH | 7 | SOLE DISPOSITIVE POWER | |||
REPORTING | |||||
PERSON | 5,490,0003 ordinary shares. Robin Yanhong Li may also be deemed to have sole dispositive power with respect to the above shares. | ||||
WITH: | 8 | SHARED DISPOSITIVE POWER | |||
0 | |||||
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||||
5,490,000 ordinary shares | |||||
10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | ||||
o | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | ||||
15.8%4 | |||||
12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | ||||
CO |
Page 3 of 7 Pages
CUSIP No. |
G07034104 |
Item 1(a).
|
Name of Issuer: | |
Baidu, Inc. | ||
Item 1(b).
|
Address of Issuers Principal Executive Offices: | |
Baidu Campus No. 10 Shangdi 10th Street Haidian District, Beijing 100085 The Peoples Republic of China |
||
Item 2(a).
|
Name of Person Filing: | |
Robin Yanhong Li Handsome Reward Limited |
||
Item 2(b).
|
Address of Principal Business Office or, if None, Residence: | |
Robin Yanhong Li Baidu Campus No. 10 Shangdi 10th Street Haidian District, Beijing 100085 The Peoples Republic of China |
||
Handsome Reward Limited c/o Robin Yanhong Li Baidu Campus No. 10 Shangdi 10th Street Haidian District, Beijing 100085 The Peoples Republic of China |
||
Item 2(c)
|
Citizenship: | |
Robin Yanhong Li The Peoples Republic of China | ||
Handsome Reward Limited British Virgin Islands | ||
Item 2(d).
|
Title of Class of Securities: | |
Class A Ordinary Shares and Class B Ordinary Shares (collectively, Ordinary Shares) | ||
Item 2(e).
|
CUSIP Number: | |
G07034104 |
Page 4 of 7 Pages
CUSIP No. |
G07034104 |
Item 3.
|
If this statement is filed pursuant to §§ 240.13d-1(b), or 240.13d-2(b) or (c), check whether the persons filing is a: | |
Not applicable | ||
Item 4.
|
Ownership: | |
The following information with respect to the ownership of the Ordinary Shares of the issuer by each of the reporting persons is provided as of December 31, 2010: |
Sole | Shared | Sole | Shared | |||||||||||||||||||||
power to | power to | power to | power to | |||||||||||||||||||||
Amount | vote or | vote or to | dispose or to | dispose or to | ||||||||||||||||||||
beneficially | Percent | direct | direct | direct the | direct the | |||||||||||||||||||
Reporting Person | owned: | of class: | the vote: | the vote: | disposition of: | disposition of: | ||||||||||||||||||
Robin Yanhong Li |
5,602,679 | 16.1 | % | 5,602,679 | 0 | 5,602,679 | 0 | |||||||||||||||||
Handsome Reward Limited |
5,490,000 | 15.8 | % | 5,490,000 | 0 | 5,490,000 | 0 |
The above table includes collectively those Class A Ordinary Shares and Class B Ordinary Shares held by each reporting person, and assumes conversion of all Class B Ordinary Shares into the same number of Class A Ordinary Shares. | ||
Robin Yanhong Li is the record owner of 37,665 Class A Ordinary Shares and owns 35,249 Class A Ordinary Shares in the form of ADSs held in the brokerage account of the administrator of the issuers employee stock option program. He also has right to acquire 39,000 Class A Ordinary Shares upon exercise of options, and 765 Class A Ordinary Shares upon vesting of restricted shares, granted under the Companys share incentive plans within 60 days after December 31, 2010. | ||
Handsome Reward Limited, a British Virgin Islands company, is the record owner of 5,490,000 Class B Ordinary Shares. Robin Yanhong Li is the sole owner and director of Handsome Reward Limited. Pursuant to Section 13(d) of the Securities Exchange Act of 1934, as amended, and the rules promulgated thereunder, Robin Yanhong Li may be deemed to beneficially own all of the shares held by Handsome Reward Limited. | ||
Melissa Ma, Robin Yanhong Lis wife, is the record owner of 1,676,667 Class B Ordinary Shares. Robin Yanhong Li may be deemed to share beneficial ownership of the shares held by Melissa Ma. Robin Yanhong Li expressly disclaims such beneficial ownership of the shares beneficially owned by Melissa Ma. | ||
Item 5.
|
Ownership of Five Percent or Less of a Class: | |
Not applicable |
Page 5 of 7 Pages
CUSIP No. |
G07034104 |
Item 6.
|
Ownership of More than Five Percent on Behalf of Another Person: | |
Not applicable | ||
Item 7.
|
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Controlling Person: | |
Not applicable | ||
Item 8.
|
Identification and Classification of Members of the Group: | |
Not applicable | ||
Item 9.
|
Notice of Dissolution of Group: | |
Not applicable | ||
Item 10.
|
Certifications: | |
Not applicable |
Page 6 of 7 Pages
CUSIP No. |
G07034104 |
Robin Yanhong Li | /s/ Robin Yanhong Li |
|||
Robin Yanhong Li | ||||
Handsome Reward Limited | By: | /s/ Robin Yanhong Li | ||
Name: | Robin Yanhong Li | |||
Title: | Director |
Page 7 of 7 Pages
Exhibit No. | Description | |
A | Joint Filing Agreement |