SEC FORM 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person ^*

Qu Yu

(Last)

(First)

(Middle)

BUILDING 19, NO. 1355, CAOBAO ROAD

MINHANG DISTRICT

(Street)

SHANGHAI

200233

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
NIO Inc. [ NIO ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
09/01/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
American depositary shares ⁽¹⁾	09/01/2026		M		45,000	A	$ 0	360,088	D
American depositary shares ⁽¹⁾	09/01/2026		M		200,000	A	$ 0	560,088	D
American depositary shares ⁽¹⁾	09/01/2026		F		22,500 ⁽²⁾	D	$ 4.23 ⁽³⁾	537,588	D
American depositary shares ⁽¹⁾	09/01/2026		F		100,000 ⁽⁴⁾	D	$ 4.23 ⁽³⁾	437,588	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted share units	⁽⁵⁾	09/01/2026		M			45,000	⁽⁶⁾	⁽⁶⁾	Class A ordinary share	45,000	$ 0	0	D
Restricted share units	⁽⁵⁾	09/01/2026		M			200,000	⁽⁷⁾	⁽⁷⁾	Class A ordinary share	200,000	$ 0	600,000	D

Explanation of Responses:

1. Each American depositary share represents one Class A ordinary share.

2. Represents 22,500 shares to be sold pursuant to a non-discretionary sell-to-cover arrangement for the purpose of satisfying income tax liabilities incurred upon vesting of the 45,000 restricted share units.

3. The closing price of the Issuer's American depositary shares on the last trading day before the reported transaction. The Issuer expects to sell these shares on behalf of the Reporting Person in the open market, and the actual sales price may differ from the closing price reported herein.

4. Represents 100,000 shares to be sold pursuant to a non-discretionary sell-to-cover arrangement for the purpose of satisfying income tax liabilities incurred upon vesting of the 200,000 restricted share units.

5. The restricted share units evidence the contingent right to receive Class A ordinary shares upon vesting.

6. The restricted share units vest in five annual installments beginning on September 1, 2022, with 10%, 10%, 20%, 30% and 30% vesting in the first, second, third, fourth and fifth annual installments, respectively, subject to the terms and conditions of the underlying award agreement. The restricted share units do not have expiration dates. The vesting reported herein was as of September 1, 2026.

7. The restricted share units vest in five equal annual installments beginning on September 1, 2025, with 20% vesting in each annual installment, subject to the terms and conditions of the underlying award agreement. The restricted share units do not have expiration dates. The vesting reported herein was as of September 1, 2026.

	/s/ Eve Tang, Attorney-in-Fact for Yu Qu	09/01/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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