Core Viewpoint - Dingdong (Cayman) Limited has announced the appointment of Mr. Song Wang as Chief Financial Officer and Ms. Hongli Gong as Chief Human Resources Officer, effective December 26, 2023, aiming to enhance the company's operational efficiency and effectiveness [1][4]. Group 1: Appointments - Mr. Song Wang has been appointed as Chief Financial Officer, responsible for overall financial matters and investor relations [1]. - Ms. Hongli Gong has been appointed as Chief Human Resources Officer, overseeing the company's human resources management [1]. Group 2: Background of Appointees - Mr. Wang has nearly 17 years of experience in China's consumer and retail industry, previously holding senior financial roles at various leading e-commerce and retail companies, including Ele.me and Lianhua Supermarket [2]. - Ms. Gong has over a decade of experience in human resources, having worked at Dingdong previously and at Taimei Technology, focusing on human resources business partnership [3]. Group 3: Statements from Leadership - Mr. Wang expressed honor in his new role and emphasized the importance of the finance team in advancing the company's sustainable development in capital markets [4]. - Ms. Gong highlighted her commitment to developing Dingdong's culture and core values, fostering communication within the company [4]. - The Chairman and CEO, Mr. Changlin Liang, expressed confidence that the promotions will benefit the company and enhance its commitment to stakeholders [4]. Group 4: Company Overview - Dingdong is a leading fresh grocery e-commerce company in China, providing fresh produce and food products through a self-operated fulfillment grid, aiming to be the first choice for food shopping among Chinese families [5].

Filing Information [SEC Filing Details](index=1&type=section&id=SEC%20Filing%20Details) This section outlines the Form 6-K filing details for November 2023, confirming the company's status as a foreign private issuer - Filing Type: **Form 6-K** for November 2023[1](index=1&type=chunk) - Annual Report Form: **Form 20-F**[1](index=1&type=chunk) [Signature](index=1&type=section&id=Signature) The report is officially signed by Changlin Liang, Director and Chief Executive Officer of Dingdong (Cayman) Limited, on November 17, 2023 - Signed by **Changlin Liang**, Director and Chief Executive Officer[2](index=2&type=chunk) - Date of Signature: **November 17, 2023**[2](index=2&type=chunk) Third Quarter 2023 Financial Results Announcement [Overview](index=2&type=section&id=Overview) Dingdong (Cayman) Limited announced its unaudited Q3 2023 financial results, reaffirming its position as a leading fresh grocery e-commerce company in China - Company: **Dingdong (Cayman) Limited** (NYSE: DDL)[3](index=3&type=chunk) - Business: Leading fresh grocery e-commerce company in China, leveraging advanced supply chain capabilities[3](index=3&type=chunk) - Report Scope: Unaudited financial results for the quarter ended **September 30, 2023**[3](index=3&type=chunk) [Key Financial and Operational Highlights](index=2&type=section&id=Key%20Financial%20and%20Operational%20Highlights) The company achieved GAAP net income of RMB 2.1 million and non-GAAP net income of RMB 15.5 million, marking its second GAAP profitability and fourth consecutive non-GAAP profitability, with GMV increasing 6.4% sequentially and positive operating cash flow Key Financial and Operational Metrics | Metric | Q3 2023 (RMB million) | Q3 2023 (US$ million) | Sequential Change | | :----- | :-------------------- | :-------------------- | :---------------- | | Net Income (GAAP) | 2.1 | 0.3 | Profit for another quarter since Q4 2022 | | Non-GAAP Net Income | 15.5 | 2.1 | Fourth consecutive quarter of profitability | | GMV | 5,665.4 | 776.5 | +6.4% (primarily due to +6.0% order volume, +0.5% AOV) | | Net Cash from Operating Activities | 130.1 | 17.8 | Positive inflow | [Management Commentary](index=2&type=section&id=Management%20Commentary) CEO Changlin Liang emphasized sustained non-GAAP profitability and corporate adaptability, while Senior VP Song Wang highlighted sequential revenue and GMV growth, improved gross profit margin, and optimized expense ratios - CEO Changlin Liang reported **Q3 non-GAAP net income of RMB 15.5 million** with a **0.3% margin**, marking the **fourth consecutive quarter of non-GAAP profitability** despite challenging macro-economic and competitive environments[4](index=4&type=chunk) - Senior VP Song Wang highlighted **Q3 GMV of RMB 5.67 billion** and **revenue of RMB 5.14 billion**, representing sequential increases of **6.4%** and **6.2%** respectively, driven by a **6.0% increase in order volume** and a **0.5% increase in AOV**[4](index=4&type=chunk) - Gross profit margin increased by **0.4 percentage points year-over-year to 30.4%**, supported by optimized expense ratios and a **positive operating cash inflow of RMB 130.1 million**[4](index=4&type=chunk) Detailed Financial Performance [Revenues](index=2&type=section&id=Revenues) Total revenues for Q3 2023 were RMB 5,139.7 million, a decrease from Q3 2022, primarily due to city/station withdrawals and a shift towards offline consumption post-COVID-19 Revenue Breakdown | Revenue Type | Q3 2023 (RMB million) | Q3 2022 (RMB million) | YoY Change | | :----------- | :-------------------- | :-------------------- | :--------- | | Total Revenues | 5,139.7 | 5,942.5 | -13.5% | | Product Revenues | 5,082.5 | 5,872.4 | -13.5% | | Service Revenues | 57.2 | 70.1 | -18.4% | - Total revenues decreased primarily due to **city and station withdrawals** in 2022 and Q2 2023, alongside increased consumer interest in offline consumption post-COVID-19[5](index=5&type=chunk) - Order volumes increased by **6.0% sequentially**, driven by higher monthly order frequency and rapid growth in Jiangsu and Zhejiang provinces[5](index=5&type=chunk) [Operating Costs and Expenses](index=3&type=section&id=Operating%20Costs%20and%20Expenses) Total operating costs and expenses decreased by 17.6% year-over-year to RMB 5,163.7 million, with significant reductions across all categories, reflecting improved efficiency Operating Costs and Expenses Breakdown | Expense Category | Q3 2023 (RMB million) | Q3 2022 (RMB million) | YoY Change | As % of Revenues (Q3 2023) | As % of Revenues (Q3 2022) | | :--------------- | :-------------------- | :-------------------- | :--------- | :------------------------- | :------------------------- | | Total Operating Costs & Expenses | 5,163.7 | 6,267.8 | -17.6% | - | - | | Cost of Goods Sold | 3,577.5 | 4,157.0 | -13.9% | 69.6% | 70.0% | | Fulfillment Expenses | 1,199.3 | 1,595.3 | -24.8% | 23.3% | 26.8% | | Sales and Marketing Expenses | 98.2 | 127.2 | -22.8% | - | - | | General and Administrative Expenses | 89.3 | 133.3 | -33.0% | - | - | | Product Development Expenses | 199.3 | 255.0 | -21.8% | - | - | - Gross margin increased slightly to **30.4%** from **30.0%** in Q3 2022[6](index=6&type=chunk) - Fulfillment expenses as a percentage of total revenues decreased to **23.3%** from **26.8%**, indicating continuous operational improvement[7](index=7&type=chunk) - Reductions in sales & marketing, general & administrative, and product development expenses resulted from **city withdrawals**, **improved staff efficiency**, and **R&D human resources optimization**[7](index=7&type=chunk)[8](index=8&type=chunk) [Profitability Metrics](index=3&type=section&id=Profitability%20Metrics) The company achieved a GAAP net income of RMB 2.1 million, a significant improvement from a net loss of RMB 344.9 million in Q3 2022, with non-GAAP net income reaching RMB 15.5 million Profitability Overview | Metric | Q3 2023 (RMB million) | Q3 2022 (RMB million) | YoY Change | | :----- | :-------------------- | :-------------------- | :--------- | | Loss from Operations | (8.6) | (353.8) | +97.6% (reduction in loss) | | Net Income (GAAP) | 2.1 | (344.9) | Turnaround to profit | | Non-GAAP Net Income | 15.5 | (285.2) | Turnaround to profit | | Non-GAAP Net Income Margin | 0.3% | -4.8% | +5.1 percentage points | [Per Share Data and Cash Position](index=3&type=section&id=Per%20Share%20Data%20and%20Cash%20Position) Basic and diluted net loss per share improved to RMB 0.00, with non-GAAP net income per share at RMB 0.04, while cash and short-term investments decreased to RMB 5,631.8 million Per Share Data | Metric | Q3 2023 (RMB) | Q3 2022 (RMB) | YoY Change | | :----- | :------------ | :------------ | :--------- | | Basic & Diluted Net Loss Per Share | (0.00) | (1.07) | Significant improvement | | Non-GAAP Net Income Per Share (Basic & Diluted) | 0.04 | (0.89) | Turnaround to profit | Cash and Investments | Metric | As of Sep 30, 2023 (RMB million) | As of Dec 31, 2022 (RMB million) | Change | | :----- | :------------------------------- | :------------------------------- | :----- | | Cash & Cash Equivalents & Short-term Investments | 5,631.8 | 6,493.0 | -13.26% | Corporate Information [Conference Call Information](index=3&type=section&id=Conference%20Call%20Information) Dingdong held an earnings conference call on November 16, 2023, to discuss Q3 2023 financial results, with replay and webcast access available - Conference call held on **November 16, 2023**, at **7:00 A.M. Eastern Time**[10](index=10&type=chunk) - Replay accessible through **November 23, 2023**[11](index=11&type=chunk) - Live and archived webcast available at **https://ir.100.me**[12](index=12&type=chunk) [About Dingdong (Cayman) Limited](index=4&type=section&id=About%20Dingdong%20(Cayman)%20Limited) Dingdong is a leading fresh grocery e-commerce company in China, utilizing a self-operated fulfillment grid to provide fresh produce and private label products - Business Model: Leading fresh grocery e-commerce in China, operating with a **self-operated frontline fulfillment grid**[13](index=13&type=chunk) - Product Offering: Direct provision of **fresh produce, prepared food, and other food products**[13](index=13&type=chunk) - Strategic Focus: Emphasizes **private label products** developed through food innovation, often produced at Dingdong plants for quality and efficiency[13](index=13&type=chunk) [Use of Non-GAAP Financial Measures](index=4&type=section&id=Use%20of%20Non-GAAP%20Financial%20Measures) The company uses non-GAAP measures, excluding share-based compensation, to evaluate operating results and highlight underlying business trends, acknowledging their limitations - Non-GAAP measures include **non-GAAP net (loss)/income**, **non-GAAP net (loss)/income margin**, **non-GAAP net (loss)/income attributable to ordinary shareholders**, and **non-GAAP net (loss)/income per share**[14](index=14&type=chunk) - Purpose: To identify underlying business trends by excluding **non-cash share-based compensation expenses**[14](index=14&type=chunk) - Limitations: Not defined under U.S. GAAP, not a substitute for GAAP measures, and potentially **not comparable with industry peers**[15](index=15&type=chunk) [Exchange Rate Information](index=5&type=section&id=Exchange%20Rate%20Information) The report translates RMB amounts to U.S. dollars at a rate of RMB 7.2960 to US$ 1.00, based on the Federal Reserve Board's H.10 release on September 29, 2023 - Exchange Rate: **RMB 7.2960 to US$ 1.00**[17](index=17&type=chunk) - Date of Rate: **September 29, 2023**[17](index=17&type=chunk) - Source: **H.10 statistical release of the Federal Reserve Board**[17](index=17&type=chunk) [Safe Harbor Statement](index=5&type=section&id=Safe%20Harbor%20Statement) This section contains forward-looking statements subject to risks and uncertainties under the U.S. Private Securities Litigation Reform Act of 1995, with no duty to update - Contains forward-looking statements under the **'safe harbor' provisions** of the U.S. Private Securities Litigation Reform Act of 1995[18](index=18&type=chunk) - Potential factors causing actual results to differ include **business development, financial conditions, market outlook, demand, relationships, competition, government policies, and general economic conditions**[18](index=18&type=chunk) - The company undertakes **no duty to update** such information, except as required by applicable law[18](index=18&type=chunk) [Investor Relations Contact](index=5&type=section&id=Investor%20Relations%20Contact) Investors can direct inquiries to Dingdong Fresh via the provided email address - Investor Contact Email: **ir@100.me**[19](index=19&type=chunk) Unaudited Condensed Consolidated Financial Statements [Balance Sheets](index=6&type=section&id=Balance%20Sheets) As of September 30, 2023, total assets decreased to RMB 8,032.8 million, primarily due to reductions in current assets, while total liabilities also decreased and shareholders' equity increased Condensed Consolidated Balance Sheets | Balance Sheet Item | As of Sep 30, 2023 (RMB million) | As of Dec 31, 2022 (RMB million) | Change (RMB million) | | :----------------- | :------------------------------- | :------------------------------- | :------------------- | | Total Assets | 8,032.75 | 9,381.91 | (1,349.16) | | Current Assets | 6,509.05 | 7,496.25 | (987.20) | | Cash and cash equivalents | 1,296.56 | 1,856.19 | (559.63) | | Short-term investments | 4,335.27 | 4,636.77 | (301.50) | | Total Liabilities | 7,524.10 | 8,964.24 | (1,440.14) | | Total Shareholders' Equity | 394.80 | 310.18 | 84.62 | [Statements of Comprehensive Loss](index=8&type=section&id=Statements%20of%20Comprehensive%20Loss) For Q3 2023, total revenues were RMB 5,139.7 million, with a net income of RMB 2.1 million, a significant improvement from a net loss of RMB 344.9 million in the prior year Condensed Consolidated Statements of Comprehensive Loss | Income Statement Item | Q3 2023 (RMB million) | Q3 2022 (RMB million) | YoY Change (RMB million) | | :-------------------- | :-------------------- | :-------------------- | :----------------------- | | Total Revenues | 5,139.68 | 5,942.53 | (802.85) | | Total Operating Costs and Expenses | (5,163.67) | (6,267.81) | 1,104.14 (reduction) | | Loss from Operations | (8.63) | (353.77) | 345.14 (reduction in loss) | | Net (Loss) / Income | 2.10 | (344.85) | 346.95 (turnaround to profit) | | Basic and Diluted Net Loss Per Share | (0.00) | (1.07) | Improvement | [Statements of Cash Flows](index=10&type=section&id=Statements%20of%20Cash%20Flows) In Q3 2023, net cash generated from operating activities was RMB 130.1 million, a positive shift from a net cash used of RMB 407.5 million in Q3 2022 Condensed Consolidated Statements of Cash Flows | Cash Flow Item | Q3 2023 (RMB million) | Q3 2022 (RMB million) | YoY Change (RMB million) | | :------------- | :-------------------- | :-------------------- | :----------------------- | | Net cash (used in) / generated from operating activities | 130.11 | (407.50) | 537.61 (turnaround to inflow) | | Net cash used in investing activities | (380.25) | (362.73) | (17.52) (increased outflow) | | Net cash generated from financing activities | 18.45 | 158.76 | (140.31) (decreased inflow) | | Net decrease in cash and cash equivalents and restricted cash | (232.47) | (595.30) | 362.83 (reduced decrease) | Unaudited Reconciliation of GAAP and Non-GAAP Results [Non-GAAP Reconciliation](index=11&type=section&id=Non-GAAP%20Reconciliation) Non-GAAP net income for Q3 2023 was RMB 15.5 million, after adding back RMB 13.4 million in share-based compensation expenses to the GAAP net income of RMB 2.1 million Reconciliation of GAAP to Non-GAAP Financial Measures | Metric | Q3 2023 (RMB million) | Q3 2022 (RMB million) | YoY Change (RMB million) | | :----- | :-------------------- | :-------------------- | :----------------------- | | Net (Loss) / Income (GAAP) | 2.10 | (344.85) | 346.95 | | Add: Share-based compensation expenses | 13.41 | 59.68 | (46.27) | | Non-GAAP Net (Loss) / Income | 15.51 | (285.17) | 300.68 | | Non-GAAP Net (Loss) / Income Margin | 0.3% | (4.8%) | +5.1 percentage points | | Non-GAAP Net (Loss) / Income Per Share (Basic & Diluted) | 0.04 | (0.89) | Improvement | - Share-based compensation expenses were recognized across **fulfillment, sales and marketing, product development, and general and administrative expenses**[34](index=34&type=chunk)

Dingdong (Cayman) Limited (NYSE:DDL) Q3 2023 Results Conference Call November 16, 2023 7:00 AM ET Company Participants Nicky Zheng - Director of Investor Relations Changlin Liang - Founder and Chief Executive Officer Song Wang - Senior Vice President Conference Call Participants Thomas Chong - Jefferies Sophia Chi - Daiwa Jiajing Chen - CICC Operator Good morning and good evening, ladies and gentlemen. Thank you for standing by, and welcome to the Dingdong Limited Third Quarter 2023 Earnings Conference Call ...

Dingdong (Cayman) Limited (NYSE:DDL) Q2 2023 Earnings Conference Call September 1, 2023 8:00 AM ET Company Participants Nicky Zheng - Director of Investor Relations Changlin Liang - Founder and Chief Executive Officer Song Wang - Senior Vice President Conference Call Participants Thomas Chong - Jefferies Joyce Ju - Bank of America Robin Leung - Daiwa Jiajing Chen - CICC Operator Good morning, and good evening, ladies and gentlemen. Thank you for standing by, and welcome to the Dingdong Limited Second Quarte ...

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 September 2023 Commission File Number: 001-40533 Dingdong (Cayman) Limited Building 1, 56 Fanchang Road Shanghai, 201201 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- ...

Financial Data and Key Metrics Changes - In Q1 2023, GMV was RMB5.45 billion, down 6.8% year-over-year, while revenue was RMB5 billion, down 8.2% compared to the previous year [6][15] - The gross margin improved to 30.7%, up 2 percentage points year-over-year [16] - Non-GAAP net margin optimized by 7.9 percentage points from a year ago, achieving non-GAAP breakeven in Q1 [18] Business Line Data and Key Metrics Changes - Average order volume per station increased by 7.7% year-over-year, and order frequency per user rose by 13.8% [7] - Private label prepared food accounted for 19% of total GMV, with over 70% increase in private label penetration [11] - Sales from the Qingyang Planet page contributed to 7.4% of GMV in Q1 [12] Market Data and Key Metrics Changes - GMV in East China region increased by 6.3% year-over-year, indicating significant regional growth [8][15] - The decline in overall GMV was attributed to the high base from the previous year due to pandemic-related lockdowns [6][15] Company Strategy and Development Direction - The company shifted its strategy from subsidies and discounted pricing to focusing on product quality and brand trust [8][27] - The new growth flywheel emphasizes building user mind share through high-quality products, which is expected to drive long-term growth [27][28] - Plans to expand into non-fresh grocery categories to enhance brand image and improve gross margins [16] Management's Comments on Operating Environment and Future Outlook - Management acknowledged the impact of seasonal factors and increased travel during the Chinese New Year on Q1 sales [9] - The company remains confident in achieving non-GAAP profitability for both Q2 and the full year of 2023 [14][19] - Management emphasized the importance of product development and maintaining a focus on quality to navigate competitive pressures [36] Other Important Information - The company ended the quarter with RMB5.7 billion in cash and equivalents, indicating strong financial stability [19] - The operational strategy is designed to create a sustainable competitive advantage through superior product development and quality control [36] Q&A Session Summary Question: Has the company returned to a growth trajectory in sales, and how will it balance sales and profit in the future? - Management explained that the decline in sales was due to a high base from the previous year and the exit from unprofitable cities, but they are confident in long-term growth through quality product focus [21][22][23] Question: Can you elaborate on the new growth flywheel and its driving force? - The new growth flywheel focuses on building user mind share through high-quality products, which will lead to increased purchase frequency and profitability [25][27][28] Question: What is the next step for the development of prepared foods, and is this category profitable? - Prepared food products are designed to be healthy and delicious, and the category is proving to be profitable with plans for further expansion and innovation [31][33] Question: Can you comment on the current competitive landscape and the company's competitive advantages? - Management emphasized a collaborative approach rather than viewing others as competitors, highlighting strong product development and financial stability as key advantages [35][36]

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 May 2023 Commission File Number: 001-40533 Dingdong (Cayman) Limited Building 1, 56 Fanchang Road Shanghai, 201201 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. For ...

[Introduction](index=4&type=section&id=INTRODUCTION) This section defines key terms, specifies the reporting currency as Renminbi, and outlines the nature of forward-looking statements and non-GAAP financial measures [Introduction and Definitions](index=4&type=section&id=INTRODUCTION) This section defines key terms used throughout the annual report, such as American Depositary Shares (ADSs), Gross Merchandise Value (GMV), and transacting user, and specifies the reporting currency and exchange rate - The company defines Gross Merchandise Value (GMV) as the total value of all orders placed based on listed discounted prices, excluding coupons, shipping fees, and returned or undelivered orders[6](index=6&type=chunk) - The reporting currency is Renminbi (RMB) All translations to U.S. dollars are for convenience and use an exchange rate of **RMB6.8972 to US$1.00** as of December 30, 2022[7](index=7&type=chunk) [Forward-Looking Information](index=5&type=section&id=FORWARD-LOOKING%20INFORMATION) This section outlines that the report contains forward-looking statements regarding the company's goals, future business development, financial conditions, and market outlook, cautioning against undue reliance - Forward-looking statements cover areas such as goals and strategies, future financial performance, market outlook for fresh grocery e-commerce in China, and expectations regarding user and partner relationships[9](index=9&type=chunk) - The company warns that actual results could differ materially from expectations due to various risks and uncertainties and that it does not undertake any obligation to update these statements unless required by law[10](index=10&type=chunk)[12](index=12&type=chunk) [Non-U.S. GAAP Financial Information](index=6&type=section&id=NON-U.S.%20GAAP%20FINANCIAL%20INFORMATION) The report discloses non-GAAP financial measures, specifically non-GAAP net loss and non-GAAP net loss margin, which exclude share-based compensation expenses, with reconciliations to U.S. GAAP - The company uses non-GAAP financial measures like non-GAAP net loss, which excludes share-based compensation expenses, for internal evaluation and decision-making[14](index=14&type=chunk) - These non-GAAP measures are not defined under U.S. GAAP and have limitations The company provides reconciliations to the most comparable U.S. GAAP measures to mitigate these limitations[15](index=15&type=chunk)[16](index=16&type=chunk) [PART I](index=7&type=section&id=PART%20I) This part covers key company information, including corporate structure, risk factors, business operations, financial performance, management, and shareholder details [Key Information](index=7&type=section&id=Item%203.%20Key%20Information) This section details the company's corporate structure as a Cayman Islands holding company with primary operations in China, highlighting significant risks including regulatory oversight and potential delisting - The company is a Cayman Islands holding company, and its business operations are conducted through subsidiaries in the PRC Investors hold equity in the Cayman entity, not the PRC operating companies[19](index=19&type=chunk) - The company was identified as a "Commission-Identified Issuer" by the SEC on May 9, 2022, under the HFCA Act Although the PCAOB vacated its determination preventing inspections in December 2022, the risk of future identification and potential delisting remains if inspections are hindered again[21](index=21&type=chunk)[22](index=22&type=chunk) - The company faces significant oversight from the PRC government, including new rules effective March 31, 2023, requiring CSRC filings for overseas securities offerings, which could impact future financing and operations[24](index=24&type=chunk) - The ability of the Cayman holding company to pay dividends depends on distributions from its PRC subsidiaries, which are subject to PRC laws restricting the distribution of retained earnings and requiring appropriations to statutory reserve funds[25](index=25&type=chunk)[26](index=26&type=chunk) [Risk Factors](index=9&type=section&id=D.%20Risk%20Factors) This subsection provides a detailed analysis of the principal risks associated with an investment in the company, categorized into business, China-specific, and ADS-related risks - The company has a limited operating history since 2017 and has incurred significant net losses, recording a net loss of **RMB 806.9 million** in 2022, though it achieved its first quarterly GAAP net profit in Q4 2022[32](index=32&type=chunk)[33](index=33&type=chunk) - The company faces intense competition from other fresh grocery e-commerce players, traditional e-commerce giants, and major retailers moving into the space[36](index=36&type=chunk) - The business is subject to complex and evolving PRC laws regarding data privacy and cybersecurity, such as the Cybersecurity Law, Data Security Law, and Personal Information Protection Law, which could increase operational costs and risks[78](index=78&type=chunk)[79](index=79&type=chunk) - The PCAOB's historical inability to inspect the company's auditor in China poses a risk under the HFCA Act If the PCAOB is unable to conduct inspections for two consecutive years in the future, the company's ADSs could be prohibited from trading in the U.S[137](index=137&type=chunk)[138](index=138&type=chunk) - The dual-class voting structure concentrates **81.2%** of the aggregate voting power in the founder and CEO, Mr. Changlin Liang, limiting the influence of other shareholders on corporate matters[204](index=204&type=chunk)[206](index=206&type=chunk) [Information on the Company](index=50&type=section&id=Item%204.%20Information%20on%20the%20Company) This section provides a comprehensive overview of Dingdong's business, including its history, operational model, corporate structure, product strategy, supply chain, and regulatory framework - The company was founded in May 2017 and listed its ADSs on the NYSE in June 2021 under the symbol "DDL"[247](index=247&type=chunk)[248](index=248&type=chunk) Key Business Metrics (2020-2022) | Metric | 2020 | 2021 | 2022 | | :--- | :--- | :--- | :--- | | GMV (RMB million) | 13,032.2 | 22,704.1 | 26,247.9 | | Revenues (RMB million) | 11,335.8 | 20,121.1 | 24,221.2 | | Average Order Value (RMB) | 65.7 | - | 74.5 | - The company operates an extensive fulfillment network with approximately **60 regional processing centers** and **1,100 frontline fulfillment stations** across around 30 cities as of December 31, 2022[276](index=276&type=chunk) - Private label products are a key strategic focus, contributing over **16% of total GMV** in 2022 The company has launched over **20 private labels** with around **2,200 SKUs**[257](index=257&type=chunk) - The business is subject to extensive PRC regulations covering foreign investment, food safety, e-commerce, data privacy, and intellectual property[320](index=320&type=chunk)[324](index=324&type=chunk)[331](index=331&type=chunk) [Operating and Financial Review and Prospects](index=81&type=section&id=Item%205.%20Operating%20and%20Financial%20Review%20and%20Prospects) This section analyzes the company's financial performance and condition, highlighting a strategic shift towards efficiency, improved operational efficiency, and narrowed net losses Consolidated Results of Operations (2020-2022, in RMB thousands) | Metric | 2020 | 2021 | 2022 | | :--- | :--- | :--- | :--- | | **Total revenues** | 11,335,787 | 20,121,126 | 24,221,233 | | **Cost of goods sold** | (9,105,294) | (16,076,178) | (16,735,643) | | **Fulfilment expenses** | (4,044,230) | (7,272,535) | (6,114,851) | | **Loss from operations** | (3,159,487) | (6,346,841) | (762,789) | | **Net loss** | (3,176,914) | (6,429,059) | (806,883) | - Revenues grew **20.4%** in 2022 to **RMB 24.2 billion**, driven by a **27.0% increase** in average order value to **RMB 74.5**[457](index=457&type=chunk) - Operating efficiency improved significantly in 2022, with fulfillment expenses decreasing to **25.2% of revenues** from **36.1% in 2021**, and sales and marketing expenses decreasing to **2.2%** from **7.5%**[459](index=459&type=chunk)[460](index=460&type=chunk) - As of December 31, 2022, the company had cash, cash equivalents, restricted cash, and short-term investments totaling **RMB 6.50 billion (US$941.8 million)**[490](index=490&type=chunk) Cash Flow Summary (2020-2022, in RMB thousands) | Metric | 2020 | 2021 | 2022 | | :--- | :--- | :--- | :--- | | Net cash (used in)/generated from operating activities | (2,055,697) | (5,666,538) | 87,366 | | Net cash used in investing activities | (1,021,219) | (4,065,340) | (47,127) | | Net cash generated from financing activities | 3,656,665 | 9,042,640 | 1,112,383 | [Directors, Senior Management and Employees](index=96&type=section&id=Item%206.%20Directors,%20Senior%20Management%20and%20Employees) This section provides information about the company's leadership, compensation practices, board structure, employee base, and major shareholders, including executive officers and share incentive plans - The board consists of **six directors**, including founder and CEO Changlin Liang The company has established Audit, Compensation, and Nominating and Corporate Governance committees[514](index=514&type=chunk)[542](index=542&type=chunk) - For the fiscal year ended December 31, 2022, the aggregate cash compensation paid to executive officers was **RMB 14.2 million (US$2.1 million)**, and non-executive directors received approximately **US$152,000**[526](index=526&type=chunk) - The company utilizes a Second Amended and Restated 2020 Share Incentive Plan, with a maximum of **40,544,715 ordinary shares** available for issuance As of December 31, 2022, options for **4,796,090 shares** were granted to all directors and executive officers as a group[533](index=533&type=chunk)[538](index=538&type=chunk) Employee Breakdown by Function (as of Dec 31, 2022) | Function | Number of Employees | Percentage | | :--- | :--- | :--- | | Product development | 1,400 | 41.6% | | Fulfillment | 1,294 | 38.5% | | General and administrative | 390 | 11.6% | | Sales and marketing | 279 | 8.3% | | **Total** | **3,363** | **100%** | - As of December 31, 2022, founder and CEO Changlin Liang beneficially owned **26.1%** of the company's total share capital, representing **81.2%** of the aggregate voting power due to the dual-class structure[206](index=206&type=chunk)[556](index=556&type=chunk)[557](index=557&type=chunk) [Major Shareholders and Related Party Transactions](index=106&type=section&id=Item%207.%20Major%20Shareholders%20and%20Related%20Party%20Transactions) This section refers to other parts of the report for details on major shareholders and related party transactions, specifically Item 6.E. and Item 6.B - Information regarding major shareholders is detailed in Item 6.E[563](index=563&type=chunk) - Details on related party transactions, including employment agreements and share incentive plans, are provided in Item 6.B[563](index=563&type=chunk)[564](index=564&type=chunk) [Financial Information](index=106&type=section&id=Item%208.%20Financial%20Information) This section confirms the consolidated financial statements are appended, discloses an ongoing securities class action lawsuit, and outlines the company's dividend policy - The company is a defendant in a securities class action lawsuit filed on August 25, 2022, in the U.S. District Court for the Southern District of New York, alleging material omissions in its IPO offering documents The company believes the claim is without merit[567](index=567&type=chunk) - The company has no present plan to pay any cash dividends and intends to retain future earnings to operate and expand its business[572](index=572&type=chunk) - The ability to pay dividends is dependent on receiving distributions from PRC subsidiaries, which is restricted by PRC laws requiring appropriations to statutory reserve funds[572](index=572&type=chunk) [The Offer and Listing](index=107&type=section&id=Item%209.%20The%20Offer%20and%20Listing) This section provides the listing details for the company's American Depositary Shares (ADSs), including their listing on the NYSE and conversion ratio - The company's ADSs have been listed on the NYSE under the symbol "DDL" since June 29, 2021[574](index=574&type=chunk)[575](index=575&type=chunk) - The conversion ratio is **two ADSs representing three Class A ordinary shares**[574](index=574&type=chunk) [Additional Information](index=108&type=section&id=Item%2010.%20Additional%20Information) This section details the company's corporate governance framework as a Cayman Islands entity, summarizing its dual-class share structure, dividend rights, and material tax considerations - The company has a dual-class share structure Class A ordinary shares have one vote per share, while Class B ordinary shares have **20 votes per share** and are convertible into Class A shares[577](index=577&type=chunk)[580](index=580&type=chunk) - The company is an exempted company incorporated in the Cayman Islands, and its corporate governance is subject to the Companies Act of the Cayman Islands, which differs significantly from U.S. corporate law in areas like shareholder rights and merger procedures[600](index=600&type=chunk)[602](index=602&type=chunk) - The company does not believe it was a Passive Foreign Investment Company (PFIC) for the 2022 taxable year, but notes that PFIC status is an annual determination and subject to uncertainty, which could have adverse U.S. federal income tax consequences for U.S. Holders[242](index=242&type=chunk)[649](index=649&type=chunk)[651](index=651&type=chunk) - Under PRC tax law, if the company is deemed a "PRC resident enterprise," non-resident shareholders could be subject to a **10% withholding tax** on dividends and a **10% tax** on gains from the sale of shares[636](index=636&type=chunk) [Quantitative and Qualitative Disclosures about Market Risk](index=123&type=section&id=Item%2011.%20Quantitative%20and%20Qualitative%20Disclosures%20about%20Market%20Risk) This section discusses the company's exposure to various market risks, primarily credit risk, currency convertibility risk, and foreign exchange risk, and how they are managed - The company is exposed to credit risk from its cash, cash equivalents, and short-term investments, which are primarily held in financial institutions in the PRC[669](index=669&type=chunk) - Currency convertibility risk exists as the company's operations are in Renminbi (RMB), which is not freely convertible into foreign currencies, and foreign exchange transactions are regulated by the PRC government[671](index=671&type=chunk) - The company faces foreign exchange risk due to fluctuations between its functional currency (USD) and reporting currency (RMB) The appreciation of the USD against the RMB was approximately **9.2%** in 2022, resulting in a foreign currency translation income of **RMB 172.4 million** for the year[672](index=672&type=chunk)[673](index=673&type=chunk) [Description of Securities Other than Equity Securities](index=124&type=section&id=Item%2012.%20Description%20of%20Securities%20Other%20than%20Equity%20Securities) This section primarily addresses the terms of the company's American Depositary Shares (ADSs), including the depositary, conversion ratio, and fee schedule for ADS holders - Deutsche Bank Trust Company Americas acts as the depositary for the ADSs, with each **two ADSs representing three Class A ordinary shares**[675](index=675&type=chunk) ADS Holder Service Fees | Service | Fee | | :--- | :--- | | Issuance of ADSs | Up to US$0.05 per ADS issued | | Cancellation of ADSs | Up to US$0.05 per ADS cancelled | | Distribution of cash dividends | Up to US$0.05 per ADS held | | Depositary services | Up to US$0.05 per ADS held on the applicable record date | - ADS holders are responsible for paying all applicable taxes and governmental charges on their ADSs or the underlying deposited securities[684](index=684&type=chunk) [PART II](index=127&type=section&id=PART%20II) This part covers the use of IPO proceeds, internal controls, corporate governance, and disclosures related to the Holding Foreign Companies Accountable Act [Material Modifications to the Rights of Security Holders and Use of Proceeds](index=127&type=section&id=Item%2014.%20Material%20Modifications%20to%20the%20Rights%20of%20Security%20Holders%20and%20Use%20of%20Proceeds) This section reports on the use of proceeds from the company's initial public offering (IPO) in July 2021, confirming most proceeds were used for business operations consistent with stated intentions - The company raised **US$91.6 million** in net proceeds from its initial public offering, which closed in July 2021[688](index=688&type=chunk) - As of December 31, 2022, most of the net proceeds have been utilized for business operations and development, with no material change from the use of proceeds described in the registration statement[689](index=689&type=chunk) [Controls and Procedures](index=127&type=section&id=Item%2015.%20Controls%20and%20Procedures) This section covers the company's evaluation of its disclosure controls and internal control over financial reporting, concluding on their effectiveness as of December 31, 2022 - Management concluded that as of December 31, 2022, the company's disclosure controls and procedures were **not effective**[690](index=690&type=chunk) - Management assessed the internal control over financial reporting and concluded that it was **effective** as of December 31, 2022[693](index=693&type=chunk) - The independent registered public accounting firm, Ernst & Young Hua Ming LLP, issued an **unqualified attestation report** on the effectiveness of the company's internal control over financial reporting as of December 31, 2022[694](index=694&type=chunk) [Corporate Governance and Other Disclosures](index=128&type=section&id=Item%2016.%20Corporate%20Governance%20and%20Other%20Disclosures) This section covers various corporate governance and disclosure matters, including the audit committee financial expert, Code of Conduct, principal accountant fees, and share repurchase program - The board has determined that Mr. Philip Wai Lap Leung qualifies as an "audit committee financial expert"[696](index=696&type=chunk) Principal Accountant Fees (in US$ thousands) | Fee Type | 2021 | 2022 | | :--- | :--- | :--- | | Audit fees | 769 | 942 | | Audit-related fees | 392 | 1,261 | | Tax fees | 23 | 17 | | All other fees | — | 315 | - Under its share repurchase program announced in December 2021, the company repurchased a total of **344,441 ADSs** for approximately **US$3.2 million**[703](index=703&type=chunk)[704](index=704&type=chunk) - As a foreign private issuer, the company follows Cayman Islands home country practices, exempting it from certain NYSE corporate governance requirements, such as having a majority of independent directors on the board[705](index=705&type=chunk) - The company discloses that for the preceding annual financial statement period, its auditor, Ernst & Young Hua Ming LLP, was a registered public accounting firm that the PCAOB was unable to inspect or investigate completely[707](index=707&type=chunk) [PART III](index=131&type=section&id=PART%20III) This part contains the company's audited consolidated financial statements, prepared in accordance with U.S. GAAP, along with the independent auditor's report and a list of exhibits [Financial Statements](index=131&type=section&id=Item%2018.%20Financial%20Statements) This section contains the company's audited consolidated financial statements for 2020-2022, prepared in accordance with U.S. GAAP, including the independent auditor's unqualified opinion - The independent auditor, Ernst & Young Hua Ming LLP, issued an **unqualified opinion** on the consolidated financial statements and the effectiveness of the company's internal control over financial reporting as of December 31, 2022[721](index=721&type=chunk)[733](index=733&type=chunk) Consolidated Balance Sheet Highlights (as of Dec 31, in RMB thousands) | Metric | 2021 | 2022 | | :--- | :--- | :--- | | **Total Current Assets** | 6,516,323 | 7,496,247 | | **Total Assets** | 9,420,058 | 9,381,907 | | **Total Current Liabilities** | 7,348,520 | 8,211,240 | | **Total Liabilities** | 8,661,989 | 8,964,240 | | **Total Shareholders' Equity** | 728,069 | 310,177 | Consolidated Statement of Comprehensive Loss Highlights (in RMB thousands) | Metric | 2020 | 2021 | 2022 | | :--- | :--- | :--- | :--- | | **Total revenues** | 11,335,787 | 20,121,126 | 24,221,233 | | **Loss from operations** | (3,159,487) | (6,346,841) | (762,789) | | **Net loss** | (3,176,914) | (6,429,059) | (806,883) | | **Net loss per share (Basic & Diluted)** | (54.91) | (34.50) | (2.51) | - The auditor's report identifies the impairment assessment of long-lived assets as a critical audit matter due to the subjective judgment required to assess future cash flows and fair value[727](index=727&type=chunk)[728](index=728&type=chunk) [Exhibits](index=131&type=section&id=Item%2019.%20Exhibits) This section lists all the exhibits filed as part of the annual report, including corporate documents, share incentive plans, and various certifications - Exhibit 1.1 is the Ninth Amended and Restated Memorandum and Articles of Association[710](index=710&type=chunk) - Exhibit 4.1 is the Second Amended and Restated 2020 Share Incentive Plan[710](index=710&type=chunk) - Exhibits 12.1, 12.2, 13.1, and 13.2 are certifications by the Principal Executive Officer and Principal Financial and Accounting Officer pursuant to Sections 302 and 906 of the Sarbanes-Oxley Act of 2002[711](index=711&type=chunk)[712](index=712&type=chunk)[713](index=713&type=chunk)

Dingdong (Cayman) Limited (NYSE:DDL) Q4 2022 Earnings Conference Call February 13, 2023 8:00 AM ET Company Participants Changlin Liang - Founder and CEO Le Yu - Chief Scientific Officer Conference Call Participants Joyce Ju - Bank of America Securities Ashley Xu - Credit Suisse Thomas Chong - Jefferies Robin Leung - Daiwa Operator Good morning and good evening, ladies and gentlemen. Thank you for standing by, and welcome to the Dingdong Limited Fourth Quarter 2022 Earnings Conference Call. At this time all ...

Exhibit 99.1 Dingdong (Cayman) Limited Announces Fourth Quarter 2022 Financial Results SHANGHAI, February 13, 2023 — Dingdong (Cayman) Limited ("Dingdong" or the "Company") (NYSE: DDL), a leading fresh grocery e-commerce company in China, with advanced supply chain capabilities, today announced its unaudited financial results for the quarter ended December 31, 2022. Fourth Quarter 2022 Highlights: • GMV for the fourth quarter of 2022 increased by 12.7% year over year to RMB6,769.5 million (US$981.5 million) ...