Sec Form 3 Filing - Bingham Jonathan @ HSBC HOLDINGS PLC - 2026-03-17

Insider filing report for Changes in Beneficial Ownership
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FORM 3
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Bingham Jonathan
2. Issuer Name and Ticker or Trading Symbol
HSBC HOLDINGS PLC [ HSBC]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Global Financial Controller
(Last) (First) (Middle)
8 CANADA SQUARE
3. Date of Earliest Transaction (MM/DD/YY)
03/17/2026
(Street)
LONDON, X0E14 5HQ
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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)
Code V Amount (A) or (D) Price
Ordinary shares of US$0.50 23,133 D
Ordinary shares of US$0.50 40,481 I By spouse ( 1 )
Ordinary shares of US$0.50 1,773 I By trust in the HSBC UK Share Incentive Plan
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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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 of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Conditional Award $ 0 ( 2 ) ( 3 ) Ordinary shares of US$0.50 3,233 D
Conditional Award $ 0 ( 4 ) ( 3 ) Ordinary shares of US$0.50 6,097 D
Conditional Award $ 0 ( 5 ) ( 3 ) Ordinary shares of US$0.50 19,628 D
Conditional Award $ 0 ( 6 ) ( 3 ) Ordinary shares of US$0.50 31,288 D
Conditional Award $ 0 ( 7 ) ( 3 ) Ordinary shares of US$0.50 28,081 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Bingham Jonathan
8 CANADA SQUARE
LONDON, X0E14 5HQ
Global Financial Controller
Signatures
/s/ Lee Thomas Davis as attorney-in-fact for Bingham Jonathan 03/17/2026
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The reporting person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
( 2 )On March 15, 2022, Mr. Bingham received a grant of a conditional award representing the right to potentially receive 16,153 Ordinary Shares, 80% of which has vested and settled in Ordinary Shares. The conditional award vests in five equal annual installments in March of each year, ending in March 2027.
( 3 )All vested conditional awards are settled in Ordinary Shares within 30 days of vesting, but may be cash-settled at the election of HSBC Holdings plc board of directors.
( 4 )On March 11, 2023, Mr. Bingham received a grant of a conditional award representing the right to potentially receive 15,241 Ordinary Shares, 60% of which has vested and settled in Ordinary Shares. The remaining 40% of the conditional award vests in two equal annual installments in March of each of 2027 and 2028.
( 5 )On March 12, 2024, Mr. Bingham received a grant of a conditional award representing the right to potentially receive 32,712 Ordinary Shares, 40% of which has vested and settled in Ordinary Shares. The remaining 60% of the conditional award vests in three equal annual installments in March of each of 2027, 2028 and 2029.
( 6 )On March 12, 2025, Mr. Bingham received a grant of a conditional award representing the right to potentially receive 39,109 Ordinary Shares, 20% of which has vested and settled in Ordinary Shares. The remaining 80% of the conditional award vests in four equal annual installments in March of each of 2027, 2028, 2029 and 2030.
( 7 )On March 9, 2026, Mr. Bingham received a grant of a conditional award representing the right to potentially receive 28,081 Ordinary Shares. The conditional award vests in four equal annual installments in March of each year, ending in March 2030. Mr. Bingham is eligible to earn dividend equivalent units on this conditional award.

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