TOUR / Tuniu Corporation - Depositary Receipt (Common Stock) - SEC फाइलिंग, वार्षिक रिपोर्ट, प्रॉक्सी स्टेटमेंट

टुनिउ कॉर्पोरेशन - डिपॉजिटरी रसीद (सामान्य स्टॉक)
US ˙ NasdaqGM ˙ US89977P1066

मूलभूत आँकड़े
LEI 529900H3I6TN4LFDZP44
CIK 1597095
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Tuniu Corporation - Depositary Receipt (Common Stock)
SEC Filings (Chronological Order)
यह पृष्ठ SEC फाइलिंग की एक पूरी, कालानुक्रमिक सूची प्रदान करता है, ओनरशिप फाइलिंग को छोड़कर, जो हम अन्यत्र प्रदान करते हैं।
August 15, 2025 6-K

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: 001-364

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: 001-36430 Tuniu Corporation 6, 8-12th Floor, Building 6-A, Juhuiyuan No. 108 Xuanwudadao, Xuanwu District Nanjing, Jiangsu Province 210023 People’s Republic

August 15, 2025 EX-99.1

Tuniu Announces Unaudited Second Quarter 2025 Financial Results

Exhibit 99.1 Tuniu Announces Unaudited Second Quarter 2025 Financial Results NANJING, China, August 15, 2025 - Tuniu Corporation (NASDAQ: TOUR) ("Tuniu" or the "Company"), a leading online leisure travel company in China, today announced its unaudited financial results for the second quarter ended June 30, 2025. "We were pleased to see that the company maintained steady growth in the second quarte

August 15, 2025 6-K

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: 001-364

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: 001-36430 Tuniu Corporation 6, 8-12th Floor, Building 6-A, Juhuiyuan No. 108 Xuanwudadao, Xuanwu District Nanjing, Jiangsu Province 210023 People’s Republic

June 12, 2025 EX-99.1

Tuniu Announces Unaudited First Quarter 2025 Financial Results

Exhibit 99.1 Tuniu Announces Unaudited First Quarter 2025 Financial Results NANJING, China, June 12, 2025 - Tuniu Corporation (NASDAQ: TOUR) ("Tuniu" or the "Company"), a leading online leisure travel company in China, today announced its unaudited financial results for the first quarter ended March 31, 2025. "We are pleased to kick off the year with steady growth momentum," said Mr. Donald Dunde

June 12, 2025 6-K

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 June 2025 Commission File Number: 001-36430

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 June 2025 Commission File Number: 001-36430 Tuniu Corporation 6, 8-12th Floor, Building 6-A, Juhuiyuan No. 108 Xuanwudadao, Xuanwu District Nanjing, Jiangsu Province 210023 People’s Republic of

June 12, 2025 6-K

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 June 2025 Commission File Number: 001-36430

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 June 2025 Commission File Number: 001-36430 Tuniu Corporation 6, 8-12th Floor, Building 6-A, Juhuiyuan No. 108 Xuanwudadao, Xuanwu District Nanjing, Jiangsu Province 210023 People’s Republic of

May 23, 2025 EX-99.1

Tuniu Announces Receipt of Minimum Bid Price Notice from Nasdaq

Exhibit 99.1 Tuniu Announces Receipt of Minimum Bid Price Notice from Nasdaq NANJING, China, May 23, 2025 - Tuniu Corporation (Nasdaq: TOUR) ("Tuniu" or the "Company"), a leading online leisure travel company in China, today announced that it has received written notification from the staff of the Listing Qualifications Department of the Nasdaq Stock Market LLC ("Nasdaq") dated May 19, 2025, indic

May 23, 2025 6-K

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 2025 Commission File Number: 001-36430

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 2025 Commission File Number: 001-36430 Tuniu Corporation 6, 8-12th Floor, Building 6-A, Juhuiyuan No. 108 Xuanwudadao, Xuanwu District Nanjing, Jiangsu Province 210023 People’s Republic of

April 17, 2025 EX-13.1

Certification by the Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

Exhibit 13.1 Certification by the Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of Tuniu Corporation (the “Company”) on Form 20-F for the fiscal year ended December 31, 2024 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Dunde Yu, Chief Executive Officer of the Company, certify,

April 17, 2025 20-F

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F (Mark One) ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024. OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF

April 17, 2025 EX-15.1

Consent of Independent Registered Public Accounting Firm

Exhibit 15.1 Consent of Independent Registered Public Accounting Firm We hereby consent to the incorporation by reference in the Registration Statements on Form S-8 (No. 333-198111, No. 333-251283 and No. 333-272536) of Tuniu Corporation of our report dated April 17, 2025 relating to the financial statements and financial statement schedule, which appears in this Form 20-F. /s/ PricewaterhouseCoop

April 17, 2025 EX-12.2

Certification by the Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

Exhibit 12.2 Certification by the Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Anqiang Chen, certify that: 1. I have reviewed this annual report on Form 20-F of Tuniu Corporation (the “Company”); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements

April 17, 2025 EX-13.2

Certification by the Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

Exhibit 13.2 Certification by the Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of Tuniu Corporation (the “Company”) on Form 20-F for the fiscal year ended December 31, 2024 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Anqiang Chen, Financial Controller of the Company, certify

April 17, 2025 EX-11.2

TUNIU CORPORATION AMENDED AND RESTATED STATEMENT OF POLICIES GOVERNING MATERIAL NON-PUBLIC INFORMATION AND THE PREVENTION OF INSIDER TRADING (AS ADOPTED BY THE BOARD OF DIRECTORS OF TUNIU CORPORATION ON NOVEMBER 20, 2023)

Exhibit 11.2 TUNIU CORPORATION AMENDED AND RESTATED STATEMENT OF POLICIES GOVERNING MATERIAL NON-PUBLIC INFORMATION AND THE PREVENTION OF INSIDER TRADING (AS ADOPTED BY THE BOARD OF DIRECTORS OF TUNIU CORPORATION ON NOVEMBER 20, 2023) This Amended and Restated Statement of Policies Governing Material NonPublic Information and the Prevention of Insider Trading (this “Statement”) of Tuniu Corporatio

April 17, 2025 EX-12.1

Certification by the Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

Exhibit 12.1 Certification by the Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Dunde Yu, certify that: 1. I have reviewed this annual report on Form 20-F of Tuniu Corporation (the “Company”); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements mad

April 17, 2025 EX-15.2

+852 2801 6066

Exhibit 15.2 Office:+852 2801 6066 Mobile: +852 9718 8740 Email:[email protected] Tuniu Corporation 6, 8-12th floor, building 6-A, Juhuiyuan NO. 108 Xuanwudadao, Xuanwu District Nanjing, Jiangsu Province 210023 The People’s Republic of China April 17, 2025 Dear Sirs Re: Tuniu Corporation We have acted as legal advisers as to the laws of the Cayman Islands to Tuniu Corporation, an exempted limited

April 17, 2025 EX-15.3

FANGDA PARTNERS 上海 Shanghai · 北京 Beijing · 深圳 Shenzhen · 广州 Guangzhou · 香港 Hong Kong

Exhibit 15.3 FANGDA PARTNERS 上海 Shanghai · 北京 Beijing · 深圳 Shenzhen · 广州 Guangzhou · 香港 Hong Kong http://www.fangdalaw.com 中国北京市朝阳区光华路1号 电子邮件 Email: [email protected] 嘉里中心北楼27层 电 话 Tel.: 861057695600 邮政编码: 100020 传 真 Fax: 861057695788 文 号 Ref.: 20GC0010 27/F, North Tower, Kerry Center No. 1, Guanghua Road, Chaoyang District Beijing 100020, PRC Consent of Fangda Partners April 17, 2025 Tuniu Corp

March 14, 2025 6-K

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 March 2025 Commission File Number: 001-3643

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 March 2025 Commission File Number: 001-36430 Tuniu Corporation 6, 8-12th Floor, Building 6-A, Juhuiyuan No. 108 Xuanwudadao, Xuanwu District Nanjing, Jiangsu Province 210023 People’s Republic o

March 14, 2025 EX-99.1

Tuniu Announces Unaudited Fourth Quarter and Fiscal Year 2024 Financial Results and Cash Dividend

Exhibit 99.1 Tuniu Announces Unaudited Fourth Quarter and Fiscal Year 2024 Financial Results and Cash Dividend NANJING, China, March 14, 2025 - Tuniu Corporation (NASDAQ: TOUR) ("Tuniu" or the "Company"), a leading online leisure travel company in China, today announced its unaudited financial results for the fourth quarter and fiscal year ended December 31, 2024. Highlights for the Fiscal Year 20

December 6, 2024 SC 13D/A

TOUR / Tuniu Corporation - Depositary Receipt (Common Stock) / JD.com, Inc. - SCHEDULE 13D/A Activist Investment

SC 13D/A 1 d901693dsc13da.htm SCHEDULE 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Tuniu Corporation (Name of Issuer) Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) 89977P106(1) (CUSIP Number) JD.com, Inc. 20th Floor, Building A, No. 18 Kechuang 11 Street Yizhu

December 5, 2024 EX-99.1

Tuniu Announces Unaudited Third Quarter 2024 Financial Results

Exhibit 99.1 Tuniu Announces Unaudited Third Quarter 2024 Financial Results NANJING, China, December 5, 2024 - Tuniu Corporation (NASDAQ: TOUR) ("Tuniu" or the "Company"), a leading online leisure travel company in China, today announced its unaudited financial results for the third quarter ended September 30, 2024. "We are pleased to see that Tuniu continued to maintain profitable growth in the t

December 5, 2024 6-K

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 December 2024 Commission File Number: 001-3

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 December 2024 Commission File Number: 001-36430 Tuniu Corporation 6, 8-12th Floor, Building 6-A, Juhuiyuan No. 108 Xuanwudadao, Xuanwu District Nanjing, Jiangsu Province 210023 People’s Republi

October 17, 2024 6-K

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 October 2024 Commission File Number: 001-36

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 October 2024 Commission File Number: 001-36430 Tuniu Corporation 6, 8-12th Floor, Building 6-A, Juhuiyuan No. 108 Xuanwudadao, Xuanwu District Nanjing, Jiangsu Province 210023 People’s Republic

October 17, 2024 EX-99.1

Tuniu Has Regained Compliance with Nasdaq’s Minimum Bid Price Requirement

Exhibit 99.1 Tuniu Has Regained Compliance with Nasdaq’s Minimum Bid Price Requirement NANJING, China, October 17, 2024 - Tuniu Corporation (Nasdaq: TOUR) (“Tuniu” or the “Company”), a leading online leisure travel company in China, today announced that it has received a notification letter (the “Compliance Notice”) from the Listing Qualifications Department of the Nasdaq Stock Market Inc. (“Nasda

August 9, 2024 6-K

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 2024 Commission File Number: 001-364

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 2024 Commission File Number: 001-36430 Tuniu Corporation 6, 8-12th Floor, Building 6-A, Juhuiyuan No. 108 Xuanwudadao, Xuanwu District Nanjing, Jiangsu Province 210023 People’s Republic

August 9, 2024 EX-99.1

Tuniu Announces Receipt of Minimum Bid Price Notice from Nasdaq

Exhibit 99.1 Tuniu Announces Receipt of Minimum Bid Price Notice from Nasdaq NANJING, China, August 9, 2024 - Tuniu Corporation (Nasdaq: TOUR) ("Tuniu" or the "Company"), a leading online leisure travel company in China, today announced that it has received written notification from the staff of the Listing Qualifications Department of the Nasdaq Stock Market LLC ("Nasdaq") dated August 6, 2024, i

August 6, 2024 EX-99.1

Tuniu Announces Unaudited Second Quarter 2024 Financial Results

Exhibit 99.1 Tuniu Announces Unaudited Second Quarter 2024 Financial Results NANJING, China, August 6, 2024 - Tuniu Corporation (NASDAQ: TOUR) ("Tuniu" or the "Company"), a leading online leisure travel company in China, today announced its unaudited financial results for the second quarter ended June 30, 2024. Highlights for the Second Quarter of 2024 · Revenues from package tours in the second q

August 6, 2024 6-K

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 2024 Commission File Number: 001-364

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 2024 Commission File Number: 001-36430 Tuniu Corporation 6, 8-12th Floor, Building 6-A, Juhuiyuan No. 108 Xuanwudadao, Xuanwu District Nanjing, Jiangsu Province 210023 People’s Republic

June 6, 2024 EX-99.1

Tuniu Has Regained Compliance with Nasdaq’s Minimum Bid Price Requirement

Exhibit 99.1 Tuniu Has Regained Compliance with Nasdaq’s Minimum Bid Price Requirement NANJING, China, June 6, 2024 - Tuniu Corporation (Nasdaq: TOUR) (“Tuniu” or the “Company”), a leading online leisure travel company in China, today announced that it has received a notification letter (the “Compliance Notice”) from the Listing Qualifications Department of the Nasdaq Stock Market Inc. (“Nasdaq”)

June 6, 2024 6-K

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 June 2024 Commission File Number: 001-36430

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 June 2024 Commission File Number: 001-36430 Tuniu Corporation 6, 8-12th Floor, Building 6-A, Juhuiyuan No. 108 Xuanwudadao, Xuanwu District Nanjing, Jiangsu Province 210023 People’s Republic of

June 4, 2024 EX-99.1

Tuniu Announces Unaudited First Quarter 2024 Financial Results

Exhibit 99.1 Tuniu Announces Unaudited First Quarter 2024 Financial Results NANJING, China, June 4, 2024 - Tuniu Corporation (NASDAQ: TOUR) ("Tuniu" or the "Company"), a leading online leisure travel company in China, today announced its unaudited financial results for the first quarter ended March 31, 2024. Highlights for the First Quarter of 2024 · Net revenues in the first quarter of 2024 incre

June 4, 2024 6-K

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 June 2024 Commission File Number: 001-36430

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 June 2024 Commission File Number: 001-36430 Tuniu Corporation 6, 8-12th Floor, Building 6-A, Juhuiyuan No. 108 Xuanwudadao, Xuanwu District Nanjing, Jiangsu Province 210023 People’s Republic of

April 29, 2024 EX-12.1

Certification by the Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

Exhibit 12.1 Certification by the Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Dunde Yu, certify that: 1. I have reviewed this annual report on Form 20-F of Tuniu Corporation (the “Company”); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements mad

April 29, 2024 EX-13.2

Certification by the Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

Exhibit 13.2 Certification by the Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of Tuniu Corporation (the “Company”) on Form 20-F for the fiscal year ended December 31, 2023 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Anqiang Chen, Financial Controller of the Company, certify

April 29, 2024 EX-4.3

AMENDMENT NO.1 TUNIU CORPORATION 2014 SHARE INCENTIVE PLAN

Exhibit 4.3 AMENDMENT NO.1 TO TUNIU CORPORATION 2014 SHARE INCENTIVE PLAN This Amendment (“Amendment”), dated as of November 27, 2023, is made by Tuniu Corporation (the “Company”) to the 2014 Share Incentive Plan adopted by the Company in April 2014 (the “Plan”). WHEREAS, the Company maintains the Plan to promote the success and enhance the value of the Company by providing incentives to certain d

April 29, 2024 20-F

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F (Mark One) ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023. OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF

April 29, 2024 EX-13.1

Certification by the Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

Exhibit 13.1 Certification by the Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of Tuniu Corporation (the “Company”) on Form 20-F for the fiscal year ended December 31, 2023 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Dunde Yu, Chief Executive Officer of the Company, certify,

April 29, 2024 EX-12.2

Certification by the Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

Exhibit 12.2 Certification by the Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Anqiang Chen, certify that: 1. I have reviewed this annual report on Form 20-F of Tuniu Corporation (the “Company”); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements

April 29, 2024 EX-11.1

TUNIU CORPORATION CODE OF BUSINESS CONDUCT AND ETHICS

Exhibit 11.1 TUNIU CORPORATION CODE OF BUSINESS CONDUCT AND ETHICS I.PURPOSE This Code of Business Conduct and Ethics (the “Code”) contains general guidelines for conducting the business of Tuniu Corporation, a Cayman Islands company, and its subsidiaries and affiliates (collectively, the “Company”) consistent with the highest standards of business ethics, and is intended to qualify as a “code of

April 29, 2024 EX-15.3

FANGDA PARTNERS 上海 Shanghai ● 北京 Beijing ● 深圳 Shenzhen ● 广州 Guangzhou ● 香港 Hong Kong

Exhibit 15.3 FANGDA PARTNERS 上海 Shanghai ● 北京 Beijing ● 深圳 Shenzhen ● 广州 Guangzhou ● 香港 Hong Kong http://www.fangdalaw.com 中国北京市朝阳区光华路1号 电子邮件 Email: [email protected] 嘉里中心北楼27层 电 话 Tel.: 861057695600 邮政编码: 100020 传 真 Fax: 861057695788 文 号 Ref.: 20GC0010 27/F, North Tower, Kerry Center No. 1, Guanghua Road, Chaoyang District Beijing 100020, PRC Consent of Fangda Partners April 29, 2024 Tuniu Corp

April 29, 2024 EX-15.2

+852 2801 6066

Exhibit 15.2 Office: +852 2801 6066 Mobile: +852 9718 8740 Email: [email protected] Tuniu Corporation 6, 8-12th floor, building 6-A, Juhuiyuan NO. 108 Xuanwudadao, Xuanwu District Nanjing, Jiangsu Province 210023 The People’s Republic of China 29 April 2024 Dear Sirs Re: Tuniu Corporation We have acted as legal advisers as to the laws of the Cayman Islands to Tuniu Corporation, an exempted limited

April 29, 2024 EX-97.1

TUNIU CORPORATION CLAWBACK POLICY

Exhibit 97.1 TUNIU CORPORATION CLAWBACK POLICY The Compensation Committee (the “Committee”) of the Board of Directors (the “Board”) of Tuniu Corporation (the “Company”) believes that it is appropriate for the Company to adopt this Clawback Policy (the “Policy”) to be applied to the Executive Officers of the Company and adopts this Policy to be effective as of the Effective Date. 1. Definitions For

April 29, 2024 EX-15.1

Consent of Independent Registered Public Accounting Firm

Exhibit 15.1 Consent of Independent Registered Public Accounting Firm We hereby consent to the incorporation by reference in the Registration Statements on Form S-8 (No. 333-198111, No. 333-251283 and No. 333-272536) of Tuniu Corporation of our report dated April 29, 2024 relating to the financial statements, financial statement schedule and the effectiveness of internal control over financial rep

April 11, 2024 SC 13D/A

TOUR / Tuniu Corporation - Depositary Receipt (Common Stock) / Dunde Yu - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 Amendment No. 2* Tuniu Corporation (Name of Issuer) Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) 89977P106(1) (CUSIP Number) Dunde Yu 6, 8-12th Floor, Building 6-A, Juhuiyuan No. 108 Xuanwudadao, Xuanwu District Nanjing, Jiangsu Province 21

March 13, 2024 6-K

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 March 2024 Commission File Number: 001-3643

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 March 2024 Commission File Number: 001-36430 Tuniu Corporation 6, 8-12th Floor, Building 6-A, Juhuiyuan No. 108 Xuanwudadao, Xuanwu District Nanjing, Jiangsu Province 210023 People’s Republic o

March 13, 2024 EX-99.1

Tuniu Announces Unaudited Fourth Quarter and Fiscal Year 2023 Financial Results

Exhibit 99.1 Tuniu Announces Unaudited Fourth Quarter and Fiscal Year 2023 Financial Results NANJING, China, March 13, 2024 - Tuniu Corporation (NASDAQ: TOUR) (“Tuniu” or the “Company”), a leading online leisure travel company in China, today announced its unaudited financial results for the fourth quarter and fiscal year ended December 31, 2023. Highlights for the Fourth Quarter of 2023 · Net rev

February 29, 2024 6-K

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 February 2024 Commission File Number: 001-3

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 February 2024 Commission File Number: 001-36430 Tuniu Corporation 6, 8-12th Floor, Building 6-A, Juhuiyuan No. 108 Xuanwudadao, Xuanwu District Nanjing, Jiangsu Province 210023 People’s Republi

January 12, 2024 6-K

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 January 2024 Commission File Number: 001-36

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 January 2024 Commission File Number: 001-36430 Tuniu Corporation 6, 8-12th Floor, Building 6-A, Juhuiyuan No. 108 Xuanwudadao, Xuanwu District Nanjing, Jiangsu Province 210023 People’s Republic

January 12, 2024 EX-99.1

Tuniu Announces Receipt of Minimum Bid Price Notice from Nasdaq

Exhibit 99.1 Tuniu Announces Receipt of Minimum Bid Price Notice from Nasdaq NANJING, China, January 12, 2024 - Tuniu Corporation (Nasdaq: TOUR) (“Tuniu” or the “Company”), a leading online leisure travel company in China, today announced that it has received written notification from the staff of the Listing Qualifications Department of the Nasdaq Stock Market LLC (“Nasdaq”) dated January 9, 2024

January 4, 2024 6-K

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 January 2024 Commission File Number: 001-36

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 January 2024 Commission File Number: 001-36430 Tuniu Corporation 6, 8-12th Floor, Building 6-A, Juhuiyuan No. 108 Xuanwudadao, Xuanwu District Nanjing, Jiangsu Province 210023 People’s Republic

December 28, 2023 EX-12.1

Certification by the Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

  Exhibit 12.1   Certification by the Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002   I, Dunde Yu, certify that:   1.            I have reviewed this annual report on Form 20-F, as amended by Amendment No. 1 thereto, of Tuniu Corporation;   2.            Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to st

December 28, 2023 20-F/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F/A (Amendment No. 1)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F/A (Amendment No. 1) (Mark One) ¨ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022. OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)

December 28, 2023 EX-12.2

Certification by the Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

  Exhibit 12.2   Certification by the Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002   I, Anqiang Chen, certify that:   1.            I have reviewed this annual report on Form 20-F, as amended by Amendment No. 1 thereto, of Tuniu Corporation;   2.            Based on my knowledge, this report does not contain any untrue statement of a material fact or omit t

December 28, 2023 EX-13.2

Certification by the Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

  Exhibit 13.2   Certification by the Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002   In connection with the Annual Report of Tuniu Corporation (the “Company”) on Form 20-F for the year ended December 31, 2022 as filed with the Securities and Exchange Commission on April 27, 2023, as amended by Amendment No. 1 thereto (the “Report”), I, Anqiang Chen, Financi

December 28, 2023 EX-13.1

Certification by the Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

  Exhibit 13.1   Certification by the Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002   In connection with the Annual Report of Tuniu Corporation (the “Company”) on Form 20-F for the year ended December 31, 2022 as filed with the Securities and Exchange Commission on April 27, 2023, as amended by Amendment No. 1 thereto (the “Report”), I, Dunde Yu, Chief Execu

December 27, 2023 EX-99.2

TERMINATION AGREEMENT

EX-99.2 3 d641565dex992.htm EX-99.2 Exhibit 99.2 TERMINATION AGREEMENT This TERMINATION AGREEMENT (this “Termination Agreement”) is made and entered into as of December 19, 2023 (the “Effective Date”), by and among Hopeful Tourism Limited, a company incorporated under the laws of Hong Kong (the “Purchaser”), 凯撒世嘉控股集团股份有限公司(Caissa Sega Tourism Culture Development Group Co., Ltd), a company incorpor

December 27, 2023 SC 13D

TOUR / Tuniu Corporation - Depositary Receipt (Common Stock) / JD.com, Inc. - SCHEDULE 13D Activist Investment

SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 Tuniu Corporation (Name of Issuer) Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) 89977P106 (1) (CUSIP Number) JD.com, Inc. 20th Floor, Building A, No. 18 Kechuang 11 Street Yizhuang Economic and Technological Development Zone Daxi

December 27, 2023 EX-99.1

JOINT FILING AGREEMENT

EX-99.1 2 d641565dex991.htm EX-99.1 Exhibit 99.1 JOINT FILING AGREEMENT The parties listed below agree that the Schedule 13D to which this agreement is attached as an exhibit, and all further amendments thereto, shall be filed on behalf of each of them without the necessity of filing additional joint filing agreements. This Agreement is intended to satisfy Rule 13d-1(k)(1) under the Securities Exc

December 1, 2023 SC 13D/A

TOUR / Tuniu Corp - ADR / Sequoia Capital 2010 CV Holdco Ltd. - SC 13D/A Activist Investment

SC 13D/A 1 d895289dsc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 5)* TUNIU CORPORATION (Name of Issuer) Class A Ordinary Shares, $0.0001 par value per share (Title of Class of Securities) 89977P106 (CUSIP Number) HSG 2010 CV Holdco, Ltd. 3613, 36/F Two Pacific Place 88 Queensway Hong

November 27, 2023 6-K

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 November 2023 Commission File Number: 001-3

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 November 2023 Commission File Number: 001-36430 Tuniu Corporation 6, 8-12th Floor, Building 6-A, Juhuiyuan No. 108 Xuanwudadao, Xuanwu District Nanjing, Jiangsu Province 210023 People’s Republi

November 21, 2023 CORRESP

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Tuniu Corporation 6, 8-12th Floor, Building 6-A, Juhuiyuan No. 108 Xuanwudadao, Xuanwu District Nanjing, Jiangsu Province 210023 People’s Republic of China November 21, 2023 VIA EDGAR Ms. Jennifer Thompson Mr. Andrew Mew Division of Corporation Finance Disclosure Review Program Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Tuniu Corporation (the “Company”) Form 2

November 21, 2023 6-K

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 November 2023 Commission File Number: 001-3

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 November 2023 Commission File Number: 001-36430 Tuniu Corporation 6, 8-12th Floor, Building 6-A, Juhuiyuan No. 108 Xuanwudadao, Xuanwu District Nanjing, Jiangsu Province 210023 People’s Republi

November 21, 2023 EX-99.1

Tuniu Announces Unaudited Third Quarter 2023 Financial Results

Exhibit 99.1 Tuniu Announces Unaudited Third Quarter 2023 Financial Results NANJING, China, November 21, 2023 - Tuniu Corporation (NASDAQ: TOUR) ("Tuniu" or the "Company"), a leading online leisure travel company in China, today announced its unaudited financial results for the third quarter ended September 30, 2023. Highlights for the Third Quarter of 2023 · Net revenues in the third quarter of 2

October 26, 2023 CORRESP

* * *

Tuniu Corporation 6, 8-12th Floor, Building 6-A, Juhuiyuan No. 108 Xuanwudadao, Xuanwu District Nanjing, Jiangsu Province 210023 People’s Republic of China October 26, 2023 VIA EDGAR Mr. Jimmy McNamara Ms. Jennifer Thompson Division of Corporation Finance Disclosure Review Program Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Tuniu Corporation (the “Company”) For

October 10, 2023 CORRESP

Tuniu Corporation

Tuniu Corporation 6, 8-12th Floor, Building 6-A, Juhuiyuan No. 108 Xuanwudadao, Xuanwu District Nanjing, Jiangsu Province 210023 People’s Republic of China October 10, 2023 VIA EDGAR Mr. Jimmy McNamara Ms. Jennifer Thompson Division of Corporation Finance Disclosure Review Program Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Tuniu Corporation (the “Company”) For

October 10, 2023 6-K

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 October 2023 Commission File Number: 001-36

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 October 2023 Commission File Number: 001-36430 Tuniu Corporation 6, 8-12th Floor, Building 6-A, Juhuiyuan No. 108 Xuanwudadao, Xuanwu District Nanjing, Jiangsu Province 210023 People’s Republic

August 17, 2023 EX-99.1

Tuniu Announces Unaudited Second Quarter 2023 Financial Results

Exhibit 99.1 Tuniu Announces Unaudited Second Quarter 2023 Financial Results NANJING, China, August 17, 2023 - Tuniu Corporation (NASDAQ: TOUR) ("Tuniu" or the "Company"), a leading online leisure travel company in China, today announced its unaudited financial results for the second quarter ended June 30, 2023. Highlights for the Second Quarter of 2023 · Net revenues in the second quarter of 2023

August 17, 2023 6-K

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 2023 Commission File Number: 001-364

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 2023 Commission File Number: 001-36430 Tuniu Corporation 6, 8-12th Floor, Building 6-A, Juhuiyuan No. 108 Xuanwudadao, Xuanwu District Nanjing, Jiangsu Province 210023 People’s Republic

August 11, 2023 CORRESP

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Tuniu Corporation 6, 8-12th Floor, Building 6-A, Juhuiyuan No. 108 Xuanwudadao, Xuanwu District Nanjing, Jiangsu Province 210023 People’s Republic of China August 11, 2023 VIA EDGAR Mr. Jimmy McNamara Ms. Jennifer Thompson Division of Corporation Finance Disclosure Review Program Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Tuniu Corporation (the “Company”) Form

July 31, 2023 6-K

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 July 2023 Commission File Number: 001-36430

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 July 2023 Commission File Number: 001-36430 Tuniu Corporation 6, 8-12th Floor, Building 6-A, Juhuiyuan No. 108 Xuanwudadao, Xuanwu District Nanjing, Jiangsu Province 210023 People’s Republic of

June 27, 2023 6-K

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 June 2023 Commission File Number: 001-36430

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 June 2023 Commission File Number: 001-36430 Tuniu Corporation 6, 8-12th Floor, Building 6-A, Juhuiyuan No. 108 Xuanwudadao, Xuanwu District Nanjing, Jiangsu Province 210023 People’s Republic of

June 9, 2023 EX-99.1

Tuniu Announces Unaudited First Quarter 2023 Financial Results

Exhibit 99.1 Tuniu Announces Unaudited First Quarter 2023 Financial Results NANJING, China, June 9, 2023 - Tuniu Corporation (NASDAQ: TOUR) ("Tuniu" or the "Company"), a leading online leisure travel company in China, today announced its unaudited financial results for the first quarter ended March 31, 2023. Highlights for the First Quarter of 2023 · Net revenues in the first quarter of 2023 incre

June 9, 2023 6-K

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 June 2023 Commission File Number: 001-36430

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 June 2023 Commission File Number: 001-36430 Tuniu Corporation Tuniu Building, No. 699-32 Xuanwudadao, Xuanwu District Nanjing, Jiangsu Province 210042 People’s Republic of China (Address of pri

June 9, 2023 S-8

As filed with the Securities and Exchange Commission on June 9, 2023

As filed with the Securities and Exchange Commission on June 9, 2023 Registration No.

June 9, 2023 EX-FILING FEES

Calculation of Filing Fee Table Form S-8 (Form Type) Tuniu Corporation (Exact Name of Registrant as Specified in its Charter) Newly Registered Securities

Exhibit 107.1 Calculation of Filing Fee Table Form S-8 (Form Type) Tuniu Corporation (Exact Name of Registrant as Specified in its Charter) Newly Registered Securities Security Type Security Class Title(1) Fee Calculation Rule Amount Registered(2) Proposed Maximum Offering Price Per Share Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee(1) Equity Class A ordinary shares, par va

April 27, 2023 EX-15.2

Consent of Travers Thorp Alberga.

Exhibit 15.2 Office: +852 2801 6066 Mobile: +852 9718 8740 Email: [email protected] Tuniu Building No. 32 Suningdadao, Xuanwu District Nanjing, Jiangsu Province 210042 The People’s Republic of China 27 April 2023 Dear Sirs Re: Tuniu Corporation We have acted as legal advisers as to the laws of the Cayman Islands to Tuniu Corporation, an exempted limited liability company incorporated in the Cayman

April 27, 2023 20-F

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F (Mark One) ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022. OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF

April 27, 2023 EX-13.1

Certification by Principal Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

Exhibit 13.1 Certification by the Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of Tuniu Corporation (the “Company”) on Form 20-F for the year ended December 31, 2022 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Dunde Yu, Chief Executive Officer of the Company, certify, pursua

April 27, 2023 EX-12.1

Certification by Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

Exhibit 12.1 Certification by the Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Dunde Yu, certify that: 1.I have reviewed this annual report on Form 20-F of Tuniu Corporation; 2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the

April 27, 2023 EX-15.3

Consent of Fangda Partners.

EXHIBIT 15.3 FANGDA PARTNERS 上海 Shanghai · 北京 Beijing · 深圳 Shenzhen · 广州 Guangzhou · 香港 Hong Kong http://www.fangdalaw.com 中国北京市朝阳区光华路1号 电子邮件 Email: [email protected] 嘉里中心北楼27层 电 话 Tel.: 861057695600 邮政编码: 100020 传 真 Fax: 861057695788 文 号 Ref.: 20GC0010 27/F, North Tower, Kerry Center No. 1, Guanghua Road, Chaoyang District Beijing 100020, PRC Consent of Fangda Partners April 27, 2023 Tuniu Corp

April 27, 2023 EX-15.1

Consent of PricewaterhouseCoopers Zhong Tian LLP.

Exhibit 15.1 Consent of Independent Registered Public Accounting Firm We hereby consent to the incorporation by reference in the Registration Statements on Form S-8 (No. 333-198111 and No. 333-251283) of Tuniu Corporation of our report dated April 27, 2023 relating to the financial statements, financial statement schedule I and the effectiveness of internal control over financial reporting, which

April 27, 2023 EX-12.2

Certification by Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

Exhibit 12.2 Certification by the Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Anqiang Chen, certify that: 1.I have reviewed this annual report on Form 20-F of Tuniu Corporation; 2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of

April 27, 2023 EX-13.2

Certification by Principal Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

Exhibit 13.2 Certification by the Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of Tuniu Corporation (the “Company”) on Form 20-F for the year ended December 31, 2022 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Anqiang Chen, Financial Controller of the Company, certify, pursu

April 27, 2023 6-K

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 April 2023 Commission File Number: 001-3643

6-K 1 tm2313657d16k.htm FORM 6-K 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 April 2023 Commission File Number: 001-36430 Tuniu Corporation Tuniu Building No. 32 Suningdadao, Xuanwu District Nanjing, Jiangsu Province 210042 The People’s

March 17, 2023 6-K

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 March 2023 Commission File Number: 001-3643

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 March 2023 Commission File Number: 001-36430 Tuniu Corporation Tuniu Building, No. 699-32 Xuanwudadao, Xuanwu District Nanjing, Jiangsu Province 210042 People’s Republic of China (Address of pr

March 17, 2023 EX-99.1

Tuniu Announces Unaudited Fourth Quarter and Fiscal Year 2022 Financial Results

Exhibit 99.1 Tuniu Announces Unaudited Fourth Quarter and Fiscal Year 2022 Financial Results NANJING, China, March 17, 2023 - Tuniu Corporation (NASDAQ: TOUR) ("Tuniu" or the "Company"), a leading online leisure travel company in China, today announced its unaudited financial results for the fourth quarter and fiscal year ended December 31, 2022. "Although 2022 was the most difficult year for trav

February 7, 2023 CORRESP

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CORRESP 1 filename1.htm Tuniu Corporation Tuniu Building No. 32 Suningdadao, Xuanwu District Nanjing, Jiangsu Province 210042 People’s Republic of China February 7, 2023 VIA EDGAR Ms. Jennifer O'Brien Ms. Shannon Buskirk Division of Corporation Finance Office of Energy & Transportation Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Tuniu Corporation (the “Company”

January 26, 2023 SC 13D/A

TOUR / Tuniu Corp / DCM V LP - SC 13D/A Activist Investment

,SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13D INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1 (a) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2 (a) (Amendment No. 6) Tuniu Corporation (Name of Issuer) American Depositary Shares (ADS), each representing Three Class A Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) 89977P1

January 20, 2023 CORRESP

Tuniu Corporation

Tuniu Corporation Tuniu Building No. 32 Suningdadao, Xuanwu District Nanjing, Jiangsu Province 210042 People’s Republic of China January 20, 2023 VIA EDGAR Ms. Jennifer O'Brien Ms. Shannon Buskirk Division of Corporation Finance Office of Energy & Transportation Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Tuniu Corporation (the “Company”) Form 20-F for the Fisc

December 28, 2022 CORRESP

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CORRESP 1 filename1.htm Tuniu Corporation Tuniu Building No. 32 Suningdadao, Xuanwu District Nanjing, Jiangsu Province 210042 People’s Republic of China December 28, 2022 VIA EDGAR Ms. Jennifer O'Brien Ms. Shannon Buskirk Division of Corporation Finance Office of Energy & Transportation Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Tuniu Corporation (the “Company

December 14, 2022 EX-99.1

Tuniu Has Regained Compliance with Nasdaq's Minimum Bid Price Requirement

Exhibit 99.1 Tuniu Has Regained Compliance with Nasdaq's Minimum Bid Price Requirement NANJING, China, December 14, 2022 - Tuniu Corporation (Nasdaq: TOUR) (“Tuniu” or the “Company”), a leading online leisure travel company in China, today announced that it has received a notification letter (the “Compliance Notice”) from the Listing Qualifications Department of the Nasdaq Stock Market Inc. (“Nasd

December 14, 2022 6-K

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 December 2022 Commission File Number: 001-3

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 December 2022 - Commission File Number: 001-36430 - Tuniu Corporation Tuniu Building, No. 699-32 Xuanwudadao, Xuanwu District Nanjing, Jiangsu Province 210042 People’s Republic of China (Addres

December 1, 2022 EX-99.1

Tuniu Announces Unaudited Third Quarter 2022 Financial Results

Exhibit 99.1 Tuniu Announces Unaudited Third Quarter 2022 Financial Results NANJING, China, December 1, 2022 - Tuniu Corporation (NASDAQ:TOUR) ("Tuniu" or the "Company"), a leading online leisure travel company in China, today announced its unaudited financial results for the third quarter ended September 30, 2022. "In the third quarter, China?s travel industry gradually recovered as compared to t

December 1, 2022 6-K

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 December 2022 Commission File Number: 001-3

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 December 2022 Commission File Number: 001-36430 Tuniu Corporation Tuniu Building, No. 699-32 Xuanwudadao, Xuanwu District Nanjing, Jiangsu Province 210042 People?s Republic of China (Address of

November 16, 2022 CORRESP

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CORRESP 1 filename1.htm Tuniu Corporation Tuniu Building No. 32 Suningdadao, Xuanwu District Nanjing, Jiangsu Province 210042 People’s Republic of China November 16, 2022 VIA EDGAR Ms. Jennifer O'Brien Ms. Shannon Buskirk Division of Corporation Finance Office of Energy & Transportation Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Tuniu Corporation (the “Company

September 27, 2022 CORRESP

* * *

CORRESP 1 filename1.htm Tuniu Corporation Tuniu Building No. 32 Suningdadao, Xuanwu District Nanjing, Jiangsu Province 210042 People’s Republic of China September 27, 2022 VIA EDGAR Ms. Jennifer O'Brien Ms. Shannon Buskirk Division of Corporation Finance Office of Energy & Transportation Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Tuniu Corporation (the “Compan

September 23, 2022 6-K

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 2022 Commission File Number: 001-

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 2022 - Commission File Number: 001-36430 - Tuniu Corporation Tuniu Building, No. 699-32 Xuanwudadao, Xuanwu District Nanjing, Jiangsu Province 210042 People?s Republic of China (Addre

September 23, 2022 EX-99.1

Tuniu Announces Receipt of Minimum Bid Price Notice from Nasdaq

Exhibit 99.1 Tuniu Announces Receipt of Minimum Bid Price Notice from Nasdaq NANJING, China, September 23, 2022 - Tuniu Corporation (Nasdaq: TOUR) (?Tuniu? or the ?Company?), a leading online leisure travel company in China, today announced that it has received written notification from the staff of the Listing Qualifications Department of the Nasdaq Stock Market LLC (?Nasdaq?) dated September 19,

September 1, 2022 6-K

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 2022 Commission File Number: 001-

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 2022 Commission File Number: 001-36430 Tuniu Corporation Tuniu Building, No. 699-32 Xuanwudadao, Xuanwu District Nanjing, Jiangsu Province 210042 People?s Republic of China (Address o

September 1, 2022 EX-99.1

Tuniu Announces Unaudited Second Quarter 2022 Financial Results

Exhibit 99.1 Tuniu Announces Unaudited Second Quarter 2022 Financial Results NANJING, China, September 1, 2022 - Tuniu Corporation (NASDAQ:TOUR) ("Tuniu" or the "Company"), a leading online leisure travel company in China, today announced its unaudited financial results for the second quarter ended June 30, 2022. ?In the second quarter, despite the impact on the tourism industry by the most severe

August 31, 2022 6-K

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 2022 Commission File Number: 001-364

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 2022 Commission File Number: 001-36430 Tuniu Corporation Tuniu Building, No. 699-32 Xuanwudadao, Xuanwu District Nanjing, Jiangsu Province 210042 People?s Republic of China (Address of p

July 18, 2022 6-K

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 July 2022 Commission File Number: 001-36430

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 July 2022 Commission File Number: 001-36430 Tuniu Corporation Tuniu Building, No. 699-32 Xuanwudadao, Xuanwu District Nanjing, Jiangsu Province 210042 People?s Republic of China (Address of pri

July 18, 2022 EX-99.1

Tuniu Has Regained Compliance with Nasdaq's Minimum Bid Price Requirement

Exhibit 99.1 Tuniu Has Regained Compliance with Nasdaq's Minimum Bid Price Requirement NANJING, China, July 18, 2022 - Tuniu Corporation (Nasdaq: TOUR) ("Tuniu" or the "Company"), a leading online leisure travel company in China, today announced that it has received a notification letter (the "Compliance Notice") from the Listing Qualifications Department of the Nasdaq Stock Market Inc. ("Nasdaq")

June 10, 2022 6-K

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 June 2022 Commission File Number: 001-36430

6-K 1 tm2218168d16k.htm FORM 6-K 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 June 2022 Commission File Number: 001-36430 Tuniu Corporation Tuniu Building, No. 699-32 Xuanwudadao, Xuanwu District Nanjing, Jiangsu Province 210042 People’s

June 9, 2022 EX-99.1

Tuniu Announces Unaudited First Quarter 2022 Financial Results

Exhibit 99.1 Tuniu Announces Unaudited First Quarter 2022 Financial Results NANJING, China, June 9, 2022 - Tuniu Corporation (NASDAQ:TOUR) ("Tuniu" or the "Company"), a leading online leisure travel company in China, today announced its unaudited financial results for the first quarter ended March 31, 2022. "Despite recent challenges in the external environment, we have continued to fully leverage

June 9, 2022 6-K

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 June 2022 Commission File Number: 001-36430

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 June 2022 Commission File Number: 001-36430 Tuniu Corporation Tuniu Building, No. 699-32 Xuanwudadao, Xuanwu District Nanjing, Jiangsu Province 210042 People?s Republic of China (Address of pri

May 6, 2022 EX-99.1

Tuniu Provides Update on Status under Holding Foreign Companies Accountable Act

Exhibit 99.1 Tuniu Provides Update on Status under Holding Foreign Companies Accountable Act NANJING, China, May 6, 2022 - Tuniu Corporation (Nasdaq: TOUR) ("Tuniu" or the "Company"), a leading online leisure travel company in China, today provides an update on its status under the Holding Foreign Companies Accountable Act (the "HFCAA"). The Company is aware that it has been provisionally identifi

May 6, 2022 6-K

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 2022 Commission File Number: 001-36430

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 2022 Commission File Number: 001-36430 Tuniu Corporation Tuniu Building, No. 699-32 Xuanwudadao, Xuanwu District Nanjing, Jiangsu Province 210042 People?s Republic of China (Address of prin

April 29, 2022 EX-13.2

Certification by Principal Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

Exhibit 13.2 Certification by the Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of Tuniu Corporation (the “Company”) on Form 20-F for the year ended December 31, 2021 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Anqiang Chen, Financial Controller of Finance of the Company, cer

April 29, 2022 EX-15.1

Consent of PricewaterhouseCoopers Zhong Tian LLP.

Exhibit 15.1 Consent of Independent Registered Public Accounting Firm We hereby consent to the incorporation by reference in the Registration Statements on Form S-8 (No. 333-198111 and No. 333-251283) of Tuniu Corporation of our report dated April 29, 2022 relating to the consolidated financial statements, financial statement schedule I, and the effectiveness of internal control over financial rep

April 29, 2022 EX-15.2

Consent of Travers Thorp Alberga.

Exhibit 15.2 Office: +852 2801 6066 Mobile: +852 9718 8740 Email: [email protected] Tuniu Building No. 32 Suningdadao, Xuanwu District Nanjing, Jiangsu Province 210042 The People’s Republic of China 29 April 2022 Dear Sirs Re: Tuniu Corporation We have acted as legal advisers as to the laws of the Cayman Islands to Tuniu Corporation, an exempted limited liability company incorporated in the Cayman

April 29, 2022 EX-12.2

Certification by Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

Exhibit 12.2 Certification by the Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Anqiang Chen, certify that: 1.I have reviewed this annual report on Form 20-F of Tuniu Corporation; 2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of

April 29, 2022 EX-15.3

Consent of Fangda Partners.

EXHIBIT 15.3 FANGDA PARTNERS 上海 Shanghai 北京 Beijing 深圳 Shenzhen 广州 Guangzhou · 香港 Hong Kong http://www.fangdalaw.com 中国北京市朝阳区光华路1号 电子邮件 Email: [email protected] 嘉里中心北楼27层 电 话 Tel.: 861057695600 邮政编码: 100020 传 真 Fax: 861057695788 文 号 Ref.: 20GC0010 27/F, North Tower, Kerry Center No. 1, Guanghua Road, Chaoyang District Beijing 100020, PRC Consent of Fangda Partners April 29, 2022 Tuniu Corp

April 29, 2022 20-F

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F

Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

April 29, 2022 EX-13.1

Certification by Principal Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

Exhibit 13.1 Certification by the Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of Tuniu Corporation (the “Company”) on Form 20-F for the year ended December 31, 2021 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Dunde Yu, Chief Executive Officer of the Company, certify, pursua

April 29, 2022 EX-12.1

Certification by Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

Exhibit 12.1 Certification by the Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Dunde Yu, certify that: 1.I have reviewed this annual report on Form 20-F of Tuniu Corporation; 2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the

March 17, 2022 EX-99.1

Tuniu Announces Unaudited Fourth Quarter and Fiscal Year 2021 Financial Results

Exhibit 99.1 Tuniu Announces Unaudited Fourth Quarter and Fiscal Year 2021 Financial Results NANJING, China, March 17, 2022 - Tuniu Corporation (NASDAQ:TOUR) ("Tuniu" or the "Company"), a leading online leisure travel company in China, today announced its unaudited financial results for the fourth quarter and fiscal year ended December 31, 2021. "In 2021, we continued to leverage integration and d

March 17, 2022 6-K

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 March 2022 Commission File Number: 001-3643

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 March 2022 - Commission File Number: 001-36430 - Tuniu Corporation Tuniu Building, No. 699-32 Xuanwudadao, Xuanwu District Nanjing, Jiangsu Province 210042 People?s Republic of China (Address o

November 22, 2021 EX-99.1

Tuniu Announces Unaudited Third Quarter 2021 Financial Results

Exhibit 99.1 Tuniu Announces Unaudited Third Quarter 2021 Financial Results NANJING, China, November 19, 2021 - Tuniu Corporation (NASDAQ:TOUR) ("Tuniu" or the "Company"), a leading online leisure travel company in China, today announced its unaudited financial results for the third quarter ended September 30, 2021. "Tuniu?s focus on providing high-quality products and services and a high level of

November 22, 2021 6-K

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 November 2021 Commission File Number: 001-3

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 November 2021 Commission File Number: 001-36430 Tuniu Corporation Tuniu Building, No. 699-32 Xuanwudadao, Xuanwu District Nanjing, Jiangsu Province 210042 People?s Republic of China (Address of

November 12, 2021 SC 13D/A

TOUR / Tuniu Corp / Hony Capital Fund V, L.P. - AMENDMENT NO. 4 TO SCHEDULE 13D Activist Investment

AMENDMENT NO. 4 TO SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO 240.13d-2(a) UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 4)* TUNIU CORPORATION (Name of Issuer) Class A Ordinary Shares, par value US$0.0001 p

September 8, 2021 SC 13D/A

TOUR / Tuniu Corp / Hony Capital Fund V, L.P. - AMENDMENT NO. 3 TO SCHEDULE 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO ? 240.

August 23, 2021 EX-99.1

Tuniu Announces Unaudited Second Quarter 2021 Financial Results

Exhibit 99.1 Tuniu Announces Unaudited Second Quarter 2021 Financial Results NANJING, China, August 23, 2021 - Tuniu Corporation (NASDAQ:TOUR) ("Tuniu" or the "Company"), a leading online leisure travel company in China, today announced its unaudited financial results for the second quarter ended June 30, 2021. Highlights for the Second Quarter of 2021 ? Net revenues in the second quarter of 2021

August 23, 2021 6-K

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 2021 Commission File Number: 001-364

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 2021 Commission File Number: 001-36430 Tuniu Corporation Tuniu Building, No. 699-32 Xuanwudadao, Xuanwu District Nanjing, Jiangsu Province 210042 People?s Republic of China (Address of p

July 15, 2021 SC 13D/A

TOUR / Tuniu Corp / Hony Capital Fund V, L.P. - AMENDMENT NO. 2 TO SCHEDULE 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO ? 240.

June 3, 2021 6-K

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 June 2021 Commission File Number: 001-36430

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 June 2021 Commission File Number: 001-36430 Tuniu Corporation Tuniu Building, No. 699-32 Xuanwudadao, Xuanwu District Nanjing, Jiangsu Province 210042 People?s Republic of China (Address of pri

June 3, 2021 EX-99.1

Tuniu Announces Unaudited First Quarter 2021 Financial Results

Exhibit 99.1 Tuniu Announces Unaudited First Quarter 2021 Financial Results NANJING, China, June 3, 2021 - Tuniu Corporation (NASDAQ:TOUR) ("Tuniu" or the "Company"), a leading online leisure travel company in China, today announced its unaudited financial results for the first quarter ended March 31, 2021. "We are excited to see that China?s domestic travel market has been recovering at a rapid p

May 3, 2021 SC 13D/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 Amendment No. 1* Tuniu Corporation (Name of Issuer) Ordinary Shares, par value $0.0001 per share (Title of Class of Secur

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 Amendment No. 1* Tuniu Corporation (Name of Issuer) Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) 89977P106(1) (CUSIP Number) Dunde Yu Tuniu Building No. 699-32 Xuanwudadao, Xuanwu District Nanjing, Jiangsu Province 210042 People’s Republic

April 29, 2021 EX-15.2

Consent of Travers Thorp Alberga.

? EXHIBIT 15.2 ? ? Office: +852 2801 6066 Mobile: +852 9718 8740 Email: [email protected] ? Tuniu Building no. 699-32 Xuanwudadao, Xuanwu District Nanjing, Jiangsu Province 210042 People?s Republic of China ? April 29, 2021 ? Dear Sirs ? Re: Tuniu Corporation ? We have acted as legal advisers as to the laws of the Cayman Islands to Tuniu Corporation, an exempted limited liability company incorpora

April 29, 2021 EX-13.1

Certification by Principal Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

? Exhibit 13.1 ? Certification by the Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 ? In connection with the Annual Report of Tuniu Corporation (the ?Company?) on Form 20-F for the year ended December 31, 2020 as filed with the Securities and Exchange Commission on the date hereof (the ?Report?), I, Dunde Yu, Chief Executive Officer of the Company, certify,

April 29, 2021 EX-4.5

English Translation of Cooperation Agreement dated February 19, 2021 between Beijing Tuniu and Nanjing Tuniu (incorporated herein by reference to Exhibit 4.5 to the annual report on Form 20-F filed on April 29, 2021 (File No. 001-36430)).

Exhibit 4.5 ? COOPERATION AGREEMENT ? This Cooperation Agreement (this ?Agreement?) is entered into on February 19, 2021 in Beijing by and between: ? (1) Nanjing Tuniu Technology Co., Ltd., with its registered address at 3-5/F Building No.6, Southeast University Science Park, 6 Changjianghou Street, Xuanwu District, Nanjing and its legal representative being Yu Dunde (?Party A?); ? (2) Beijing Tun

April 29, 2021 EX-15.1

Consent of PricewaterhouseCoopers Zhong Tian LLP.

? EXHIBIT 15.1 ? Consent of Independent Registered Public Accounting Firm ? We hereby consent to the incorporation by reference in the Registration Statements on Form S-8 (No. 333-198111 and No. 333-251283) of Tuniu Corporation of our report dated April 29, 2021 relating to the consolidated financial statements, financial statement schedule I, and the effectiveness of internal control over financi

April 29, 2021 20-F

- 20-F

Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

April 29, 2021 EX-12.2

Certification by Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

? Exhibit 12.2 ? Certification by the Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 ? I, Anqiang Chen, certify that: ? 1. I have reviewed this annual report on Form 20-F of Tuniu Corporation.; ? 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made

April 29, 2021 EX-4.7

English Translation of Powers of Attorney dated February 19, 2021 among Beijing Tuniu, Nanjing Tuniu and the shareholders of Nanjing Tuniu (incorporated herein by reference to Exhibit 4.7 to the annual report on Form 20-F filed on April 29, 2021 (File No. 001-36430)).

Exhibit 4.7 IRREVOCABLE POWERS OF ATTORNEY THIS IRREVOCABLE POWERS OF ATTORNEY (this ?Letter?), executed by Yu Dunde ( ID Card No.: ***) as of February 19, 2021, is being issued in favor of Beijing Tuniu Technology Co., Ltd. (Registered Address: Room 1006, 10/F, Building No. 4, 1 Shangdi Tenth Street, Haidian District, Beijing) (?Proxy?). I hereby grant to the Proxy a general proxy, authorizing th

April 29, 2021 EX-12.1

Certification by Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

Exhibit 12.1 Certification by the Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Dunde Yu, certify that: 1. I have reviewed this annual report on Form 20-F of Tuniu Corporation; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of t

April 29, 2021 EX-4.10

English Translation of Purchase Option Agreement dated February 19, 2021 among Beijing Tuniu, Nanjing Tuniu and the shareholders of Nanjing Tuniu (incorporated herein by reference to Exhibit 4.10 to the annual report on Form 20-F filed on April 29, 2021 (File No. 001-36430)).

Exhibit 4.10 ? BEIJING TUNIU TECHNOLOGY CO., LTD. YU DUNDE, CHEN ANQIANG AND NANJING TUNIU TECHNOLOGY CO., LTD. ? PURCHASE OPTION AGREEMENT FOR NANJING TUNIU TECHNOLOGY CO., LTD. ? February 19, 2021 ? ? ? Purchase Option Agreement This Purchase Option Agreement for Nanjing Tuniu Technology Co., Ltd. (this ?Agreement?) is entered into as of February 19, 2021 (?Execution Date?) in Beijing by and amo

April 29, 2021 EX-15.3

Consent of Fangda Partners.

EXHIBIT 15.3 ? ? ? FANGDA PARTNERS ? ?? Shanghai ? ?? Beijing ? ?? Shenzhen ? ?? Guangzhou ? ?? Hong Kong http://www.fangdalaw.com ? ? ? ? ? ? ? ? ? ? ? ? 1 ? ? ? ? ? Email: [email protected] ? ? ? ? ? ? 27 ? ? ? Tel.: 861057695600 ? ? ? ? : 100020 ? ? Fax: 861057695788 ? ? Ref.: 20GC0010 27/F, North Tower, Kerry Center No. 1, Guanghua Road, Chaoyang District Beijing 10020, PRC ? Consent of Fang

April 29, 2021 EX-4.6

English Translation of Shareholders’ Voting Rights Agreement dated February 19, 2021 among Beijing Tuniu, Nanjing Tuniu and the shareholders of Nanjing Tuniu (incorporated herein by reference to Exhibit 4.6 to the annual report on Form 20-F filed on April 29, 2021 (File No. 001-36430)).

? Exhibit 4.6 ? ? ? ? ? ? ? SHAREHOLDER?S VOTING RIGHTS AGREEMENT ? ? ? ? ? ? DATED ? ? ? ? ? February 19, 2021 ? ? ? ? ? ? ? SHAREHOLDER?S VOTING RIGHTS AGREEMENT ? THIS SHAREHOLDER?S VOTING RIGHTS AGREEMENT (this ?Agreement?) is made in Beijing on February 19, 2021(?Execution Date?) BY AND AMONG: ? (1) Beijing Tuniu Technology Co., Ltd. ( ?Wholly-owned Company?); Registered Address: Room 1006, 1

April 29, 2021 EX-4.8

English Translation of Equity Interest Pledge Agreement dated February 19, 2021 among Beijing Tuniu, Nanjing Tuniu and Anqiang Chen (incorporated herein by reference to Exhibit 4.8 to the annual report on Form 20-F filed on April 29, 2021 (File No. 001-36430)).

EX-4.8 6 tmb-20201231xex4d8.htm EXHIBIT 4.8 Exhibit 4.8 Execution Version BEIJING TUNIU TECHNOLOGY CO., LTD. CHEN ANQIANG AND NANJING TUNIU TECHNOLOGY CO., LTD. EQUITY INTEREST PLEDGE AGREEMENT FOR NANJING TUNIU TECHNOLOGY CO., LTD. DATED February 19, 2021 EQUITY INTEREST PLEDGE AGREEMENT THIS EQUITY INTEREST PLEDGE AGREEMENT FOR NANJING TUNIU TECHNOLOGY CO., LTD. (this “Agreement”) is made on Feb

April 29, 2021 EX-4.9

English Translation of Equity Interest Pledge Agreement dated February 19, 2021 among Beijing Tuniu, Nanjing Tuniu and Dunde Yu (incorporated herein by reference to Exhibit 4.9 to the annual report on Form 20-F filed on April 29, 2021 (File No. 001-36430)).

EX-4.9 7 tmb-20201231xex4d9.htm EXHIBIT 4.9 Exhibit 4.9 Execution Version BEIJING TUNIU TECHNOLOGY CO., LTD. YU DUNDE AND NANJING TUNIU TECHNOLOGY CO., LTD. EQUITY INTEREST PLEDGE AGREEMENT FOR NANJING TUNIU TECHNOLOGY CO., LTD. DATED February 19, 2021 EQUITY INTEREST PLEDGE AGREEMENT THIS EQUITY INTEREST PLEDGE AGREEMENT FOR NANJING TUNIU TECHNOLOGY CO., LTD. (this “Agreement”) is made on Februar

April 29, 2021 EX-2.4

Description of rights of each class of securities registered under Section 12 of the Securities Exchange Act of 1934 (incorporated herein by reference to Exhibit 2.4 to the annual report on Form 20-F filed on April 29, 2021 (File No. 001-36430)).

EX-2.4 2 tmb-20201231xex2d4.htm EXHIBIT 2.4 Exhibit 2.4 Description of rights of each class of securities registered under Section 12 of the Securities Exchange Act of 1934 (the “Exchange Act”) American Depositary Shares (“ADSs”) each representing three Class A ordinary shares of Tuniu Corporation (we, our, or the “Company”) are listed and traded on the Nasdaq Global Market under the symbol of "TO

April 29, 2021 EX-13.2

Certification by Principal Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

? Exhibit 13.2 ? Certification by the Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 ? In connection with the Annual Report of Tuniu Corporation (the ?Company?) on Form 20-F for the year ended December 31, 2020 as filed with the Securities and Exchange Commission on the date hereof (the ?Report?), I, Anqiang Chen, financial controller of the Company, certify,

April 2, 2021 SC 13D/A

,SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13D INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1 (a) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2 (a) (Amendment No. 5) Tuniu Corporation (Name of Issuer)

,SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13D INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1 (a) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2 (a) (Amendment No. 5) Tuniu Corporation (Name of Issuer) American Depositary Shares (ADS), each representing Three Class A Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) 89977P1

March 17, 2021 EX-99.1

Tuniu Announces Unaudited Fourth Quarter and Fiscal Year 2020 Financial Results

Exhibit 99.1 Tuniu Announces Unaudited Fourth Quarter and Fiscal Year 2020 Financial Results NANJING, China, March 16, 2021 - Tuniu Corporation (NASDAQ:TOUR) ("Tuniu" or the "Company"), a leading online leisure travel company in China, today announced its unaudited financial results for the fourth quarter and fiscal year ended December 31, 2020. "In 2020, Tuniu?s unwavering focus helped us to achi

March 17, 2021 6-K

Current Report of Foreign Issuer - FORM 6-K

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 March 2021 - Commission File Number: 001-36430 - Tuniu Corporation Tuniu Building, No. 699-32 Xuanwudadao, Xuanwu District Nanjing, Jiangsu Province 210042 People?s Republic of China (Address o

February 16, 2021 SC 13G/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Tuniu Corporation (Name of Issuer) Class A ordinary shares, par value US$0.0001 per share (“Class A ordi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Tuniu Corporation (Name of Issuer) Class A ordinary shares, par value US$0.0001 per share (?Class A ordinary shares?), represented by American Depositary Shares (?ADSs?) (one ADS represents three Class A ordinary shares) (Title of Class of Securities) 89

February 9, 2021 6-K

Current Report of Foreign Issuer - 6-K

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 February 2021 - Commission File Number: 001-36430 - Tuniu Corporation Tuniu Building, No. 699-32 Xuanwudadao, Xuanwu District Nanjing, Jiangsu Province 210042 People’s Republic of China (Addres

February 9, 2021 EX-99.1

Tuniu Announces Appointment of New Directors

EX-99.1 2 tm215891d1ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Tuniu Announces Appointment of New Directors NANJING, China, February 9, 2021 - Tuniu Corporation (NASDAQ:TOUR) ("Tuniu" or the "Company"), a leading online leisure travel company in China, today announced that effective February 9, 2021, Mr. Jiangtao Liu and Mr. Shiwei Zhou were appointed as directors to the Company’s board of directors, re

January 20, 2021 EX-99.1

Joint Filing Agreement

Exhibit 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with each other on behalf of each of them of such a statement on Schedule 13G (including amendments thereto) with respect to the ordinary shares beneficially owned by each of them of Tuniu Corporation. This Joint

January 20, 2021 SC 13G/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 4) Tuniu Corporation (Name of Issuer) Ordinary Shares, par value $0.0001 per share (Title of Class of Securi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 4) Tuniu Corporation (Name of Issuer) Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) 89977P106(1) (CUSIP Number) December 31, 2020 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the

December 11, 2020 S-8

- FORM S-8

As filed with the Securities and Exchange Commission on December 11, 2020 Registration No.

December 11, 2020 S-8 POS

- S-8 POS

As filed with the Securities and Exchange Commission on December 11, 2020 Registration No.

December 2, 2020 EX-99.1

Tuniu Announces Unaudited Third Quarter 2020 Financial Results

Exhibit 99.1 Tuniu Announces Unaudited Third Quarter 2020 Financial Results NANJING, China, December 1, 2020 - Tuniu Corporation (NASDAQ:TOUR) ("Tuniu" or the "Company"), a leading online leisure travel company in China, today announced its unaudited financial results for the third quarter ended September 30, 2020. "In the third quarter, as China’s domestic travel industry further recovered, Tuniu

December 2, 2020 6-K

Current Report of Foreign Issuer - FORM 6-K

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 December 2020 Commission File Number: 001-36430 Tuniu Corporation Tuniu Building, No. 699-32 Xuanwudadao, Xuanwu District Nanjing, Jiangsu Province 210042 People’s Republic of China (Address of

December 1, 2020 EX-99.(A)

TABLE OF CONTENTS

J.P.Morgan J.P.Morgan TABLE OF CONTENTS Page PARTIES 1 RECITALS 1 Section 1. Certain Definitions (a) ADR Register 1 (b) ADRs; Direct Registration ADRs 1 (c) ADS 2 (d) Beneficial Owner 2 (e) Custodian 2 (f) Deliver, execute, issue et al. 2 (g) Delivery Order 2 (h) Deposited Securities 2 (i) Direct Registration System 3 (j) Holder 3 (k) Securities Act of 1933 3 (l) Securities Exchange Act of 1934 3

December 1, 2020 F-6 POS

-

As filed with the U.S. Securities and Exchange Commission on December 1, 2020 Registration No. No. 333-195515 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM F-6 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 For Depositary Shares Evidenced by American Depositary Receipts Tuniu Corporation (Exact name of issuer of deposited securities as sp

November 30, 2020 EX-99.4

Investor Rights Agreement, dated May 22, 2015, between Tuniu Corporation and Fabulous Jade Global Limited.

Exhibit 99.4 Execution Version INVESTOR RIGHTS AGREEMENT dated as of May 22, 2015 between TUNIU CORPORATION and FABULOUS JADE GLOBAL LIMITED TABLE OF CONTENTS ARTICLE 1 DEFINITIONS Section 1.01 . Definitions 1 Section 1.02 . Other Definitional and Interpretative Provisions 4 ARTICLE 2 CORPORATE GOVERNANCE Section 2.01 . Board Representation 4 Section 2.02 . Expenses and Indemnification 5 Section 2

November 30, 2020 SC 13D

TOUR / Tuniu Corporation / Caissa Sega Tourism Culture Development Group Co., Ltd. - SCHEDULE 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 Tuniu Corporation (Name of Issuer) Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) 89977P106 (1) (CUSIP Number) Caissa Sega Tourism Culture Development Group Co., Ltd. 4F, Hopson Building B, No. 22 West dawang Road, Chaoyang District, Beijing, P

November 30, 2020 EX-99.2

Amendment to Share Purchase Agreement, dated November 18, 2020, between JD.com E-commerce (Investment) Hong Kong Corporation Limited, JD.com Investment Limited and Hopeful Tourism Limited.

Exhibit 99.2 AMENDMENT TO SHARE PURCHASE AGREEMENT THIS AMENDMENT TO SHARE PURCHASE AGREEMENT is made as of November 18, 2020 (this “Amendment”), by and between Hopeful Tourism Limited, a company incorporated under the laws of Hong Kong (“Purchaser”), on the one hand, and JD.com E-commerce (Investment) Hong Kong Corporation Limited, a company incorporated under the laws of Hong Kong, and JD.com In

November 30, 2020 EX-99.1

Share Purchase Agreement, dated June 19, 2020, between JD.com E-commerce (Investment) Hong Kong Corporation Limited, JD.com Investment Limited and Caissa Sega Tourism Culture Development Group Co., Ltd. (凯撒世嘉旅游文化发展集团股份有限公司).

Exhibit 99.1 EXECUTION VERSION CONFIDENTIAL SHARE PURCHASE AGREEMENT BY AND AMONG JD.COM E-COMMERCE (INVESTMENT) HONG KONG CORPORATION LIMITED and JD.COM INVESTMENT LIMITED and 凯撒世嘉旅游文化发展集团股份有限公司 (CAISSA SEGA TOURISM CULTURE DEVELOPMENT GROUP CO., LTD) Dated as of June 19, 2020 TABLE OF CONTENTS Page Article I Definitions 1 Section 1.1 Certain Definitions 1 Section 1.2 Interpretation and Rules of

November 30, 2020 EX-99.3

Joint Filing Agreement, dated November 30, 2020, between Fabulous Jade Global Limited, Hopeful Tourism Limited, Caissa Sega Tourism Culture Investment Limited, Caissa Sega Tourism Culture Development Group Co., Ltd., OPW Investment Co., Ltd. and Xiaobing Chen.

Exhibit 99.3 JOINT FILING AGREEMENT The undersigned hereby agree that the statement on Schedule 13D with respect to the Class A ordinary shares, par value of $0.0001 per share, of Tuniu Corporation, dated as of November 30, 2020 is, and any amendments thereto signed by each of the undersigned shall be, filed on behalf of each of the undersigned pursuant to and in accordance with the provisions of

November 30, 2020 EX-99.5

Share Subscription Agreement, dated May 8, 2015, between Tuniu Corporation and Fabulous Jade Global Limited.

Exhibit 99.5 Execution Version SUBSCRIPTION AGREEMENT This Subscription Agreement (this “Agreement”) is made as of May 8, 2015 by and among: (1) Tuniu Corporation, a company incorporated in the Cayman Islands (the “Company”); and (2) Fabulous Jade Global Limited, a company organized under the laws of the British Virgin Islands (the “Purchaser”). The Purchaser and the Company are sometimes each ref

November 20, 2020 SC 13D/A

TOUR / Tuniu Corporation / JD.com, Inc. - SCHEDULE 13D AMENDMENT NO. 3 Activist Investment

Schedule 13D Amendment No. 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 3) Tuniu Corporation (Name of Issuer) Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) 89977P106 (1) (CUSIP Number) JD.com, Inc. 20th Floor, Building A, No. 18 Kechuang 11 Street Yizhuang Economic and

November 20, 2020 EX-99.9

AMENDMENT TO SHARE PURCHASE AGREEMENT

EX-99.9 2 d88003dex999.htm EX-99.9 Exhibit 99.9 AMENDMENT TO SHARE PURCHASE AGREEMENT THIS AMENDMENT TO SHARE PURCHASE AGREEMENT is made as of November 18, 2020 (this “Amendment”), by and between Hopeful Tourism Limited, a company incorporated under the laws of Hong Kong (“Purchaser”), on the one hand, and JD.com E-commerce (Investment) Hong Kong Corporation Limited, a company incorporated under t

September 30, 2020 EX-99.1

Tuniu Announces US$10 Million Share Repurchase Program

Exhibit 99.1 Tuniu Announces US$10 Million Share Repurchase Program NANJING, China, September 30, 2020 - Tuniu Corporation (NASDAQ:TOUR) ("Tuniu" or the "Company"), a leading online leisure travel company in China, today announced that its Board of Directors has authorized a share repurchase program under which the Company may repurchase up to US$10 million worth of its ordinary shares or American

September 30, 2020 6-K

Current Report of Foreign Issuer - 6-K

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 2020 - Commission File Number: 001-36430 - Tuniu Corporation Tuniu Building, No. 699-32 Xuanwudadao, Xuanwu District Nanjing, Jiangsu Province 210042 People’s Republic of China (Addre

August 28, 2020 EX-99.1

Tuniu Announces Unaudited Second Quarter 2020 Financial Results

Exhibit 99.1 Tuniu Announces Unaudited Second Quarter 2020 Financial Results NANJING, China, August 28, 2020 — Tuniu Corporation (NASDAQ:TOUR) (“Tuniu” or the “Company”), a leading online leisure travel company in China, today announced its unaudited financial results for the second quarter ended June 30, 2020. “After nearly six months of downturn caused by the COVID-19 outbreak, we are encouraged

August 28, 2020 6-K

Current Report of Foreign Issuer - 6-K

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 2020 Commission File Number: 001-36430 Tuniu Corporation Tuniu Building, No. 699-32 Xuanwudadao, Xuanwu District Nanjing, Jiangsu Province 210042 People’s Republic of China (Address of p

June 30, 2020 EX-99.1

Tuniu Has Regained Compliance with Nasdaq's Minimum Bid Price Requirement

Exhibit 99.1 Tuniu Has Regained Compliance with Nasdaq's Minimum Bid Price Requirement NANJING, China, June 29, 2020 - Tuniu Corporation (Nasdaq:TOUR) ("Tuniu" or the "Company"), a leading online leisure travel company in China, today announced that it received a notification letter (the "Compliance Notice") from the Listing Qualifications Department of the Nasdaq Stock Market Inc. ("Nasdaq") date

June 30, 2020 6-K

Current Report of Foreign Issuer - FORM 6-K

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 June 2020 Commission File Number: 001-36430 Tuniu Corporation Tuniu Building, No. 699-32 Xuanwudadao, Xuanwu District Nanjing, Jiangsu Province 210042 People’s Republic of China (Address of pri

June 30, 2020 EX-99.2

By Electronic Delivery to:

Exhibit 99.2 By Electronic Delivery to:[email protected] June 26, 2020 Mr. Anqiang Chen Financial Controller Tuniu Corporation Tuniu Building, No. 699-32 Xuanwudadao, Xuanwu District Nanjing, Jiangsu Province 210042 People’s Republic of China Re: Tuniu Corporation (the “Company”) Nasdaq Symbol: TOUR Dear Mr. Chen: On May 18, 2020, Staff notified the Company that its common stock failed to maintain

June 22, 2020 SC 13D/A

TOUR / Tuniu Corporation / JD.com, Inc. - SCHEDULE 13D AMENDMENT NO. 2 Activist Investment

Schedule 13D Amendment No. 2 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 2) Tuniu Corporation (Name of Issuer) Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) 89977P106 (1) (CUSIP Number) JD.com, Inc. 20th Floor, Building A, No. 18 Kechuang 11 Street Yizhuang Economic and

June 22, 2020 EX-99.8

SHARE PURCHASE AGREEMENT BY AND AMONG JD.COM E-COMMERCE (INVESTMENT) HONG KONG CORPORATION LIMITED JD.COM INVESTMENT LIMITED (CAISSA SEGA TOURISM CULTURE DEVELOPMENT GROUP CO., LTD) Dated as of June 19, 2020

EX-99.8 EXECUTION VERSION CONFIDENTIAL Exhibit 99.8 SHARE PURCHASE AGREEMENT BY AND AMONG JD.COM E-COMMERCE (INVESTMENT) HONG KONG CORPORATION LIMITED and JD.COM INVESTMENT LIMITED and 凯撒世嘉旅游文化发展集团股份有限公司 (CAISSA SEGA TOURISM CULTURE DEVELOPMENT GROUP CO., LTD) Dated as of June 19, 2020 TABLE OF CONTENTS Page ARTICLE I Definitions 2 Section 1.1 Certain Definitions 2 Section 1.2 Interpretation and R

June 11, 2020 EX-99.1

Tuniu Announces Unaudited First Quarter 2020 Financial Results

Exhibit 99.1 Tuniu Announces Unaudited First Quarter 2020 Financial Results NANJING, China, June 10, 2020 - Tuniu Corporation (NASDAQ:TOUR) (“Tuniu” or the “Company”), a leading online leisure travel company in China, today announced its unaudited financial results for the first quarter ended March 31, 2020. Mr. Donald Dunde Yu, Tuniu’s founder, Chairman and Chief Executive Officer, said, “Even th

June 11, 2020 6-K

Current Report of Foreign Issuer - 6-K

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 June 2020 - Commission File Number: 001-36430 - Tuniu Corporation Tuniu Building, No. 699-32 Xuanwudadao, Xuanwu District Nanjing, Jiangsu Province 210042 People’s Republic of China (Address of

May 29, 2020 EX-99.1

Tuniu Announces the Appointment of Financial Controller

Exhibit 99.1 Tuniu Announces the Appointment of Financial Controller NANJING, China, May 29, 2020 – Tuniu Corporation (Nasdaq: TOUR) ("Tuniu" or the "Company"), a leading online leisure travel company in China, today announced the promotion of Mr. Anqiang Chen to the Financial Controller of the Company, effective as of May 31, 2020. Mr. Chen's responsibilities at Tuniu include corporate finance, t

May 29, 2020 6-K

Current Report of Foreign Issuer - 6-K

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 2020 Commission File Number: 001-36430 Tuniu Corporation Tuniu Building, No. 699-32 Xuanwudadao, Xuanwu District Nanjing, Jiangsu Province 210042 People’s Republic of China (Address of prin

May 28, 2020 EX-13.2

Certification by Principal Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

Exhibit 13.2 Certification by the Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of Tuniu Corporation (the “Company”) on Form 20-F for the year ended December 31, 2019 as filed with the Securities and Exchange Commission on May 22, 2020, as amended by Amendment No. 1 thereto (the “Report”), I, Maria Yi Xin, Chief Financial

May 28, 2020 EX-12.1

Certification by Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

Exhibit 12.1 Certification by the Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Dunde Yu, certify that: 1. I have reviewed this annual report on Form 20-F, as amended by Amendment No. 1 thereto, of Tuniu Corporation; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to

May 28, 2020 20-F/A

- 20-F/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F/A (Amendment No. 1) (Mark One) ¨ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2019. OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)

May 28, 2020 EX-13.1

Certification by Principal Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

Exhibit 13.1 Certification by the Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of Tuniu Corporation (the “Company”) on Form 20-F for the year ended December 31, 2019 as filed with the Securities and Exchange Commission on May 22, 2020, as amended by Amendment No. 1 thereto (the “Report”), I, Dunde Yu, Chief Executive Off

May 28, 2020 EX-15.1

Consent of PricewaterhouseCoopers Zhong Tian LLP.

EXHIBIT 15.1 Consent of Independent Registered Public Accounting Firm We hereby consent to the incorporation by reference in the Registration Statement on Form S-8 (No. 333-198111) of Tuniu Corporation of our report dated May 22, 2020 relating to the consolidated financial statements, financial statement schedule I, and the effectiveness of internal control over financial reporting, which appears

May 28, 2020 EX-12.2

Certification by Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

Exhibit 12.2 Certification by the Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Maria Yi Xin, certify that: 1. I have reviewed this annual report on Form 20-F, as amended by Amendment No. 1 thereto, of Tuniu Corporation; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessar

May 22, 2020 EX-15.2

Consent of Travers Thorp Alberga.

EXHIBIT 15.2 Office: +852 2801 6066 Mobile: +852 9718 8740 Email: [email protected] Tuniu Building no. 699-32 Xuanwudadao, Xuanwu District Nanjing, Jiangsu Province 210042 People’s Republic of China May 22, 2020 Dear Sirs Re: Tuniu Corporation We have acted as legal advisers as to the laws of the Cayman Islands to Tuniu Corporation, an exempted limited liability company incorporated in the Cayman

May 22, 2020 EX-13.1

Certification by Principal Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

Exhibit 13.1 Certification by the Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of Tuniu Corporation (the “Company”) on Form 20-F for the year ended December 31, 2019 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Dunde Yu, Chief Executive Officer of the Company, certify, pursua

May 22, 2020 EX-15.1

Consent of PricewaterhouseCoopers Zhong Tian LLP.

EXHIBIT 15.1 Consent of Independent Registered Public Accounting Firm We hereby consent to the incorporation by reference in the Registration Statement on Form S-8 (No. 333-198111) of Tuniu Corporation of our report dated April 4, 2019 relating to the consolidated financial statements, financial statement schedule I, and the effectiveness of internal control over financial reporting, which appears

May 22, 2020 EX-99.2

NASDAQ ONLINE RESOURCES

Exhibit 99.2 Sent via Electronic Delivery to: [email protected]; [email protected] May 18, 2020 Ms. Maria Yi Xin Chief Financial Officer Tuniu Corporation Tuniu Building, No. 699-32 Xuanwudadao, Xuanwu District Nanjing, Jiangsu Province 210042 People’s Republic of China Re: Tuniu Corporation (the “Company”) Nasdaq Security: American Depositary Shares Nasdaq Symbol: TOUR Dear Ms. Xin: As you are awar

May 22, 2020 EX-13.2

Certification by Principal Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

Exhibit 13.2 Certification by the Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of Tuniu Corporation (the “Company”) on Form 20-F for the year ended December 31, 2019 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Maria Yi Xin, Chief Financial Officer of the Company, certify, pu

May 22, 2020 EX-15.3

Consent of Fangda Partners.

Exhibit 15.3 FANGDA PARTNERS 上海 Shanghai · 北京 Beijing · 深圳 Shenzhen · 广州 Guangzhou · 香港 Hong Kong http://www.fangdalaw.com 中 国 北 京 市 朝 阳 区 光 华 路 1 号 电 子 邮 件 Email: [email protected] 嘉 里 中 心 北 楼 27 层 电 话 Tel.: 861057695600 邮 政 编 码 : 100020 传 真 Fax: 861057695788 文 号 Ref.: 20GC0010 27/F, North Tower, Kerry Center No. 1, Guanghua Road, Chaoyang District Beijing 10020, PRC Consent of Fangda Partners

May 22, 2020 6-K

Current Report of Foreign Issuer - FORM 6-K

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 2020 - Commission File Number: 001-36430 - Tuniu Corporation Tuniu Building, No. 699-32 Xuanwudadao, Xuanwu District Nanjing, Jiangsu Province 210042 People’s Republic of China (Address of

May 22, 2020 EX-99.1

Tuniu Announces Receipt of Minimum Bid Price Notice from Nasdaq

Exhibit 99.1 Tuniu Announces Receipt of Minimum Bid Price Notice from Nasdaq NANJING, China, May 22, 2020 - Tuniu Corporation (Nasdaq:TOUR) ("Tuniu" or the "Company"), a leading online leisure travel company in China, today announced that it received a notification letter (the "Notice") from the Listing Qualifications Department of The Nasdaq Stock Market Inc. ("Nasdaq") dated on May 18, 2020, ind

May 22, 2020 20-F

The Registrant’s annual report on Form 20-F for the year ended December 31, 2019, filed with the Commission on May 22, 2020; and

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F (Mark One) ¨ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2019. OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EX

May 22, 2020 EX-2.5

Description of rights of each class of securities registered under Section 12 of the Securities Exchange Act of 1934

EX-2.5 2 tm206460d1ex2-5.htm EXHIBIT 2.5 Exhibit 2.5 Description of rights of each class of securities registered under Section 12 of the Securities Exchange Act of 1934 (the “Exchange Act”) American Depositary Shares (“ADSs”) each representing three Class A ordinary shares of Tuniu Corporation (we, our, or the “Company”) are listed and traded on the Nasdaq Global Market under the symbol of "TOUR"

May 22, 2020 EX-12.2

Certification by Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

Exhibit 12.2 Certification by the Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Maria Yi Xin, certify that: 1. I have reviewed this annual report on Form 20-F of Tuniu Corporation.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light

May 22, 2020 EX-12.1

Certification by Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

Exhibit 12.1 Certification by the Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Dunde Yu, certify that: 1. I have reviewed this annual report on Form 20-F of Tuniu Corporation; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of t

April 29, 2020 6-K

Current Report of Foreign Issuer - 6-K

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 April 2020 - Commission File Number: 001-36430 - Tuniu Corporation Tuniu Building, No. 699-32 Xuanwudadao, Xuanwu District Nanjing, Jiangsu Province 210042 People’s Republic of China (Address o

April 27, 2020 EX-99

JOINT FILING AGREEMENT

Exhibit 99.1 JOINT FILING AGREEMENT This Joint Filing Agreement, dated as of April 23, 2020 is by and among Yiheng Capital Partners, L.P., Yiheng Capital, LLC, and Yuanshan Guo (collectively, the "Filers"). Each of the Filers may be required to file with the United States Securities and Exchange Commission a statement on Schedule 13G and/or 13D with respect to Ordinary shares of Tuniu Corporation

April 27, 2020 SC 13G

TOUR / Tuniu Corporation / YIHENG CAPITAL LLC - SC 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.)* Tuniu Corporation (Name of Issuer) Class A ordinary shares, par value US$0.0001 per share (“Class A ordinary shares”), represented by American Depositary Shares (“ADSs”) (one ADS represents three Class A ordinary shares) (Title of Class of Securities) 8997

April 21, 2020 6-K

TOUR / Tuniu Corporation 6-K - Current Report of Foreign Issuer - 6-K

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 April 2020 - Commission File Number: 001-36430 - Tuniu Corporation Tuniu Building, No. 699-32 Xuanwudadao, Xuanwu District Nanjing, Jiangsu Province 210042 People’s Republic of China (Address o

April 10, 2020 EX-99.1

Tuniu Announces Management Change

Exhibit 99.1 Tuniu Announces Management Change NANJING, China, Apr. 9, 2020 /PRNewswire/ - Tuniu Corporation (NASDAQ: TOUR) ("Tuniu" or the "Company"), a leading online leisure travel company in China, today announced that Ms. Maria Yi Xin has tendered her resignation as the Company's Chief Financial Officer due to personal reasons, effective as of May 31, 2020 (the "Effective Date"). Ms. Xin will

April 10, 2020 EX-99.2

Tuniu Announces Unaudited Fourth Quarter and Fiscal Year 2019 Financial Results

Exhibit 99.2 Tuniu Announces Unaudited Fourth Quarter and Fiscal Year 2019 Financial Results NANJING, China, April 9, 2020 - Tuniu Corporation (NASDAQ:TOUR) ("Tuniu" or the "Company"), a leading online leisure travel company in China, today announced its unaudited financial results for the fourth quarter and fiscal year ended December 31, 2019. Mr. Donald Dunde Yu, Tuniu’s founder, Chairman and Ch

April 10, 2020 6-K

TOUR / Tuniu Corporation 6-K - Current Report of Foreign Issuer - FORM 6-K

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 April 2020 Commission File Number: 001-36430 Tuniu Corporation Tuniu Building, No. 699-32 Xuanwudadao, Xuanwu District Nanjing, Jiangsu Province 210042 People’s Republic of China (Address of pr

April 6, 2020 SC 13G/A

TOUR / Tuniu Corporation / Temasek Holdings (Private) Ltd - SC 13G/A Passive Investment

SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) Information to be Included in Statements Filed Pursuant to § 240.13d-1(b), (c) and (d) and Amendments Thereto Filed Pursuant to § 240.13d-2. Under the Securities Exchange Act of 1934 (Amendment No. 4)* Tuniu Corporation (Name of Issuer) Class A ordinary shares, par value US$0.0001 per share

February 7, 2020 SC 13G/A

TOUR / Tuniu Corporation / Temasek Holdings (Private) Ltd - SC 13G/A Passive Investment

SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) Information to be Included in Statements Filed Pursuant to § 240.13d-1(b), (c) and (d) and Amendments Thereto Filed Pursuant to § 240.13d-2. Under the Securities Exchange Act of 1934 (Amendment No. 3)* Tuniu Corporation (Name of Issuer) Class A ordinary shares, par value US$0.0001 per share

January 23, 2020 SC 13G/A

TOUR / Tuniu Corporation / Fullshare Holdings Ltd - SCHEDULE 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3) Tuniu Corporation (Name of Issuer) Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) 89977P106(1) (CUSIP Number) December 31, 2019 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the

January 23, 2020 EX-99.1

Joint Filing Agreement

Exhibit 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with each other on behalf of each of them of such a statement on Schedule 13G (including amendments thereto) with respect to the ordinary shares beneficially owned by each of them of Tuniu Corporation. This Joint

January 6, 2020 6-K

TOUR / Tuniu Corporation 6-K - Current Report of Foreign Issuer - 6-K

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 January 2020 - Commission File Number: 001-36430 - Tuniu Corporation Tuniu Building, No. 699-32 Xuanwudadao, Xuanwu District Nanjing, Jiangsu Province 210042 People’s Republic of China (Address

November 20, 2019 6-K

TOUR / Tuniu Corporation 6-K - Current Report of Foreign Issuer - FORM 6-K

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 November 2019 - Commission File Number: 001-36430 - Tuniu Corporation Tuniu Building, No. 699-32 Xuanwudadao, Xuanwu District Nanjing, Jiangsu Province 210042 People’s Republic of China (Addres

November 20, 2019 EX-99.1

Tuniu Announces Unaudited Third Quarter 2019 Financial Results

Exhibit 99.1 Tuniu Announces Unaudited Third Quarter 2019 Financial Results NANJING, China, November 19, 2019 - Tuniu Corporation (NASDAQ:TOUR) ("Tuniu" or the "Company"), a leading online leisure travel company in China, today announced its unaudited financial results for the third quarter ended September 30, 2019. Highlights for the Third Quarter of 2019 · Revenues from packaged tours in the thi

September 3, 2019 6-K

TOUR / Tuniu Corporation 6-K - Current Report of Foreign Issuer - FORM 6-K

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 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2019 Commission File Number: 001-36430 Tuniu Corporation Tuniu Building, No. 699-32 Xuanwudadao, Xuanwu District Nanjing, Jiangsu Province 210042 People’s Republic of China (Address of p

August 28, 2019 EX-99.1

Tuniu Announces Unaudited Second Quarter 2019 Financial Results

Exhibit 99.1 Tuniu Announces Unaudited Second Quarter 2019 Financial Results NANJING, China, August 28, 2019 - Tuniu Corporation (NASDAQ:TOUR) ("Tuniu" or the "Company"), a leading online leisure travel company in China, today announced its unaudited financial results for the second quarter ended June 30, 2019. Mr. Donald Dunde Yu, Tuniu’s founder, Chairman and Chief Executive Officer, said, “Duri

August 28, 2019 6-K

TOUR / Tuniu Corporation 6-K - Current Report of Foreign Issuer - FORM 6-K

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 2019 Commission File Number: 001-36430 Tuniu Corporation Tuniu Building, No. 699-32 Xuanwudadao, Xuanwu District Nanjing, Jiangsu Province 210042 People’s Republic of China (Address of p

May 23, 2019 EX-99.1

Tuniu Announces Unaudited First Quarter 2019 Financial Results

Exhibit 99.1 Tuniu Announces Unaudited First Quarter 2019 Financial Results NANJING, China, May 23, 2019 - Tuniu Corporation (NASDAQ:TOUR) ("Tuniu" or the "Company"), a leading online leisure travel company in China, today announced its unaudited financial results for the first quarter ended March 31, 2019. Mr. Donald Dunde Yu, Tuniu’s founder, Chairman and Chief Executive Officer, said, “In 2019,

May 23, 2019 6-K

TOUR / Tuniu Corporation 6-K - Current Report of Foreign Issuer - 6-K

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 2019 - Commission File Number: 001-36430 - Tuniu Corporation Tuniu Building, No. 699-32 Xuanwudadao, Xuanwu District Nanjing, Jiangsu Province 210042 People’s Republic of China (Address of

April 4, 2019 EX-12.1

Certification by Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

Exhibit 12.1 Certification by the Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Dunde Yu, certify that: 1. I have reviewed this annual report on Form 20-F of Tuniu Corporation; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of t

April 4, 2019 EX-13.1

Certification by Principal Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

Exhibit 13.1 Certification by the Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of Tuniu Corporation (the “Company”) on Form 20-F for the year ended December 31, 2018 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Dunde Yu, Chief Executive Officer of the Company, certify, pursua

April 4, 2019 EX-12.2

Certification by Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

Exhibit 12.2 Certification by the Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Maria Yi Xin, certify that: 1. I have reviewed this annual report on Form 20-F of Tuniu Corporation.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light

April 4, 2019 EX-13.2

Certification by Principal Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

Exhibit 13.2 Certification by the Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of Tuniu Corporation (the “Company”) on Form 20-F for the year ended December 31, 2018 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Maria Yi Xin, Chief Financial Officer of the Company, certify, pu

April 4, 2019 EX-15.1

Consent of PricewaterhouseCoopers Zhong Tian LLP.

EXHIBIT 15.1 Consent of Independent Registered Public Accounting Firm We hereby consent to the incorporation by reference in the Registration Statement on Form S-8 (No. 333-198111) of Tuniu Corporation of our report dated April 4, 2019 relating to the consolidated financial statements, financial statement schedule I, and the effectiveness of internal control over financial reporting, which appears

April 4, 2019 EX-15.2

Consent of Travers Thorp Alberga.

EXHIBIT 15.2 Office: +852 2801 6066 Mobile: +852 9718 8740 Email: [email protected] Tuniu Building no. 699-32 Xuanwudadao, Xuanwu District Nanjing, Jiangsu Province 210042 People’s Republic of China 4 April 2019 Dear Sirs Re: Tuniu Corporation We have acted as legal advisers as to the laws of the Cayman Islands to Tuniu Corporation, an exempted limited liability company incorporated in the Cayman

April 4, 2019 EX-15.3

Consent of Fangda Partners.

Exhibit 15.3 FANGDA PARTNERS 上海 Shanghai · 北京 Beijing · 深圳 Shenzhen · 广州 Guangzhou · 香港 Hong Kong http://www.fangdalaw.com 中 国 北 京 市 朝 阳 区 光 华 路 1 号 电 子 邮 件 Email: [email protected] 嘉 里 中 心 北 楼 27 层 电 话 Tel.: 861057695600 邮 政 编 码 : 100020 传 真 Fax: 861057695788 文 号 Ref.: 19GC0021 27/F, North Tower, Kerry Center No. 1, Guanghua Road, Chaoyang District Beijing 10020, PRC Consent of Fangda Partners

April 4, 2019 20-F

TOUR / Tuniu Corporation 20-F

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F (Mark One) ¨ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2018. OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EX

February 28, 2019 EX-99.1

Tuniu Announces Unaudited Fourth Quarter and Fiscal Year 2018 Financial Results Non-GAAP1 Net Income in 2018 Reached RMB10.9 million Added 345 Offline Retail Stores During 20182

Exhibit 99.1 Tuniu Announces Unaudited Fourth Quarter and Fiscal Year 2018 Financial Results Non-GAAP1 Net Income in 2018 Reached RMB10.9 million Added 345 Offline Retail Stores During 20182 NANJING, China, February 28, 2019 - Tuniu Corporation (NASDAQ:TOUR) ("Tuniu" or the "Company"), a leading online leisure travel company in China, today announced its unaudited financial results for the fourth

February 28, 2019 6-K

TOUR / Tuniu Corporation 6-K (Current Report of Foreign Issuer)

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 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of February 2019 Commission File Number: 001-36430 Tuniu Corporation Tuniu Building, No. 699-32 Xuanwudadao, Xuanwu District Nanjing, Jiangsu Province 210042 People’s Republic of China (Address of pr

February 14, 2019 SC 13G/A

TOUR / Tuniu Corporation / Temasek Holdings (Private) Ltd - SC 13G/A Passive Investment

SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) Information to be Included in Statements Filed Pursuant to § 240.13d-1(b), (c) and (d) and Amendments Thereto Filed Pursuant to § 240.13d-2. Under the Securities Exchange Act of 1934 (Amendment No. 2)* Tuniu Corporation (Name of Issuer) Class A ordinary shares, par value US$0.0001 per share

February 4, 2019 EX-99.1

JOINT FILING AGREEMENT

Exhibit 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with each other on behalf of each of them of such a statement on Schedule 13G (including amendments thereto) with respect to the ordinary shares beneficially owned by each of them of Tuniu Corporation. This Joint

February 4, 2019 SC 13G/A

TOUR / Tuniu Corporation / Fullshare Holdings Ltd - SCHEDULE 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2) Tuniu Corporation (Name of Issuer) Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) 89977P106(1) (CUSIP Number) December 31, 2018 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the

November 27, 2018 6-K

TOUR / Tuniu Corporation FORM 6-K (Current Report of Foreign Issuer)

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 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2018 Commission File Number: 001-36430 Tuniu Corporation Tuniu Building, No. 699-32 Xuanwudadao, Xuanwu District Nanjing, Jiangsu Province 210042 People’s Republic of China (Address of pr

November 27, 2018 EX-99.1

Tuniu Announces Unaudited Third Quarter 2018 Financial Results Non-GAAP1 Net Income in Q3 2018 Increased by 109.2% Year-Over-Year to RMB83.0 million Added 251 Offline Retail Stores During 20182

EX-99.1 2 tv507935ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Tuniu Announces Unaudited Third Quarter 2018 Financial Results Non-GAAP1 Net Income in Q3 2018 Increased by 109.2% Year-Over-Year to RMB83.0 million Added 251 Offline Retail Stores During 20182 NANJING, China, November 27, 2018 - Tuniu Corporation (NASDAQ:TOUR) ("Tuniu" or the "Company"), a leading online leisure travel company in China, today

September 19, 2018 6-K

TOUR / Tuniu Corporation 6-K (Current Report of Foreign Issuer)

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 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2018 - Commission File Number: 001-36430 - Tuniu Corporation Tuniu Building, No. 699-32 Xuanwudadao, Xuanwu District Nanjing, Jiangsu Province 210042 People’s Republic of China (Address

August 29, 2018 EX-99.1

Tuniu Announces Unaudited Second Quarter 2018 Financial Results Revenues from Packaged Tours in Q2 2018 Increased by 29.0% Year-Over-Year Non-GAAP1 Net Loss in Q2 2018 Decreased by 89.4% Year-Over-Year

Exhibit 99.1 Tuniu Announces Unaudited Second Quarter 2018 Financial Results Revenues from Packaged Tours in Q2 2018 Increased by 29.0% Year-Over-Year Non-GAAP1 Net Loss in Q2 2018 Decreased by 89.4% Year-Over-Year NANJING, China, August 29, 2018 - Tuniu Corporation (NASDAQ:TOUR) ("Tuniu" or the "Company"), a leading online leisure travel company in China, today announced its unaudited financial r

August 29, 2018 6-K

TOUR / Tuniu Corporation 6-K (Current Report of Foreign Issuer)

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 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2018 - Commission File Number: 001-36430 - Tuniu Corporation Tuniu Building, No. 699-32 Xuanwudadao, Xuanwu District Nanjing, Jiangsu Province 210042 People’s Republic of China (Address of

May 25, 2018 EX-99.1

JOINT FILING AGREEMENT

Exhibit 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with each other on behalf of each of them of such a statement on Schedule 13G (including amendments thereto) with respect to the ordinary shares beneficially owned by each of them of Tuniu Corporation. This Joint

May 25, 2018 SC 13G/A

TOUR / Tuniu Corporation / Fullshare Holdings Ltd - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1) Tuniu Corporation (Name of Issuer) Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) 89977P106(1) (CUSIP Number) May 18, 2018 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule

May 24, 2018 6-K

TOUR / Tuniu Corporation FORM 6-K (Current Report of Foreign Issuer)

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 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2018 - Commission File Number: 001-36430 - Tuniu Corporation Tuniu Building, No. 699-32 Xuanwudadao, Xuanwu District Nanjing, Jiangsu Province 210042 People’s Republic of China (Address of pri

May 24, 2018 EX-99.1

Tuniu Announces Unaudited First Quarter 2018 Financial Results Non-GAAP1 Net Loss in Q1 2018 Decreased by 89.5% Year-Over-Year Added 51 Offline Retail Stores and 7 Local Tour Operators2

Exhibit 99.1 Tuniu Announces Unaudited First Quarter 2018 Financial Results Non-GAAP1 Net Loss in Q1 2018 Decreased by 89.5% Year-Over-Year Added 51 Offline Retail Stores and 7 Local Tour Operators2 NANJING, China, May 24, 2018 - Tuniu Corporation (NASDAQ:TOUR) ("Tuniu" or the "Company"), a leading online leisure travel company in China, today announced its unaudited financial results for the firs

April 26, 2018 EX-15.1

Consent of PricewaterhouseCoopers Zhong Tian LLP.

EXHIBIT 15.1 Consent of Independent Registered Public Accounting Firm We hereby consent to the incorporation by reference in the Registration Statement on Form S-8 (No. 333-198111) of Tuniu Corporation of our report dated April 26, 2018 relating to the consolidated financial statements, financial statement schedule I, and the effectiveness of internal control over financial reporting, which appear

April 26, 2018 EX-12.2

Certification by Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

EXHIBIT 12.2 Certification by the Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Maria Yi Xin, certify that: 1. I have reviewed this annual report on Form 20-F of Tuniu Corporation; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light

April 26, 2018 EX-15.3

Consent of Fangda Partners.

Exhibit 15.3 FANGDA PARTNERS 上海 Shanghai · 北京 Beijing · 深圳 Shenzhen · 广州 Guangzhou · 香港 Hong Kong http://www.fangdalaw.com 中国北京市朝阳区光华路1号 电子邮件 Email: [email protected] 嘉里中心北楼27层 电 话 Tel.: 861057695600 邮政编码: 100020 传 真 Fax: 861057695788 文 号 Ref.: 15CF1107 27/F, North Tower, Kerry Center No. 1, Guanghua Road, Chaoyang District Beijing 10020, PRC Consent of Fangda Partners April 26, 2018 Tuniu Corpo

April 26, 2018 EX-12.1

Certification by Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

EXHIBIT 12.1 Certification by the Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Dunde Yu, certify that: 1. I have reviewed this annual report on Form 20-F of Tuniu Corporation; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of t

April 26, 2018 20-F

TOUR / Tuniu Corporation 20-F

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F (Mark One) ¨ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2017. OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EX

April 26, 2018 EX-15.2

Consent of Travers Thorp Alberga.

EXHIBIT 15.2 Office: +852 2801 6066 Mobile: +852 9718 8740 Email: [email protected] Tuniu Corporation Tuniu Building No. 699-32 Xuanwudadao, Xuanwu District Nanjing, Jiangsu Province 210042 The People’s Republic of China April 26, 2018 Dear Sirs We have acted as legal advisers as to the laws of the Cayman Islands to Tuniu Corporation, an exempted limited liability company incorporated in the Cayma

April 26, 2018 EX-13.2

Certification by Principal Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

EXHIBIT 13.2 Certification by the Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of Tuniu Corporation (the “Company”) on Form 20-F for the year ended December 31, 2017 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Maria Yi Xin, Chief Financial Officer of the Company, certify, pu

April 26, 2018 EX-13.1

Certification by Principal Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

EXHIBIT 13.1 Certification by the Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of Tuniu Corporation (the “Company”) on Form 20-F for the year ended December 31, 2017 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Dunde Yu, Chief Executive Officer of the Company, certify, pursua

March 14, 2018 EX-99.1

Tuniu Announces Unaudited Fourth Quarter and Fiscal Year 2017 Financial Results Net Revenues1 in 2017 Increased by 53.3% Year-Over-Year Gross Profit in 2017 Increased by 80.9% Year-Over-Year

Exhibit 99.1 Tuniu Announces Unaudited Fourth Quarter and Fiscal Year 2017 Financial Results Net Revenues1 in 2017 Increased by 53.3% Year-Over-Year Gross Profit in 2017 Increased by 80.9% Year-Over-Year NANJING, China, March 14, 2018 - Tuniu Corporation (NASDAQ:TOUR) ("Tuniu" or the "Company"), a leading online leisure travel company in China, today announced its unaudited financial results for t

March 14, 2018 6-K

TOUR / Tuniu Corporation FORM 6-K (Current Report of Foreign Issuer)

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 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2018 - Commission File Number: 001-36430 - Tuniu Corporation Tuniu Building, No. 699-32 Xuanwudadao, Xuanwu District Nanjing, Jiangsu Province 210042 People’s Republic of China (Address of p

January 16, 2018 6-K

TOUR / Tuniu Corporation FORM 6-K (Current Report of Foreign Issuer)

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 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of January 2018 - Commission File Number: 001-36430 - Tuniu Corporation Tuniu Building, No. 699-32 Xuanwudadao, Xuanwu District Nanjing, Jiangsu Province 210042 People?s Republic of China (Address of

January 12, 2018 EX-99.1

Tuniu Announces US$100 Million Share Repurchase Program and Appointment of Chief Technology Officer

Exhibit 99.1 Tuniu Announces US$100 Million Share Repurchase Program and Appointment of Chief Technology Officer NANJING, China, Jan 12, 2018 (GLOBE NEWSWIRE) - Tuniu Corporation (Nasdaq:TOUR) ("Tuniu" or the "Company"), a leading online leisure travel company in China, today announced that its Board of Directors has authorized a share repurchase program under which the Company may repurchase up t

January 12, 2018 6-K

TOUR / Tuniu Corporation 6-K (Current Report of Foreign Issuer)

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 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of January 2018 - Commission File Number: 001-36430 - Tuniu Corporation Tuniu Building, No. 699-32 Xuanwudadao, Xuanwu District Nanjing, Jiangsu Province 210042 People?s Republic of China (Address of

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