6-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

Report of Foreign Private Issuer

Pursuantto Rule 13a-16 or 15d-16 Under

the Securities Exchange Act of 1934

October 25, 2024

Commission File Number: 001-36614

Alibaba Group Holding Limited

(Registrant’s name)

26/F Tower One, Times Square

1 Matheson Street

Causeway Bay

Hong Kong S.A.R.

People’s Republic of China

(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:

Form 20-F x  Form 40-F ¨

EXHIBITS

Exhibit 99.1 – Alibaba Group Enters into Agreement to Settle Shareholder Class Action Lawsuit

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

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Exhibit 99.1

Alibaba Group Enters into Agreement to SettleShareholder Class Action Lawsuit

Alibaba Group Holding Limited (“we,” or the “Company”) and certain of our current and former officers and directors have entered into an agreement to resolve the consolidated putative shareholder class action lawsuit previously disclosed in the Company’s public filings captioned In re: Alibaba Group Holding Ltd. SecuritiesLitigation, No. 1:20-cv-09568-GBD-JW (S.D.N.Y.).  Pursuant to the agreement, we have agreed to pay US$433.5 million to settle the abovementioned lawsuit. All Defendants will receive a full release of all claims brought in such lawsuit.

The settlement, which is subject to a number of conditions including court approval, does not constitute an admission or finding that the claims asserted in the lawsuit had any merit. The Company denies any allegations of fault, liability, wrongdoing, or damages. We entered into the settlement to avoid the cost and disruption of further litigation.

October 25, 2024

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