Statement of Changes in Beneficial Ownership (Form 4)

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response... 0.5

(Print or Type Responses)

1. Name and Address of Reporting Person * ZHANG ZHIHUA 2. Issuer Name and Ticker or Trading Symbol VNET Group, Inc. [VNET] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) SVP, Operational Finance (Last) (First) (Middle) 10# JIU XIANQIAO EAST ROAD,, CHAOYANG DISTRICT 3. Date of Earliest Transaction (Month/Day/Year) 10/31/2026 (Street) BEIJING 100016 4. If Amendment, Date Original Filed (Month/Day/Year) 6. Individual or Joint/Group Filing (Check Applicable Line) _X_ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person (City) (State) (Zip) Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Class A ordinary shares(1) 10/31/2026 M 79,200(2) A $ 0 113,124 D Class A ordinary shares(3) 11/02/2026 S 28,740 D $0.5472 84,384 D

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
	Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.		SEC 1474 (9-02)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code (Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date (Month/Day/Year)

7. Title and Amount of Underlying Securities (Instr. 3 and 4)

8. Price of Derivative Security (Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)

11. Nature of Indirect Beneficial Ownership (Instr. 4)

Code

V

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Restricted Share Units (RSUs)

(2)

10/31/2026

M

79,200

(4)

(5)

Class A ordinary shares(1)

79,200

$ 0

79,200(6)

D

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
ZHANG ZHIHUA 10# JIU XIANQIAO EAST ROAD, CHAOYANG DISTRICT BEIJING 100016			SVP, Operational Finance

Signatures

/s/ Zhang Zhihua		11/03/2026
**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	The Class A ordinary shares are held in the form of American depositary shares ("ADS"). Each ADS represents six(6) Class A ordinary shares.
(2)	Represents 79,200 Class A ordinary shares in the form of American depositary shares acquired upon the vesting of the same number of RSUs on October 31, 2026.
(3)	Represents 28,740 Class A ordinary shares sold in the form of American depositary shares pursuant to a sell-to-cover arrangement for purposes of satisfying tax liabilities incurred upon vesting of restricted share units.
(4)	Represents RSUs granted to the reporting person pursuant to the issuer's share incentive plans, of which 79,200 RSUs vested on October 31, 2026. Each RSU represents the contingent right to receive one (1) Class A ordinary share of the issuer upon vesting.
(5)	These RSUs do not have an expiration date.
(6)	The remaining 79,200 RSUs granted to the reporting person pursuant to the issuer's share incentive plans will vest on October 31, 2027. Each RSU represents the contingent right to receive one (1) Class A ordinary share of the issuer upon vesting.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.