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 2016

Commission File Number: 001-37385

Baozun Inc.

Building B, No. 1268 Wanrong Road

Shanghai 200436

The People’s Republic of China

+86 21 8026-6000

(Address, including zip code, and telephone number, including area code, of Registrant’s 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  ¨

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):  ¨

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):  ¨

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.

Baozun Inc.
By:	/s/ Beck Zhaoming Chen
Name:	Beck Zhaoming Chen
Title:	Chief Financial Officer

Date: August 5, 2016

Exhibit Index

Exhibit 99.1 — Press Release

Exhibit 99.2 — Notice of Annual General Meeting

Exhibit 99.3 — Form of Proxy for Annual General Meeting

Exhibit 99.4 — Form of Voting Card for American Depositary Shares

EX-99.1

Exhibit 99.1

Baozun Schedules 2016 Annual Meeting of Shareholders

SHANGHAI, CHINA – August 3, 2016 – Baozun Inc. (NASDAQ: BZUN) (“Baozun” or the “Company”), the leading brand e-commerce solutions provider in China, announced today that it will hold its 2016 annual general meeting of shareholders on September 6, 2016, at 10:00 a.m. (Beijing Time). The meeting will be held at Building B, No. 1268 Wanrong Road, Shanghai, 200436, China. All shareholders of record as of the close of business on August 5, 2016 will be eligible to attend and vote and are invited to attend. The following resolutions are to be considered and passed as ordinary resolutions, if thought fit, at the meeting:

1. Re-election of Mr. Steve Hsien-Chieng Hsia as a director of the Company;

2. Re-election of Mr. Benjamin Changqing Ye as a director of the Company;

3. Authorization of each of the directors of the Company to take any and every action that might be necessary to effect the foregoing resolutions 1 to 2 as such director, in his or her absolute discretion, thinks fit.

Copies of the notice of 2016 annual general meeting, proxy form and voting card form are available on the Company’s investor relations website at http://ir.baozun.com.

The Company has filed its annual report on Form 20-F for the fiscal year ended December 31, 2015 with the Securities and Exchange Commission (“SEC”) on April 8, 2016, as amended on June 1, 2016. The annual report can be accessed on the Company’s investor relations website at http://ir.baozun.com as well as the SEC’s website at http://www.sec.gov. The Company will provide a hard copy of its annual report containing the audited consolidated financial statements, free of charge, to its shareholders and holders of American depositary shares upon request. Requests should be directed to the Company’s investor relations department at ir@baozun.com.

About Baozun Inc.

Baozun is the leading brand e-commerce solutions provider in China that helps brand partners execute their e-commerce strategies. The Company’s integrated capabilities encompass all aspects of the e-commerce value chain, covering IT solutions, store operations, digital marketing, customer services, warehousing and fulfillment. The Company helps brand partners execute their e-commerce strategies in China by selling their goods directly to customers online or by providing services to assist with their e-commerce operations.

For more information, please visit http://ir.baozun.com

For investor and media inquiries, please contact:

Baozun Inc.

Ms. Caroline Dong

ir@baozun.com

Christensen

In China

Mr. Christian Arnell

Phone: +86-10-5900-1548

E-mail: carnell@christensenir.com

In U.S.

Ms. Linda Bergkamp

Phone: +1-480-614-3004

Email: lbergkamp@ChristensenIR.com

EX-99.2

Exhibit 99.2

BAOZUN INC.
(Incorporated in the Cayman Islands with limited liability)
(NASDAQ: BZUN)

NOTICE OF ANNUAL GENERAL MEETING

To be held on September 6, 2016

NOTICE IS HEREBY GIVEN that an annual general meeting of Baozun Inc. (the “Company”) will be held at Building B, No. 1268 Wanrong Road, Shanghai, 200436, China on September 6, 2016 at 10:00 a.m., Beijing time (or 10:00 p.m. on September 5, 2016, EDT), for the purposes of considering and, if thought fit, passing the following resolutions as ordinary resolutions:

ORDINARY RESOLUTIONS

1. Re-election of Mr. Steve Hsien-Chieng Hsia as a director of the Company;

2. Re-election of Mr. Benjamin Changqing Ye as a director of the Company;

3. Authorization of each of the directors of the Company to take any and every action that might be necessary to effect the foregoing resolutions 1 to 2 as such director, in his or her absolute discretion, thinks fit.

The Board of Directors of the Company has fixed the close of business on August 5, 2016 as the record date (the “Record Date”) for determining the shareholders entitled to receive notice of and to attend and vote at the annual general meeting or any adjournment or postponement thereof.

You are cordially invited to attend the annual general meeting in person. Your vote is important. If you cannot attend the annual general meeting in person, you are urged to complete, sign, date and return the accompanying proxy form in any event no later than 48 hours before the time for holding the meeting. Failing which the proxy will not be valid. The grant of a proxy does not prevent you from attending the annual general meeting and voting in person.

Holders of the Company’s American depositary shares (“ADSs”) who wish to exercise their voting rights for the underlying ordinary shares represented by their ADSs at the annual general meeting must act through JPMorgan Chase Bank, N.A., the depositary of the Company’s ADS program.

The Company’s annual report can be accessed on the Company’s investor relations website at http://ir.baozun.com as well as the SEC’s website at http://www.sec.gov. The Company will provide a hard copy of its annual report containing the audited consolidated financial statements, free of charge, to its shareholders and holders of ADSs upon request. Requests should be directed to the Company's investor relations department at ir@baozun.com.

By Order of the Board of Directors of Baozun Inc.

/s/ Vincent Wenbin Qiu
Vincent Wenbin Qiu
Chairman

Shanghai, PRC

August 3, 2016

Executive Office: Building B, No. 1268 Wanrong Road, Shanghai, 200436, China Registered Office: Novasage Incorporations (Cayman) Limited, Floor 4, Willow House, Cricket Square, P.O. Box 2582, Grand Cayman KY1-1103, Cayman Islands

EX-99.3

Exhibit 99.3

BAOZUN INC.
(Incorporated in the Cayman Islands with limited liability)
(NASDAQ: BZUN)

––––––

Form Of Proxy For Annual General Meeting (Or Any Adjournment Thereof) To Be Held On September 6, 2016 And At Building B, No. 1268 Wanrong Road, Shanghai, 200436, China

Introduction

This Form of Proxy is furnished in connection with the solicitation by the Board of Directors of Baozun Inc., a Cayman Islands exempted company (the “Company”), of proxies from the holders of the issued and outstanding Class A and Class B ordinary shares of the Company, par value US$0.0001 per share (the “Ordinary Shares”), to be exercised at the annual general meeting of the Company (the “Annual General Meeting”) to be held at Building B, No. 1268 Wanrong Road, Shanghai, 200436, China on September 6, 2016 at 10:00 a.m., Beijing time (or 10:00 p.m. on September 5, 2016, EDT), and at any adjournment(s) or postponement(s) thereof for the purposes set forth in the accompanying Notice of Annual General Meeting.

Only the holders of record of the Ordinary Shares at the close of business on August 5, 2016 (the “Record Date”) are entitled to notice of and to attend and vote at the Annual General Meeting. Each Class A Ordinary Share shall be entitled to one vote on all matters subject to the vote at general meetings of the Company, and each Class B Ordinary Share shall be entitled to ten (10) votes on all matters subject to vote at general meetings of the Company.

The Ordinary Shares represented by all properly executed proxies returned to the Company will be voted at the Annual General Meeting as indicated or, if no instruction is given, the proxy will exercise his/her discretion as to whether he/she votes and if so how. Any person giving a proxy has the right to revoke it at any time before it is exercised (i) by filing with the Company a duly signed revocation before the commencement of the Annual General Meeting (or any adjournment thereof) at which the proxy is sought to be used or (ii) by voting in person at the Annual General Meeting.

To be valid, this Form of Proxy must be completed, signed and delivered to the Company’s Investor Relations Department at Building B, No. 1268 Wanrong Road, Shanghai, 200436, China as soon as possible and in any event not less than 48 hours before the time for holding the Annual General Meeting or adjourned Annual General Meeting in accordance with the Fourth Amended and Restated Memorandum and Articles of Association of the Company.

BAOZUN INC.

(Incorporated in the Cayman Islands with limited liability)

(NASDAQ: BZUN)

Form of Proxy for Annual General Meeting (or any adjournment thereof) to be held on SEPTEMBER 6, 2016 and at Building B, No. 1268 Wanrong Road, Shanghai, 200436, China

I/We,                                         of ________________________ , being the registered holder(s) of _____________________ Class A ordinary shares and _____________________ Class B ordinary shares ^{(Note 1)}, par value US$0.0001 per share, of Baozun Inc. (the “Company”) hereby appoint the Chairman of the Annual General Meeting^{(Note 2)} or                                         of                                              as my/our proxy to attend and act for me/us at the Annual General Meeting (or at any adjournment thereof) of the Company to be held on September 6, 2016 at 10:00 a.m., Beijing time (or 10:00 p.m. on September 5, 2016, EDT), and at any adjournment(s) or postponement(s) thereof, and in the event of a poll, to vote for me/us as indicated below, or if no such indication is given, or on any other matter which may be considered at the Annual General Meeting (or any adjournment thereof) as my/our proxy thinks fit.

	RESOLUTION	FOR(Note 3)	AGAINST(Note 3)	ABSTAIN(Note 3)
1.	Resolution No. 1 as set out in the Notice of Annual General Meeting.
2.	Resolution No. 2 as set out in the Notice of Annual General Meeting.
3.	Resolution No. 3 as set out in the Notice of Annual General Meeting.

Dated _______________, 2016 Signature(s) ^{(Note 4)} _________________

______________________________ 

Notes:

¹ Please insert the number of shares registered in your name(s) to which this proxy relates. If no number is inserted, this form of proxy will be deemed to relate to all the shares in the Company registered in your name(s).

² If any proxy other than the Chairman is preferred, strike out the words “THE CHAIRMAN OF THE ANNUAL GENERAL MEETING OR” and insert the name and address of the proxy desired in the space provided. A member may appoint one or more proxies to attend and vote in his or her stead. ANY ALTERATION MADE TO THIS FORM OF PROXY MUST BE INITIALED BY THE PERSON(S) WHO SIGN(S) IT.

³ IMPORTANT: IF YOU WISH TO VOTE FOR THE RESOLUTION, TICK THE APPROPRIATE BOX MARKED “FOR.” IF YOU WISH TO VOTE AGAINST THE RESOLUTION, TICK THE APPROPRIATE BOX MARKED “AGAINST.” IF YOU WISH TO ABSTAIN FROM VOTING, TICK THE APPROPRIATE BOX MARKED “ABSTAIN.” Failure to complete any or all the boxes will entitle your proxy to cast his votes at his discretion.

⁴ This form of proxy must be signed by you or your attorney duly authorized in writing or, in the case of a corporation, must be either executed under its common seal or under the hand of an officer or attorney or other person duly authorized to sign the same.

EX-99.4

Exhibit 99.4

FOR AGAINST ABSTAIN Res. 1 Res. 2 Res. 3 Mark box at right if you wish to give a discretionary proxy to a person designated by the Company. PLEASE NOTE: Marking this box voids any other instructions marked above. Please sign this Voting Instruction Card exactly as your name(s) appear(s) on the face of this card and on the books of the Depositary. Joint owners should each sign personally. Trustees and other fiduciaries should indicate the capacity in which they sign, and where more than one name appears, a majority must sign. If a corporation, this signature should be that of an authorized officer who should state his or her title. TO THE REGISTERED HOLDERS OF AMERICAN DEPOSITARY RECEIPTS (“ADRs”) REPRESENTING ORDINARY SHARES OF BAOZUN INC. Please refer to the reverse side of this card for the Resolutions to be voted at the Meeting. FOLD AND DETACH HERE Address Change Mark box, sign and indicate changes/comments below: Sign Below Date: BAOZUN INC. 

 

ORDINARY RESOLUTIONS Baozun Inc. JPMorgan Chase Bank, N.A., Depositary P.O. Box 64507, St. Paul, MN 55164-0507 PLEASE MARK, DATE AND SIGN ON REVERSE SIDE AND RETURN PROMPTLY IN THE ENCLOSED ENVELOPE. 1. Re-election of Mr. Steve Hsien-Chieng Hsia as a director of the Company. 2. Re-election of Mr. Benjamin Changqing Ye as a director of the Company. 3. Authorization of each of the directors of the Company to take any and every action that might be necessary to effect the foregoing resolutions 1 to 2 as such director, in his or her absolute discretion, thinks fit. JPMorgan Chase Bank, N.A. (the “Depositary”) has received advice that the Annual General Meeting (the “Meeting”) of Baozun Inc. (the “Company”) will be held at Building B, No. 1268 Wanrong Road, Shanghai, 200436, China on September 6, 2016 at 10:00 a.m., Beijing time (or 10:00 p.m. on September 5, 2016, EDT), for the purposes set forth on this card. If you are desirous of having the Depositary, through its Nominee or Nominees, vote or execute a proxy to vote the Ordinary Shares represented by your ADRs FOR or AGAINST or to ABSTAIN from voting on the Resolutions to be proposed at the Meeting, kindly execute and forward to the Depositary the attached Voting Instruction Card. The enclosed postage paid envelope is provided for this purpose. The Voting Instruction Card should be executed in such a manner as to show clearly whether you desire the Nominee or the Nominees of the Depositary to vote FOR or AGAINST or to ABSTAIN from voting on the Resolutions, as the case may be. You may include instructions to give a discretionary proxy to a person designated by the Company. The Voting Instruction Card MUST be forwarded in sufficient time to reach the Depositary before 12:00 p.m. (New York City Time), September 2, 2016. Only the registered holders of record at the close of business on August 5, 2016, will be entitled to execute the attached Voting Instruction Card. The signatory, a registered holder of ADRs representing Ordinary Shares of the Company, of record as of August 5, 2016, hereby requests and authorizes the Depositary, through its Nominee or Nominees, to vote or execute a proxy to vote the underlying Ordinary Shares of the Company represented by such ADRs, on the Resolutions at the Meeting. These instructions, when properly signed and dated, will be voted in the manner directed herein. If you mark the box to indicate that you wish to give a discretionary proxy to a person designated by the Company, the underlying Ordinary Shares represented by your ADRs will be voted by such person in his or her discretion. To view the detailed meeting agenda, please visit the Company’s website at: http://ir.baozun.com/phoenix.zhtml?c=253989&p=irol-agm. NOTE: In order to have the aforesaid shares voted, this Voting Instruction Card MUST be received by the Depositary before 12:00 p.m. (New York City Time), September 2, 2016. JPMorgan Chase Bank, N.A., Depositary BAOZUN INC. Voting Instruction Card Please see reverse side for Voting Instructions.