Upon being brought before Shen in his tower, Po and the Five free themselves and destroy Shen's cannon. However, Po is again distracted by a flashback upon seeing the same symbol as before on Shen's plumage, allowing Shen to escape and destroy the tower with an arsenal of cannons. After escaping, Tigress (Angelina Jolie) confronts Po over his distraction. Po explains that he remembers Shen's presence on the night he was separated from his parents, and wants to question Shen about his past. Though empathetic, Tigress orders him to stay behind for his own safety.
Regardless, Po breaks into Shen's cannon factory to confront Shen, inadvertently foiling the Five's attempts to destroy the factory. Shen claims that Po's parents abandoned him before he blasts Po out of the factory and captures the Five. Po is rescued by the Soothsayer, who has been exiled by Shen to the ruined village where Po was born. Guided by the Soothsayer to embrace his past, Po remembers that when he was young his parents had sacrificed themselves to save him from Shen's forces as they killed every panda and burned down the village, his mother hiding him in a crate before being subdued. Po finds out his past. At this time Po lifts up a broken door and under it is Po's childhood toy. Realizing that he had lived a happy and fulfilling life despite this tragedy, Po attains inner peace. Po is healed back to health by the Soothsayer and continues his journey to stop Lord Shen.
Po returns to Gongmen City to save the captive Five and prevent Shen's conquest of China. During the ensuing battle (in which Ox and Croc participate after being persuaded by Shifu), Po uses his inner peace to enable a kung fu technique that redirects Shen's cannon fire against his own armada and destroys it. Po then urges Shen to let go of his own past, but Shen refuses (he agrees you can choose your own path, but chooses the path of evil) and attacks Po until Shen inadvertently slashes the ropes holding up his last cannon, which falls and crushes him to death. Victorious, Po returns to the Valley of Peace and reunites with Mr. Ping, lovingly declaring him to be his father. At the same time, Po's biological father (Fred Tatasciore) is shown to be living in a far-off hidden village inhabited by surviving pandas, and senses that his son is alive.