Agora, Inc. SEC Filings

Agora, Inc. COO of Shengwang, Liu Bin Robbin, has filed an initial ownership report detailing existing holdings in Agora ADSs and options. The filing shows direct ownership of 65,802 ADSs as of the reporting date. It also lists fully vested options to acquire 5,634 ADSs at an exercise price of 0.4000 per ADS and 134,190 ADSs at 0.0004 per ADS, along with options for 54,366 and 36,769 ADSs at an exercise price of 0.0000 per ADS. In addition, there is an incentive stock option covering 450,000 ADSs at an exercise price of 4.0000 per ADS, which vests in three 150,000-ADS tranches tied to separate performance goals. One ADS represents four Class A Ordinary Shares.

Agora, Inc. CFO Wang Jingbo reported her initial ownership of company securities. She directly holds 345,547 ADSs and derivative awards covering additional ADSs. These include an option over 514,250 ADSs at an exercise price of $0.40 per ADS expiring in 2030, an incentive stock option over 450,000 ADSs at $4.50 per ADS expiring in 2035, and 450,000 RSUs that vest based on service and ADS price hurdles of $6.00, $10.00, and $15.00 after September 4, 2028.

Agora, Inc. director Liu Qin filed an initial Form 3 reporting indirect holdings of Class A ordinary shares through several investment funds. The filing lists positions held by MORNINGSIDE CHINA TMT FUND II, L.P., Morningside China TMT Top Up Fund, L.P., and multiple Evolution and Morningside special opportunity and co-investment funds.

Some of these holdings are represented by American depositary shares (ADSs), including 186,277 ADSs for MORNINGSIDE CHINA TMT FUND II, L.P. and 2,166,374 ADSs for Morningside China TMT Top Up Fund, L.P., with each ADS representing four Class A ordinary shares. Liu Qin serves on the governing general partner bodies for these funds and disclaims beneficial ownership except for any pecuniary interest.

Agora, Inc. director Steve Zhang filed an initial ownership report showing that he directly holds 92,072 American Depositary Shares (ADS). Each ADS represents four Class A ordinary shares, so this filing simply records his starting equity stake rather than any new stock purchase or sale.

Agora, Inc. filed an initial ownership report for Chief Executive Officer Zhao Bin, detailing his equity interests in the company. The filing shows direct derivative awards covering 2,250,000 ADSs under an incentive stock option with a $4.50 exercise price and an additional 2,250,000 ADSs underlying RSUs, both expiring on September 3, 2035.

The option vests 50% on September 4, 2028, with the remainder vesting monthly over the next thirty-six months. The RSUs vest in three equal tranches tied to both the same September 4, 2028 date and share price hurdles of $6.00, $10.00, and $15.00 for the company’s ADSs. Zhao Bin also has substantial indirect holdings, including 76,179,938 Class B Ordinary Shares through Much ado Limited, and 7,267,029 Class A Ordinary Shares plus 1,610,603 ADSs through YY TZ LIMITED. One ADS represents four Class A Ordinary Shares.

Agora, Inc. director Eric He has filed an initial ownership report showing his current equity interests in the company. He reports stock options covering 30,000 ADSs with a $0.4000 exercise price, expiring on June 16, 2030. These options were granted on June 17, 2020 and fully vested by June 30, 2024. He also holds RSUs representing 31,825 ADSs, which are scheduled to vest in equal monthly installments from April 1, 2026 through July 1, 2028. In addition, He directly owns 78,206 ADSs. One ADS represents four Class A ordinary shares, so these positions give him a meaningful personal stake in Agora’s performance, combining current share ownership with both fully vested options and future-vesting RSUs.

Agora, Inc. reported a strong turnaround in 2025, with total revenues of $141.1 million, up 5.9%, and net income of $9.5 million compared to a net loss of $42.7 million in 2024. Gross margin improved to 66.4% as the company exited certain low-margin products and kept cost of revenues in check.

Operating expenses fell 25.5% to $104.5 million, driven mainly by workforce optimization and sharply lower share-based compensation. In the fourth quarter, revenues reached $38.2 million, up 10.7% year over year, and net income rose to $4.9 million from $0.2 million, marking the fifth consecutive profitable quarter.

The company ended 2025 with $374.9 million in cash, cash equivalents, bank deposits and bank financial products, and generated $27.2 million of operating cash flow for the year. It has repurchased about 162.2 million Class A ordinary shares for $143.1 million since launching its $200 million buyback and extended the program through February 28, 2027. For the first quarter of 2026, Agora expects revenues between $36 million and $37 million, implying year-over-year growth of 8.1% to 11.1%.

Agora, Inc., a Cayman Islands company, filed a Form S-8 to register Class A ordinary shares for issuance under its Global Equity Incentive Plan and Amended and Restated Global Equity Incentive Plan. The filing is aimed at providing stock-based compensation to eligible participants.

The company incorporates by reference its Form 20-F for the year ended December 31, 2024 and the existing description of its Class A ordinary shares from a prior Form 8-A. It outlines director and officer indemnification under Cayman Islands law, notes the SEC’s public-policy limits on Securities Act indemnification, and discloses that Agora maintains directors and officers liability insurance.

Exhibits include the company’s memorandum and articles of association, equity plans, legal opinion on the validity of the Class A ordinary shares being registered, and auditor and counsel consents. The document concludes with standard undertakings and signatures from senior executives, directors, and Agora Lab, Inc. as the authorized U.S. representative.