CEO of 51Talk (COE) adds shares through entities as RSUs vest
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
51Talk Online Education Group’s CEO Jack Jiajia Huang, through affiliated entities, reported both open-market purchases and equity award vesting. HH Talent Limited bought a total of 84,180 Class A ordinary shares between May 11 and May 14, 2026 at weighted average prices in the mid‑$20s per ADS under a Rule 10b5-1 trading plan.
Separately, 137,500 restricted share units vested on May 18, 2026, converting into an equal number of Class A ordinary shares held indirectly via Dasheng Global Limited, with 962,500 RSUs from the same grant remaining subject to future vesting. The filing also notes additional direct holdings and shares held by the CEO’s spouse, with beneficial ownership over the spouse’s shares disclaimed except for any pecuniary interest.
Positive
- None.
Negative
- None.
Insider Trade Summary 10b5-1
Net Buyer: 84,180 shares ($2,140,178)
Net Buy
8 txns
Insider
Huang Jack Jiajia
Role
Chief Executive Officer
Bought
84,180 shs ($2.14M)
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Restricted Share Units (RSUs) | 137,500 | $0.00 | -- |
| Exercise | Class A Ordinary Share, par value US$0.0001 | 137,500 | $0.00 | -- |
| Purchase | Class A Ordinary Share, par value US$0.0001 | 30,000 | $25.22 | $757K |
| Purchase | Class A Ordinary Share, par value US$0.0001 | 19,620 | $25.32 | $497K |
| Purchase | Class A Ordinary Share, par value US$0.0001 | 28,560 | $25.50 | $728K |
| Purchase | Class A Ordinary Share, par value US$0.0001 | 6,000 | $26.42 | $159K |
| holding | Class A Ordinary Share, par value US$0.0001 | -- | -- | -- |
| holding | Class A Ordinary Share, par value US$0.0001 | -- | -- | -- |
Holdings After Transaction:
Restricted Share Units (RSUs) — 962,500 shares (Indirect, By Dasheng Global Limited);
Class A Ordinary Share, par value US$0.0001 — 41,976,300 shares (Indirect, By Dasheng Global Limited);
Class A Ordinary Share, par value US$0.0001 — 7,297,560 shares (Direct, null)
Footnotes (1)
- The Class A ordinary shares are held in the form of American depositary shares ("ADS"). Each ADS represents sixty Class A ordinary shares. Each of Dasheng Global Limited and Dasheng Online Limited is a British Virgin Islands company. The reporting person is the sole director of Dasheng Global Limited, and Ms. Ting Shu, who is the spouse of the reporting person, is the sole director of Dasheng Online Limited. Each of Dasheng Global Limited and Dasheng Online Limited is wholly beneficially owned by Dasheng International Holdings Limited, which is in turn wholly owned by TB Family Trust, for which TMF (Cayman) Ltd. acts as the trustee (the "Trustee"). S.B. Vanwall Ltd., appointed by the Trustee, is the sole director of Dasheng International Holdings Limited. The settlors of TB Family Trust are reporting person and Ms. Ting Shu. The reporting person, Ms. Ting Shu and their family members are deemed to be beneficial owners of the shares directly held by Dasheng Global Limited and Dasheng Online Limited. These transactions were effected pursuant to a Rule 10b5-1 trading plan previously adopted by the reporting person on December 25, 2025. The price reported in Column 4 is a weighted average price of ADS. The reporting person executed a trade order through a broker-dealer which resulted in multiple same-day, same-way open market purchases, with prices ranging from $25.98 to $26.50 per ADS. The reporting person has reported these purchases on an aggregate basis using the weighted average price, rounded to the nearest cent, for the transactions. The reporting person undertakes to provide, upon request by the staff of the Securities and Exchange Commission, the issuer, or a security holder of the issuer, full information regarding the number of ADS purchased at each price. All of these ADS were purchased by HH Talent Limited (as defined below). HH Talent Limited is a British Virgin Islands company. The reporting person is the sole director of HH Talent Limited. HH Talent Limited is wholly beneficially owned by HH Talent Holdings Limited, which is in turn wholly owned by HH Talent Trust, for which TMF (Cayman) Ltd. acts as the trustee (the "Trustee"). S.B. Vanwall Ltd., appointed by the Trustee, is the sole director of HH Talent Holdings Limited. The settlor of HH Talent Trust is the reporting person. The reporting person is deemed to be the beneficial owner of the shares directly held by HH Talent Limited. The price reported in Column 4 is a weighted average price of ADS. The reporting person executed a trade order through a broker-dealer which resulted in multiple same-day, same-way open market purchases, with prices ranging from $24.06 to $26.00 per ADS. The reporting person has reported these purchases on an aggregate basis using the weighted average price, rounded to the nearest cent, for the transactions. The reporting person undertakes to provide, upon request by the staff of the Securities and Exchange Commission, the issuer, or a security holder of the issuer, full information regarding the number of ADS purchased at each price. All of these ADS were purchased by HH Talent Limited (as defined above). The price reported in Column 4 is a weighted average price of ADS. The reporting person executed a trade order through a broker-dealer which resulted in multiple same-day, same-way open market purchases, with prices ranging from $24.86 to $25.78 per ADS. The reporting person has reported these purchases on an aggregate basis using the weighted average price, rounded to the nearest cent, for the transactions. The reporting person undertakes to provide, upon request by the staff of the Securities and Exchange Commission, the issuer, or a security holder of the issuer, full information regarding the number of ADS purchased at each price. All of these ADS were purchased by HH Talent Limited (as defined above). The price reported in Column 4 is a weighted average price of ADS. The reporting person executed a trade order through a broker-dealer which resulted in multiple same-day, same-way open market purchases, with prices ranging from $25.01 to $25.80 per ADS. The reporting person has reported these purchases on an aggregate basis using the weighted average price, rounded to the nearest cent, for the transactions. The reporting person undertakes to provide, upon request by the staff of the Securities and Exchange Commission, the issuer, or a security holder of the issuer, full information regarding the number of ADS purchased at each price. All of these ADS were purchased by HH Talent Limited (as defined above). The reporting person disclaims beneficial ownership of the shares held by his spouse except to the extent of his pecuniary interest, if any, and this report should not be deemed an admission that the reporting person is the beneficial owner of the shares held by his spouse for purposes of Section 16 or for any other purpose. Represents restricted share units ("RSUs") granted to the reporting person pursuant to the issuer's share incentive plans. Each RSU represents the contingent right to receive one (1) Class A ordinary share of the issuer upon vesting. The RSUs vested on May 18, 2026. The reporting person was granted 1,100,000 RSUs on February 18, 2025, subject to a vesting schedule of eight equal quarterly installments commencing May 18, 2026. Following the vesting reported herein, 962,500 Class A ordinary shares remain subject to future vesting under this grant. The RSUs are held indirectly by the reporting person through Dasheng Global Limited.
Key Figures
Open-market purchases: 84,180 Class A shares
RSUs vested: 137,500 RSUs
Unvested RSUs remaining: 962,500 RSUs
+4 more
7 metrics
Open-market purchases
84,180 Class A shares
Bought May 11–14, 2026 by HH Talent Limited
RSUs vested
137,500 RSUs
Vested into 137,500 Class A shares on May 18, 2026
Unvested RSUs remaining
962,500 RSUs
Remaining from 1,100,000 RSU grant dated February 18, 2025
HH Talent holding
26,313,180 Class A shares
Indirect holding after May 14, 2026 purchases
Dasheng Global RSU holding
962,500 RSUs
RSUs indirectly held after May 18, 2026 vesting
Direct CEO holding
7,297,560 Class A shares
Directly held as of May 11, 2026
Spouse holding
432,900 Class A shares
Indirect holding by spouse as of May 11, 2026
Key Terms
American depositary shares ("ADS"), Rule 10b5-1 trading plan, Restricted Share Units ("RSUs"), pecuniary interest, +1 more
5 terms
Rule 10b5-1 trading plan financial
"These transactions were effected pursuant to a Rule 10b5-1 trading plan previously adopted by the reporting person."
A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.
pecuniary interest financial
"The reporting person disclaims beneficial ownership of the shares held by his spouse except to the extent of his pecuniary interest, if any."
FAQ
What insider transactions did COE’s CEO report in this Form 4?
The CEO reported open-market purchases and RSU vesting. Affiliated entity HH Talent Limited bought 84,180 Class A ordinary shares in May 2026, while 137,500 RSUs vested into the same number of shares held indirectly through Dasheng Global Limited, with additional RSUs still unvested.
What RSUs vested for Jack Jiajia Huang on May 18, 2026?
On May 18, 2026, 137,500 restricted share units vested for the reporting person. Each RSU represents one Class A ordinary share, so 137,500 shares became deliverable, held indirectly through Dasheng Global Limited, with 962,500 RSUs from the same grant remaining subject to future vesting.
How many COE RSUs remain unvested from the 2025 grant?
After the reported vesting, 962,500 RSUs remain unvested from the February 18, 2025 grant. That original grant comprised 1,100,000 RSUs scheduled to vest in eight equal quarterly installments starting May 18, 2026, and is held indirectly via Dasheng Global Limited.
Were COE insider purchases made under a Rule 10b5-1 plan?
Yes. The filing states that the reported open-market purchases were effected under a Rule 10b5-1 trading plan. This plan was previously adopted by the reporting person on December 25, 2025 and governs the timing and execution of the HH Talent Limited purchases described.