STOCK TITAN

51Talk Online Education (COE) CEO buys 592,320 shares via trading plan

(Very High)
(Very Positive)
Form Type
4

Rhea-AI Filing Summary

51Talk Online Education Group’s Chief Executive Officer, Jack Jiajia Huang, reported indirect open‑market purchases of 592,320 securities representing Class A ordinary shares on August 11–12, 2026. The purchases, made by HH Talent Limited, were executed at weighted average prices of $19.61 and $20.17 per ADS, each ADS representing sixty Class A ordinary shares, pursuant to a Rule 10b5‑1 trading plan adopted on December 25, 2025. Separate holding entries show 7,297,560 Class A ordinary shares held directly, 493,620 held indirectly by the spouse, and 42,251,300 held indirectly through Dasheng Global Limited.

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Insider Huang Jack Jiajia
Role Chief Executive Officer
Bought 592,320 shs ($11.80M)
Type Security Shares Price Value
Purchase Class A Ordinary Share, par value US$0.0001 F1, F2, F5, F4 337,500 $20.17 $6.81M
Purchase Class A Ordinary Share, par value US$0.0001 F1, F2, F3, F4 254,820 $19.61 $5.00M
holding Class A Ordinary Share, par value US$0.0001 F1 -- -- --
holding Class A Ordinary Share, par value US$0.0001 F1, F6 -- -- --
holding Class A Ordinary Share, par value US$0.0001 F1, F7 -- -- --
Holdings After Transaction: Class A Ordinary Share, par value US$0.0001 — 35,428,140 shares (Indirect, By HH Talent Limited); Class A Ordinary Share, par value US$0.0001 — 7,297,560 shares (Direct); Class A Ordinary Share, par value US$0.0001 — 493,620 shares (Indirect, By Spouse); Class A Ordinary Share, par value US$0.0001 — 42,251,300 shares (Indirect, By Dasheng Global Limited)
Footnotes (7)
  1. F1. The Class A ordinary shares are held in the form of American depositary shares ("ADS"). Each ADS represents sixty Class A ordinary shares.
  2. F2. These transactions were effected pursuant to a Rule 10b5-1 trading plan previously adopted by the reporting person on December 25, 2025.
  3. F3. 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 $18.94 to $20.00 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 below).
  4. F4. 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.
  5. F5. 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 $19.75 to $20.36 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).
  6. F6. 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.
  7. F7. 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.
Total securities purchased 592,320 Indirect purchases via HH Talent Limited on August 11–12, 2026
Weighted average price $19.61 per ADS Purchases on August 11, 2026, prices ranged $18.94–$20.00 per ADS
Weighted average price $20.17 per ADS Purchases on August 12, 2026, prices ranged $19.75–$20.36 per ADS
ADS to share ratio 1 ADS = 60 Class A ordinary shares Structure of American depositary shares representing Class A ordinary shares
Direct Class A holdings 7,297,560 Class A ordinary shares held directly following reported transactions
Spouse indirect holdings 493,620 Class A ordinary shares held indirectly by spouse, with beneficial ownership disclaimed
Dasheng Global holdings 42,251,300 Class A ordinary shares held indirectly through Dasheng Global Limited
American depositary shares financial
"The Class A ordinary shares are held in the form of American depositary shares ("ADS")."
American depositary shares (ADSs) are a way for investors in the United States to buy shares of foreign companies without dealing with international markets directly. They represent ownership in a foreign company's stock and are traded on U.S. stock exchanges, making it easier for American investors to buy, sell, and own parts of companies from around the world.
Rule 10b5-1 trading plan regulatory
"These transactions were effected pursuant to a Rule 10b5-1 trading plan previously adopted."
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.
beneficial owner regulatory
"The reporting person is deemed to be the beneficial owner of the shares directly held."
A beneficial owner is the person who ultimately owns or controls a financial asset or property, even if their name isn't directly on official documents. Think of it like someone who secretly holds the keys to a safe deposit box—others may appear to have access, but the true owner is the one who benefits from what's inside. Identifying beneficial owners helps ensure transparency and prevent illegal activities like money laundering or fraud.
pecuniary interest financial
"The reporting person disclaims beneficial ownership of the shares held by his spouse except to the extent of his pecuniary interest."
Class A ordinary shares financial
"Class A ordinary shares are held in the form of American depositary shares."
Class A ordinary shares are a type of ownership stake in a company that typically grants voting rights to shareholders, allowing them to have a say in important company decisions. They often come with priority in receiving dividends or profits, making them attractive to investors seeking influence and potential income. These shares help distinguish different levels of ownership and rights within a company's stock structure.

FAQ

What insider buying did COE’s CEO report on this Form 4?

The CEO, Jack Jiajia Huang, reported indirect purchases of 592,320 securities representing Class A ordinary shares on August 11–12, 2026 through HH Talent Limited at weighted average ADS prices of $19.61 and $20.17.

Were the COE insider purchases made under a Rule 10b5-1 plan?

Yes. The filing states the purchases were effected under a Rule 10b5‑1 trading plan previously adopted by Jack Jiajia Huang on December 25, 2025, indicating the trades followed a pre‑established schedule rather than discretionary timing.

At what prices did the COE CEO’s affiliated entity buy ADS?

HH Talent Limited bought ADS at weighted average prices of $19.61 and $20.17 per ADS. Footnotes explain each figure reflects multiple same‑day open‑market purchases within price ranges of $18.94–$20.00 and $19.75–$20.36 per ADS.

How are COE’s Class A shares held in relation to ADS?

The filing explains that Class A ordinary shares are held in the form of American depositary shares (ADS). Each ADS represents sixty Class A ordinary shares, so ADS transactions correspond to larger numbers of underlying ordinary shares.

What COE shareholdings does Jack Jiajia Huang report after these trades?

Holding entries list 7,297,560 Class A ordinary shares held directly, 493,620 held indirectly by his spouse, and 42,251,300 held indirectly through Dasheng Global Limited. The filing notes certain holdings are through trust and corporate structures.

Does the COE CEO claim beneficial ownership of his spouse’s shares?

No. A footnote states Jack Jiajia Huang disclaims beneficial ownership of shares held by his spouse except to the extent of any pecuniary interest, clarifying how those indirect holdings should be viewed under Section 16 rules.

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SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
X
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Huang Jack Jiajia

(Last)(First)(Middle)
6 SHENTON WAY, #38-01 OUE DOWNTOWN

(Street)
SINGAPOREU0068809

(City)(State)(Zip)

SINGAPORE

(Country)
2. Issuer Name and Ticker or Trading Symbol
51Talk Online Education Group [ COE ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirectorX10% Owner
XOfficer (give title below)Other (specify below)
Chief Executive Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/11/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Class A Ordinary Share, par value US$0.0001(1)08/11/2026P(2)254,820A$19.61(3)35,090,640IBy HH Talent Limited(4)
Class A Ordinary Share, par value US$0.0001(1)08/12/2026P(2)337,500A$20.17(5)35,428,140IBy HH Talent Limited(4)
Class A Ordinary Share, par value US$0.0001(1)7,297,560D
Class A Ordinary Share, par value US$0.0001(1)493,620IBy Spouse(6)
Class A Ordinary Share, par value US$0.0001(1)42,251,300IBy Dasheng Global Limited(7)
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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. The Class A ordinary shares are held in the form of American depositary shares ("ADS"). Each ADS represents sixty Class A ordinary shares.
2. These transactions were effected pursuant to a Rule 10b5-1 trading plan previously adopted by the reporting person on December 25, 2025.
3. 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 $18.94 to $20.00 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 below).
4. 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.
5. 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 $19.75 to $20.36 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).
6. 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.
7. 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.
/s/ Jack Jiajia Huang08/13/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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 Number.
* Form 4: SEC 1474 (03-26)