Were 51Talk (COE) CEO Jack Huang’s share purchases pre-planned?

Yes. The filing states the transactions were effected under a Rule 10b5-1 trading plan adopted on December 25, 2025. Such plans pre-schedule trades, meaning the purchases on May 6–8, 2026 followed that preset arrangement rather than ad hoc market timing decisions.

What is the ADS-to-share ratio for 51Talk (COE) in this insider filing?

The filing explains that Class A ordinary shares are held in the form of American depositary shares (ADS), with each ADS representing sixty Class A ordinary shares. Reported transaction prices, such as $23.49 or $27.16, are weighted average prices per ADS rather than per individual ordinary share.

51Talk (NYSE: COE) CEO adds 119,400 shares in planned open-market buys

Filing Impact

(Very High)

Filing Sentiment

(Positive)

Form Type

Rhea-AI Filing Summary

51Talk Online Education Group’s chief executive Jack Jiajia Huang reported open-market purchases of a net 119,400 Class A ordinary shares through his entity HH Talent Limited. The trades occurred on May 6–8, 2026 at weighted average prices of $27.16, $25.01, and $23.49 per ADS, with each ADS representing sixty Class A ordinary shares. These purchases were made under a previously adopted Rule 10b5-1 trading plan. Following the latest transaction, HH Talent Limited held 26,229,000 shares, alongside additional direct and indirect holdings, indicating that the new purchases are small relative to Huang’s overall position.

Insider Trade Summary 10b5-1

Net Buyer: 119,400 shares ($2,922,713)

Net Buy 6 txns

Insider Huang Jack Jiajia

Role Chief Executive Officer

Bought 119,400 shs ($2.92M)

Type	Security	Shares	Price	Value
Purchase	Class A Ordinary Share, par value US$0.0001	73,080	$23.49	$1.72M
Purchase	Class A Ordinary Share, par value US$0.0001	24,180	$25.01	$605K
Purchase	Class A Ordinary Share, par value US$0.0001	22,140	$27.16	$601K
holding	Class A Ordinary Share, par value US$0.0001	--	--	--
holding	Class A Ordinary Share, par value US$0.0001	--	--	--
holding	Class A Ordinary Share, par value US$0.0001	--	--	--

Holdings After Transaction: Class A Ordinary Share, par value US$0.0001 — 26,229,000 shares (Indirect, By HH Talent 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. 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 $26.00 to $28.18 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 $24.52 to $25.50 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 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 $21.94 to $24.73 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. 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.

Key Figures

Net shares purchased: 119,400 shares Purchase on May 8, 2026: 73,080 shares at $23.49 per ADS Purchase on May 7, 2026: 24,180 shares at $25.01 per ADS +5 more

8 metrics

Net shares purchased 119,400 shares Total Class A ordinary shares bought May 6–8, 2026

Purchase on May 8, 2026 73,080 shares at $23.49 per ADS Open-market buy via HH Talent Limited

Purchase on May 7, 2026 24,180 shares at $25.01 per ADS Open-market buy via HH Talent Limited

Purchase on May 6, 2026 22,140 shares at $27.16 per ADS Open-market buy via HH Talent Limited

HH Talent Limited holdings 26,229,000 shares Class A ordinary shares after latest reported purchase

Dasheng Global Limited holdings 41,838,800 shares Indirect family holdings as of May 6, 2026

Direct holdings 7,297,560 shares Shares held directly by reporting person as of May 6, 2026

Spouse holdings 432,900 shares Shares held by spouse; beneficial ownership disclaimed except pecuniary interest

Key Terms

Rule 10b5-1 trading plan, American depositary shares ("ADS"), weighted average price, beneficial owner, +2 more

6 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 on December 25, 2025."

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.

American depositary shares ("ADS") financial

"The Class A ordinary shares are held in the form of American depositary shares ("ADS"). Each ADS represents sixty Class A ordinary shares."

American depositary shares are U.S.-listed certificates issued by a bank that represent ownership in shares of a foreign company, trading on American exchanges in dollars. Think of them as voucher tickets that let U.S. investors buy and sell foreign stock without handling foreign exchanges, currencies, or settlement rules directly. They matter because they make cross-border investing simpler and can affect liquidity, dividend payments and currency exposure for investors.

weighted average price financial

"The price reported in Column 4 is a weighted average price of ADS."

Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.

beneficial owner financial

"The reporting person is deemed to be the beneficial owner of the shares directly held by HH Talent Limited."

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, if any"

Section 16 regulatory

"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."

Section 16 is a U.S. securities law rule that governs the trading and disclosure obligations of company insiders — typically officers, directors and large shareholders — to promote transparency and deter unfair profit-taking. It requires insiders to publicly report their stock trades and allows companies or the issuer to reclaim quick, short-term profits from certain insider trades, like a scoreboard and a refund policy that help investors see and limit possible insider advantage.

Form 4 Insider Transactions: What Each Field Means →

05/13/2026 - 07:30 AM

SEC Form 4

FORM 4

UNITED 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).

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)

ROOM 2010 - 2011, 20/F, TOWER 1

TIMES SQUARE

(Street)

SINGAPORE

068809

(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)

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Executive Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/06/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Ordinary Share, par value US$0.0001⁽¹⁾	05/06/2026		P⁽²⁾		22,140	A	$27.16⁽³⁾	26,131,740	I	By HH Talent Limited⁽⁴⁾
Class A Ordinary Share, par value US$0.0001⁽¹⁾	05/07/2026		P⁽²⁾		24,180	A	$25.01⁽⁵⁾	26,155,920	I	By HH Talent Limited⁽⁴⁾
Class A Ordinary Share, par value US$0.0001⁽¹⁾	05/08/2026		P⁽²⁾		73,080	A	$23.49⁽⁶⁾	26,229,000	I	By HH Talent Limited⁽⁴⁾
Class A Ordinary Share, par value US$0.0001⁽¹⁾								7,297,560	D
Class A Ordinary Share, par value US$0.0001⁽¹⁾								432,900	I	By Spouse⁽⁷⁾
Class A Ordinary Share, par value US$0.0001⁽¹⁾								41,838,800	I	By Dasheng Global Limited⁽⁸⁾

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

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 $26.00 to $28.18 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 $24.52 to $25.50 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 above).

6. 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 $21.94 to $24.73 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).

7. 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.

8. 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 Huang	05/13/2026
	** Signature of Reporting Person	Date
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)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did 51Talk (COE) CEO Jack Jiajia Huang report?

Jack Jiajia Huang reported buying a net 119,400 Class A ordinary shares of 51Talk through HH Talent Limited. These were three open-market purchases on May 6–8, 2026, at weighted average ADS prices between $23.49 and $27.16 under a Rule 10b5-1 plan.

At what prices did 51Talk (COE) shares trade in the CEO’s recent purchases?

The reported purchases used weighted average prices per ADS: $27.16 on May 6, $25.01 on May 7, and $23.49 on May 8. Each American depositary share represents sixty Class A ordinary shares, and prices reflect aggregated same-day open-market trades through a broker.

How many 51Talk (COE) shares does HH Talent Limited hold after these transactions?

After the latest reported purchase, HH Talent Limited held 26,229,000 Class A ordinary shares. This entity is indirectly owned through HH Talent Holdings Limited and HH Talent Trust, with Jack Jiajia Huang deemed the beneficial owner of the shares held by HH Talent Limited.

What other indirect 51Talk (COE) holdings are associated with Jack Huang?

Besides HH Talent Limited’s stake, 41,838,800 shares are held through Dasheng Global Limited, and 432,900 shares are held by his spouse. The filing notes Huang disclaims beneficial ownership of spouse-held shares except for any pecuniary interest, while family members are deemed beneficial owners of Dasheng-held shares.

How many 51Talk (COE) shares does Jack Huang hold directly?

The filing shows 7,297,560 Class A ordinary shares held directly as of May 6, 2026. This direct position is separate from his indirect holdings via entities like HH Talent Limited and Dasheng Global Limited, which significantly increase his total economic exposure to 51Talk’s equity.