COE (COE) CEO boosts stake with 1.06M-share buy and RSU vesting

Q: Over what dates did the COE insider purchases occur and at what prices?

The COE insider purchases occurred from June 23 to June 26, 2026 . Weighted‑average ADS prices in the footnotes generally range between about $14.75 and $16.53 per ADS, reflecting multiple same‑day, same‑way open‑market trades aggregated for reporting.

Q: What RSU activity for COE’s CEO is disclosed in this Form 4?

The filing reports 275,000 RSUs granted on June 30, 2023 vested on June 30, 2026 . These units converted into the same number of Class A ordinary shares held indirectly via Dasheng Global Limited , leaving no shares subject to future vesting under that specific grant.

Q: How large are Jack Jiajia Huang’s indirect shareholdings in COE after these transactions?

Post‑transaction, the Form 4 shows 42,251,300 Class A shares held indirectly via Dasheng Global Limited and 28,359,960 Class A shares held indirectly via HH Talent Limited , in addition to separate direct and spouse holdings disclosed in the ownership table.

Filing Impact

(Very High)

Filing Sentiment

(Very Positive)

Form Type

Rhea-AI Filing Summary

51Talk Online Education Group’s chief executive Jack Jiajia Huang reported substantial insider accumulation of Class A ordinary shares through affiliated entities. Between June 23 and June 26, 2026, HH Talent Limited, an entity he beneficially owns, bought 1,063,080 Class A ordinary shares in multiple open‑market transactions, with prices reported as weighted averages of ADS trades generally between $14.75 and $16.53 per ADS under a pre‑arranged Rule 10b5‑1 trading plan.

On June 30, 2026, 275,000 RSUs previously granted to Huang fully vested and were settled into the same number of Class A ordinary shares held indirectly through Dasheng Global Limited, leaving no shares subject to future vesting under that grant. Following these events, Huang is shown as having large indirect positions, including 42,251,300 Class A shares via Dasheng Global Limited and 28,359,960 Class A shares via HH Talent Limited, alongside direct and spouse holdings disclosed in the filing.

Insights

CEO reports over 1.0M-share planned open-market purchase plus RSU vesting.

CEO Jack Jiajia Huang beneficially increased his exposure to 51Talk Online Education Group through entities he controls. HH Talent Limited bought 1,063,080 Class A ordinary shares in open‑market transactions at weighted‑average ADS prices mostly in the mid‑teens, while 275,000 RSUs converted into common shares.

The filing notes these purchases were made under a Rule 10b5‑1 trading plan adopted on December 25, 2025, suggesting the timing was pre‑scheduled rather than discretionary. After these trades and vesting, Huang’s beneficial ownership includes large indirect stakes such as 42,251,300 shares via Dasheng Global Limited and 28,359,960 shares via HH Talent Limited.

The combination of planned buying and option‑like RSU vesting indicates continued alignment with equity value, but the trades’ informational content is tempered by their pre‑planned nature and the already substantial ownership base. Future company filings may provide further context on any additional trading under this 10b5‑1 plan.

Insider Trade Summary

Net Buyer: 1,063,080 shares ($16,524,757)

Net Buy 20 txns

Insider Huang Jack Jiajia

Role Chief Executive Officer

Bought 1,063,080 shs ($16.52M)

Type	Security	Shares	Price	Value
Exercise	Restricted Share Units (RSUs)	275,000	$0.00	--
Exercise	Class A Ordinary Share, par value US$0.0001	275,000	$0.00	--
Purchase	Class A Ordinary Share, par value US$0.0001	60	$14.85	$891.00
Purchase	Class A Ordinary Share, par value US$0.0001	151,800	$15.61	$2.37M
Purchase	Class A Ordinary Share, par value US$0.0001	150,600	$15.76	$2.37M
Purchase	Class A Ordinary Share, par value US$0.0001	3,720	$15.04	$56K
Purchase	Class A Ordinary Share, par value US$0.0001	210,000	$15.46	$3.25M
Purchase	Class A Ordinary Share, par value US$0.0001	60,000	$14.85	$891K
Purchase	Class A Ordinary Share, par value US$0.0001	58,500	$14.81	$866K
Purchase	Class A Ordinary Share, par value US$0.0001	60,000	$15.19	$911K
Purchase	Class A Ordinary Share, par value US$0.0001	60,000	$15.40	$924K
Purchase	Class A Ordinary Share, par value US$0.0001	60,000	$15.36	$922K
Purchase	Class A Ordinary Share, par value US$0.0001	12,000	$15.63	$188K
Purchase	Class A Ordinary Share, par value US$0.0001	13,620	$15.50	$211K
Purchase	Class A Ordinary Share, par value US$0.0001	72,780	$16.01	$1.17M
Purchase	Class A Ordinary Share, par value US$0.0001	60,000	$16.00	$960K
Purchase	Class A Ordinary Share, par value US$0.0001	60,000	$16.00	$960K
Purchase	Class A Ordinary Share, par value US$0.0001	30,000	$16.00	$480K
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) — 0 shares (Indirect, By Dasheng Global Limited); Class A Ordinary Share, par value US$0.0001 — 42,251,300 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 $15.45 to $16.00 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). 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 at $15.50 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 $14.99 to $16.53 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 at $16.00 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 at $16.00 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 $14.88 to $15.63 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 $14.75 to $16.08 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 at $14.85 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 $14.78 to $14.85 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 $14.90 to $15.20 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 at $15.40 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 at $15.36 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). 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 $15.51 to $16.24 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 $15.15 to $15.90 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 June 30, 2026. The reporting person was granted 550, 000 RSUs on June 30, 2023, subject to vesting schedule in two equal installments on March 30, 2026 and June 30, 2026. This Form 4 reports the vesting on June 30, 2026 of the remaining 275,000 RSUs under the grant. Following the vesting reported herein, no 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: 1,063,080 Class A ordinary shares RSUs vested: 275,000 RSUs Dasheng Global holding: 42,251,300 Class A shares +3 more

6 metrics

Open-market purchases 1,063,080 Class A ordinary shares Net buy shares from June 23–26, 2026

RSUs vested 275,000 RSUs Vested into Class A shares on June 30, 2026

Dasheng Global holding 42,251,300 Class A shares Indirect holding following RSU vesting

HH Talent holding 28,359,960 Class A shares Indirect holding after June 26, 2026 purchases

Sample purchase price $16.00 per ADS Open-market purchase price on June 23, 2026

ADS share ratio 60 Class A shares per ADS Structure of COE’s American depositary shares

Key Terms

American depositary shares ("ADS"), Rule 10b5-1 trading plan, Restricted Share Units ("RSUs"), pecuniary interest, +1 more

5 terms

American depositary shares ("ADS") financial

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

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.

Rule 10b5-1 trading plan regulatory

"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.

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.

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 06/30/2026 - 08:03 AM Accepted by SEC EDGAR 06/30/2026 - 08:03 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)
06/23/2026

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⁾	06/30/2026		M		275,000	A	$0	42,251,300	I	By Dasheng Global Limited⁽²⁾
Class A Ordinary Share, par value US$0.0001⁽¹⁾	06/23/2026		P⁽³⁾		12,000	A	$15.63⁽⁴⁾	27,308,880	I	By HH Talent Limited⁽⁵⁾
Class A Ordinary Share, par value US$0.0001⁽¹⁾	06/23/2026		P⁽³⁾		13,620	A	$15.5⁽⁶⁾	27,322,500	I	By HH Talent Limited⁽⁵⁾
Class A Ordinary Share, par value US$0.0001⁽¹⁾	06/23/2026		P⁽³⁾		72,780	A	$16.01⁽⁷⁾	27,395,280	I	By HH Talent Limited⁽⁵⁾
Class A Ordinary Share, par value US$0.0001⁽¹⁾	06/23/2026		P⁽³⁾		60,000	A	$16	27,455,280	I	By HH Talent Limited⁽⁵⁾
Class A Ordinary Share, par value US$0.0001⁽¹⁾	06/23/2026		P⁽³⁾		60,000	A	$16⁽⁸⁾	27,515,280	I	By HH Talent Limited⁽⁵⁾
Class A Ordinary Share, par value US$0.0001⁽¹⁾	06/23/2026		P⁽³⁾		30,000	A	$16⁽⁹⁾	27,545,280	I	By HH Talent Limited⁽⁵⁾
Class A Ordinary Share, par value US$0.0001⁽¹⁾	06/24/2026		P⁽³⁾		3,720	A	$15.04⁽¹⁰⁾	27,549,000	I	By HH Talent Limited⁽⁵⁾
Class A Ordinary Share, par value US$0.0001⁽¹⁾	06/24/2026		P⁽³⁾		210,000	A	$15.46⁽¹¹⁾	27,759,000	I	By HH Talent Limited⁽⁵⁾
Class A Ordinary Share, par value US$0.0001⁽¹⁾	06/24/2026		P⁽³⁾		60,000	A	$14.85⁽¹²⁾	27,819,000	I	By HH Talent Limited⁽⁵⁾
Class A Ordinary Share, par value US$0.0001⁽¹⁾	06/24/2026		P⁽³⁾		58,500	A	$14.81⁽¹³⁾	27,877,500	I	By HH Talent Limited⁽⁵⁾
Class A Ordinary Share, par value US$0.0001⁽¹⁾	06/24/2026		P⁽³⁾		60,000	A	$15.19⁽¹⁴⁾	27,937,500	I	By HH Talent Limited⁽⁵⁾
Class A Ordinary Share, par value US$0.0001⁽¹⁾	06/24/2026		P⁽³⁾		60,000	A	$15.4⁽¹⁵⁾	27,997,500	I	By HH Talent Limited⁽⁵⁾
Class A Ordinary Share, par value US$0.0001⁽¹⁾	06/24/2026		P⁽³⁾		60,000	A	$15.36⁽¹⁶⁾	28,057,500	I	By HH Talent Limited⁽⁵⁾
Class A Ordinary Share, par value US$0.0001⁽¹⁾	06/25/2026		P⁽³⁾		150,600	A	$15.76⁽¹⁷⁾	28,208,100	I	By HH Talent Limited⁽⁵⁾
Class A Ordinary Share, par value US$0.0001⁽¹⁾	06/26/2026		P⁽³⁾		60	A	$14.85	28,208,160	I	By HH Talent Limited⁽⁵⁾
Class A Ordinary Share, par value US$0.0001⁽¹⁾	06/26/2026		P⁽³⁾		151,800	A	$15.61⁽¹⁸⁾	28,359,960	I	By HH Talent Limited⁽⁵⁾
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⁽¹⁹⁾

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)
Restricted Share Units (RSUs)	⁽²⁰⁾	06/30/2026		M			275,000	⁽²¹⁾	06/30/2033	Class A Ordinary Share, par value US$0.0001	275,000	$0	0⁽²²⁾	I	By Dasheng Global Limited⁽²⁾

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. 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.

3. These transactions were effected pursuant to a Rule 10b5-1 trading plan previously adopted by the reporting person on December 25, 2025.

4. 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 $15.45 to $16.00 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).

5. 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.

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 at $15.50 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).

7. 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 $14.99 to $16.53 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).

8. 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 at $16.00 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).

9. 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 at $16.00 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).

10. 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 $14.88 to $15.63 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).

11. 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 $14.75 to $16.08 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).

12. 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 at $14.85 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).

13. 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 $14.78 to $14.85 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).

14. 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 $14.90 to $15.20 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).

15. 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 at $15.40 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).

16. 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 at $15.36 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).

17. 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 $15.51 to $16.24 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).

18. 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 $15.15 to $15.90 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).

19. 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.

20. 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.

21. The RSUs vested on June 30, 2026.

22. The reporting person was granted 550, 000 RSUs on June 30, 2023, subject to vesting schedule in two equal installments on March 30, 2026 and June 30, 2026. This Form 4 reports the vesting on June 30, 2026 of the remaining 275,000 RSUs under the grant. Following the vesting reported herein, no 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.

	/s/ Jack Jiajia Huang	06/30/2026
	** 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 COE CEO Jack Jiajia Huang report in this Form 4?

The Form 4 shows CEO Jack Jiajia Huang, through HH Talent Limited, bought 1,063,080 Class A ordinary shares of COE in open‑market transactions and had 275,000 RSUs vest into Class A ordinary shares through Dasheng Global Limited.

Over what dates did the COE insider purchases occur and at what prices?

The COE insider purchases occurred from June 23 to June 26, 2026. Weighted‑average ADS prices in the footnotes generally range between about $14.75 and $16.53 per ADS, reflecting multiple same‑day, same‑way open‑market trades aggregated for reporting.

Were the COE insider purchases by Jack Jiajia Huang pre-planned under a Rule 10b5-1 plan?

Yes. A footnote states the transactions were effected under a Rule 10b5‑1 trading plan adopted on December 25, 2025. Such plans pre‑schedule trades, which can make the timing less indicative of the insider’s short‑term market view.

What RSU activity for COE’s CEO is disclosed in this Form 4?

The filing reports 275,000 RSUs granted on June 30, 2023 vested on June 30, 2026. These units converted into the same number of Class A ordinary shares held indirectly via Dasheng Global Limited, leaving no shares subject to future vesting under that specific grant.

How large are Jack Jiajia Huang’s indirect shareholdings in COE after these transactions?

Post‑transaction, the Form 4 shows 42,251,300 Class A shares held indirectly via Dasheng Global Limited and 28,359,960 Class A shares held indirectly via HH Talent Limited, in addition to separate direct and spouse holdings disclosed in the ownership table.

How are COE shares held for reporting purposes—ordinary shares or ADS?

The Form 4 explains COE Class A ordinary shares are held in the form of American depositary shares (ADS), where each ADS represents sixty Class A ordinary shares. Transaction prices are reported using weighted‑average ADS prices for the aggregated open‑market trades.