Youdao (DAO) president Jin Lei reports direct and indirect share holdings

Rhea-AI Filing Summary

Youdao, Inc. president Jin Lei filed an initial Form 3 detailing his equity holdings in the company. The filing shows direct holdings of 26,027 Class A Ordinary Shares, 105,959 restricted share units, and an option over 20,000 Class A shares at an exercise price of $4.5 per share expiring on January 26, 2027. Indirectly, Jin Lei holds 620,000 Class B Ordinary Shares and 300,000 Class A Ordinary Shares through JinLei Quark Tech, Inc., which he wholly owns.

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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:			3235-0104
Estimated average burden
hours per response:			0.5

1. Name and Address of Reporting Person^*

Jin Lei

(Last) (First) (Middle)

BUILDING NO. 7, WEST ZONE, NO. 10 YARD

XIBEIWANG EAST ROAD, HAIDIAN DISTRICT

(Street)

BEIJING CHINA 100193

(City) (State) (Zip)

CHINA

(Country)

2. Date of Event Requiring Statement (Month/Day/Year)
03/18/2026

3. Issuer Name and Ticker or Trading Symbol
Youdao, Inc. [ DAO ]

3a. Foreign Trading Symbol

5. If Amendment, Date of Original Filed (Month/Day/Year)

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

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

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

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class B Ordinary Shares	620,000	I	held of record by JinLei Quark Tech, Inc., a British Virgin Islands company wholly owned by Jin Lei.
Class A Ordinary Shares(1)	300,000	I	held of record by JinLei Quark Tech, Inc., a British Virgin Islands company wholly owned by Jin Lei.
Class A Ordinary Shares(1)	26,027	D
Restricted Share Unit(2)	105,959	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Option(3)	(3)	(3)	Class A Ordinary Shares	20,000	(3)	D

Explanation of Responses:

1. In the form of American Depositary Shares.

2. This time-based RSU award was granted on May 30, 2025, with no expiration date, subject to the terms and conditions of the underlying award agreement. 45,411 shares scheduled to vest on September 1, 2026, 60,548 shares scheduled to vest on September 1, 2027, all of which with no exercise price.

3. This Option award was granted on January 25, 2021, expiring on January 26, 2027, with the exercise price of $4.5 per share. All the award has been vested.

Remarks:

Exhibit 24.1 - Power of Attorney

	/s/ Liting Ren, as Attorney-in-Fact for Jin Lei	03/18/2026
	** 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 5 (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 3: SEC 1473 (03-26)

FAQ

What does Youdao (DAO) president Jin Lei’s Form 3 disclose?

The Form 3 discloses Jin Lei’s initial beneficial ownership in Youdao. It lists direct and indirect holdings in Class A and Class B Ordinary Shares, restricted share units, and a stock option grant with specified terms and expiration.

How many Class A Ordinary Shares of Youdao (DAO) does Jin Lei hold?

Jin Lei holds 26,027 Class A Ordinary Shares directly and 300,000 Class A Ordinary Shares indirectly through JinLei Quark Tech, Inc. These positions represent his reported Class A equity exposure as of the Form 3 filing date.

What Class B Ordinary Share holdings in Youdao (DAO) are reported for Jin Lei?

The filing shows 620,000 Class B Ordinary Shares held indirectly through JinLei Quark Tech, Inc., a British Virgin Islands company wholly owned by Jin Lei. This entity is the shareholder of record for those Class B shares.

What restricted share units (RSUs) in Youdao (DAO) does Jin Lei own?

Jin Lei holds 105,959 restricted share units. A time-based RSU award granted on May 30, 2025 includes 45,411 shares scheduled to vest on September 1, 2026 and 60,548 shares scheduled to vest on September 1, 2027, all with no exercise price.

What are the terms of Jin Lei’s Youdao (DAO) stock option reported on Form 3?

He holds an option granted on January 25, 2021 over 20,000 Class A Ordinary Shares, with an exercise price of $4.5 per share. The option expires on January 26, 2027, and all of the award has fully vested.

How are Jin Lei’s indirect Youdao (DAO) holdings structured?

Indirect holdings are reported as being held of record by JinLei Quark Tech, Inc., a British Virgin Islands company wholly owned by Jin Lei. This entity holds 620,000 Class B Ordinary Shares and 300,000 Class A Ordinary Shares on his behalf.