Youdao (NYSE: DAO) director details indirect Class A and B stakes

Rhea-AI Filing Summary

Youdao, Inc. director William Lei Ding filed a Form 3 reporting his initial beneficial ownership in the company. He indirectly owns 2,493,723 Class A ordinary shares through American Depositary Shares held by Dragon Creation Technology Limited and NetEase, Inc. He also indirectly owns 29,751,158 Class B ordinary shares held of record by NetEase, Inc.

These positions are held through layered entities and trusts where Mr. Ding is the settlor and sole director and retains investment and dispositive powers. The filing records existing indirect holdings and does not report any new purchases or sales of Youdao shares.

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

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1. Name and Address of Reporting Person^*

DING WILLIAM LEI

(Last) (First) (Middle)

C/O YOUDAO, INC.

NO. 399 WANGSHANG ROAD BINJIANG DISTRICT

(Street)

HANGZHOU F4 310051

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
03/17/2026

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

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

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

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

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 A Ordinary Shares(1)(2)	2,493,723(1)(2)	I	See Footnote(1)(2)
Class B Ordinary Shares(3)	29,751,158(3)	I	See Footnote(3)

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

Explanation of Responses:

1. Consists of (i) 1,175,000 American Depositary Shares ("ADSs"), representing 1,175,000 Class A ordinary shares held of record by Dragon Creation Technology Limited, a company incorporated under the laws of the British Virgin Islands, and (ii) 1,318,723 ADSs, representing 1,318,723 Class A ordinary shares held of record by NetEase, Inc. (of which Mr. Ding is the chief executive officer, a director and the largest shareholder).

2. Dragon Creation Technology Limited is wholly owned by Sino Intelligence Holding Limited, which is in turn wholly owned by Sino Intelligence Trust, or the Trust, for which TMF (Cayman) Ltd. acts as the trustee. Mr. Ding is the sole director of Dragon Creation Technology Limited and the settlor of the Trust, retaining the investment and dispositive powers with respect to the assets of the Trust. The beneficiaries of the Trust are William Lei Ding and his family. In addition, Mr. Ding, through Shining Globe International Limited, beneficially owns approximately 45.5% equity interest in NetEase as of February 28, 2026. Shining Globe International Limited is wholly owned by Shining Globe Holding Limited, which is in turn wholly owned by Shining Globe Trust. Mr. Ding, being the sole director of Shining Globe International Limited and the settlor of the Shining Globe Trust, retains the investment and dispositive powers with respect to the assets of the Shining Globe Trust.

3. Consists of 29,751,158 Class B ordinary shares held of record by NetEase, Inc. For details of the relationship between NetEase, Inc. and Mr. Ding, please see footnote (1) and (2) above.

Remarks:

Exhibit 24 - Power of Attorney

	/s/ Doris Fang, Attorney-in-Fact for William Lei Ding	03/17/2026
	** 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.

FAQ

How many Youdao (DAO) Class A shares does William Lei Ding report on this Form 3?

The Form 3 reports indirect beneficial ownership of 2,493,723 Class A ordinary shares of Youdao. These are represented by ADSs held by Dragon Creation Technology Limited and NetEase, Inc., entities over which Mr. Ding retains investment and dispositive powers.

How many Youdao (DAO) Class B shares does William Lei Ding indirectly own?

The filing shows indirect beneficial ownership of 29,751,158 Class B ordinary shares of Youdao. These Class B shares are held of record by NetEase, Inc., which is associated with Mr. Ding under the relationships detailed in the footnotes.

Are William Lei Ding’s Youdao (DAO) holdings on this Form 3 direct or indirect?

All reported holdings are indirect. Class A shares are held via ADSs owned by Dragon Creation Technology Limited and NetEase, Inc., while Class B shares are held by NetEase, Inc., with Mr. Ding retaining investment and dispositive powers through related trust structures.

What is William Lei Ding’s relationship with NetEase, Inc. as noted in the Youdao (DAO) Form 3?

Mr. Ding is described as chief executive officer, a director and the largest shareholder of NetEase, Inc. Through Shining Globe International Limited, he beneficially owns approximately 45.5% equity in NetEase as of February 28, 2026, according to the footnotes.

Does this Youdao (DAO) Form 3 show any recent insider buying or selling by William Lei Ding?

No new buying or selling is reported. The entries are classified as holdings, with no transaction code indicating purchases or sales. The Form 3 simply establishes Mr. Ding’s existing indirect beneficial ownership in Youdao’s Class A and Class B ordinary shares.