Youdao (NYSE: DAO) CEO discloses 20,341,200 indirectly held Class B shares

Rhea-AI Filing Summary

Youdao, Inc. director and Chief Executive Officer Zhou Feng filed an initial Form 3 reporting indirect beneficial ownership of 20,341,200 Class B ordinary shares. These shares are held of record by Peng Ke Holdings Inc., a British Virgin Islands company ultimately wholly owned by JTC Private Trust (Cayman) Limited as trustee of a Cayman trust for which Zhou Feng is the settlor and sole beneficiary.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Zhou Feng

Role Chief Executive Officer

Type	Security	Shares	Price	Value
holding	Class B Ordinary Shares	--	--	--

Holdings After Transaction: Class B Ordinary Shares — 20,341,200 shares (Indirect, See Footnote 1)

Footnotes (1)

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Understanding Insider Trading Forms →

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
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1. Name and Address of Reporting Person^*

Zhou Feng

(Last) (First) (Middle)

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

XIBEIWANG EAST ROAD, HAIDIAN DISTRICT

(Street)

BEIJING 100193

(City) (State) (Zip)

UNITED STATES

(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)

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

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(1)	20,341,200	I	See Footnote 1(1)

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. held of record by Peng Ke Holdings Inc., a British Virgin Islands company ultimately wholly owned by JTC Private Trust (Cayman) Limited as the trustee of a trust constituted under the laws of the Cayman Islands, with Zhou Feng as the settlor and the sole beneficiary.

Remarks:

Exhibit 24.1 - Power of Attorney

	/s/ Liting Ren, as Attorney-in-Fact for Zhou Feng	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 Zhou Feng’s Form 3 for Youdao (DAO) report?

The Form 3 reports Zhou Feng’s indirect beneficial ownership of 20,341,200 Class B ordinary shares of Youdao, Inc. The filing serves as an initial disclosure of his equity position as a director and Chief Executive Officer.

How many Youdao (DAO) shares are reported on Zhou Feng’s Form 3?

The filing reports indirect beneficial ownership of 20,341,200 Class B ordinary shares. This figure reflects the total shares attributed to Zhou Feng through an ownership structure involving Peng Ke Holdings Inc. and a Cayman trust arrangement.

How are Zhou Feng’s Youdao (DAO) shares held according to the Form 3?

The shares are held of record by Peng Ke Holdings Inc., a British Virgin Islands company. Peng Ke Holdings is ultimately wholly owned by JTC Private Trust (Cayman) Limited, acting as trustee of a Cayman trust for Zhou Feng.

What is Zhou Feng’s relationship to the trust holding Youdao (DAO) shares?

Zhou Feng is identified as the settlor and sole beneficiary of the Cayman trust that ultimately owns Peng Ke Holdings Inc. This structure results in his indirect beneficial ownership of 20,341,200 Class B ordinary shares of Youdao, Inc.

Does Zhou Feng’s Form 3 for Youdao (DAO) show new share purchases or sales?

The Form 3 functions as an initial statement of beneficial ownership and lists a holding of 20,341,200 Class B ordinary shares indirectly owned. It does not report any explicit purchase or sale transactions in the disclosed data.