Youdao (DAO) SVP Wu Yinghui granted 10,000 RSUs in ADS form

Rhea-AI Filing Summary

Youdao, Inc. reported a compensation-related equity grant to Senior Vice President Wu Yinghui. Wu received 10,000 Restricted Share Units in the form of American Depositary Shares at no purchase price, increasing direct holdings to 18,750 shares after the transaction.

The RSU award is time-based, with 3,000 shares scheduled to vest on September 1, 2026, another 3,000 on September 1, 2027, and 4,000 on September 1, 2028. The award has no exercise price and remains subject to the terms and conditions of the underlying award agreement.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Wu Yinghui

Role Senior Vice President

Type	Security	Shares	Price	Value
Grant/Award	Restricted Share Unit	10,000	$0.00	--

Holdings After Transaction: Restricted Share Unit — 18,750 shares (Direct, null)

Footnotes (1)

1. In the form of American Depositary Shares. This time-based RSU award was granted on May 29, 2026, with no expiration date, subject to the terms and conditions of the underlying award agreement. 3,000 shares scheduled to be vested on September 1, 2026, 3,000 shares scheduled to be vested on September 1, 2027, 4,000 shares scheduled to be vested on September 1, 2028, all of which with no exercise price.

Key Figures

RSUs granted: 10,000 shares Holdings after transaction: 18,750 shares First vesting tranche: 3,000 shares +3 more

6 metrics

RSUs granted 10,000 shares Restricted Share Unit award on May 29, 2026

Holdings after transaction 18,750 shares Directly held American Depositary Shares after grant

First vesting tranche 3,000 shares Scheduled to vest on September 1, 2026

Second vesting tranche 3,000 shares Scheduled to vest on September 1, 2027

Final vesting tranche 4,000 shares Scheduled to vest on September 1, 2028

Exercise price $0.00 per share RSU award has no exercise price

Key Terms

Restricted Share Unit, American Depositary Shares, time-based RSU award, vesting

4 terms

Restricted Share Unit financial

"Wu received 10,000 Restricted Share Units in the form of American Depositary Shares"

A restricted share unit (RSU) is a promise by a company to give an employee a set number of company shares at a future date, typically after meeting time or performance conditions. For investors, RSUs matter because when they convert into actual shares they increase the number of shares outstanding (like unlocking more tickets in a game), which can dilute existing holders, and they align employee incentives with company performance, influencing behavior and long-term value.

American Depositary Shares financial

"In the form of American Depositary Shares."

American depositary shares (ADSs) are a way for investors in the United States to buy shares of foreign companies without dealing with international markets directly. They represent ownership in a foreign company's stock and are traded on U.S. stock exchanges, making it easier for American investors to buy, sell, and own parts of companies from around the world.

time-based RSU award financial

"This time-based RSU award was granted on May 29, 2026, with no expiration date"

vesting financial

"3,000 shares scheduled to be vested on September 1, 2026, 3,000 shares scheduled to be vested on September 1, 2027, 4,000 shares scheduled to be vested on September 1, 2028"

Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.

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Form 4 Insider Transactions: What Each Field Means →

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^*

Wu Yinghui

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

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/29/2026

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)
			Code	V	Amount	(A) or (D)	Price
Restricted Share Unit(1)	05/29/2026		A		10,000(2)	A	(2)	18,750	D

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. In the form of American Depositary Shares.

2. This time-based RSU award was granted on May 29, 2026, with no expiration date, subject to the terms and conditions of the underlying award agreement. 3,000 shares scheduled to be vested on September 1, 2026, 3,000 shares scheduled to be vested on September 1, 2027, 4,000 shares scheduled to be vested on September 1, 2028, all of which with no exercise price.

	/s/ Liting Ren, as Attorney-in-Fact for Wu Yinghui	06/01/2026
	** 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)

FAQ

What insider transaction did Youdao (DAO) disclose for Wu Yinghui?

Youdao disclosed that Senior Vice President Wu Yinghui received a grant of 10,000 Restricted Share Units in the form of American Depositary Shares. This is a compensation award, not an open-market trade, and increases Wu’s directly held position to 18,750 shares after the grant.

How many Youdao (DAO) shares does Wu Yinghui hold after this RSU grant?

Following the grant, Wu Yinghui directly holds 18,750 Youdao American Depositary Shares. This total includes the 10,000 new Restricted Share Units awarded as part of equity compensation, which vest over time under the company’s award agreement terms and conditions.

What are the vesting terms of Wu Yinghui’s new Youdao (DAO) RSUs?

The time-based RSU award vests in three tranches: 3,000 shares on September 1, 2026, 3,000 shares on September 1, 2027, and 4,000 shares on September 1, 2028. Each tranche vests subject to the underlying award agreement’s terms.

Does Wu Yinghui pay an exercise price for the Youdao (DAO) RSUs?

No, the Restricted Share Units carry no exercise price. Once the vesting dates are met and conditions in the award agreement are satisfied, the shares are delivered without additional payment, making this a typical stock-based compensation grant rather than a purchase.

Are Wu Yinghui’s Youdao (DAO) RSUs in the form of American Depositary Shares?

Yes, the filing states the Restricted Share Units are in the form of American Depositary Shares. ADSs represent an interest in the company’s underlying ordinary shares and are commonly used for non-U.S. companies listed on U.S. exchanges.