[SCHEDULE 13G/A] Youdao, Inc. Amended Passive Investment Disclosure
Orbis reports 22.2% Youdao ADS ownership stake
Orbis Investment Management Limited has reported a significant ownership position in Youdao, Inc. The firm beneficially owns 6,943,858 American Depositary Shares, representing 22.2% of the outstanding class as of 12/31/2025.
Orbis Investment Management Limited has reported a significant ownership position in Youdao, Inc. The firm beneficially owns 6,943,858 American Depositary Shares, representing 22.2% of the outstanding class as of 12/31/2025.
Orbis has sole power to vote and dispose of these shares and no shared voting or dispositive power. The filing notes that other persons have rights to receive dividends or sale proceeds from these securities. Orbis certifies that the position is held in the ordinary course of business and not for the purpose of changing or influencing control of Youdao.
Positive
None.
Negative
None.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What ownership stake in Youdao Inc (DAO) does Orbis report?
Orbis Investment Management Limited reports beneficial ownership of 6,943,858 Youdao ADS, representing 22.2% of the class. This makes Orbis a major holder of Youdao’s American Depositary Shares as of the event date disclosed.
What type of Youdao (DAO) securities does Orbis hold?
Orbis holds American Depositary Shares of Youdao, with each ADS representing one Class A ordinary share with a par value of US$0.0001. These ADS units trade in place of the underlying ordinary shares in U.S. markets.
Does Orbis have sole voting power over its Youdao (DAO) shares?
Yes. Orbis is reported to have sole voting power over 6,943,858 Youdao ADS and sole dispositive power over the same number of shares, with no shared voting or dispositive authority indicated in the ownership details.
Are others entitled to dividends from Orbis’s Youdao (DAO) holdings?
Yes. The disclosure states that other persons have rights to receive dividends, direct the receipt of dividends, or receive sale proceeds from the Youdao securities that are beneficially owned by Orbis, reflecting underlying client or beneficiary economic interests.
Is Orbis seeking to influence control of Youdao Inc (DAO)?
Orbis certifies that the Youdao securities were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control, nor in connection with any transaction designed to achieve such control.
What is the key date associated with Orbis’s Youdao (DAO) ownership report?
The ownership information is tied to an event date of December 31, 2025. As of that date, Orbis reported beneficial ownership of 6,943,858 Youdao ADS, representing 22.2% of the outstanding class, under the Schedule 13G/A amendment.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 15)
Youdao, Inc.
(Name of Issuer)
American Depositary Shares, each representing 1 Class A Ordinary Share, par value US$0.0001
(Title of Class of Securities)
98741T104
(CUSIP Number)
12/31/2025
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)
SCHEDULE 13G
CUSIP No.
98741T104
1
Names of Reporting Persons
Orbis Investment Management Limited
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
BERMUDA
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
6,943,858.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
6,943,858.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
6,943,858.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
22.2 %
12
Type of Reporting Person (See Instructions)
FI
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
Youdao, Inc.
(b)
Address of issuer's principal executive offices:
NO. 399, WANGSHANG ROAD, BINJIANG DISTRICT, HANGZHOU, CHINA
310051
Item 2.
(a)
Name of person filing:
Orbis Investment Management Limited
(b)
Address or principal business office or, if none, residence:
25 Front Street
Hamilton HM11, Bermuda
(c)
Citizenship:
Orbis Investment Management Limited - BERMUDA
(d)
Title of class of securities:
American Depositary Shares, each representing 1 Class A Ordinary Share, par value US$0.0001
(e)
CUSIP No.:
98741T104
Item 3.
If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)
An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)
An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)
A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)
A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)
A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
(k)
Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Equivalent to IA.
Item 4.
Ownership
(a)
Amount beneficially owned:
6,943,858
(b)
Percent of class:
22.2 %
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
Orbis Investment Management Limited - 6,943,858
(ii) Shared power to vote or to direct the vote:
Orbis Investment Management Limited - 0
(iii) Sole power to dispose or to direct the disposition of:
Orbis Investment Management Limited - 6,943,858
(iv) Shared power to dispose or to direct the disposition of:
Orbis Investment Management Limited - 0
Item 5.
Ownership of 5 Percent or Less of a Class.
Not Applicable
Item 6.
Ownership of more than 5 Percent on Behalf of Another Person.
If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.
Other persons have the right to receive dividends from, the power to direct the receipt of dividends from, or the right to receive the proceeds from the sale of, the securities of the issuer identified in Item 4(a) that are beneficially owned by Orbis Investment Management Limited.
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
Not Applicable
Item 8.
Identification and Classification of Members of the Group.
Not Applicable
Item 9.
Notice of Dissolution of Group.
Not Applicable
Item 10.
Certifications:
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11.
By signing below I certify that, to the best of my knowledge and belief, the foreign regulatory scheme applicable to Orbis Investment Management Limited is substantially comparable to the regulatory scheme applicable to the functionally equivalent U.S. institution(s). I also undertake to furnish to the Commission staff, upon request, information that would otherwise be disclosed in a Schedule 13D.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
