How are Gaotu Techedu (GOTU) ADSs related to Class A ordinary shares?

Every three Gaotu Techedu ADSs represent two Class A ordinary shares. This ratio, disclosed in the Form 4 footnote, defines how the ADSs correspond to the company’s underlying Class A ordinary shares for investors tracking economic and voting exposure.

Gaotu Techedu (GOTU) CEO adds 73,801 ADSs via Ebetter International Group

Q: Was the Gaotu Techedu (GOTU) Form 4 transaction a buy or a sell?

The Form 4 shows a buy transaction. It records an open-market purchase of 73,801 ADSs at $2.2757 per ADS, increasing indirect ownership to 7,788,330 ADSs held through Ebetter International Group Limited after the trade was completed.

Q: Is the Gaotu Techedu (GOTU) CEO’s ownership direct or indirect in this Form 4?

The reported ownership is indirect , held through Ebetter International Group Limited. The Form 4 classifies the nature of ownership as indirect, meaning the ADSs are owned via this entity rather than directly in Chen Xiangdong’s personal name.

Filing Impact

(High)

Filing Sentiment

(Positive)

Form Type

Rhea-AI Filing Summary

Gaotu Techedu Inc. CEO Chen Xiangdong, through entity Ebetter International Group Limited, reported an open-market purchase of 73,801 ADSs of Gaotu Techedu at an average price of $2.2757 per ADS. Following this transaction, indirect holdings rose to 7,788,330 ADSs, indicating a larger continued stake in the company.

Insider Trade Summary

Net Buyer: 73,801 shares ($167,949)

Net Buy 1 txn

Insider Chen Xiangdong

Role CEO

Bought 73,801 shs ($168K)

Type	Security	Shares	Price	Value
Purchase	ADS	73,801	$2.2757	$168K

Holdings After Transaction: ADS — 7,788,330 shares (Indirect, Ebetter International Group Limited)

Footnotes (1)

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Key Figures

ADSs purchased: 73,801 ADSs Purchase price: $2.2757 per ADS Total ADSs after transaction: 7,788,330 ADSs +1 more

4 metrics

ADSs purchased 73,801 ADSs Open-market purchase on 2026-06-16

Purchase price $2.2757 per ADS Average transaction price

Total ADSs after transaction 7,788,330 ADSs Indirect holdings following purchase

ADS to ordinary share ratio 3 ADSs = 2 Class A ordinary shares Capital structure relationship

Key Terms

ADS, open-market purchase, indirect ownership, Class A ordinary shares

4 terms

ADS financial

"Every three ADSs represent two Class A ordinary shares."

Ads are paid promotional messages a company places across media — online, on TV, in print, or on social platforms — to attract customers, explain products, or shape public perception. For investors, ads matter because they drive sales growth, affect how much a company must spend to win customers, and influence brand strength and long-term value. Ads can also create regulatory or reputational risk if claims are misleading, which can affect profits and stock price.

open-market purchase financial

"transaction_action: open-market purchase"

An open-market purchase is when an investor or a company buys shares on a public stock exchange at the going market price, rather than through a private deal. It matters to investors because these purchases change how many shares are available, can push the stock price up or signal confidence from large buyers, and often affect per-share metrics like earnings—think of it like someone buying lots of apples off a grocery shelf, reducing supply and potentially raising the price.

indirect ownership financial

"ownership_type: indirect, nature_of_ownership: Ebetter International Group Limited"

Class A ordinary shares financial

"Every three ADSs represent two Class A ordinary shares."

Class A ordinary shares are a type of ownership stake in a company that typically grants voting rights to shareholders, allowing them to have a say in important company decisions. They often come with priority in receiving dividends or profits, making them attractive to investors seeking influence and potential income. These shares help distinguish different levels of ownership and rights within a company's stock structure.

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Form 4 Insider Transactions: What Each Field Means →

06/17/2026 - 06:02 AM

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^*

Chen Xiangdong

(Last)

(First)

(Middle)

5F, GIENTECH BUILDING

(Street)

BEIJING

CHINA

100094

(City)

(State)

(Zip)

CHINA

(Country)

2. Issuer Name and Ticker or Trading Symbol
Gaotu Techedu Inc. [ GOTU ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/16/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
ADS⁽¹⁾	06/16/2026		P		73,801	A	$2.2757	7,788,330	I	Ebetter International Group Limited

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Every three ADSs represent two Class A ordinary shares.

	/s/ Xiangdong Chen	06/17/2026
	** 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 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)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did Gaotu Techedu (GOTU) report on this Form 4?

Gaotu Techedu reported that CEO Chen Xiangdong, via Ebetter International Group Limited, bought 73,801 ADSs in an open-market purchase. The average purchase price was $2.2757 per ADS, increasing his indirect holdings to 7,788,330 ADSs after the transaction.

Was the Gaotu Techedu (GOTU) Form 4 transaction a buy or a sell?

The Form 4 shows a buy transaction. It records an open-market purchase of 73,801 ADSs at $2.2757 per ADS, increasing indirect ownership to 7,788,330 ADSs held through Ebetter International Group Limited after the trade was completed.

How many Gaotu Techedu (GOTU) ADSs does Chen Xiangdong own after this trade?

After the reported transaction, Chen Xiangdong indirectly owns 7,788,330 ADSs of Gaotu Techedu. These shares are held through Ebetter International Group Limited, as shown in the Form 4, and reflect his total indirect position following the purchase.

At what price were the Gaotu Techedu (GOTU) ADSs purchased in this Form 4?

The ADSs were purchased at an average price of $2.2757 per ADS. The transaction involved 73,801 ADSs in an open-market purchase, resulting in an increased indirect holding of 7,788,330 ADSs after completing the trade through Ebetter International Group Limited.

Is the Gaotu Techedu (GOTU) CEO’s ownership direct or indirect in this Form 4?

The reported ownership is indirect, held through Ebetter International Group Limited. The Form 4 classifies the nature of ownership as indirect, meaning the ADSs are owned via this entity rather than directly in Chen Xiangdong’s personal name.