Gaotu Techedu (NYSE: GOTU) CEO adds 59,148 ADS in open-market buy

Filing Impact

(High)

Filing Sentiment

(Positive)

Form Type

Rhea-AI Filing Summary

Gaotu Techedu Inc. CEO Chen Xiangdong, through entity Ebetter International Group Limited, made an open-market purchase of 59,148 ADS at an average price of $2.4163 per ADS. Following this transaction, his indirect holdings increased to 7,847,478 ADS.

Each three ADSs represent two Class A ordinary shares, so the filing reflects additional exposure to Gaotu’s equity via American depositary shares rather than direct ordinary share ownership.

Insider Trade Summary

Net Buyer: 59,148 shares ($142,919)

Net Buy 1 txn

Insider Chen Xiangdong

Role CEO

Bought 59,148 shs ($143K)

Type	Security	Shares	Price	Value
Purchase	ADS	59,148	$2.4163	$143K

Holdings After Transaction: ADS — 7,847,478 shares (Indirect, Ebetter International Group Limited)

Footnotes (1)

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Key Figures

ADS purchased: 59,148 ADS Purchase price: $2.4163 per ADS Indirect holdings after trade: 7,847,478 ADS +1 more

4 metrics

ADS purchased 59,148 ADS Open-market purchase on June 17, 2026

Purchase price $2.4163 per ADS Average price for the reported transaction

Indirect holdings after trade 7,847,478 ADS Total ADS indirectly owned after the transaction

ADS-to-share ratio 3 ADS = 2 Class A ordinary shares Economic equivalence of ADSs to ordinary shares

Key Terms

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

4 terms

ADS financial

"Security title is ADS, representing exposure to 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

"The transaction is classified as an open-market purchase of ADS."

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

"Shares are held as indirect ownership through 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 →

06/18/2026 - 06:11 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)
06/17/2026

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⁾	06/17/2026		P		59,148	A	$2.4163	7,847,478	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	06/18/2026
	** 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 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 an open-market purchase of 59,148 ADS by an entity associated with CEO Chen Xiangdong. The ADSs were bought at an average price of $2.4163, increasing his indirect ownership position in the company.

At what price did the Gaotu Techedu (GOTU) ADS purchase occur?

The ADS purchase occurred at an average price of $2.4163 per ADS. This price reflects what the associated entity, Ebetter International Group Limited, paid in the open market for the 59,148 ADS acquired in the reported transaction.

How many Gaotu Techedu (GOTU) ADS does the insider hold after this trade?

After the reported purchase, indirect holdings total 7,847,478 ADS. These shares are held through Ebetter International Group Limited and represent CEO Chen Xiangdong’s reported indirect ownership position following the Form 4 transaction.

Who actually holds the Gaotu Techedu (GOTU) ADS purchased in this Form 4 filing?

The ADS are held indirectly through Ebetter International Group Limited, an entity associated with CEO Chen Xiangdong. The Form 4 attributes beneficial ownership to him via this entity rather than direct personal ownership of the ADS.

What does each Gaotu Techedu (GOTU) ADS represent in terms of ordinary shares?

Every three Gaotu Techedu ADS represent two Class A ordinary shares. This ratio means ADS holders have economic exposure to the underlying ordinary shares through the depositary share structure described in the footnote.