Gaotu CFO exercises 70,667 RSUs into ADSs
Gaotu Techedu’s CFO, Shen Nan, exercised equity awards and settled related taxes.
Accepted by SEC EDGAR
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Form Type
4
Rhea-AI Filing Summary
Gaotu Techedu’s CFO, Shen Nan, exercised equity awards and settled related taxes. On March 31, 2026, 70,667 Restricted Share Units vested and were exercised into 70,667 ADSs at a stated price of $0.00 per ADS.
To cover tax obligations, 23,094 ADSs were disposed of at $2.94 per ADS through a tax-withholding mechanism, rather than an open-market sale. After these transactions, Shen Nan holds 507,664 ADSs directly. Each three ADSs represent two Class A ordinary shares.
Insider Trade Summary
70,667 shares exercised/converted
Exercise
3 txns
Insider
Shen Nan
Role
CFO
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Restricted Share Units | 70,667 | $0.00 | $0.00 |
| Exercise | ADS | 70,667 | $0.00 | $0.00 |
| Exercise Price or Tax Liability | ADS | 23,094 | $2.94 | $68K |
Holdings After Transaction:
Restricted Share Units — 0 contracts (Direct);
ADS — 507,664 shares (Direct)
Holdings Before and After:
Restricted Share Units, 70,667 to 0 contracts (Direct);
ADS, 460,091 to 507,664 shares (Direct)
Footnotes (2)
- F1. Every three ADSs represent two Class A ordinary shares.
- F2. These RSUs were vested on March 31, 2026 and do not have an expiration date.
Key Figures
RSUs exercised: 70,667 units
ADSs received: 70,667 ADSs
Tax-withheld ADSs: 23,094 ADSs
+2 more
5 metrics
RSUs exercised
70,667 units
Restricted Share Units vested and exercised on March 31, 2026
ADSs received
70,667 ADSs
ADSs acquired via RSU exercise at $0.00 per ADS
Tax-withheld ADSs
23,094 ADSs
Shares delivered for tax withholding at $2.94 per ADS
Holdings after transaction
507,664 ADSs
Direct ADS holdings following March 31, 2026 transactions
ADS to share ratio
3 ADSs = 2 Class A shares
Footnote on ADS representation of Class A ordinary shares
Key Terms
Restricted Share Units, ADS, tax-withholding disposition, Exercise or conversion of derivative security, +1 more
5 terms
ADS financial
"security_title": "ADS""
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.
tax-withholding disposition financial
"transaction_action": "tax-withholding disposition""
A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.
Exercise or conversion of derivative security financial
"transaction_code_description": "Exercise or conversion of derivative security""
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What insider transaction did Gaotu (GOTU) CFO Shen Nan report?
Gaotu CFO Shen Nan reported exercising 70,667 Restricted Share Units into 70,667 ADSs. The RSUs vested on March 31, 2026, and were converted at a stated exercise price of $0.00 per ADS, reflecting routine equity compensation vesting.
How many Gaotu (GOTU) ADSs were withheld for taxes in this Form 4?
A total of 23,094 Gaotu ADSs were disposed of at $2.94 per ADS for tax withholding. This F-code transaction paid tax liabilities by delivering shares back, rather than through an open-market sale to third-party investors.
How many Gaotu (GOTU) ADSs does CFO Shen Nan hold after the transaction?
Following these transactions, CFO Shen Nan directly holds 507,664 ADSs. This figure reflects the 70,667 ADSs received from RSU vesting, net of the 23,094 ADSs withheld to satisfy tax obligations tied to the equity compensation event.
What was the size of the RSU exercise reported by Gaotu (GOTU) CFO Shen Nan?
Shen Nan exercised 70,667 Restricted Share Units into 70,667 ADSs. The filing describes this as an exercise or conversion of a derivative security at a stated per-share exercise price of $0.00, consistent with typical RSU vesting mechanics in equity compensation programs.
Were there any open-market purchases or sales in Gaotu (GOTU) CFO Shen Nan’s Form 4?
No open-market purchases or sales were reported. The Form 4 shows an M-code exercise of 70,667 RSUs into ADSs and an F-code disposition of 23,094 ADSs for tax withholding, both tied to equity compensation rather than discretionary trading.
AI-generated analysis. How Rhea-AI works. Not financial advice.
