Gaotu Techedu (GOTU) founder Larry Chen controls over 90% of voting power

Rhea-AI Filing Summary

Gaotu Techedu Inc. received an amended Schedule 13G reporting the beneficial ownership of its founder, Larry (Chen) Xiangdong, and Ebetter International Group Limited. As of June 30, 2026, Chen is reported to beneficially own 82,119,817 ordinary shares, equal to 52.4% of the ordinary share capital and representing 90.9% of the total voting power. This includes 73,305,288 Class B ordinary shares and 8,814,529 Class A ordinary shares held directly and through ADSs and Ebetter.

Ebetter International Group Limited is reported to beneficially own 76,561,088 ordinary shares, or 48.9% of the class, representing 90.2% of the total voting power. The dual-class structure provides one vote per Class A share and ten votes per Class B share, concentrating control with Chen via The Better Learner Trust.

Key Figures

Chen beneficial ownership: 82,119,817 ordinary shares Chen percent of class: 52.4% Chen voting power: 90.9% +5 more

8 metrics

Chen beneficial ownership 82,119,817 ordinary shares Beneficially owned by Larry Xiangdong Chen as of June 30, 2026

Chen percent of class 52.4% Percentage of ordinary share class beneficially owned by Chen

Chen voting power 90.9% Portion of total outstanding voting power held by Chen

Ebetter beneficial ownership 76,561,088 ordinary shares Beneficially owned by Ebetter International Group Limited

Ebetter percent of class 48.9% Percentage of ordinary share class beneficially owned by Ebetter

Total shares outstanding 156,703,879 ordinary shares 83,398,591 Class A and 73,305,288 Class B as of June 30, 2026

ADS-related Class A shares 5,558,729 Class A shares Represented by 8,338,094 ADSs held by Larry Xiangdong Chen

Class B voting rights 10 votes per share Voting rights attached to each Class B ordinary share

Key Terms

Schedule 13G/A, beneficially owned, Class B ordinary shares, dispositive power, +2 more

6 terms

Schedule 13G/A regulatory

"An amended Schedule 13G reporting the beneficial ownership of its founder"

A Schedule 13G/A is an amended public filing with the U.S. securities regulator that updates a previous Schedule 13G, disclosing when an individual or group holds a substantial (typically over 5%) stake in a company and is claiming a passive, non‑controlling intent. Investors monitor these updates because rising or falling holdings can signal changing confidence, potential future moves, or shifts in voting power — like watching a public ledger where large shareholders quietly adjust their positions.

beneficially owned financial

"The voting power of the shares beneficially owned represent 90.9% of the total"

Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.

Class B ordinary shares financial

"Represents 73,305,288 Class B ordinary shares and 3,255,800 Class A ordinary"

Class B ordinary shares are a type of ownership stake in a company that typically come with different voting rights or privileges compared to other share classes. For investors, they represent a way to hold part of the company’s value and influence its decisions, often with fewer voting rights than Class A shares. Understanding these shares helps investors assess their level of control and potential returns within a company.

dispositive power financial

"Sole Dispositive Power 82,119,817.00 8 | Shared Dispositive Power 0.00"

Dispositive power is the authority to decide the final outcome of an asset, legal claim, contract, or corporate action — in effect the power to dispose of or resolve something. For investors it matters because whoever holds that authority can determine who gets paid, who controls an asset or vote, and how risks and returns are allocated; think of it like holding the key that lets you lock in the winner or loser in a deal.

American Depositary Shares (ADSs) financial

"5,558,729 Class A ordinary shares represented by 8,338,094 ADSs held by Mr."

A U.S.-listed certificate that stands for a specific number of shares in a non‑U.S. company held by a U.S. bank, making the foreign stock tradable on American exchanges in dollars. Think of it like a local voucher that represents ownership of an overseas product — it lets U.S. investors buy and sell foreign companies without handling foreign currency or foreign brokerage accounts, but it can affect dividends, voting rights, fees, liquidity and exposure to currency and regulatory differences.

trustee financial

"managed by Cantrust (Far East) Limited as the trustee"

A trustee is a person or institution legally appointed to hold and manage assets or enforce an agreement on behalf of other people (beneficiaries). Think of a trustee as a neutral referee or custodian who must act in the beneficiaries’ best interests, follow the trust or contract rules, and handle distributions, recordkeeping and enforcement. Investors care because a trustworthy trustee protects their rights, ensures promised payments or remedies are delivered, and can influence recoveries if things go wrong.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 08/04/2026 - 06:31 AM Accepted by SEC EDGAR 08/04/2026 - 06:31 AM Learn about SEC filing dates

FAQ

What percentage of Gaotu Techedu Inc. (GOTU) does Larry Xiangdong Chen beneficially own?

As of June 30, 2026, Larry Xiangdong Chen beneficially owns 82,119,817 ordinary shares of Gaotu Techedu Inc., representing 52.4% of the class and 90.9% of the total voting power.

How many Gaotu Techedu Inc. (GOTU) shares are held by Ebetter International Group Limited?

Ebetter International Group Limited beneficially owns 76,561,088 ordinary shares of Gaotu Techedu Inc., equal to 48.9% of the class and 90.2% of the company’s total voting power as of June 30, 2026.

What is the total share count of Gaotu Techedu Inc. (GOTU) referenced in this Schedule 13G/A?

The ownership percentages are based on a total of 156,703,879 issued and outstanding ordinary shares, including 83,398,591 Class A and 73,305,288 Class B ordinary shares, as of June 30, 2026.

How does the dual-class share structure affect control at Gaotu Techedu Inc. (GOTU)?

Gaotu Techedu Inc. has Class A shares with one vote each and Class B shares with ten votes each. Because Larry Xiangdong Chen holds 73,305,288 Class B shares, he controls over 90% of the voting power.

What role does The Better Learner Trust play in Gaotu Techedu Inc. (GOTU) ownership?

The Better Learner Trust ultimately owns Ebetter International Group Limited. Larry Xiangdong Chen is settlor and beneficiary and can direct the trustee on voting and disposition of Gaotu Techedu shares held by Ebetter, concentrating voting control with him.

How many Gaotu Techedu Inc. (GOTU) shares are held by Larry Chen via ADSs?

Larry Xiangdong Chen holds 5,558,729 Class A ordinary shares represented by 8,338,094 ADSs. These ADS-linked shares are part of his total 82,119,817 ordinary shares beneficially owned.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 6)

Gaotu Techedu Inc.

(Name of Issuer)

Class A ordinary shares, par value of $0.0001 per share

(Title of Class of Securities)

36257Y109

(CUSIP Number)

06/30/2026

(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)

schemaVersion:

SCHEDULE 13G

CUSIP Number(s): 36257Y109

1

Names of Reporting Persons

Chen Xiangdong

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

CHINA

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 82,119,817.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 82,119,817.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

82,119,817.00

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)

52.4 %

12

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person: Represents (i) 73,305,288 Class B ordinary shares and 3,255,800 Class A ordinary shares held by Ebetter International Group Limited, a British Virgin Islands company, and (ii) 5,558,729 Class A ordinary shares represented by 8,338,094 ADSs held by Mr. Larry Xiangdong Chen. Ebetter International Group Limited is ultimately owned by The Better Learner Trust, a trust established under the laws of the Cayman Islands and managed by Cantrust (Far East) Limited as the trustee. Mr. Larry Xiangdong Chen is the settlor of The Better Learner Trust, and he and his family members are the trust's beneficiaries. Under the terms of this trust, Mr. Larry Xiangdong Chen has the power to direct the trustee with respect to the retention or disposal of, and the exercise of any voting and other rights attached to, the shares of the Issuer held by Ebetter International Group Limited. Mr. Larry Xiangdong Chen is the sole director of Ebetter International Group Limited. The voting power of the shares beneficially owned represent 90.9% of the total outstanding voting power. The percentage of class of securities beneficially owned by the reporting person and the voting power represented thereby are based on a total of 156,703,879 issued and outstanding ordinary shares (being the sum of 83,398,591 Class A ordinary shares, and 73,305,288 Class B ordinary shares) as of June 30, 2026. Each Class A ordinary share is entitled to one vote per share, and each Class B ordinary share is entitled to ten votes per share.

SCHEDULE 13G

CUSIP Number(s): 36257Y109

1

Names of Reporting Persons

Ebetter International Group 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

VIRGIN ISLANDS, BRITISH

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 76,561,088.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 76,561,088.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

76,561,088.00

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)

48.9 %

12

Type of Reporting Person (See Instructions)

CO

Comment for Type of Reporting Person: Represents 73,305,288 Class B ordinary shares and 3,255,800 Class A ordinary shares held by Ebetter International Group Limited. The voting power of the shares beneficially owned represent 90.2% of the total outstanding voting power. The percentage of class of securities beneficially owned by the reporting person and the voting power represented thereby are based on a total of 156,703,879 issued and outstanding ordinary shares (being the sum of 83,398,591 Class A ordinary shares, and 73,305,288 Class B ordinary shares) as of June 30, 2026. Each Class A ordinary share is entitled to one vote per share, and each Class B ordinary share is entitled to ten votes per share.

SCHEDULE 13G

Item 1.
(a)	Name of issuer: Gaotu Techedu Inc.
(b)	Address of issuer's principal executive offices: 5F, Gientech Building, 17 East Zone, 10 Xibeiwang East Road, Haidian District, BEIJING, CHINA, 100193.
Item 2.
(a)	Name of person filing: Larry Xiangdong Chen Ebetter International Group Limited
(b)	Address or principal business office or, if none, residence: Larry Xiangdong Chen Pactera Building, 10 Xibeiwang East Road Haidian District, Beijing 100193 People's Republic of China Ebetter International Group Limited OMC Chambers, Wickhams Cay 1 Road Town, Tortola, British Virgin Islands
(c)	Citizenship: Larry Xiangdong Chen - People's Republic of China Ebetter International Group Limited - British Virgin Islands
(d)	Title of class of securities: Class A ordinary shares, par value of $0.0001 per share
(e)	CUSIP No.: 36257Y109
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).
Item 4.	Ownership
(a)	Amount beneficially owned: Larry Xiangdong Chen - 82,119,817 Ebetter International Group Limited - 76,561,088
(b)	Percent of class: Larry Xiangdong Chen - 52.4%, representing 90.9% of the total voting power Ebetter International Group Limited - 48.9%, representing 90.2% of the total voting power
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: Larry Xiangdong Chen - 82,119,817 Ebetter International Group Limited - 76,561,088
	(ii) Shared power to vote or to direct the vote: 0
	(iii) Sole power to dispose or to direct the disposition of: Larry Xiangdong Chen - 82,119,817 Ebetter International Group Limited - 76,561,088
	(iv) Shared power to dispose or to direct the disposition of: 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.
	Not Applicable
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:
	Not Applicable

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.

Chen Xiangdong

Signature:	/s/ Chen Xiangdong
Name/Title:	Chen Xiangdong
Date:	08/04/2026

Ebetter International Group Limited

Signature:	/s/ Chen Xiangdong
Name/Title:	Chen Xiangdong, Director
Date:	08/04/2026