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Hello Group (MOMO) director details RSU awards and ADS stake

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
3

Rhea-AI Filing Summary

Hello Group Inc. director Qi Dave filed an initial ownership report showing holdings of American depositary shares and multiple restricted share unit awards linked to Class A ordinary shares. One RSU grant for 3,126 underlying Class A shares vests on April 15, 2026, subject to continued service.

Additional RSU awards cover 15,626 and 28,126 underlying Class A shares, each vesting in equal quarterly installments starting on April 6, 2026 and April 8, 2026. A further RSU award over 50,000 underlying Class A shares vests one quarter on April 7, 2026, with the remainder vesting in twelve equal quarterly installments starting on July 7, 2026. The filing also lists direct holdings of 235,450 and 50,000 American depositary shares, with each ADS representing two Class A ordinary shares.

Positive

  • None.

Negative

  • None.
Insider Qi Dave
Role Director
Type Security Shares Price Value
holding Restricted share Units -- -- --
holding Restricted share Units -- -- --
holding Restricted share Units -- -- --
holding Restricted share Units -- -- --
holding America Deposited Shares -- -- --
holding America Deposited Shares -- -- --
Holdings After Transaction: Restricted share Units — 3,126 shares (Direct); America Deposited Shares — 235,450 shares (Direct)
Footnotes (1)
  1. Each American depositary share represents two Class A ordinary shares. The restricted share units vest on April 15, 2026, subject to the reporting person's continued service through the applicable vesting date. Each restricted share unit represents a contingent right to receive, when vested, one Class A ordinary share. The restricted share units vest per quarter in five equal installments, starting from April 6, 2026, subject to the reporting person's continued service through the applicable vesting date. Each restricted share unit represents a contingent right to receive, when vested, one Class A ordinary share. The restricted share units vest per quarter in nine equal installments, starting from April 8, 2026, subject to the reporting person's continued service through the applicable vesting date. Each restricted share unit represents a contingent right to receive, when vested, one Class A ordinary share. One fourth of the restricted share units vest on April 7, 2026, the rest of the options vest per quarter in twelve equal installments, starting from July 7, 2026.
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SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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: 3235-0104
Estimated average burden
hours per response: 0.5
1. Name and Address of Reporting Person*
Qi Dave
(Last) (First) (Middle)
HOUSE B5, AVIGNON,1 KUWN CHUI ROAD
TUEN MUN, N. T.
(Street)
HONG KONG K3
(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
03/16/2026 		3. Issuer Name and Ticker or Trading Symbol
Hello Group Inc. [ MOMO ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
America Deposited Shares(1) 235,450 D
America Deposited Shares(1) 50,000 D
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted share Units (2) 04/15/2032 Class A Ordinary shares 3,126 (2) D
Restricted share Units (3) 04/06/2033 Class A Ordinary shares 15,626 (3) D
Restricted share Units (4) 04/08/2034 Class A Ordinary shares 28,126 (4) D
Restricted share Units (5) 04/07/2035 Class A Ordinary shares 50,000 (5) D
Explanation of Responses:
1. Each American depositary share represents two Class A ordinary shares.
2. The restricted share units vest on April 15, 2026, subject to the reporting person's continued service through the applicable vesting date. Each restricted share unit represents a contingent right to receive, when vested, one Class A ordinary share.
3. The restricted share units vest per quarter in five equal installments, starting from April 6, 2026, subject to the reporting person's continued service through the applicable vesting date. Each restricted share unit represents a contingent right to receive, when vested, one Class A ordinary share.
4. The restricted share units vest per quarter in nine equal installments, starting from April 8, 2026, subject to the reporting person's continued service through the applicable vesting date. Each restricted share unit represents a contingent right to receive, when vested, one Class A ordinary share.
5. One fourth of the restricted share units vest on April 7, 2026, the rest of the options vest per quarter in twelve equal installments, starting from July 7, 2026.
/s/ Daqing Qi 03/16/2026
** 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 5 (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.

Source: View Original Filing on SEC EDGAR

FAQ

What does Hello Group (MOMO) director Qi Dave report in this Form 3?

Qi Dave reports initial holdings of American depositary shares and several restricted share unit awards. The positions include RSUs tied to Class A ordinary shares with different vesting schedules, plus direct ownership of 235,450 and 50,000 American depositary shares.

How many Hello Group (MOMO) shares are covered by Qi Dave’s restricted share units?

The Form 3 lists RSU awards over 3,126, 15,626, 28,126 and 50,000 underlying Class A ordinary shares. Each restricted share unit represents a contingent right to receive one Class A ordinary share upon vesting, subject to continued service.

What are the vesting terms for Qi Dave’s Hello Group (MOMO) RSUs?

One RSU award vests fully on April 15, 2026. Others vest quarterly in equal installments, beginning on April 6, 2026 and April 8, 2026, while the 50,000-share award vests one quarter on April 7, 2026 and the rest quarterly from July 7, 2026.

How many Hello Group (MOMO) American depositary shares does Qi Dave hold directly?

The filing shows direct holdings of 235,450 and 50,000 American depositary shares. A footnote states that each American depositary share represents two Class A ordinary shares, providing indirect exposure to the company’s Class A equity.

What does each Hello Group (MOMO) restricted share unit represent for Qi Dave?

Each restricted share unit represents a contingent right to receive one Class A ordinary share. The units deliver shares only when their respective vesting dates are reached and the director continues to provide service through those dates.