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Founder of Ryde Group (NYSE: RYDE) receives 3.5M high-vote Class B shares

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
6-K

Rhea-AI Filing Summary

Ryde Group Ltd issued 3,500,000 Class B Ordinary Shares to its founder, chairman, and CEO, Terence Zou, after he met performance-based milestones tied to the successful completion of a $10 million private offering on October 20, 2025.

Class A shares carry one vote each, while Class B shares carry 10 votes each. After this issuance, Zou beneficially owns 16,177,175 Class B shares and 618,750 Class A shares, representing approximately 10.27% of total share capital and about 52.54% of the company’s aggregate voting power, based on 163,471,076 ordinary shares outstanding.

The Class B Ordinary Shares are not listed on the NYSE American market.

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Insights

Ryde’s CEO now controls a majority of voting power through high-vote Class B shares.

The company issued 3,500,000 Class B Ordinary Shares to founder and CEO Terence Zou after he met performance milestones linked to a $10 million private offering completed on October 20, 2025. Class B shares carry 10 votes each, compared with one vote for Class A.

Following this issuance, Zou holds 16,177,175 Class B and 618,750 Class A shares, giving him about 10.27% of total share capital but around 52.54% of aggregate voting power. This solidifies founder control despite a relatively modest economic stake, which can influence future governance dynamics.

New Class B shares issued 3,500,000 shares Issued to founder/CEO after performance milestones
Private offering size $10 million Private offering completed on October 20, 2025
Total Class B held by CEO 16,177,175 shares Beneficially owned after issuance
Class A held by CEO 618,750 shares Beneficially owned after issuance
Total ordinary shares outstanding 163,471,076 shares Comprising both Class A and Class B
Class A ordinary shares 147,293,901 shares Part of total share capital
Class B ordinary shares 16,177,175 shares Part of total share capital
CEO’s ownership of share capital 10.27% Portion of total issued and outstanding shares
CEO’s voting power 52.54% Aggregate voting power after issuance
Class B Ordinary Shares financial
"The Company’s share capital is divided into Class A Ordinary Shares and Class B Ordinary Shares."
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.
beneficially own financial
"Mr. Terence Zou will beneficially own an aggregate 16,177,175 Class B Ordinary Shares and 618,750 Class A shares"
Beneficially own means having the economic rights and risks of a security—such as the right to receive dividends, sell the shares, or profit from price changes—whether or not your name appears on the official share register. Think of it like renting a car: you use it and reap the benefits even if the title lists someone else. Investors care because beneficial ownership determines who truly controls value, must be disclosed under securities rules, and can signal potential influence or trading activity that affects a stock’s price.
aggregate voting power financial
"which will constitute approximately 10.27% of the Company’s total issued and outstanding share capital and approximately 52.54% of the aggregate voting power"
private offering financial
"These performance-based milestones were achieved upon the successful completion of the Company’s $10 million private offering on October 20, 2025."
A private offering is the sale of securities—such as shares or bonds—directly to a limited group of investors rather than through public markets or a broad auction. It matters to investors because it changes who owns the company and how much cash the business has available, which can dilute existing shareholders, affect share liquidity and price discovery, and signal strategic moves or funding needs; think of it as selling a batch of goods to a few trusted customers instead of opening a shop to everyone.
performance-based milestones financial
"issued 3,500,000 Class B Ordinary Shares ... following the satisfaction of the approved performance-based milestones."

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 6-K

 

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

 

For the month of April 2026

 

Commission File Number: 001-41950

 

Ryde Group Ltd

 

Duo Tower, 3 Fraser Street, #08-21

Singapore 189352

+65-9665-3216

(Address of principal executive offices)

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:

 

Form 20-F ☒ Form 40-F ☐

 

 

 

 

 

 

Issuance of Class B Ordinary Shares

 

On April 7, 2026, pursuant to the authorization of its Board of Directors on October 10, 2025, Ryde Group Ltd (the “Company”) issued 3,500,000 Class B Ordinary Shares of the Company, to its Founder, Chairman, and Chief Executive Officer, Mr. Terence Zou, following the satisfaction of the approved performance-based milestones. These performance-based milestones were achieved upon the successful completion of the Company’s $10 million private offering on October 20, 2025.

 

The Company’s share capital is divided into Class A Ordinary Shares and Class B Ordinary Shares. Holders of Class A Ordinary Shares are entitled to one vote per share, while holders of Class B Ordinary Shares are entitled to 10 votes per share. After the issuance of 3,500,000 Class B Ordinary Shares, Mr. Terence Zou will beneficially own an aggregate 16,177,175 Class B Ordinary Shares and 618,750 Class A shares, which will constitute approximately 10.27% of the Company’s total issued and outstanding share capital and approximately 52.54% of the aggregate voting power, assuming the Company’s total issued and outstanding share capital is 163,471,076 Ordinary Shares, comprising 147,293,901 Class A Ordinary Shares and 16,177,175 Class B Ordinary Shares. The Class B Ordinary Shares are not listed on the NYSE American market.

 

 

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

  Ryde Group Ltd
     
Date: April 7, 2026 By: /s/ Zou Junming Terence
  Name: Zou Junming Terence
  Title: Chairman of the Board of Directors and Chief Executive Officer

 

 

 

 

FAQ

What did Ryde Group (RYDE) disclose in its April 2026 Form 6-K?

Ryde Group disclosed issuing 3,500,000 Class B Ordinary Shares to founder and CEO Terence Zou. The issuance followed performance-based milestones tied to a $10 million private offering completed on October 20, 2025, and significantly increased his voting control in the company.

How many Class B shares did Ryde Group (RYDE) issue and to whom?

Ryde Group issued 3,500,000 Class B Ordinary Shares to its founder, chairman, and CEO, Terence Zou. The issuance occurred after approved performance-based milestones were met, which were achieved upon successful completion of the company’s $10 million private offering on October 20, 2025.

How did this share issuance affect Terence Zou’s ownership and control of Ryde Group (RYDE)?

After the issuance, Terence Zou beneficially owns 16,177,175 Class B shares and 618,750 Class A shares. This corresponds to approximately 10.27% of total issued share capital and about 52.54% of aggregate voting power, giving him majority voting control at Ryde Group.

What are the voting rights of Ryde Group (RYDE) Class A versus Class B Ordinary Shares?

Ryde Group’s share capital consists of Class A and Class B Ordinary Shares. Holders of Class A Ordinary Shares are entitled to one vote per share, while holders of Class B Ordinary Shares are entitled to 10 votes per share, giving Class B holders significantly greater voting influence per share.

What is Ryde Group’s total share capital structure after this issuance?

Assuming 163,471,076 ordinary shares outstanding, Ryde Group’s capital comprises 147,293,901 Class A Ordinary Shares and 16,177,175 Class B Ordinary Shares. Within this structure, Terence Zou’s holdings give him majority voting power despite owning just over a tenth of total share capital.

Are Ryde Group (RYDE) Class B Ordinary Shares listed on the NYSE American?

Ryde Group’s Class B Ordinary Shares are not listed on the NYSE American market. The company’s filing specifically notes that the Class B Ordinary Shares, which carry 10 votes each, are unlisted, even though they play a key role in determining overall voting control.