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  4. [Form 4] Sea Ltd Insider Trading Activity

Sea Ltd (SE) CEO sells 57,690 shares in planned trade

Filing Impact
(Very High)
Filing Sentiment
(Very Negative)
Form Type
4

Rhea-AI Filing Summary

Sea Ltd (SE) reported that Chairman and CEO Li Xiaodong, through a BVI entity he controls, indirectly sold a total of 57,690 Class A ordinary shares on August 25, 2026. The sales occurred in four tranches at weighted average prices around $120.50, $121.56, $122.65 and $123.33, under a Rule 10b5-1 trading plan. The filing covers only securities in which he is deemed to have a pecuniary interest and excludes shares over which he has only voting power via irrevocable proxies.

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Insider Li Xiaodong
Role Chairman and CEO
Sold 57,690 shs ($7.05M)
Type Security Shares Price Value
Sale Class A ordinary shares F1, F2 9,461 $120.50 $1.14M
Sale Class A ordinary shares F1, F3 14,334 $121.56 $1.74M
Sale Class A ordinary shares F1, F4 12,495 $122.65 $1.53M
Sale Class A ordinary shares F1, F5 21,400 $123.33 $2.64M
Holdings After Transaction: Class A ordinary shares — 1,232,992 shares (Indirect, By BVI entity)
Footnotes (5)
  1. F1. The shares were sold pursuant to a Rule 10b5-1 trading plan adopted by a BVI entity controlled by the Reporting Person on September 10, 2025.
  2. F2. Represents the weighted average price of shares sold at prices that ranged from $120.00 to $120.995. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares sold at each separate price within the ranges set forth in this Form 4.
  3. F3. Represents the weighted average price of shares sold at prices that ranged from $121.00 to $121.995.
  4. F4. Represents the weighted average price of shares sold at prices that ranged from $122.04 to $122.995.
  5. F5. Represents the weighted average price of shares sold at prices that ranged from $123.00 to $123.68.
Shares sold (total) 57,690 Class A ordinary shares Aggregate indirect sales by BVI entity controlled by Li Xiaodong on August 25, 2026
Shares sold (first tranche) 9,461 Class A ordinary shares Indirect sale on August 25, 2026 at weighted average price $120.50
Shares sold (second tranche) 14,334 Class A ordinary shares Indirect sale on August 25, 2026 at weighted average price $121.56
Shares sold (third tranche) 12,495 Class A ordinary shares Indirect sale on August 25, 2026 at weighted average price $122.65
Shares sold (fourth tranche) 21,400 Class A ordinary shares Indirect sale on August 25, 2026 at weighted average price $123.33
Price range (first tranche) $120.00 to $120.995 Range of prices included in weighted average for 9,461-share sale
Price range (fourth tranche) $123.00 to $123.68 Range of prices included in weighted average for 21,400-share sale
10b5-1 plan adoption date September 10, 2025 Adoption date of Rule 10b5-1 trading plan used for these sales
Rule 10b5-1 trading plan regulatory
"The shares were sold pursuant to a Rule 10b5-1 trading plan adopted"
A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.
weighted average price financial
"Represents the weighted average price of shares sold at prices that ranged"
Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.
pecuniary interest financial
"shares over which the Reporting Person has no pecuniary interest but has voting"
irrevocable voting proxies regulatory
"voting power due to irrevocable voting proxies from the respective owners"
indirect financial
"direct_or_indirect": "I""
beneficially own regulatory
"securities that the Reporting Person may be deemed to beneficially own"
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.

FAQ

What insider transactions did Sea Ltd (SE) disclose in this Form 4?
Sea Ltd disclosed that Chairman and CEO Li Xiaodong, via a controlled BVI entity, indirectly sold 57,690 Class A ordinary shares on August 25, 2026 in four separate open-market or private transactions at weighted average prices between about $120 and $124 per share.

At what prices were the Sea Ltd (SE) shares sold by Li Xiaodong’s BVI entity?
The reported weighted average prices were $120.50, $121.56, $122.65 and $123.33 per share, each representing sales within stated ranges, including $120.00–$120.995 and $123.00–$123.68. Detailed per-price breakdowns are available on request from the parties named.

How many Sea Ltd (SE) shares did Li Xiaodong sell in each transaction?
On August 25, 2026, the BVI entity controlled by Li Xiaodong sold 9,461, 14,334, 12,495 and 21,400 Class A ordinary shares in four separate transactions, for a total of 57,690 shares disposed of indirectly.

Were the recent Sea Ltd (SE) insider sales under a Rule 10b5-1 trading plan?
Yes. The filing states the shares were sold pursuant to a Rule 10b5-1 trading plan adopted on September 10, 2025 by a BVI entity controlled by Li Xiaodong. A Rule 10b5-1 plan is a pre-arranged trading program for insiders.

Does the Sea Ltd (SE) Form 4 include all shares over which Li Xiaodong has voting power?
No. The report states it includes only securities he may be deemed to beneficially own with pecuniary interest. It excludes Class A shares where he has voting power solely through irrevocable voting proxies, including shares held by certain directors, employees and related entities.

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SEC Form 4
FORM 4UNITED 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).
X
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*
Li Xiaodong
(Last)(First)(Middle)
C/O 1 FUSIONOPOLIS PLACE,
#17-10, GALAXIS
(Street)
SINGAPORE138522
(City)(State)(Zip)
SINGAPORE
(Country)		2. Issuer Name and Ticker or Trading Symbol
Sea Ltd [ SE ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
Chairman and CEO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/25/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Class A ordinary shares08/25/2026S9,461(1)D$120.5(2)1,281,221IBy BVI entity
Class A ordinary shares08/25/2026S14,334(1)D$121.56(3)1,266,887IBy BVI entity
Class A ordinary shares08/25/2026S12,495(1)D$122.65(4)1,254,392IBy BVI entity
Class A ordinary shares08/25/2026S21,400(1)D$123.33(5)1,232,992IBy BVI entity
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. The shares were sold pursuant to a Rule 10b5-1 trading plan adopted by a BVI entity controlled by the Reporting Person on September 10, 2025.
2. Represents the weighted average price of shares sold at prices that ranged from $120.00 to $120.995. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares sold at each separate price within the ranges set forth in this Form 4.
3. Represents the weighted average price of shares sold at prices that ranged from $121.00 to $121.995.
4. Represents the weighted average price of shares sold at prices that ranged from $122.04 to $122.995.
5. Represents the weighted average price of shares sold at prices that ranged from $123.00 to $123.68.
Remarks:
This Report includes only the securities that the Reporting Person may be deemed to beneficially own in accordance with Rule 16a-1. This report does not include Class A ordinary shares over which the Reporting Person has no pecuniary interest but has voting power due to irrevocable voting proxies from the respective owners of such shares (including certain directors and employees of the Issuer, certain affiliates of employees of the Issuer, and Garena ESOP Program (PTC) Limited).
/s/ Mark Tang, attorney-in-fact for Xiaodong Li08/27/2026
** Signature of Reporting PersonDate
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