TAL Education (NYSE: TAL) director Zhang Kaifu details ADS and RSU holdings

Rhea-AI Filing Summary

TAL Education Group director Zhang Kaifu filed an initial ownership report showing existing equity interests in the company. The filing lists 15,300 Restricted Stock Units (RSUs), each representing a right to receive one American Depositary Share (ADS), with these RSUs scheduled to vest on October 26, 2026 subject to continued service. It also reports direct ownership of 53,840 ADSs. Each three ADSs represent one Class A common share of TAL Education Group.

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

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1. Name and Address of Reporting Person^*

ZHANG KAIFU

(Last) (First) (Middle)

TAL BLDG NO.1, CTYD NO.9, QIXIN MID ST

(Street)

BEIJING 102200

(City) (State) (Zip)

CHINA

(Country)

2. Date of Event Requiring Statement (Month/Day/Year)
03/18/2026

3. Issuer Name and Ticker or Trading Symbol
TAL Education Group [ TAL ]

3a. Foreign Trading Symbol

5. If Amendment, Date of Original Filed (Month/Day/Year)

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

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)
American Depositary Shares(1)	53,840	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 Stock Units (RSU)	(2)	(2)	American Depositary Shares	15,300	(3)	D

Explanation of Responses:

1. Each three American Depositary Shares ("ADSs") represent one Class A common share, with a par value of $0.001 per share, of the Issuer.

2. The RSUs vest on October 26, 2026, subject to the Reporting Person's continued service through such vesting date.

3. Each RSU represents a contingent right to receive one share of the Issuer's ADSs upon settlement.

Remarks:

Exhibit 24 - Power of Attorney

	/s/ Jackson Ding , attorney-in-fact for Zhang Kaifu	03/18/2026
	** 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.
* Form 3: SEC 1473 (03-26)

FAQ

What did TAL (TAL) director Zhang Kaifu report in this Form 3?

Director Zhang Kaifu reported his existing equity holdings in TAL Education Group, including 15,300 RSUs tied to American Depositary Shares and direct ownership of 53,840 ADSs. This Form 3 establishes his baseline ownership as a company insider.

How many Restricted Stock Units does Zhang Kaifu hold in TAL (TAL)?

Zhang Kaifu holds 15,300 Restricted Stock Units (RSUs) linked to TAL Education Group ADSs. Each RSU represents a contingent right to receive one ADS upon settlement, providing potential future equity if vesting and service conditions are fully satisfied.

When do Zhang Kaifu’s TAL (TAL) RSUs vest?

The 15,300 RSUs reported by Zhang Kaifu are scheduled to vest on October 26, 2026, subject to his continued service through that date. Vesting must occur before the RSUs can settle into American Depositary Shares of TAL Education Group.

How many TAL (TAL) American Depositary Shares does Zhang Kaifu own directly?

The filing shows direct ownership of 53,840 American Depositary Shares (ADSs) by Zhang Kaifu. These ADSs are already held, separate from the unvested RSUs, and represent his current direct equity stake in TAL Education Group’s listed depositary shares.

What is the relationship between TAL (TAL) ADSs and Class A common shares?

Each three American Depositary Shares (ADSs) of TAL Education Group represent one Class A common share with a par value of $0.001 per share. This ratio links the U.S.-traded ADSs to the underlying Class A equity issued by the company.

Do the reported TAL (TAL) RSUs have an exercise price?

The reported Restricted Stock Units show an exercise or conversion price of $0.0000 per unit. Each RSU represents a contingent right to receive one TAL Education Group ADS upon settlement, rather than a traditional stock option with a purchase price.