Tuya CEO shifts 383 shares between A and B classes

CEO Xueji Wang reclassified small blocks of Tuya share classes to maintain his weighted voting rights after a company share cancellation.

This filing corrects an earlier one, and you can read the original Form 4 if you want to see what changed.

Rhea-AI Filing Summary

Tuya Inc. (TUYA) reported that CEO and director Xueji Wang, through affiliated entities, reclassified small blocks of shares between Class A and Class B on April 24, 2026. These moves followed the company’s cancellation of 5,400 repurchased Class A ordinary shares and were made to keep his weighted voting rights proportionate under Hong Kong listing rules.

Through Trust TMF (Cayman) Ltd., 308 Class B ordinary shares were converted into 308 Class A ordinary shares, and through Tuya Group Inc., 75 Class B ordinary shares were converted into 75 Class A ordinary shares, all on a one-for-one basis. The transactions are reported as indirect ownership and represent internal restructuring rather than open-market buying or selling, with Mr. Wang’s total economic interest essentially preserved while adjusting his share-class mix.

Insider Trade Summary

Other: 766 shares

Other 4 txns

Insider wang xueji

Role CEO

Type	Security	Shares	Price	Value
Other	Class A Common Stock F1, F3	308	$0.00	$0.00
Other	Class B Common Stock F1, F3	308	$0.00	$0.00
Other	Class A Common Stock F2, F4	75	$0.00	$0.00
Other	Class B Common Stock F2, F4	75	$0.00	$0.00

Holdings After Transaction: Class A Common Stock — 73,915,805 shares (Indirect, Held by Trust TMF (Cayman) Ltd.); Class B Common Stock — 34,784,195 shares (Indirect, Held by Trust TMF (Cayman) Ltd.); Class A Common Stock — 1,432,225 shares (Indirect, Held by Tuya Group Inc.); Class B Common Stock — 8,567,775 shares (Indirect, Held by Tuya Group Inc.)

Footnotes (4)

1. F1. On April 24, 2026, the Company canceled 5,400 repurchased Class A ordinary shares. As this cancellation reduced the total number of shares in issue, absent any corresponding adjustment, the proportion of shares carrying weighted voting rights (WVR) would have increased. Accordingly, in compliance with Rule 8A.15 of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited, Mr. Wang, as a WVR beneficiary, caused Tenet Group Limited to convert 308 Class B ordinary shares into Class A ordinary shares on a one-for-one basis, so as to reduce his weighted voting rights proportionately.
2. F2. On April 24, 2026, the Company canceled 5,400 repurchased Class A ordinary shares. As this cancellation reduced the total number of shares in issue, absent any corresponding adjustment, the proportion of shares carrying weighted voting rights (WVR) would have increased. Accordingly, in compliance with Rule 8A.15 of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited, Mr. Wang, as a WVR beneficiary, caused Tuya Group Inc. to convert 75 Class B ordinary shares into Class A ordinary shares on a one-for-one basis, so as to reduce his weighted voting rights proportionately.
3. F3. Represent shares held through a trust of which the settlor is the reporting person and the beneficiaries are the reporting person and Tuya Group Inc.
4. F4. Represent shares held through Tuya Group Inc, a business company with limited liability incorporated under the laws of BVI wholly owned by the reporting person.

Key Figures

Class B to Class A conversion (Trust TMF): 308 shares converted 1-for-1 Class B to Class A conversion (Tuya Group Inc.): 75 shares converted 1-for-1 Class A shares held via Trust TMF: 73,915,805 shares +4 more

7 metrics

Class B to Class A conversion (Trust TMF) 308 shares converted 1-for-1 Conversion on April 24, 2026 via Trust TMF (Cayman) Ltd.

Class B to Class A conversion (Tuya Group Inc.) 75 shares converted 1-for-1 Conversion on April 24, 2026 via Tuya Group Inc.

Class A shares held via Trust TMF 73,915,805 shares Indirect Class A ownership after April 24, 2026 transaction

Class B shares held via Trust TMF 34,784,195 shares Indirect Class B ownership after April 24, 2026 transaction

Class A shares held via Tuya Group Inc. 1,432,225 shares Indirect Class A ownership after April 24, 2026 transaction

Class B shares held via Tuya Group Inc. 8,567,775 shares Indirect Class B ownership after April 24, 2026 transaction

Canceled Class A ordinary shares 5,400 shares Company cancellation of repurchased Class A ordinary shares on April 24, 2026

Key Terms

weighted voting rights (WVR), Rule 8A.15, Class A ordinary shares, Class B ordinary shares, +1 more

5 terms

weighted voting rights (WVR) regulatory

"the proportion of shares carrying weighted voting rights (WVR) would have increased"

Rule 8A.15 regulatory

"in compliance with Rule 8A.15 of the Rules Governing the Listing"

Class A ordinary shares financial

"the Company canceled 5,400 repurchased Class A ordinary shares"

Class A ordinary shares are a type of ownership stake in a company that typically grants voting rights to shareholders, allowing them to have a say in important company decisions. They often come with priority in receiving dividends or profits, making them attractive to investors seeking influence and potential income. These shares help distinguish different levels of ownership and rights within a company's stock structure.

Class B ordinary shares financial

"convert 308 Class B ordinary shares into Class A 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.

indirect ownership financial

"Held by Trust TMF (Cayman) Ltd. ... Held by Tuya Group Inc."

FAQ

What insider transactions did TUYA’s CEO report on April 24, 2026?

CEO Xueji Wang reported four internal restructuring transactions on April 24, 2026, converting small numbers of Class B ordinary shares into Class A ordinary shares through two affiliated entities, without open-market purchases or sales.

How many TUYA shares were reclassified between Class A and Class B?

A total of 383 Class B ordinary shares were converted into 383 Class A ordinary shares: 308 shares via Trust TMF (Cayman) Ltd. and 75 shares via Tuya Group Inc., all on a one-for-one basis.

Why did the TUYA insider convert Class B shares into Class A shares?

The conversions were made after Tuya canceled 5,400 repurchased Class A ordinary shares. To avoid an increase in the proportion of weighted voting rights (WVR), Mr. Wang caused affiliated entities to convert Class B shares into Class A shares in compliance with Rule 8A.15.

Were the TUYA insider transactions open-market buys or sells?

No. The transactions are coded as “J” (other acquisition or disposition) and involved internal conversions between share classes at a reported price of $0.00 per share, not open-market purchases or sales.

How are the converted TUYA shares held after these transactions?

Following the transactions, 73,915,805 Class A shares and 34,784,195 Class B shares are reported as held indirectly through Trust TMF (Cayman) Ltd., and 1,432,225 Class A shares and 8,567,775 Class B shares are held indirectly through Tuya Group Inc.

Was a Rule 10b5-1 trading plan used for these TUYA transactions?

No. The filing indicates no Rule 10b5-1 trading plan for these April 24, 2026 transactions; they are reported as restructuring transactions related to weighted voting rights compliance.

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Available on EDGAR 09/04/2026 - 06:06 AM Accepted by SEC EDGAR 09/04/2026 - 06:05 AM Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED 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).

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^*

wang xueji

(Last) (First) (Middle)

HUACE CENTER, BUILDING A,

10/F, XIHU DISTRICT

(Street)

HANGZHOU CHINA 310000

(City) (State) (Zip)

CHINA

(Country)

2. Issuer Name and Ticker or Trading Symbol
Tuya Inc. [ TUYA ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/24/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)
04/28/2026

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)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	04/24/2026		J		308(1)	A	$0	73,915,805	I	Held by Trust TMF (Cayman) Ltd.(3)
Class B Common Stock	04/24/2026		J		308(1)	D	$0	34,784,195	I	Held by Trust TMF (Cayman) Ltd.(3)
Class A Common Stock	04/24/2026		J		75(2)	A	$0	1,432,225	I	Held by Tuya Group Inc.(4)
Class B Common Stock	04/24/2026		J		75(2)	D	$0	8,567,775	I	Held by Tuya Group Inc.(4)

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. On April 24, 2026, the Company canceled 5,400 repurchased Class A ordinary shares. As this cancellation reduced the total number of shares in issue, absent any corresponding adjustment, the proportion of shares carrying weighted voting rights (WVR) would have increased. Accordingly, in compliance with Rule 8A.15 of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited, Mr. Wang, as a WVR beneficiary, caused Tenet Group Limited to convert 308 Class B ordinary shares into Class A ordinary shares on a one-for-one basis, so as to reduce his weighted voting rights proportionately.

2. On April 24, 2026, the Company canceled 5,400 repurchased Class A ordinary shares. As this cancellation reduced the total number of shares in issue, absent any corresponding adjustment, the proportion of shares carrying weighted voting rights (WVR) would have increased. Accordingly, in compliance with Rule 8A.15 of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited, Mr. Wang, as a WVR beneficiary, caused Tuya Group Inc. to convert 75 Class B ordinary shares into Class A ordinary shares on a one-for-one basis, so as to reduce his weighted voting rights proportionately.

3. Represent shares held through a trust of which the settlor is the reporting person and the beneficiaries are the reporting person and Tuya Group Inc.

4. Represent shares held through Tuya Group Inc, a business company with limited liability incorporated under the laws of BVI wholly owned by the reporting person.

	/s/ Wang Xueji	08/21/2026
	** 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 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)