Tuya (NYSE: TUYA) CEO restructures Class A and B holdings via entities
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
Tuya Inc. director and CEO Xueji Wang reported internal share-class adjustments involving entities he controls, with no open-market buying or selling. On April 24, 2026, Tuya canceled 5,400 Class A ordinary shares, which would otherwise have increased the proportion of shares with weighted voting rights.
To keep his weighted voting rights proportionate under Hong Kong Listing Rule 8A.15, Wang caused affiliated entities to convert Class B ordinary shares into Class A ordinary shares on a one-for-one basis. Tuya Group Inc. converted 75 Class B into 75 Class A, ending with 8,567,775 Class B and 1,431,225 Class A shares held indirectly. A trust structure converted 308 Class B into 308 Class A, ending with 34,784,195 Class B and 73,915,805 Class A shares held indirectly.
All transactions were reported at a price of $0.00 per share and are classified as “other” restructurings, reflecting governance-driven conversions rather than market trades.
Positive
- None.
Negative
- None.
Insider Trade Summary
4 transactions reported
Mixed
4 txns
Insider
wang xueji
Role
CEO
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Other | Class A Common Stock | 308 | $0.00 | -- |
| Other | Class B Common Stock | 308 | $0.00 | -- |
| Other | Class A Common Stock | 75 | $0.00 | -- |
| Other | Class B Common Stock | 75 | $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.)
Footnotes (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. 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. 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. 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 converted by Tuya Group Inc.: 75 shares
Class B converted by trust structure: 308 shares
Tuya repurchased Class A shares canceled: 5,400 shares
+5 more
8 metrics
Class B converted by Tuya Group Inc.
75 shares
Converted into 75 Class A ordinary shares on April 24, 2026
Class B converted by trust structure
308 shares
Converted into 308 Class A ordinary shares on April 24, 2026
Tuya repurchased Class A shares canceled
5,400 shares
Cancellation of repurchased Class A ordinary shares on April 24, 2026
Tuya Group Inc. Class B holdings after
8,567,775 shares
Indirect Class B common stock position following conversions
Tuya Group Inc. Class A holdings after
1,431,225 shares
Indirect Class A common stock position following conversions
Trust Class B holdings after
34,784,195 shares
Indirect Class B common stock held through a trust
Trust Class A holdings after
73,915,805 shares
Indirect Class A common stock held through a trust
Transaction price per share
$0.00 per share
Reported for all Class A and Class B conversions
Key Terms
Class A Common Stock, Class B Common Stock, weighted voting rights, Rule 8A.15, +2 more
6 terms
Class A Common Stock financial
"Class A Common Stock, transaction_type: non-derivative"
Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.
Class B Common Stock financial
"Class B Common Stock, transaction_type: non-derivative"
A class B common stock is one of multiple types of a company’s ordinary shares that carries specific rights—often different voting power or dividend priority—compared with other classes. For investors it matters because those differences affect how much influence you have over company decisions, the income you might receive, and how freely the shares trade; think of it like owning a car with different keys: some keys let you start the engine and open the trunk, others only unlock the door.
weighted voting rights financial
"the proportion of shares carrying weighted voting rights (WVR) would have increased"
A system where some shares carry more voting power than others so certain owners can control corporate decisions with fewer shares. Think of it like tickets to a meeting where some tickets count for five votes and others for one: it lets founders or insiders steer strategy and board picks even if they don't own most of the stock. For investors this affects corporate governance, the protection of minority shareholders, and how much influence public holders have over major decisions.
Rule 8A.15 regulatory
"in compliance with Rule 8A.15 of the Rules Governing the Listing"
trust financial
"shares held through a trust of which the settlor is the reporting person"
business company with limited liability financial
"Tuya Group Inc, a business company with limited liability incorporated under the laws of BVI"
FAQ
What did Tuya (TUYA) CEO Xueji Wang report in this Form 4 filing?
He reported internal share-class conversions, not open-market trades. Affiliated entities converted Class B ordinary shares into Class A ordinary shares to keep his weighted voting rights proportionate after Tuya canceled 5,400 repurchased Class A shares.
What are Tuya Group Inc.’s holdings after the reported transactions?
After converting 75 Class B shares to Class A, Tuya Group Inc. holds 8,567,775 Class B common shares and 1,431,225 Class A common shares indirectly for CEO Xueji Wang, as disclosed in the Form 4 ownership table.
Did the Tuya Form 4 show any insider buying or selling on the market?
No, the Form 4 shows only “other” restructurings at $0.00 per share. The reported transactions are non-market conversions between Class B and Class A ordinary shares by entities associated with CEO Xueji Wang, not open-market purchases or sales.