uCloudlink (UCL) CTO reports 1.1M fully vested options, long RSU schedule

Rhea-AI Filing Summary

uCloudlink Group Inc. Chief Technology Officer Gong Zhihui has filed an initial statement of beneficial ownership, detailing existing equity interests rather than new trades. The filing shows a fully vested share option covering 1,100,000 Class A ordinary shares at an exercise price of $0.5000 per share, expiring on December 31, 2030.

In addition, Gong holds several blocks of remaining unvested restricted share units granted between August 30, 2022 and January 31, 2026, each RSU representing one Class A share upon vesting. These RSUs vest in tranches from May 31, 2026 through May 31, 2030, indicating a multi‑year equity compensation structure tied to continued service.

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^*

Gong Zhihui

(Last) (First) (Middle)

UNIT 2214-RM1, 22/F, MIRA PLACE TOWER A

132 NATHAN ROAD, TSIM SHA TSUI, KOWLOON

(Street)

HONG KONG 000000

(City) (State) (Zip)

HONG KONG

(Country)

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

3. Issuer Name and Ticker or Trading Symbol
uCloudlink Group Inc. [ UCL ]

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)

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

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)
Class A ordinary shares(1)	655,320	D
Class A ordinary shares(2)	60,000	D
Class A ordinary shares(3)	75,000	D
Class A ordinary shares(4)	90,000	D
Class A ordinary shares(5)	25,320	D
Class A ordinary shares(6)	180,000	D
Class A ordinary shares(7)	61,850	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
Share Option (right to buy)	(8)	12/31/2030	Class A ordinary share	1,100,000	$0.5	D

Explanation of Responses:

1. Each holder of Class A ordinary shares of uCloudlink Group Inc. (the "Company") is entitled to one vote per share and each holder of Class B ordinary shares of the Company is entitled to 15 votes per share on all matters submitted to them for a vote. Class B ordinary shares are convertible at any time by the holder thereof into Class A ordinary shares on a one-for-one basis, whereas Class A ordinary shares are not convertible into Class B ordinary shares under any circumstances.

2. This represents the remaining unvested restricted share units ("RSUs") granted to the reporting person on August 30, 2022 pursuant to the Company's share incentive plans. Each RSU represents a contingent right to receive one Class A common share upon vesting. 30,000 RSUs will vest on each of August 30, 2026 and 2027.

3. This represents the remaining unvested RSUs granted to the reporting person on May 31, 2023 pursuant to the Company's share incentive plans. Each RSU represents a contingent right to receive one Class A common share upon vesting. 25,000 RSUs will vest on each of May 31, 2026, 2027 and 2028.

4. This represents the remaining unvested RSUs granted to the reporting person on May 31, 2024 pursuant to the Company's share incentive plans. Each RSU represents a contingent right to receive one Class A common share upon vesting. 36,000 RSUs will vest on May 31, 2026. 18,000 RSUs will vest on each of May 31, 2027, 2028 and 2029.

5. This represents the remaining unvested RSUs granted to the reporting person on January 31, 2025 pursuant to the Company's share incentive plans. Each RSU represents a contingent right to receive one Class A common share upon vesting. 10,120 RSUs will vest on May 31, 2026. 5,060 RSUs will vest on each of May 31, 2027 and 2028. 5,080 RSUs will vest on May 31, 2029.

6. This represents the remaining unvested RSUs granted to the reporting person on May 31, 2025 pursuant to the Company's share incentive plans. Each RSU represents a contingent right to receive one Class A common share upon vesting. 90,000 RSUs will vest on May 31, 2026. 36,000 RSUs will vest on May 31, 2027. 18,000 RSUs will vest on each of May 31, 2028, 2029 and 2030.

7. This represents the remaining unvested RSUs granted to the reporting person on January 31, 2026 pursuant to the Company's share incentive plans. Each RSU represents a contingent right to receive one Class A common share upon vesting. 30,920 RSUs will vest on May 31, 2026. 12,370 RSUs will vest on May 31, 2027. 6,180 RSUs will vest on each of May 31, 2028 and 2029. 6,200 RSUs will vest on May 31, 2030.

8. The share option has fully vested and is exercisable as of the date of this form.

	/s/ Zhihui Gong	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 does uCloudlink (UCL) CTO Gong Zhihui report in this Form 3?

Gong Zhihui reports his existing equity holdings in uCloudlink, including options and restricted share units. This Form 3 is an initial ownership statement, showing what he already beneficially owns rather than recording new stock purchases, sales, or option exercises.

How many uCloudlink (UCL) shares are covered by Gong Zhihui’s stock options?

Gong holds a fully vested share option over 1,100,000 Class A ordinary shares at an exercise price of $0.5000 per share. The option is exercisable as of this filing and is scheduled to expire on December 31, 2030, providing long-dated equity exposure.

What RSU awards does uCloudlink (UCL) CTO Gong Zhihui have outstanding?

Gong has multiple grants of remaining unvested restricted share units awarded between August 30, 2022 and January 31, 2026. Each RSU converts into one Class A ordinary share upon vesting, with vesting dates spanning from May 31, 2026 through May 31, 2030.

Do the uCloudlink (UCL) Form 3 entries reflect any recent stock purchases or sales?

No, the Form 3 entries show holdings rather than transactions. The filing lists Gong’s existing option and RSU positions and direct shareholdings. There are no recorded buy or sell transactions, only the structure and timing of his current equity-based compensation.

How do uCloudlink (UCL) Class A and Class B shares differ for voting rights?

Class A ordinary shares carry one vote per share, while Class B ordinary shares carry 15 votes per share. Class B shares are convertible into Class A on a one-for-one basis at any time, but Class A shares cannot be converted into Class B shares.

Over what period will uCloudlink (UCL) CTO’s RSUs vest?

The remaining unvested RSUs are scheduled to vest in annual and multi-year tranches between May 31, 2026 and May 31, 2030. These vesting schedules align Gong’s compensation with longer-term company performance and ongoing service.