Peng Zhiping (NASDAQ: UCL) details large dual-class stake and options

Rhea-AI Filing Summary

uCloudlink Group Inc. director and ten percent owner Zhiping Peng filed an initial Form 3 detailing his equity interests. He indirectly holds 60,726,420 Class B ordinary shares through AlphaGo Robot Limited, which is ultimately controlled via Harmony Peng Trust, where he can direct voting and disposition.

Peng also reports direct positions in Class A ordinary shares, American depositary shares, and several fully vested share options to buy Class A ordinary shares at an exercise price of $0.5000 per share, with expirations from 2027 through 2031. Each ADS represents 10 Class A ordinary shares. The filing further notes multiple blocks of remaining unvested restricted share units scheduled to vest between 2026 and 2030, each RSU delivering one Class A ordinary share upon vesting.

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^*

Peng Zhiping

(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)

X	Director	X	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)
Class A ordinary shares(1)	2,686,630	D
Class B ordinary shares(1)	60,726,420	I	By AlphaGo Robot Limited(2)
American depositary shares(3)	495,736	D
Class A ordinary shares(4)	213,600	D
Class A ordinary shares(5)	21,560	D
Class A ordinary shares(6)	267,000	D
Class A ordinary shares(7)	445,000	D
Class A ordinary shares(8)	125,210	D
Class A ordinary shares(9)	890,000	D
Class A ordinary shares(10)	305,830	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)	(11)	04/27/2027	Class A ordinary share	285,000	$0.5	D
Share Option (right to buy)	(11)	04/27/2028	Class A ordinary share	237,500	$0.5	D
Share Option (right to buy)	(11)	04/27/2029	Class A ordinary share	237,500	$0.5	D
Share Option (right to buy)	(11)	04/27/2030	Class A ordinary share	142,500	$0.5	D
Share Option (right to buy)	(11)	04/27/2031	Class A ordinary share	47,500	$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. AlphaGo Robot Limited is wholly owned by Bright Topaz Holding Limited. Bright Topaz Holding Limited is wholly owned by Harmony Peng Trust, a trust established for the benefit of Mr. Zhiping Peng and his family. Mr. Zhiping Peng is the settlor and investment advisor of Harmony Peng Trust, and has the power to direct the disposition and voting of the shares of the Issuer held by Harmony Peng Trust.

3. Each American depositary share ("ADS") of the Company represents 10 Class A ordinary shares.

4. 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. 106,800 RSUs will vest on each of August 30, 2026 and 2027.

5. This represents the remaining unvested RSUs granted to the reporting person on January 1, 2023 pursuant to the Company's share incentive plans. Each RSU represents a contingent right to receive one Class A common share upon vesting. 21,560 RSUs will vest on January 31, 2027.

6. 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. 89,000 RSUs will vest on each of May 31, 2026, 2027 and 2028.

7. 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. 178,000 RSUs will vest on May 31, 2026. 89,000 RSUs will vest on each of May 31, 2027, 2028 and 2029.

8. 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. 50,080 RSUs will vest on May 31, 2026. 25,030 RSUs will vest on each of May 31, 2027 and 2028. 25,070 RSUs will vest on May 31, 2029.

9. 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. 445,000 RSUs will vest on May 31, 2026. 178,000 RSUs will vest on May 31, 2027. 89,000 RSUs will vest on each of May 31, 2028, 2029 and 2030.

10. 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. 152,910 RSUs will vest on May 31, 2026. 61,160 RSUs will vest on May 31, 2027. 30,580 RSUs will vest on each of May 31, 2028 and 2029. 30,600 RSUs will vest on May 31, 2030.

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

	/s/ Zhiping Peng	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 Peng Zhiping’s Form 3 filing for uCloudlink (UCL) show?

The Form 3 shows initial beneficial ownership by director and ten percent owner Zhiping Peng. It details large indirect holdings of Class B ordinary shares, plus direct Class A shares, ADSs, vested options, and unvested RSUs, outlining his overall equity exposure and voting influence.

How many uCloudlink Class B shares are linked to Peng Zhiping in this Form 3?

The filing reports 60,726,420 Class B ordinary shares held indirectly through AlphaGo Robot Limited. That entity is owned via Harmony Peng Trust, where Peng, as settlor and investment advisor, can direct voting and disposition of these higher-vote Class B shares.

What option holdings does Peng Zhiping report in uCloudlink (UCL)?

Peng reports fully vested share options to buy Class A ordinary shares at an exercise price of $0.5000 per share. These options cover multiple blocks of underlying shares and carry expiration dates ranging from 2027 through 2031, indicating long-dated derivative exposure.

How are uCloudlink American depositary shares (ADSs) structured in this filing?

The Form 3 notes that each American depositary share represents 10 Class A ordinary shares. Peng reports a direct holding of ADSs, giving him additional exposure to Class A equity through this instrument, alongside his ordinary share and option positions.

What do the RSU footnotes in uCloudlink (UCL) Form 3 indicate for Peng Zhiping?

The footnotes describe remaining unvested RSUs from grants made between 2022 and 2026. Each RSU converts into one Class A ordinary share upon vesting, with specified blocks—such as 106,800 or 89,000 units—scheduled to vest on dates between 2026 and 2030.

How do the voting rights differ between uCloudlink Class A and Class B shares in this Form 3?

The filing states that each Class A ordinary share carries one vote, while each Class B ordinary share carries 15 votes on all matters. Class B shares can be converted into Class A shares one-for-one, but Class A shares cannot be converted into Class B.