STOCK TITAN

Zhihu (NYSE: ZH) director logs RSU vesting and minor 360-share sale

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Zhihu Inc. director Cheng Li-Lan reported routine equity compensation activity involving Class A ordinary shares. On May 27, 2026, 33,867 restricted share units (RSUs) vested from an original grant of 135,468 RSUs, with 25% scheduled to vest on each of four anniversaries, subject to continued board service.

Each RSU represents the right to receive one Class A ordinary share, so the vesting delivered 33,867 shares at a nominal price of $0.01 per share. After these transactions, Cheng held 33,867 Class A ordinary shares directly, along with 101,601 RSUs remaining from the grant.

On June 5, 2026, Cheng sold 360 Class A ordinary shares at $2.85 per share. A footnote explains this small sale was made solely to cover administrative costs and fees related to the RSU vesting, and was not tax related. Following the sale, Cheng directly held 33,507 Class A ordinary shares.

Positive

  • None.

Negative

  • None.
Insider Cheng Li-Lan
Role null
Sold 360 shs ($1K)
Type Security Shares Price Value
Sale Class A ordinary shares 360 $2.85 $1K
Exercise Restricted Share Units 33,867 $0.01 $338.67
Grant/Award Class A ordinary shares 33,867 $0.01 $338.67
Holdings After Transaction: Class A ordinary shares — 33,507 shares (Direct, null); Restricted Share Units — 101,601 shares (Direct, null)
Footnotes (1)
  1. Represents the vesting of 33,867 restricted share units ("RSUs") out of an original grant of 135,468 RSUs (25% of the RSUs shall vest on each of the first, second, third, and fourth anniversaries of the grant date, subject to the Reporting Person's continued service on the Board through each such vesting date). Represents the sale of 360 Class A ordinary shares solely to cover administrative costs and fees (non-tax related) in connection with the vesting of the RSUs reported herein. Each restricted share unit represents the contingent right to receive one Class A ordinary share.
RSUs vested 33,867 units Portion of 135,468-unit grant vesting on May 27, 2026
Original RSU grant size 135,468 units Grant vesting 25% on each of four anniversaries
Shares sold 360 shares Class A ordinary shares sold June 5, 2026
Sale price $2.85 per share Price for 360 Class A shares sold to cover fees
Shares held after sale 33,507 shares Direct Class A ordinary share holdings post June 5, 2026
Unvested RSUs remaining 101,601 units RSUs from 135,468-unit grant remaining after current vesting
RSU share price at vesting $0.01 per share Nominal price for 33,867 shares delivered on vesting
Restricted Share Units financial
"Represents the vesting of 33,867 restricted share units ("RSUs") out of an original grant of 135,468 RSUs"
Restricted share units (RSUs) are a promise from a company to give an employee or service provider actual shares or cash equal to the shares after certain conditions are met, typically staying with the company for a set time or hitting performance targets. Think of them like a time-locked gift card that becomes usable only after you’ve earned it. For investors, RSUs matter because they align employee incentives with company performance and can increase the number of shares outstanding over time, diluting existing ownership and affecting earnings per share.
Class A ordinary shares financial
"Represents the sale of 360 Class A ordinary shares solely to cover administrative costs and fees"
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.
grant financial
"out of an original grant of 135,468 RSUs (25% of the RSUs shall vest"
vesting financial
"Represents the vesting of 33,867 restricted share units ("RSUs") out of an original grant"
Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.
open-market sale financial
"transaction_action": "open-market sale""
An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.
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SEC Form 4
FORM 4UNITED 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*
Cheng Li-Lan

(Last)(First)(Middle)
296 ORCHID GARDEN, 18 XINJIN ROAD,
CHAOYANG DISTRICT

(Street)
BEIJING100015

(City)(State)(Zip)

CHINA

(Country)
2. Issuer Name and Ticker or Trading Symbol
Zhihu Inc. [ ZH ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
[HKEX: 2390]
3. Date of Earliest Transaction (Month/Day/Year)
05/27/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Class A ordinary shares(1)05/27/2026A33,867A$0.0133,867D
Class A ordinary shares(2)06/05/2026S360A$2.8533,507D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Share Units(3)05/27/2026M33,867 (1) (1)Class A ordinary shares33,867$0.01101,601D
Explanation of Responses:
1. Represents the vesting of 33,867 restricted share units ("RSUs") out of an original grant of 135,468 RSUs (25% of the RSUs shall vest on each of the first, second, third, and fourth anniversaries of the grant date, subject to the Reporting Person's continued service on the Board through each such vesting date).
2. Represents the sale of 360 Class A ordinary shares solely to cover administrative costs and fees (non-tax related) in connection with the vesting of the RSUs reported herein.
3. Each restricted share unit represents the contingent right to receive one Class A ordinary share.
/s/ Li Lan Cheng06/12/2026
** Signature of Reporting PersonDate
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)

FAQ

What insider transactions did Zhihu (ZH) director Cheng Li-Lan report?

Cheng Li-Lan reported RSU vesting and a small share sale. 33,867 restricted share units vested into Class A ordinary shares, and 360 shares were sold later to cover administrative costs and fees linked to that vesting, according to the disclosure.

How many Zhihu (ZH) RSUs vested for Cheng Li-Lan and what remains?

33,867 restricted share units vested from an original 135,468-unit grant. The filing states that 25% of the RSUs vest on each of four anniversaries, leaving 101,601 RSUs from this grant still outstanding and subject to continued board service for future vesting.

Why did Zhihu (ZH) director Cheng Li-Lan sell 360 Class A shares?

The filing notes the 360 Class A ordinary shares were sold solely to cover administrative costs and fees, not taxes, associated with the RSU vesting. This is described as a small transaction tied directly to managing expenses from the equity award activity.

What is Cheng Li-Lan’s Zhihu (ZH) shareholding after these Form 4 transactions?

After the reported transactions, Cheng Li-Lan directly holds 33,507 Class A ordinary shares. In addition, 101,601 restricted share units from the same grant remain unvested, each representing a contingent right to receive one Class A ordinary share upon future vesting events.

How are Zhihu (ZH) RSUs structured for Cheng Li-Lan’s grant?

The RSU grant originally covered 135,468 units, vesting in four equal 25% installments on each of the first four anniversaries of the grant date. Vesting is conditioned on Cheng Li-Lan’s continued service on the board through each vesting date, as specified in the disclosure.