Gaotu Techedu CEO Chen Xiangdong Updates Share Ownership

TL;DR

**Gaotu Techedu CEO Chen Xiangdong just updated his ownership stake in the company.**

AI Summary

Chen Xiangdong, the founder and CEO of Gaotu Techedu Inc. (GOTU), has filed an amended SC 13G/A, indicating a change in his beneficial ownership of the company's Class A ordinary shares as of December 31, 2023. This filing, Amendment No. 4, updates previous disclosures and is filed under Rule 13d-1(d), typically used by insiders who are no longer required to file under other rules. This matters to investors because it provides transparency into the holdings of a key insider, which can signal confidence or lack thereof in the company's future.

Why It Matters

This filing provides an updated snapshot of CEO Chen Xiangdong's stake in Gaotu Techedu, offering insight into insider ownership changes that can influence investor sentiment and stock valuation.

Risk Assessment

Risk Level: low — This filing is a routine update of beneficial ownership by an insider and does not inherently signal a significant new risk.

Analyst Insight

Investors should note the updated insider ownership by CEO Chen Xiangdong, as it provides transparency into his stake. While this filing itself doesn't indicate a buy or sell, monitoring future amendments or other insider transaction filings could offer further insights into his confidence in Gaotu Techedu's prospects.

Key Players & Entities

• Chen Xiangdong (person) — founder and CEO of Gaotu Techedu Inc. and the reporting person
• Gaotu Techedu Inc. (company) — the issuer of the securities
• EBETTER INTERNATIONAL GROUP LTD (company) — a group member associated with the filing
• December 31, 2023 (date) — the date of the event requiring the filing
• 36257Y 109 (other) — CUSIP number for Gaotu Techedu Inc. ADSs
• G4165J 104 (other) — CUSIP number for Gaotu Techedu Inc. Class A ordinary shares

FAQ

Key Financial Figures

• $0.0001 — Class A ordinary shares, par value of $0.0001 per share (Title of Class of Securiti

Filing Documents

• schedule_13g_amendment_n.htm (SC 13G/A) — 83KB
• 0000950170-24-011530.txt ( ) — 84KB

(a). Name of Issuer

Item 1(a). Name of Issuer: Gaotu Techedu Inc.

(b). Address of Issuer’s Principal Executive Offices

Item 1(b). Address of Issuer’s Principal Executive Offices: Pactera Building, 10 Xibeiwang East Road Haidian District, Beijing 100193 People’s Republic of China

(a). Name of Person Filing

Item 2(a). Name of Person Filing: Larry Xiangdong Chen Ebetter International Group Limited

(b). Address of Principal Business Office, or, if none, Residence

Item 2(b). Address of Principal Business Office, or, if none, Residence: Larry Xiangdong Chen Pactera Building, 10 Xibeiwang East Road Haidian District, Beijing 100193 People’s Republic of China Ebetter International Group Limited OMC Chambers, Wickhams Cay 1 Road Town, Tortola, British Virgin Islands

(c). Citizenship

Item 2(c). Citizenship: Larry Xiangdong Chen — People’s Republic of China Ebetter International Group Limited — British Virgin Islands

(d). Title of Class of Securities

Item 2(d). Title of Class of Securities: Ordinary shares, par value $0.0001 per share, of the Issuer The Issuer’s ordinary shares consist of Class A ordinary shares and Class B ordinary shares. The rights of the holders of Class A ordinary shares and Class B ordinary shares are identical, except with respect to conversion rights and voting rights. Each Class B ordinary share is convertible at the option of the holder at any time into one Class A ordinary share. Class A ordinary shares are not convertible into Class B ordinary shares under any circumstance. Each Class B ordinary share is entitled to ten (10) votes per share, whereas each Class A ordinary share is entitled to one vote per share.

(e). CUSIP No

Item 2(e). CUSIP No.: 36257Y 109 This CUSIP number applies to the ADSs, every three ADSs representing two Class A ordinary shares of the Issuer. The CUSIP number of Class A ordinary shares is G4165J 104. 4 Item 3. If this statement is filed pursuant to 240.13d-1(b), or 240.13d -2(b) or (c), check whether the persons filing is a: Not applicable

Ownership

Item 4. Ownership: The following information with respect to the ownership of the ordinary shares of the Issuer by each of the reporting persons is provided as of December 31, 2023: Amount beneficially owned Percent of class Percent of aggregate voting power Sole power to vote or direct the vote Shared power to vote or to direct the vote Sole power to dispose or to direct the disposition of Shared power to dispose or to direct the disposition of Larry Xiangdong Chen 78,826,728 (1) 45.8% (2) 88.8% (3) 78,826,728 (1) 0 78,826,728 (1) 0 Ebetter International Group Limited 74,105,288 (4) 43.1% (2) 88.2% (3) 74,105,288 (4) 0 74,105,288 (4) 0 (1) Represents 73,305,288 Class B ordinary shares and 800,000 Class A ordinary shares held by Ebetter International Group Limited, a British Virgin Islands company, and 4,721,440 Class A ordinary shares represented by 7,082,161 ADSs held by Mr. Larry Xiangdong Chen. Ebetter International Group Limited is ultimately owned by The Better Learner Trust, a trust established under the laws of the Cayman Islands and managed by Cantrust (Far East) Limited as the trustee. Mr. Larry Xiangdong Chen is the settlor of The Better Learner Trust, and he and his family members are the trust’s beneficiaries. Under the terms of this trust, Mr. Larry Xiangdong Chen has the power to direct the trustee with respect to the retention or disposal of, and the exercise of any voting and other rights attached to, the shares of the Issuer held by Ebetter International Group Limited. Mr. Larry Xiangdong Chen is the sole director of Ebetter International Group Limited. (2) The percentage of the class of securities beneficially owned by each reporting person is based on a total of 172,111,890 issued and outstanding ordinary shares, being the sum of 98,806,602 Class A ordinary shares and 73,305,288 Class B ordinary shares, as of December 31, 2023. In computing the percentage ownership of the reporting person

Ownership of Five Percent or Less of a Class

Item 5. Ownership of Five Percent or Less of a Class: Not applicable

Ownership of More than Five Percent on Behalf of Another Person

Item 6. Ownership of More than Five Percent on Behalf of Another Person: Not applicable Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person: Not applicable 5

Identification and Classification of Members of the Group

Item 8. Identification and Classification of Members of the Group: Not applicable

Notice of Dissolution of Group

Item 9. Notice of Dissolution of Group: Not applicable

Certifications

Item 10. Certifications: Not applicable 6 LIST OF EXHIBITS Exhibit 99.1 — Joint Filing Agreement (incorporated by reference to Exhibit 99.1 to Schedule 13G filed on February 5, 2020 by the reporting persons with the Securities and Exchange Commission) 7 SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Dated: February 6, 2024 Larry Xiangdong Chen /s/ Larry Xiangdong Chen Ebetter International Group Limited By: /s/ Larry Xiangdong Chen Name: Larry Xiangdong Chen Title: Director [Signature Page to Schedule 13G/A]

View Full Filing

View this SC 13G/A filing on SEC EDGAR