UCLOUDLINK (UCL) ends 2019 management voting pact, now terminated

Rhea-AI Filing Summary

UCLOUDLINK GROUP INC. reports that a voting agreement among key insiders has been terminated. The agreement, originally entered into in July 2019 by Mr. Chaohui Chen, Mr. Zhiping Peng, and certain other members of management and beneficial owners, required the parties to reach a consensus before exercising their voting rights on the Company’s shares. If they reached a deadlock, they agreed to revote and follow the decision backed by more than 60% of the parties in number.

The Company states that this voting agreement was terminated by mutual agreement of all parties, effective December 30, 2025. This change removes the prior coordination mechanism among those insider shareholders and may alter how their votes are cast in future corporate decisions.

Form 6-K: How Foreign Companies Report to the SEC →

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of January 2026

Commission File Number: 001-39302

UCLOUDLINK GROUP INC.

(Registrant’s Name)

Unit 2214-Rm1, 22/F, Mira Place Tower A
132 Nathan Road, Tsim Sha Tsui
Kowloon, Hong Kong

(Address of Principal Executive Offices)

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

Form 20-F ☒      Form 40-F ☐

Termination of Voting Agreement

In July 2019, Mr. Chaohui Chen, Mr. Zhiping Peng, and certain other members of the management and beneficial owners of UCLOUDLINK GROUP INC. (the “Company”) at the time entered into a voting agreement (the “Voting Agreement”). Pursuant to the Voting Agreement, the parties thereto were required to reach a consensus prior to exercising their voting rights with respect to the Company’s shares. In the event of a deadlock, the parties agreed to revote and abide by the decision supported by more than 60% of the parties in number. The Voting Agreement was filed as Exhibit 4.5 to the registration statement on Form F-1 filed by the Company with the Securities and Exchange Commission on May 4, 2020 (File No. 333-237990).

The Voting Agreement was terminated by mutual agreement of all parties thereto, effective December 30, 2025.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	UCLOUDLINK GROUP INC.
	By:	/s/ Chaohui Chen
	Name:	Chaohui Chen
	Title:	Director and Chief Executive Officer

Date: January 6, 2026

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FAQ

What did UCLOUDLINK (UCL) disclose in this Form 6-K?

UCLOUDLINK GROUP INC. disclosed that a voting agreement among Mr. Chaohui Chen, Mr. Zhiping Peng, and certain other members of management and beneficial owners has been terminated by mutual agreement, effective December 30, 2025.

What was the purpose of UCLOUDLINK’s 2019 voting agreement?

The 2019 voting agreement required the participating insiders to reach a consensus before exercising their voting rights on UCLOUDLINK’s shares, and in case of a deadlock, they agreed to revote and follow the decision supported by more than 60% of the parties in number.

When did the UCLOUDLINK voting agreement termination become effective?

The termination of the UCLOUDLINK voting agreement became effective on December 30, 2025, by mutual agreement of all parties to the agreement.

Who were the key parties to UCLOUDLINK’s terminated voting agreement?

Key parties included Mr. Chaohui Chen, Mr. Zhiping Peng, and certain other members of UCLOUDLINK’s management and beneficial owners of the Company at the time the agreement was entered into.

How did the UCLOUDLINK voting agreement handle disagreements among insiders?

If the insiders were deadlocked, the voting agreement required them to revote and then abide by the decision supported by more than 60% of the parties in number.

Where was the original UCLOUDLINK voting agreement filed?

The original voting agreement was filed as Exhibit 4.5 to UCLOUDLINK’s registration statement on Form F-1 filed with the SEC on May 4, 2020, under File No. 333-237990.

What role does Chaohui Chen currently hold at UCLOUDLINK?

Chaohui Chen signed the report as a Director and Chief Executive Officer of UCLOUDLINK GROUP INC.