Peng Zhiping (NASDAQ: UCL) details large dual-class stake and options
Filing Impact
Filing Sentiment
Form Type
3
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.
Positive
- None.
Negative
- None.
Insider Trade Summary
15 transactions reported
Mixed
15 txns
Insider
Peng Zhiping
Role
Director, 10% Owner
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| holding | Share Option (right to buy) | -- | -- | -- |
| holding | Share Option (right to buy) | -- | -- | -- |
| holding | Share Option (right to buy) | -- | -- | -- |
| holding | Share Option (right to buy) | -- | -- | -- |
| holding | Share Option (right to buy) | -- | -- | -- |
| holding | Class A ordinary shares | -- | -- | -- |
| holding | Class B ordinary shares | -- | -- | -- |
| holding | American depositary shares | -- | -- | -- |
| holding | Class A ordinary shares | -- | -- | -- |
| holding | Class A ordinary shares | -- | -- | -- |
| holding | Class A ordinary shares | -- | -- | -- |
| holding | Class A ordinary shares | -- | -- | -- |
| holding | Class A ordinary shares | -- | -- | -- |
| holding | Class A ordinary shares | -- | -- | -- |
| holding | Class A ordinary shares | -- | -- | -- |
Holdings After Transaction:
Share Option (right to buy) — 285,000 shares (Direct);
Class A ordinary shares — 2,686,630 shares (Direct);
Class B ordinary shares — 60,726,420 shares (Indirect, By AlphaGo Robot Limited);
American depositary shares — 495,736 shares (Direct)
Footnotes (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. 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. Each American depositary share ("ADS") of the Company represents 10 Class A ordinary shares. 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. 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. 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. 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. 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. 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. 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. The share option has fully vested and is exercisable as of the date of this form.
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.
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.
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.