SEC Form 4 · accession 0001998544-26-000004
New Oriental Education & Technology Group Inc. · EDU
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Chenggang Zhou
Director
Period of report
Jul 15, 2026
Accepted (ET)
Jul 16, 2026 · 6:52 am EDT
Rule 10b5-1 plan
box not checked
Issuer CIK
0001372920
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| ADSF1 | Jul 15, 2026 | M | 72,000 | $0.00 | A | 532,499 | D | |
| ADSF2 | Jul 16, 2026 | F | 32,501 | $49.91 | D | 499,998 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Share UnitsF3,F4 | — | Jul 15, 2026 | M | 720,000 | D | — | — | ADS | 72,000 | 1,440,000 | D |
Explanation of responses
- F1These ADSs, each representing ten underlying common shares, were acquired upon vesting and settlement of restricted share units.
- F2Represents ADSs sold pursuant to a sell-to-cover arrangement for the purpose of satisfying income tax liabilities incurred upon vesting of restricted share units.
- F3Each restricted share unit represents a contingent right to receive 1/10 ADS of the Issuer.
- F4These restricted shares units were vested on July 15, 2026 and do not have an expiration date.