17 Education & Technology Group Inc.
A Chinese education-technology company that builds AI-powered learning tools for students and schools. Its name comes from its original brand "17Zuoye" — in Mandarin, "17" sounds like the word for "together," and "zuoye" means "homework," so the name literally means "Homework Together." Founded in 2013 as a digital homework platform connecting teachers, students, and parents, the company now offers AI-driven personalized learning products like Yiqi Aixue, plus software for schools and education authorities.
American Depositary Shares
The information set forth in Item 3 is hereby incorporated by reference in its entirety. The Share Subscription and the purchases of ADSs on the open market were made for investment purposes. Except as set forth in this Statement or in the transaction documents described herein, none of the Reporting Persons has any present plan or proposal which related to or would result in any transaction, change or event specified in clauses (a) through (j) of Item 4 of Schedule 13D. Each of the Reporting Persons hereto intends to review its shareholding on a regular basis and, as a result thereof, may at any time or from time to time determine, either alone or as part of a group, (i) to acquire additional securities of the Issuer, through open market purchases, privately negotiated transactions or otherwise, (ii) to dispose a portion of the securities of the Issuer owned by it in the open market, in privately negotiated transactions or otherwise or (iii) to take any other available course of action, which could involve one or more of the types of transactions or have one or more of the results described in subparagraphs (a) through (j) of Item 4 of Schedule 13D.
The information set forth in Item 3 is hereby incorporated by reference in its entirety. The Share Subscription and the purchases of ADSs on the open market were made for investment purposes. Except as set forth in this Statement or in the transaction documents described herein, none of the Reporting Persons has any present plan or proposal which related to or would result in any transaction, change or event specified in clauses (a) through (j) of Item 4 of Schedule 13D. Each of the Reporting Persons hereto intends to review its shareholding on a regular basis and, as a result thereof, may at any time or from time to time determine, either alone or as part of a group, (i) to acquire additional securities of the Issuer, through open market purchases, privately negotiated transactions or otherwise, (ii) to dispose a portion of the securities of the Issuer owned by it in the open market, in privately negotiated transactions or otherwise or (iii) to take any other available course of action, which could involve one or more of the types of transactions or have one or more of the results described in subparagraphs (a) through (j) of Item 4 of Schedule 13D.
The information set forth in Item 3 is hereby incorporated by reference in its entirety. The Share Subscription and the purchases of ADSs on the open market were made for investment purposes. Except as set forth in this Statement or in the transaction documents described herein, none of the Reporting Persons has any present plan or proposal which related to or would result in any transaction, change or event specified in clauses (a) through (j) of Item 4 of Schedule 13D. Each of the Reporting Persons hereto intends to review its shareholding on a regular basis and, as a result thereof, may at any time or from time to time determine, either alone or as part of a group, (i) to acquire additional securities of the Issuer, through open market purchases, privately negotiated transactions or otherwise, (ii) to dispose a portion of the securities of the Issuer owned by it in the open market, in privately negotiated transactions or otherwise or (iii) to take any other available course of action, which could involve one or more of the types of transactions or have one or more of the results described in subparagraphs (a) through (j) of Item 4 of Schedule 13D.
| Holder | Schedule | % of class | Shares | Filed |
|---|---|---|---|---|
| Chen Sunwei | 13G/APassive | 10.9% | 35.59M | Feb 13, 2026 |
| Walden Investments Group Limited | 13G/APassive | 7.8% | 25.55M | Feb 13, 2026 |
| Success Tycoon Limited | 13G/APassive | 3.1% | 10.00M | Feb 13, 2026 |
| Andy Chang Liu | 13D/AActivist | 40.5% | 218.37M | Aug 15, 2025 |
The information set forth in Item 3 is hereby incorporated by reference in its entirety. The Share Subscription and the purchases of ADSs on the open market were made for investment purposes. Except as set forth in this Statement or in the transaction documents described herein, none of the Reporting Persons has any present plan or proposal which related to or would result in any transaction, change or event specified in clauses (a) through (j) of Item 4 of Schedule 13D. Each of the Reporting Persons hereto intends to review its shareholding on a regular basis and, as a result thereof, may at any time or from time to time determine, either alone or as part of a group, (i) to acquire additional securities of the Issuer, through open market purchases, privately negotiated transactions or otherwise, (ii) to dispose a portion of the securities of the Issuer owned by it in the open market, in privately negotiated transactions or otherwise or (iii) to take any other available course of action, which could involve one or more of the types of transactions or have one or more of the results described in subparagraphs (a) through (j) of Item 4 of Schedule 13D. | ||||
| Future Glory Technology Holdings Limited | 13D/AActivist | 29.6% | 159.91M | Aug 15, 2025 |
The information set forth in Item 3 is hereby incorporated by reference in its entirety. The Share Subscription and the purchases of ADSs on the open market were made for investment purposes. Except as set forth in this Statement or in the transaction documents described herein, none of the Reporting Persons has any present plan or proposal which related to or would result in any transaction, change or event specified in clauses (a) through (j) of Item 4 of Schedule 13D. Each of the Reporting Persons hereto intends to review its shareholding on a regular basis and, as a result thereof, may at any time or from time to time determine, either alone or as part of a group, (i) to acquire additional securities of the Issuer, through open market purchases, privately negotiated transactions or otherwise, (ii) to dispose a portion of the securities of the Issuer owned by it in the open market, in privately negotiated transactions or otherwise or (iii) to take any other available course of action, which could involve one or more of the types of transactions or have one or more of the results described in subparagraphs (a) through (j) of Item 4 of Schedule 13D. | ||||
| Fluency Holding Ltd. | 13D/AActivist | 10.8% | 58.45M | Aug 15, 2025 |
The information set forth in Item 3 is hereby incorporated by reference in its entirety. The Share Subscription and the purchases of ADSs on the open market were made for investment purposes. Except as set forth in this Statement or in the transaction documents described herein, none of the Reporting Persons has any present plan or proposal which related to or would result in any transaction, change or event specified in clauses (a) through (j) of Item 4 of Schedule 13D. Each of the Reporting Persons hereto intends to review its shareholding on a regular basis and, as a result thereof, may at any time or from time to time determine, either alone or as part of a group, (i) to acquire additional securities of the Issuer, through open market purchases, privately negotiated transactions or otherwise, (ii) to dispose a portion of the securities of the Issuer owned by it in the open market, in privately negotiated transactions or otherwise or (iii) to take any other available course of action, which could involve one or more of the types of transactions or have one or more of the results described in subparagraphs (a) through (j) of Item 4 of Schedule 13D. | ||||