Sec Form 3 Filing - Peng Zhiping @ uCloudlink Group Inc. - 2026-03-18

Insider filing report for Changes in Beneficial Ownership
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FORM 3
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Peng Zhiping
2. Issuer Name and Ticker or Trading Symbol
uCloudlink Group Inc. [ UCL]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
UNIT 2214-RM1, 22/F, MIRA PLACE TOWER A, 132 NATHAN ROAD, TSIM SHA TSUI, KOWLOON
3. Date of Earliest Transaction (MM/DD/YY)
03/18/2026
(Street)
HONG KONG000000
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Class A ordinary shares ( 1 ) 2,686,630 D
Class B ordinary shares ( 1 ) 60,726,420 I By AlphaGo Robot Limited ( 2 )
American depositary shares ( 3 ) 495,736 D
Class A ordinary shares ( 4 ) 213,600 D
Class A ordinary shares ( 5 ) 21,560 D
Class A ordinary shares ( 6 ) 267,000 D
Class A ordinary shares ( 7 ) 445,000 D
Class A ordinary shares ( 8 ) 125,210 D
Class A ordinary shares ( 9 ) 890,000 D
Class A ordinary shares ( 10 ) 305,830 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Share Option (right to buy) $ 0.5 ( 11 ) 04/27/2027 Class A ordinary share 285,000 D
Share Option (right to buy) $ 0.5 ( 11 ) 04/27/2028 Class A ordinary share 237,500 D
Share Option (right to buy) $ 0.5 ( 11 ) 04/27/2029 Class A ordinary share 237,500 D
Share Option (right to buy) $ 0.5 ( 11 ) 04/27/2030 Class A ordinary share 142,500 D
Share Option (right to buy) $ 0.5 ( 11 ) 04/27/2031 Class A ordinary share 47,500 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Peng Zhiping
UNIT 2214-RM1, 22/F, MIRA PLACE TOWER A
132 NATHAN ROAD, TSIM SHA TSUI, KOWLOON
HONG KONG000000
X X
Signatures
/s/ Zhiping Peng 03/18/2026
Signature of Reporting Person Date
Explanation of Responses:
( 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.
( 2 )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.
( 3 )Each American depositary share ("ADS") of the Company represents 10 Class A ordinary shares.
( 4 )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.
( 5 )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.
( 6 )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.
( 7 )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.
( 8 )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.
( 9 )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.
( 10 )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.
( 11 )The share option has fully vested and is exercisable as of the date of this form.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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