Sec Form 3 Filing - Jin Lei @ Youdao, Inc. - 2026-03-18

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 Jin Lei 2. Issuer Name and Ticker or Trading Symbol Youdao, Inc. [ DAO] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) president (Last) (First) (Middle) BUILDING NO. 7, WEST ZONE, NO. 10 YARD, XIBEIWANG EAST ROAD, HAIDIAN DISTRICT 3. Date of Earliest Transaction (MM/DD/YY) 03/18/2026 (Street) BEIJING100193 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 B Ordinary Shares 620,000 I held of record by JinLei Quark Tech, Inc., a British Virgin Islands company wholly owned by Jin Lei. Class A Ordinary Shares ( 1 ) 300,000 I held of record by JinLei Quark Tech, Inc., a British Virgin Islands company wholly owned by Jin Lei. Class A Ordinary Shares ( 1 ) 26,027 D Restricted Share Unit ( 2 ) 105,959 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 Option ( 3 ) ( 3 ) ( 3 ) ( 3 ) Class A Ordinary Shares 20,000 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Jin Lei BUILDING NO. 7, WEST ZONE, NO. 10 YARD XIBEIWANG EAST ROAD, HAIDIAN DISTRICT BEIJING100193 president Signatures /s/ Liting Ren, as Attorney-in-Fact for Jin Lei 03/18/2026 Signature of Reporting Person Date

Explanation of Responses:

( 1 )In the form of American Depositary Shares. ( 2 )This time-based RSU award was granted on May 30, 2025, with no expiration date, subject to the terms and conditions of the underlying award agreement. 45,411 shares scheduled to vest on September 1, 2026, 60,548 shares scheduled to vest on September 1, 2027, all of which with no exercise price. ( 3 )This Option award was granted on January 25, 2021, expiring on January 26, 2027, with the exercise price of $4.5 per share. All the award has been vested.

Remarks: Exhibit 24.1 - Power of Attorney

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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