As filed with the Securities and Exchange Commission on April 27, 2023
Registration No. 333-
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM S-8
REGISTRATION STATEMENT
UNDER
THE
SECURITIES ACT OF 1933
Youdao, Inc.
(Exact name
of registrant as specified in its charter)
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Cayman Islands |
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Not Applicable |
(State or other jurisdiction of incorporation or organization) |
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(I.R.S. Employer Identification No.) |
No. 399, Wangshang Road, Binjiang District
Hangzhou 310051, Peoples Republic of China
+86 0571-8985-2163
(Address, Including Zip Code, and Telephone Number, Including Area Code, of registrants Principal Executive Offices)
Share Incentive Plan
(Full title of the plans)
Cogency Global
Inc.
122 East 42nd Street, 18th Floor, New York, NY 10168
(212) 947-7200
(Name,
address and telephone number, including area code, of agent for service)
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Feng Zhou
Chief Executive Officer
Youdao, Inc.
No. 399, Wangshang Road, Binjiang District Hangzhou 310051, Peoples Republic of China
+86 0571-8985-2163 |
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Li He, Esq.
Davis Polk & Wardwell LLP
c/o 10th Floor, The Hong Kong Club building, 3A Chater Road, Central
Hong Kong +852
2533-3300 |
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James C. Lin, Esq.
Davis Polk & Wardwell LLP
c/o 10th Floor, The Hong Kong Club building, 3A Chater Road, Central
Hong Kong +852
2533-3300 |
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a
non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of large accelerated filer, accelerated filer, smaller reporting
company and emerging growth company in Rule 12b-2 of the Exchange Act:
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Large accelerated filer |
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☐ |
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Accelerated filer |
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☒ |
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Non-accelerated filer |
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☐ |
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Smaller reporting company |
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☐ |
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Emerging growth company |
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☐ |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period
for complying with any new or revised financial accounting standards provided pursuant to Section 7(a)(2)(B) of the Securities Act. ☐