Hello Group Inc.·4

Apr 9, 4:03 PM ET

Wen Jianhua 4

4 · Hello Group Inc. · Filed Apr 9, 2026

Research Summary

AI-generated summary of this filing

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Hello Group (MOMO) CTO Wen Jianhua Exercises Options, Sells Shares

What Happened
Wen Jianhua, Chief Technology Officer of Hello Group (MOMO), exercised options and completed same‑day dispositions on March 31, 2026, and received a new equity award on April 7, 2026. The Form 4 shows exercises/conversions of option(s) on 2026‑03‑31 (including a 4,218 ADS conversion recorded as acquired) and an open‑market sale that day of 4,218 American depositary shares (ADS) at $5.70 each, generating $24,059. The filing also records three exercised lots of 2,812 ADS each (reported as dispositions with nominal proceeds). On 2026‑04‑07 Wen was granted an award of 181,852 ADS (reported as a derivative award subject to vesting). Note: each ADS represents two Class A ordinary shares (footnote F1).

Key Details

  • Transaction dates and prices:
    • 2026‑03‑31: option exercises/conversions recorded (multiple M entries); one open‑market sale of 4,218 ADS at $5.70 = $24,059.
    • 2026‑03‑31: three exercised lots of 2,812 ADS each recorded as dispositions with nominal proceeds ($1 each reported).
    • 2026‑04‑07: grant/award of 181,852 ADS (reported as derivative, $0 exercise price).
  • Vesting and grant terms: footnote F3 states the stock option award vests over four years—one‑quarter vests on April 7, 2027, with the remainder vesting in 12 equal quarterly installments beginning July 7, 2027.
  • ADS note and spouse disclaimers: F1 = 1 ADS = 2 Class A shares. Footnotes F2 and F4 indicate some securities are beneficially owned by the reporting person's spouse; Wen disclaims beneficial ownership except to the extent of pecuniary interest.
  • Shares owned after transaction: not specified in the excerpt provided—see the full Form 4 for total post‑transaction holdings.
  • Filing timeliness: Form 4 was filed 2026‑04‑09 for transactions dated 2026‑03‑31 (filed 9 days after the trades); this appears later than the typical 2‑business‑day reporting window.

Context
The report shows option exercises and immediate/near‑immediate dispositions: the 4,218 ADS were sold the same day at $5.70, and other exercised lots show nominal proceeds, indicating the exercises and disposals occurred concurrently. The 181,852‑ADS award granted on April 7 is subject to multi‑year vesting (starts April 7, 2027). These entries are factual disclosures of insider activity — they do not by themselves explain the insider’s motives. For complete holdings, grant documentation, and any explanations for filing timing, consult the full Form 4 filing (Accession 0001104659-26-041488).

Insider Transaction Report

Form 4
Period: 2026-03-31
Wen Jianhua
Chief Technology Officer
Transactions
  • Exercise/Conversion

    American Depositary Shares

    [F1][F2]
    2026-03-31$0.00/sh+4,218$24,218 total(indirect: By Spouse)
  • Sale

    American Depositary Shares

    [F1][F2]
    2026-03-31$5.70/sh4,218$24,0590 total(indirect: By Spouse)
  • Award

    Options (right to buy)

    [F3]
    2026-04-07+181,852181,852 total
    Exercise: $0.00Exp: 2036-04-07Class A ordinary shares, par value US$0.0001 (181,852 underlying)
  • Exercise/Conversion

    Options (right to buy)

    [F4]
    2026-03-31$0.00/sh2,812$111,250 total(indirect: By Spouse)
    Exercise: $0.00From: 2026-05-01Exp: 2033-05-01Class A ordinary shares, par value US$0.0001 (2,812 underlying)
  • Exercise/Conversion

    Options (right to buy)

    [F4]
    2026-03-31$0.00/sh2,812$116,876 total(indirect: By Spouse)
    Exercise: $0.00From: 2026-01-01Exp: 2033-09-10Class A ordinary shares, par value US$0.0001 (2,812 underlying)
  • Exercise/Conversion

    Options (right to buy)

    [F4]
    2026-03-31$0.00/sh2,812$128,126 total(indirect: By Spouse)
    Exercise: $0.00From: 2026-01-01Exp: 2034-02-08Class A ordinary shares, par value US$0.0001 (2,812 underlying)
Footnotes (4)
  • [F1]Each American depositary share represents two Class A ordinary shares.
  • [F2]Represent American depositary shares beneficially owned by the reporting person's spouse. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein.
  • [F3]The stock option vests over a four-year period, with one-fourth of options vest on April 7, 2027, and the rest of the options vest per quarter in twelve equal installments, starting from July 7, 2027.
  • [F4]Represent options beneficially owned by the reporting person's spouse. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein.
Signature
/s/ Jianhua Wen|2026-04-09

Documents

1 file
  • 4
    tm2611386-1_4seq1.xmlPrimary

    OWNERSHIP DOCUMENT