YQ / 17 Education & Technology Group Inc. - Depositary Receipt (Common Stock) - تصريحات هيئة الأوراق المالية والبورصات، التقرير السنوي، بيان الوكيل

17 شركة Education & Technology Group Inc. - إيصال الإيداع (الأسهم العادية)

الإحصائيات الأساسية
CIK 1821468
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to 17 Education & Technology Group Inc. - Depositary Receipt (Common Stock)
SEC Filings (Chronological Order)
توفر هذه الصفحة قائمة كاملة ومرتبة ترتيبًا زمنيًا لتصريحات هيئة الأوراق المالية والبورصات، باستثناء تصريحات الملكية التي نقدمها في مكان آخر.
September 4, 2025 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2025 Commission File Number 001-3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2025 Commission File Number 001-39742 17 EDUCATION & TECHNOLOGY GROUP INC. (Translation of registrant’s name into English) 16/F, Block B, Wangjing Greenland Center Chaoyang District,

September 4, 2025 EX-99.1

17 Education & Technology Group Inc. Announces Second Quarter 2025 Unaudited Financial Results

Exhibit 99.1 17 Education & Technology Group Inc. Announces Second Quarter 2025 Unaudited Financial Results BEIJING, China, September 4, 2025 — (GLOBE NEWSWIRE) — 17 Education & Technology Group Inc. (NASDAQ: YQ) (“17EdTech” or the “Company”), a leading education technology company in China, today announced its unaudited financial results for the second quarter of 2025. Second Quarter 2025 Highlig

June 20, 2025 S-8 POS

EXPLANATORY NOTE EXHIBIT INDEX SIGNATURES SIGNATURE OF AUTHORIZED REPRESENTATIVE IN THE UNITED STATES

As filed with the Securities and Exchange Commission on June 20, 2025 Registration No.

June 16, 2025 20-F/A

EXPLANATORY NOTE SIGNATURES

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Amendment No. 1 to FORM 20-F (Mark One) ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)

June 11, 2025 EX-99.1

17 Education & Technology Group Inc. Announces First Quarter 2025 Unaudited Financial Results

Exhibit 99.1 17 Education & Technology Group Inc. Announces First Quarter 2025 Unaudited Financial Results BEIJING, China, June 11, 2025 — (GLOBE NEWSWIRE) — 17 Education & Technology Group Inc. (NASDAQ: YQ) (“17EdTech” or the “Company”), a leading education technology company in China, today announced its unaudited financial results for the first quarter of 2025. First Quarter 2025 Highlights1 •

June 11, 2025 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2025 Commission File Number 001-39742

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2025 Commission File Number 001-39742 17 EDUCATION & TECHNOLOGY GROUP INC. (Translation of registrant’s name into English) 16/F, Block B, Wangjing Greenland Center Chaoyang District, Beiji

April 25, 2025 EX-13.2

Certification by the Principal Financial Officer Pursuant to 18 U.S.C. Section 1350 as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

Exhibit 13.2 Certification by the Principal Financial Officer Pursuant to 18 U.S.C. Section 1350 as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report on Form 20-F for the year ended December 31, 2024 of 17 Education & Technology Group Inc. (the “Company”) as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I,

April 25, 2025 EX-12.2

Certification by the Principal Financial Officer Pursuant to Exchange Act Rule 13a-14(a)/15d-14(a) as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

Exhibit 12.2 Certification by the Principal Financial Officer Pursuant to Exchange Act Rule 13a-14(a)/15d-14(a) as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Michael Chao Du, hereby certify that: 1. I have reviewed this annual report on Form 20-F of 17 Education & Technology Group Inc. (the “Company”); 2. Based on my knowledge, this report does not contain any untrue stat

April 25, 2025 EX-15.2

17 Education & Technology Group Inc.

Exhibit 15.2 April 25, 2025 To: 17 Education & Technology Group Inc. 16/F, Block B, Wangjing Greenland Center Chaoyang District, Beijing 100102, People’s Republic of China Re: Consent of People’s Republic of China Counsel We consent to the reference to our firm under the headings “Item 3. Key Information—Permissions Required from Chinese Authorities for Our Operations,” “Item 3. Key Information—D.

April 25, 2025 EX-15.1

Our ref

Exhibit 15.1 Our ref MCR/773369-000002/31592156v1 17 Education & Technology Group Inc. 16/F, Block B, Wangjing Greenland Center Chaoyang District, Beijing 100102 People’s Republic of China 25 April 2025 Dear Sirs 17 Education & Technology Group Inc. We have acted as legal advisers as to the laws of the Cayman Islands to 17 Education & Technology Group Inc., an exempted company incorporated in the

April 25, 2025 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of April 2025 Commission File Number 001-39742

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of April 2025 Commission File Number 001-39742 17 EDUCATION & TECHNOLOGY GROUP INC. (Translation of registrant’s name into English) 16/F, Block B, Wangjing Greenland Center Chaoyang District, Beij

April 25, 2025 EX-13.1

Certification by the Principal Executive Officer Pursuant to 18 U.S.C. Section 1350 as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

Exhibit 13.1 Certification by the Principal Executive Officer Pursuant to 18 U.S.C. Section 1350 as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report on Form 20-F for the year ended December 31, 2024 of 17 Education & Technology Group Inc. (the “Company”) as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I,

April 25, 2025 EX-4.22

Equity Interest Pledge Agreement

Exhibit 4.22 Equity Interest Pledge Agreement This Equity Interest Pledge Agreement (“Agreement”) is entered into as of the date of November 4, 2024 by and among the following parties in Beijing, the People’s Republic of China (“PRC”).: Party A: Beijing Yiqi Hangfan Technology Co., Ltd., a wholly foreign-owned enterprise duly established and validly registered under the laws of the PRC, whose unif

April 25, 2025 20-F

INTRODUCTION FORWARD-LOOKING INFORMATION PART I. PART II. Part III. SIGNATURES CONSOLIDATED BALANCE SHEETS CONSOLIDATED STATEMENTS OF OPERATIONS CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F (Mark One) ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES E

April 25, 2025 EX-4.21

Power of Attorney

Exhibit 4.21 Power of Attorney I, the undersigned, Chang Liu, a P.R.C. citizen, the Identity Card Number: [***], holds 99% of the equity (“Equity Interest”) in Beijing Yiqi Education Technology Development Co., Ltd. (“Company”). Subject to the laws and regulations of PRC, I hereby irrevocably authorize Beijing Yiqi Hangfan Technology Co., Ltd. (“WFOE”) to exercise the following rights concerning t

April 25, 2025 EX-99.2

17 EDUCATION & TECHNOLOGY GROUP INC. THIRD AMENDED AND RESTATED 2018 SHARE OPTION PLAN

Exhibit 99.2 17 EDUCATION & TECHNOLOGY GROUP INC. THIRD AMENDED AND RESTATED 2018 SHARE OPTION PLAN 1. DEFINITIONS (a) In this Plan, except where the context otherwise requires, the following words and expressions have the following meanings: “Adoption Date” means January 12, 2018, the date on which the Plan becomes effective pursuant to the shareholders’ resolutions passed on January 12, 2018; “A

April 25, 2025 EX-2.4

Ordinary Shares

Exhibit 2.4 Description of Rights of Each Class of Securities Registered under Section 12 of the Securities Exchange Act of 1934 (the “Exchange Act”) American Depositary Shares (“ADSs”), each representing fifty Class A ordinary shares of 17 Education & Technology Group Inc. (“17 Education & Technology” or “our company”) are listed on the Nasdaq Global Select Market and the shares are registered un

April 25, 2025 EX-15.3

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Exhibit 15.3 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in Registration Statement No. 333-255632 on Form S-8 of our report dated April 25, 2025 with respect to our audits of the consolidated financial statements of 17 Education & Technology Group Inc. appearing in this Annual Report on Form 20-F for the year ended December 31, 2024. /s/ De

April 25, 2025 EX-99.1

17 EDUCATION & TECHNOLOGY GROUP INC. SIXTH AMENDED AND RESTATED 2015 SHARE OPTION PLAN

Exhibit 99.1 17 EDUCATION & TECHNOLOGY GROUP INC. SIXTH AMENDED AND RESTATED 2015 SHARE OPTION PLAN 1. DEFINITIONS (a) In this Plan, except where the context otherwise requires, the following words and expressions have the following meanings: “Adoption Date” means March 9, 2015, the date on which the Plan becomes effective pursuant to the shareholders’ resolutions passed on a shareholders meeting

April 25, 2025 EX-99.3

17 Education & Technology Group Inc. SECOND AMENDED AND RESTATED 2020 SHARE INCENTIVE PLAN ARTICLE 1 PURPOSE

Exhibit 99.3 17 Education & Technology Group Inc. SECOND AMENDED AND RESTATED 2020 SHARE INCENTIVE PLAN ARTICLE 1 PURPOSE The purpose of the Plan is to promote the success and enhance the value of 17 Education & Technology Group Inc., an exempted company incorporated under the laws of the Cayman Islands (the “Company”), by linking the personal interests of the Directors, Employees, and Consultants

April 25, 2025 EX-4.34

SHARE PURCHASE AGREEMENT

Exhibit 4.34 SHARE PURCHASE AGREEMENT THIS SHARE PURCHASE AGREEMENT (this “Agreement”) is made on March 25, 2025 (the “Execution Date”) between: (1) 17 Education & Technology Group Inc., an exempted company incorporated with limited liability under the laws of the Cayman Islands (the “Company”); and (2) Mr. Andy Chang Liu, a PRC individual and holder of the ID Card No. 220203197901061816 (the “Pur

April 25, 2025 EX-19.1

17 EDUCATION & TECHNOLOGY GROUP INC. Amended and REstated Statement of PolicIES Governing Material non-public Information and The Prevention of InsideR Trading (AS ADOPTED BY THE BOARD OF DIRECTORS OF 17 EDUCATION & TECHNOLOGY GROUP INC. ON November

Exhibit 19.1 17 EDUCATION & TECHNOLOGY GROUP INC. Amended and REstated Statement of PolicIES Governing Material non-public Information and The Prevention of InsideR Trading (AS ADOPTED BY THE BOARD OF DIRECTORS OF 17 EDUCATION & TECHNOLOGY GROUP INC. ON November 28, 2023) This Amended and Restated Statement of Policies Governing Material Non-Public Information and the Prevention of Insider Trading

April 25, 2025 EX-12.1

Certification by the Principal Executive Officer Exchange Act Pursuant to Rule 13a-14(a)/15d-14(a) as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

Exhibit 12.1 Certification by the Principal Executive Officer Exchange Act Pursuant to Rule 13a-14(a)/15d-14(a) as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Andy Chang Liu, certify that: 1. I have reviewed this annual report on Form 20-F of 17 Education & Technology Group Inc. (the “Company”); 2. Based on my knowledge, this report does not contain any untrue statement of

March 26, 2025 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2025 Commission File Number 001-39742

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2025 Commission File Number 001-39742 17 EDUCATION & TECHNOLOGY GROUP INC. (Translation of registrant’s name into English) 16/F, Block B, Wangjing Greenland Center Chaoyang District, Beij

March 26, 2025 EX-99.1

17 Education & Technology Group Inc. Announces Fourth Quarter and Fiscal Year 2024 Unaudited Financial Results

Exhibit 99.1 17 Education & Technology Group Inc. Announces Fourth Quarter and Fiscal Year 2024 Unaudited Financial Results BEIJING, China, March 25, 2024 — (GLOBE NEWSWIRE) — 17 Education & Technology Group Inc. (NASDAQ: YQ) (“17EdTech” or the “Company”), a leading education technology company in China, today announced its unaudited financial results for the fourth quarter and the year ended Dece

December 12, 2024 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2024 Commission File Number 001-39

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2024 Commission File Number 001-39742 17 EDUCATION & TECHNOLOGY GROUP INC. (Translation of registrant’s name into English) 16/F, Block B, Wangjing Greenland Center Chaoyang District, B

December 12, 2024 EX-99.1

17 Education & Technology Group Inc. Announces Third Quarter 2024 Unaudited Financial Results

Exhibit 99.1 17 Education & Technology Group Inc. Announces Third Quarter 2024 Unaudited Financial Results BEIJING, China, December 12, 2024 — (GLOBE NEWSWIRE) — 17 Education & Technology Group Inc. (NASDAQ: YQ) (“17EdTech” or the “Company”), a leading education technology company in China, today announced its unaudited financial results for the third quarter of 2024. Third Quarter 2024 Highlights

November 15, 2024 EX-1.A

JOINT FILING AGREEMENT

EXHIBIT A JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Persons (as such term is defined in the Schedule 13D referred to below) on behalf of each of them of a statement on Schedule 13D (including amendments thereto) with respect to the ordinary shares, par value of $0.

November 15, 2024 EX-1.C

Loan Agreement

Loan Agreement This Loan Agreement (hereinafter referred to as "this Agreement") is entered into on October 9, 2024, by and between: (1) Liu Chang, a Chinese citizen, ID number ****** (hereinafter referred to as the "Borrower"); (2) Xie Shulan, a Chinese citizen, ID number ****** (hereinafter referred to as the "Lender").

November 15, 2024 SC 13D

YQ / 17 Education & Technology Group Inc. - Depositary Receipt (Common Stock) / 17 Education & Technology Group Inc. - SC 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* 17 Education & Technology Group Inc. (Name of Issuer) Class A ordinary shares, par value of $0.0001 per share (Title of Class of Securities) 81807M304** (CUSIP Number) Andy Chang Liu Future Glory Technology Holdings Limited 16/F, Block B, Wangjing Greenla

November 15, 2024 EX-1.D

DEED OF SHARE CHARGE Future Glory Technology Holdings Limited in favor of XIE Shulan Dated as of November 13, 2024

EX-1.D 4 yq-ex1d.htm EX-1.D DEED OF SHARE CHARGE By Future Glory Technology Holdings Limited in favor of XIE Shulan Dated as of November 13, 2024 1 DEED OF SHARE CHARGE (this “Deed”) is made on November 13, 2024: BY: Future Glory Technology Holdings Limited, a company incorporated under the Laws of British Virgin Islands (the “Pledgor”). IN FAVOR OF: Xie Shulan, a Chinese citizen (the “Secured Par

September 5, 2024 EX-99.1

17 Education & Technology Group Inc. Announces Second Quarter 2024 Unaudited Financial Results

Exhibit 99.1 17 Education & Technology Group Inc. Announces Second Quarter 2024 Unaudited Financial Results BEIJING, China, September 5, 2024 — (GLOBE NEWSWIRE) — 17 Education & Technology Group Inc. (NASDAQ: YQ) (“17EdTech” or the “Company”), a leading education technology company in China, today announced its unaudited financial results for the second quarter of 2024. Second Quarter 2024 Highlig

September 5, 2024 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2024 Commission File Number 001-3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2024 Commission File Number 001-39742 17 EDUCATION & TECHNOLOGY GROUP INC. (Translation of registrant’s name into English) 16/F, Block B, Wangjing Greenland Center Chaoyang District,

June 6, 2024 EX-99.1

17 Education & Technology Group Inc. Announces First Quarter 2024 Unaudited Financial Results

Exhibit 99.1 17 Education & Technology Group Inc. Announces First Quarter 2024 Unaudited Financial Results BEIJING, China, June 6, 2024 — (GLOBE NEWSWIRE) — 17 Education & Technology Group Inc. (NASDAQ: YQ) (“17EdTech” or the “Company”), a leading education technology company in China, today announced its unaudited financial results for the first quarter of 2024. First Quarter 2024 Highlights1 • N

June 6, 2024 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2024 Commission File Number 001-39742

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2024 Commission File Number 001-39742 17 EDUCATION & TECHNOLOGY GROUP INC. (Translation of registrant’s name into English) 16/F, Block B, Wangjing Greenland Center Chaoyang District, Beiji

April 25, 2024 EX-97.1

17 EDUCATION & TECHNOLOGY GROUP INC. CLAWBACK POLICY

Exhibit 97.1 17 EDUCATION & TECHNOLOGY GROUP INC. CLAWBACK POLICY The Compensation Committee (the “Committee”) of the Board of Directors (the “Board”) of 17 Education & Technology Group Inc. (the “Company”) believes that it is appropriate for the Company to adopt this Clawback Policy (the “Policy”) to be applied to the Executive Officers of the Company and adopts this Policy to be effective as of

April 25, 2024 EX-12.1

Certification by the Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

Exhibit 12.1 Certification by the Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Andy Chang Liu, certify that: 1. I have reviewed this annual report on Form 20-F of 17 Education & Technology Group Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the state

April 25, 2024 EX-2.4

Description of Rights of Each Class of Securities Registered under Section 12 of the Securities Exchange Act of 1934 (the “Exchange Act”)

Exhibit 2.4 Description of Rights of Each Class of Securities Registered under Section 12 of the Securities Exchange Act of 1934 (the “Exchange Act”) American Depositary Shares (“ADSs”), each representing fifty Class A ordinary shares of 17 Education & Technology Group Inc. (“17 Education & Technology” or “our company”) are listed on the Nasdaq Global Select Market and the shares are registered un

April 25, 2024 EX-15.3

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Exhibit 15.3 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in Registration Statement No. 333-255632 on Form S-8 of our report dated April 25, 2024, relating to the financial statements of 17 Education & Technology Group Inc. appearing in this Annual Report on Form 20-F for the year ended December 31, 2023. /s/ Deloitte Touche Tohmatsu Certifi

April 25, 2024 EX-15.2

17 Education & Technology Group Inc.

Exhibit 15.2 April 25, 2024 To: 17 Education & Technology Group Inc. 16/F, Block B, Wangjing Greenland Center Chaoyang District, Beijing 100102, People’s Republic of China Re: Consent of People’s Republic of China Counsel We consent to the reference to our firm under the headings “Item 3. Key Information—Permissions Required from Chinese Authorities for Our Operations,” “Item 3. Key Information—D.

April 25, 2024 EX-12.2

Certification by the Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

Exhibit 12.2 Certification by the Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Michael Chao Du, certify that: 1. I have reviewed this annual report on Form 20-F of 17 Education & Technology Group Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the stat

April 25, 2024 EX-13.1

Certification by the Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

Exhibit 13.1 Certification by the Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of 17 Education & Technology Group Inc. (the “Company”) on Form 20-F for the year ended December 31, 2023 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Andy Chang Liu, Chief Executive Officer of the

April 25, 2024 EX-13.2

Certification by the Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

Exhibit 13.2 Certification by the Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of 17 Education & Technology Group Inc., or the “Company”, on Form 20-F for the year ended December 31, 2023 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Michael Chao Du, Chief Financial Officer of

April 25, 2024 EX-15.1

Our ref

Exhibit 15.1 Our ref RDS/773369-000002/29180674v2 17 Education & Technology Group Inc. 16/F, Block B, Wangjing Greenland Center Chaoyang District, Beijing 100102 People’s Republic of China 25 April 2024 Dear Sirs 17 Education & Technology Group Inc. We have acted as legal advisers as to the laws of the Cayman Islands to 17 Education & Technology Group Inc., an exempted company incorporated in the

April 25, 2024 20-F

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F (Mark One) ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES E

April 25, 2024 EX-4.33

SHARE PURCHASE AGREEMENT

Exhibit 4.33 SHARE PURCHASE AGREEMENT THIS SHARE PURCHASE AGREEMENT (this “Agreement”) is made on March 21, 2024 (the “Execution Date”) between: (1) 17 Education & Technology Group Inc., an exempted company incorporated with limited liability under the laws of the Cayman Islands (the “Company”); and (2) Mr. Andy Chang Liu, a PRC individual and holder of the ID Card No. *** (the “Purchaser”). The C

March 21, 2024 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2024 Commission File Number 001-39742

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2024 Commission File Number 001-39742 17 EDUCATION & TECHNOLOGY GROUP INC. (Translation of registrant’s name into English) 16/F, Block B, Wangjing Greenland Center Chaoyang District, Beij

March 21, 2024 EX-99.1

17 Education & Technology Group Inc. Announces Fourth Quarter and Fiscal Year 2023 Unaudited Financial Results

Exhibit 99.1 17 Education & Technology Group Inc. Announces Fourth Quarter and Fiscal Year 2023 Unaudited Financial Results BEIJING, China, March 21, 2024 — (GLOBE NEWSWIRE) — 17 Education & Technology Group Inc. (NASDAQ: YQ) (“17EdTech” or the “Company”), a leading education technology company in China, today announced its unaudited financial results for the fourth quarter and the year ended Dece

January 12, 2024 SC 13G/A

YQ / 17 Education & Technology Group Inc. - Depositary Receipt (Common Stock) / CL Lion Investment III Ltd - AMENDMENT NO. 1 TO SCHEDULE 13G Passive Investment

SC 13G/A 1 ea191311-13ga1cllion317edu.htm AMENDMENT NO. 1 TO SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2 Under the Securities Exchange Act of 1934 (Amendment No. 1)* 17 Education & Technology

January 5, 2024 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of January 2024 Commission File Number 001-397

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of January 2024 Commission File Number 001-39742 17 EDUCATION & TECHNOLOGY GROUP INC. (Translation of registrant’s name into English) 16/F, Block B, Wangjing Greenland Center Chaoyang District, Be

January 5, 2024 EX-99.1

17EdTech Has Regained Compliance with Nasdaq’s Minimum Bid Price Requirement

Exhibit 99.1 17EdTech Has Regained Compliance with Nasdaq’s Minimum Bid Price Requirement BEIJING, China, January 5, 2024 – 17 Education & Technology Group Inc. (Nasdaq: YQ) (“17EdTech” or the “Company”), a leading education technology company in China, today announced that it received a notification letter (the “Compliance Notice”) from the Listing Qualifications Department of the Nasdaq Stock Ma

December 13, 2023 EX-99.1

17 Education & Technology Group Inc. Announces Plan to Implement ADS Ratio Change

Exhibit 99.1 17 Education & Technology Group Inc. Announces Plan to Implement ADS Ratio Change BEIJING, China, December 13, 2023 – 17 Education & Technology Group Inc. (Nasdaq: YQ) (“17EdTech” or the “Company”), a leading education technology company in China, today announced that it plans to change the ratio of its American Depositary Shares (“ADSs”) to its Class A ordinary shares (the “ADS Ratio

December 13, 2023 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2023 Commission File Number 001-39

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2023 Commission File Number 001-39742 17 EDUCATION & TECHNOLOGY GROUP INC. (Translation of registrant’s name into English) 16/F, Block B, Wangjing Greenland Center Chaoyang District, B

December 11, 2023 CORRESP

* * *

17 Education & Technology Group Inc. 16/F, Block B, Wangjing Greenland Center Chaoyang District, Beijing 100102 People’s Republic of China December 11, 2023 VIA EDGAR Ms. Mara Ransom Ms. Jennie Beysolow Ms. Theresa Brillant Mr. Stephen Kim Division of Corporation Finance Office of Trade & Services Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: 17 Education & Techn

December 7, 2023 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2023 Commission File Number 001-39

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2023 Commission File Number 001-39742 17 EDUCATION & TECHNOLOGY GROUP INC. (Translation of registrant’s name into English) 16/F, Block B, Wangjing Greenland Center Chaoyang District, B

December 7, 2023 EX-99.1

17 Education & Technology Group Inc. Announces Third Quarter 2023 Unaudited Financial Results

Exhibit 99.1 17 Education & Technology Group Inc. Announces Third Quarter 2023 Unaudited Financial Results BEIJING, China, December 7, 2023 — (GLOBE NEWSWIRE) — 17 Education & Technology Group Inc. (NASDAQ: YQ) (“17EdTech” or the “Company”), a leading education technology company in China, today announced its unaudited financial results for the third quarter of 2023. Third Quarter 2023 Highlights1

November 22, 2023 CORRESP

November 22, 2023

17 Education & Technology Group Inc. 16/F, Block B, Wangjing Greenland Center Chaoyang District, Beijing 100102 People’s Republic of China November 22, 2023 VIA EDGAR Ms. Mara Ransom Ms. Jennie Beysolow Ms. Theresa Brillant Mr. Stephen Kim Division of Corporation Finance Office of Trade & Services Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: 17 Education & Techn

September 22, 2023 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2023 Commission File Number: 001-

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2023 Commission File Number: 001-39742 17 Education & Technology Group Inc. (Translation of registrant’s name into English) 16/F, Block B, Wangjing Greenland Center Chaoyang District,

September 8, 2023 SC 13G/A

YQ / 17 Education & Technology Group Inc - ADR / Temasek Holdings (Private) Ltd - SC 13G/A Passive Investment

SC 13G/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 3)* 17 Education & Technology Group Inc. (Name of Issuer) Class A ordinary shares, par value US$0.0001 per s

August 31, 2023 CORRESP

* * *

17 Education & Technology Group Inc. 16/F, Block B, Wangjing Greenland Center Chaoyang District, Beijing 100102 People’s Republic of China August 31, 2023 VIA EDGAR Ms. Mara Ransom Ms. Jennie Beysolow Ms. Jennifer Gowetski Mr. Tyler Howes Ms. Theresa Brillant Mr. Stephen Kim Division of Corporation Finance Office of Trade & Services Securities and Exchange Commission 100 F Street, N.E. Washington,

August 29, 2023 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2023 Commission File Number 001-3974

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2023 Commission File Number 001-39742 17 EDUCATION & TECHNOLOGY GROUP INC. (Translation of registrant’s name into English) 16/F, Block B, Wangjing Greenland Center Chaoyang District, Bei

August 29, 2023 EX-99.1

17 Education & Technology Group Inc. Announces Second Quarter 2023 Unaudited Financial Results

Exhibit 99.1 17 Education & Technology Group Inc. Announces Second Quarter 2023 Unaudited Financial Results BEIJING, China, August 29, 2023— (GLOBE NEWSWIRE) — 17 Education & Technology Group Inc. (NASDAQ: YQ) (“17EdTech” or the “Company”), a leading education technology company in China, today announced its unaudited financial results for the second quarter of 2023. Second Quarter 2023 Highlights

August 10, 2023 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2023 Commission File Number: 001-397

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2023 Commission File Number: 001-39742 17 Education & Technology Group Inc. 16/F, Block B, Wangjing Greenland Center Chaoyang District, Beijing 100102 People’s Republic of China (Address

August 10, 2023 CORRESP

August 10, 2023

17 Education & Technology Group Inc. 16/F, Block B, Wangjing Greenland Center Chaoyang District, Beijing 100102 People’s Republic of China August 10, 2023 VIA EDGAR Ms. Mara Ransom Ms. Jennie Beysolow Ms. Jennifer Gowetski Mr. Tyler Howes Ms. Theresa Brillant Mr. Stephen Kim Division of Corporation Finance Office of Trade & Services Securities and Exchange Commission 100 F Street, N.E. Washington,

June 15, 2023 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2023 Commission File Number 001-39742

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2023 Commission File Number 001-39742 17 EDUCATION & TECHNOLOGY GROUP INC. (Translation of registrant’s name into English) 16/F, Block B, Wangjing Greenland Center Chaoyang District, Beiji

June 15, 2023 EX-99.1

17 Education & Technology Group Inc. Announces First Quarter 2023 Unaudited Financial Results

Exhibit 99.1 17 Education & Technology Group Inc. Announces First Quarter 2023 Unaudited Financial Results BEIJING, China, June 15, 2023 — (GLOBE NEWSWIRE) — 17 Education & Technology Group Inc. (NASDAQ: YQ) (“17EdTech” or the “Company”), a leading education technology company in China, today announced its unaudited financial results for the first quarter of 2023. First Quarter 2023 Highlights1 •

April 26, 2023 EX-13

Certification by the Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

Exhibit 13.2 Certification by the Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of 17 Education & Technology Group Inc. (the “Company”) on Form 20-F for the year ended December 31, 2022 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Michael Chao Du, Chief Financial Officer of th

April 26, 2023 EX-4

Equity Interest Pledge Agreement

Exhibit 4.27 Equity Interest Pledge Agreement This Equity Interest Pledge Agreement (“Agreement”) is entered into as of the date of July 18, 2022, by and among the following parties in Beijing, the People’s Republic of China (“PRC”).: Party A:Guangzhou Qixiang Technology Co., Ltd., a wholly foreign-owned enterprise duly established and validly registered under the laws of the PRC, whose unified so

April 26, 2023 EX-15

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Exhibit 15.3 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in Registration Statement No. 333-255632 on Form S-8 of our report dated April 26, 2023, relating to the financial statements of 17 Education & Technology Group Inc. appearing in this Annual Report on Form 20-F for the year ended December 31, 2022. /s/ Deloitte Touche Tohmatsu Certifi

April 26, 2023 EX-4

Exclusive Option Agreement

Exhibit 4.29 Exclusive Option Agreement This Exclusive Option Agreement (this “Agreement”), dated as of July 18, 2022, is made by and among the following parties in Beijing, the People’s Republic of China (“PRC”): Party A:Guangzhou Qixiang Technology Co., Ltd., a wholly foreign-owned enterprise duly established and validly registered under the laws of the PRC, whose unified social credit code is [

April 26, 2023 EX-15

17 Education & Technology Group Inc.

Exhibit 15.2 April 26, 2023 To: 17 Education & Technology Group Inc. 16/F, Block B, Wangjing Greenland Center Chaoyang District, Beijing 100102, People’s Republic of China Re: Consent of People’s Republic of China Counsel We consent to the reference to our firm under the headings “Item 3. Key Information—D. Risk Factors” and “Item 4. Information On The Company—C. Organizational Structure—Contractu

April 26, 2023 20-F

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F (Mark One) ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES E

April 26, 2023 EX-12

Certification by the Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

Exhibit 12.2 Certification by the Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Michael Chao Du, certify that: 1. I have reviewed this annual report on Form 20-F of 17 Education & Technology Group Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the sta

April 26, 2023 EX-13

Certification by the Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

Exhibit 13.1 Certification by the Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of 17 Education & Technology Group Inc. (the “Company”) on Form 20-F for the year ended December 31, 2022 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Andy Chang Liu, Chief Executive Officer of the

April 26, 2023 EX-15

Our ref

Exhibit 15.1 Our ref DOCPROPERTY DocXDocID RDS/773369-000002/26250364v1 17 Education & Technology Group Inc. 16/F, Block B, Wangjing Greenland Center Chaoyang District, Beijing 100102 People’s Republic of China 26 April 2023 Dear Sirs 17 Education & Technology Group Inc. We have acted as legal advisers as to the laws of the Cayman Islands to 17 Education & Technology Group Inc., an exempted compan

April 26, 2023 EX-4

Power of Attorney

Exhibit 4.26 Power of Attorney I, the undersigned, Chang Liu, a P.R.C. citizen, the Identity Card Number: [***], holds a registered capital of RMB 990,000 (“Equity Interest”) of Guangzhou Qili Technology Co., Ltd. (“Company”). Subject to the laws and regulations of PRC, I hereby irrevocably authorize Guangzhou Qixiang Technology Co., Ltd. (“WFOE”) to exercise the following rights concerning the ab

April 26, 2023 EX-4

Letter of Consent

Exhibit 4.30 Letter of Consent I, Limin Chen (ID number: [***]), am the legal spouse of Chang Liu (a citizen of the People's Republic of China, ID number: [***], hereinafter referred to as "My Spouse"). Regarding the equity interests (hereinafter referred to as "Equity Interest") of Guangzhou Qili Technology Co., Ltd. (hereinafter referred to as the "Company") held by My Spouse, I hereby unconditi

April 26, 2023 EX-4

Exclusive Management Service and Business Cooperation Agreement

Exhibit 4.28 Exclusive Management Service and Business Cooperation Agreement This Exclusive Management Service Business Cooperation Agreement ("Agreement") is entered into as of July 18, 2022 by and among the following parties in Beijing, the People’s Republic of China (“PRC”): Party A:Guangzhou Qixiang Technology Co., Ltd., a wholly foreign-owned enterprise duly established and validly registered

April 26, 2023 EX-12

Certification by the Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

Exhibit 12.1 Certification by the Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Andy Chang Liu, certify that: 1. I have reviewed this annual report on Form 20-F of 17 Education & Technology Group Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the stat

April 26, 2023 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of April 2023 Commission File Number: 001-3974

6-K 1 yq-6k-04-26-2023.htm 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of April 2023 Commission File Number: 001-39742 17 Education & Technology Group Inc. (Translation of registrant’s name into English) 16/F, Block B, Wangjing Greenlan

March 28, 2023 EX-99

17 Education & Technology Group Inc. Announces Fourth Quarter and Fiscal Year 2022 Unaudited Financial Results

Exhibit 99.1 17 Education & Technology Group Inc. Announces Fourth Quarter and Fiscal Year 2022 Unaudited Financial Results BEIJING, China, March 28, 2023 — (GLOBE NEWSWIRE) — 17 Education & Technology Group Inc. (NASDAQ: YQ) (“17EdTech” or the “Company”), a leading education technology company in China, today announced its unaudited financial results for the fourth quarter and the year ended Dece

March 28, 2023 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2023 Commission File Number 001-39742

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2023 Commission File Number 001-39742 17 EDUCATION & TECHNOLOGY GROUP INC. (Translation of registrant’s name into English) 16/F, Block B, Wangjing Greenland Center Chaoyang District, Beij

February 9, 2023 SC 13G/A

US81807M2052 / 17 EDUCATION & TECHNOLOGY GR DEPOSITARY RECEIPT / Shunwei China Internet Fund, L.P. - SCHEDULE 13G AMENDMENT NO. 2 Passive Investment

SC 13G/A 1 d420492dsc13ga.htm SCHEDULE 13G AMENDMENT NO. 2 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 2 – EXIT FILING)* 17 Education & Technology Group Inc. (Na

February 8, 2023 SC 13G/A

US81807M2052 / 17 EDUCATION & TECHNOLOGY GR DEPOSITARY RECEIPT / Temasek Holdings (Private) Ltd - SC 13G/A Passive Investment

SC 13G/A 1 d317229dsc13ga.htm SC 13G/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 2)* 17 Education & Technology Group Inc. (Name of Issuer) Class A ordinary sha

February 6, 2023 SC 13G

YQ / M17 Entertainment Limited , each representing Eight / CL Lion Investment III Ltd - SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.)* 17 Education & Technology Group Inc. (Name of Issuer) Class A Ordinary Shares, par value US$0.0001 per share (Title of Class of Securities) 81807M106** (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appro

December 8, 2022 EX-99.1

17 Education & Technology Group Inc. Announces Third Quarter 2022 Unaudited Financial Results

Exhibit 99.1 17 Education & Technology Group Inc. Announces Third Quarter 2022 Unaudited Financial Results BEIJING, China, December 8, 2022 ? (GLOBE NEWSWIRE) ? 17 Education & Technology Group Inc. (NASDAQ: YQ) (?17EdTech? or the ?Company?), a leading education technology company in China, today announced its unaudited financial results for the third quarter of 2022. Third Quarter 2022 Highlights1

December 8, 2022 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2022 Commission File Number 001-39

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2022 Commission File Number 001-39742 17 EDUCATION & TECHNOLOGY GROUP INC. (Translation of registrant?s name into English) 16/F, Block B, Wangjing Greenland Center Chaoyang District, B

September 29, 2022 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2022 Commission File Number 001-3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2022 Commission File Number 001-39742 17 EDUCATION & TECHNOLOGY GROUP INC. (Translation of registrant?s name into English) 16/F, Block B, Wangjing Greenland Center Chaoyang District,

September 13, 2022 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2022 Commission File Number 001-3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2022 Commission File Number 001-39742 17 EDUCATION & TECHNOLOGY GROUP INC. (Translation of registrant?s name into English) 16/F, Block B, Wangjing Greenland Center Chaoyang District,

September 13, 2022 EX-99.1

17 Education & Technology Group Inc. Announces Second Quarter 2022 Unaudited Financial Results

Exhibit 99.1 17 Education & Technology Group Inc. Announces Second Quarter 2022 Unaudited Financial Results BEIJING, China, September 13, 2022 ? (GLOBE NEWSWIRE) ? 17 Education & Technology Group Inc. (NASDAQ: YQ) (?17EdTech? or the ?Company?), a leading education technology company in China, today announced its unaudited financial results for the second quarter of 2022. Second Quarter 2022 Highli

July 29, 2022 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of July 2022 Commission File Number 001-39742

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of July 2022 Commission File Number 001-39742 17 EDUCATION & TECHNOLOGY GROUP INC. (Translation of registrant?s name into English) 16/F, Block B, Wangjing Greenland Center Chaoyang District, Beiji

June 10, 2022 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2022 Commission File Number 001-39742

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2022 Commission File Number 001-39742 17 EDUCATION & TECHNOLOGY GROUP INC. (Translation of registrant?s name into English) 16/F, Block B, Wangjing Greenland Center Chaoyang District, Beiji

June 10, 2022 EX-99.1

17 Education & Technology Group Inc. Announces First Quarter 2022 Unaudited Financial Results

Exhibit 99.1 17 Education & Technology Group Inc. Announces First Quarter 2022 Unaudited Financial Results BEIJING, China, June 9, 2022 ? (GLOBE NEWSWIRE) ? 17 Education & Technology Group Inc. (NASDAQ: YQ) (?17EdTech? or the ?Company?), a leading education technology company in China, today announced its unaudited financial results for the first quarter of 2022. First Quarter 2022 Highlights1 ? N

April 27, 2022 EX-15.2

Consent of Tian Yuan Law Firm

Exhibit 15.2 April 27, 2022 To: 17 Education & Technology Group Inc. 16/F, Block B, Wangjing Greenland Center Chaoyang District, Beijing 100102, People?s Republic of China Re: Consent of People?s Republic of China Counsel We consent to the reference to our firm under the headings ?Item 3. Key Information?D. Risk Factors? and ?Item 4. Information On The Company?C. Organizational Structure?Contractu

April 27, 2022 EX-13.2

Certification by the Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

Exhibit 13.2 Certification by the Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of 17 Education & Technology Group Inc. (the “Company”) on Form 20-F for the year ended December 31, 2021 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Michael Chao Du, Chief Financial Officer of th

April 27, 2022 EX-13.1

Certification by the Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

Exhibit 13.1 Certification by the Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of 17 Education & Technology Group Inc. (the “Company”) on Form 20-F for the year ended December 31, 2021 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Andy Chang Liu, Chief Executive Officer of the

April 27, 2022 EX-15.3

Consent of Deloitte Touche Tohmatsu Certified Public Accountants LLP, an independent registered public accounting firm

Exhibit 15.3 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in Registration Statement No. 333-255632 on Form S-8 of our report dated April 27, 2022, relating to the financial statements of 17 Education & Technology Group Inc. appearing in this Annual Report on Form 20-F for the year ended December 31, 2021. /s/ Deloitte Touche Tohmatsu Certifi

April 27, 2022 EX-4.25

English translation of executed form of the Consent Letter granted by the spouse of each shareholder of Beijing Yiqi Development, as currently in effect, and a schedule of all executed Consent Letters adopting the same form

Exhibit 4.25 Letter of Consent I, Limin Chen (ID number: [***]), am the legal spouse of Chang Liu (a citizen of the People's Republic of China, ID number: [***], hereinafter referred to as "My Spouse"). Regarding the equity interests (hereinafter referred to as "Equity Interest") of Beijing Yiqi Education Technology Development Co., Ltd. (hereinafter referred to as the "Company") held by My Spouse

April 27, 2022 EX-4.11

English translation of the Powers of Attorney by each shareholder of Beijing Qili dated March 4, 2022

Exhibit4.11 Power of Attorney I, the undersigned, Chang Liu, a P.R.C. citizen, the Identity Card Number: [***], holds a registered capital of RMB 990,000 (?Equity Interest?) of Beijing Qili Technology Co., Ltd. (?Company?). Subject to the laws and regulations of PRC, I hereby irrevocably authorize Guangzhou Qixiang Technology Co., Ltd. (?WFOE?) to exercise the following rights concerning the above

April 27, 2022 EX-4.18

English translation of the Exclusive Management Services and Business Cooperation Agreement among Guangzhou Qixuan, Beijing Yiqi Information and shareholders of Beijing Yiqi Information dated March 21, 2022

Exhibit 4.18 Exclusive Management Service and Business Cooperation Agreement This Exclusive Management Service Business Cooperation Agreement ("Agreement") is entered into as of March 21, 2022 by and among the following parties in Beijing, the People?s Republic of China (?PRC?): Party A?Guangzhou Qixuan Education Technology Co., Ltd., a wholly foreign-owned enterprise duly established and validly

April 27, 2022 20-F

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F (Mark One) ? REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES E

April 27, 2022 EX-4.14

English translation of the Exclusive Option Agreement among Guangzhou Qixiang, Beijing Qili and shareholders of Beijing Qili dated March 4, 2022

Exhibit 4.14 Exclusive Option Agreement This Exclusive Option Agreement (this ?Agreement?), dated as of March 4, 2022, is made by and among the following parties in Beijing, the People?s Republic of China (?PRC?): Party A?Guangzhou Qixiang Technology Co., Ltd., a wholly foreign-owned enterprise duly established and validly registered under the laws of the PRC, whose unified social credit code is [

April 27, 2022 EX-4.21

English translation of the Powers of Attorney by each shareholder of Beijing Yiqi Development dated March 4, 2022

Exhibit 4.21 Power of Attorney I, the undersigned, Chang Liu, a P.R.C. citizen, the Identity Card Number: [***], holds a registered capital of RMB 49,500,000 (?Equity Interest?) of Beijing Yiqi Education Technology Development Co., Ltd. (?Company?). Subject to the laws and regulations of PRC, I hereby irrevocably authorize Beijing Yiqi Hangfan Technology Co., Ltd. (?WFOE?) to exercise the followin

April 27, 2022 EX-4.17

English translation of the Equity Interest Pledge Agreement among Guangzhou Qixuan, Beijing Yiqi Information and shareholders of Beijing Yiqi Information dated March 21, 2022

Exhibit 4.17 Equity Interest Pledge Agreement This Equity Interest Pledge Agreement (?Agreement?) is entered into as of the date of March 21, 2022, by and among the following parties in Beijing, the People?s Republic of China (?PRC?).: Party A?Guangzhou Qixuan Education Technology Co., Ltd., a wholly foreign-owned enterprise duly established and validly registered under the laws of the PRC, whose

April 27, 2022 EX-4.12

English translation of the Equity Interest Pledge Agreement among Guangzhou Qixiang, Beijing Qili and shareholders of Beijing Qili dated March 4, 2022

Exhibit 4.12 Equity Interest Pledge Agreement This Equity Interest Pledge Agreement (?Agreement?) is entered into as of the date of March 4, 2022 by and among the following parties in Beijing, the People?s Republic of China (?PRC?).: Party A?Guangzhou Qixiang Technology Co., Ltd (?Guangzhou Qixiang?), a wholly foreign-owned enterprise duly established and validly registered under the laws of the P

April 27, 2022 EX-4.19

English translation of the Exclusive Option Agreement among Guangzhou Qixuan, Beijing Yiqi Information and shareholders of Beijing Yiqi Information dated March 21, 2022

Exhibit 4.19 Exclusive Option Agreement This Exclusive Option Agreement (this ?Agreement?), dated as of March 21, 2022, is made by and among the following parties in Beijing, the People?s Republic of China (?PRC?): Party A?Guangzhou Qixuan Education Technology Co., Ltd., a wholly foreign-owned enterprise duly established and validly registered under the laws of the PRC, whose unified social credit

April 27, 2022 EX-4.13

English translation of the Exclusive Management Services and Business Cooperation Agreement among Guangzhou Qixiang, Beijing Qili and shareholders of Beijing Qili dated March 4, 2022

Exhibit 4.13 Exclusive Management Service and Business Cooperation Agreement This Exclusive Management Service Business Cooperation Agreement ("Agreement") is entered into as of March 4, 2022 by and among the following parties in Beijing, the People?s Republic of China (?PRC?): Party A?Guangzhou Qixiang Technology Co., Ltd.(?Guangzhou Qixiang?), a wholly foreign-owned enterprise duly established a

April 27, 2022 EX-12.2

Certification by the Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

Exhibit 12.2 Certification by the Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Michael Chao Du, certify that: 1.I have reviewed this annual report on Form 20-F of 17 Education & Technology Group Inc. (the “company”); 2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to

April 27, 2022 EX-2.4

Description of Securities

Exhibit 2.4 Description of Rights of Each Class of Securities Registered under Section 12 of the Securities Exchange Act of 1934 (the ?Exchange Act?) American Depositary Shares (?ADSs?), each representing ten Class A ordinary shares of 17 Education & Technology Group Inc. (?17 Education & Technology? or ?our company?) are listed on the Nasdaq Global Select Market and the shares are registered unde

April 27, 2022 EX-4.23

English translation of the Exclusive Management Services and Business Cooperation Agreement among Beijing Yiqi Hangfan, Beijing Yiqi Development and shareholders of Beijing Yiqi Development dated March 4, 2022

Exhibit 4.23 Exclusive Management Service and Business Cooperation Agreement This Exclusive Management Service Business Cooperation Agreement ("Agreement") is entered into as of March 4, 2022 by and among the following parties in Beijing, the People?s Republic of China (?PRC?): Party A:Beijing Yiqi Hangfan Technology Co., Ltd., a wholly foreign-owned enterprise duly established and validly registe

April 27, 2022 EX-15.1

Consent of Maples and Calder (Hong Kong) LLP

Exhibit 15.1 Our refVSL/773369-000002/22210785v1 17 Education & Technology Group Inc. 16/F, Block B, Wangjing Greenland Center Chaoyang District, Beijing 100102 People?s Republic of China 27 April 2022 Dear Sirs 17 Education & Technology Group Inc. We have acted as legal advisers as to the laws of the Cayman Islands to 17 Education & Technology Group Inc., an exempted company incorporated in the C

April 27, 2022 EX-4.15

English translation of executed form of the Consent Letter granted by the spouse of each shareholder of Beijing Qili, as currently in effect, and a schedule of all executed Consent Letters adopting the same form

Exhibit 4.15 Letter of Consent I, Limin Chen (ID number: [***]), am the legal spouse of Chang Liu (a citizen of the People's Republic of China, ID number: [***], hereinafter referred to as "My Spouse"). Regarding the equity interests (hereinafter referred to as "Equity Interest") of Beijing Qili Technology Co., Ltd. (hereinafter referred to as the "Company") held by My Spouse, I hereby uncondition

April 27, 2022 EX-12.1

Certification by the Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

Exhibit 12.1 Certification by the Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Andy Chang Liu, certify that: 1.I have reviewed this annual report on Form 20-F of 17 Education & Technology Group Inc. (the “company”); 2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to

April 27, 2022 EX-4.24

English translation of the Exclusive Option Agreement among Beijing Yiqi Hangfan, Beijing Yiqi Development and shareholders of Beijing Yiqi Development dated March 4, 2022

Exhibit 4.24 Exclusive Option Agreement This Exclusive Option Agreement (this ?Agreement?), dated as of March 4, 2022, is made by and among the following parties in Beijing, the People?s Republic of China (?PRC?): Party A: Beijing Yiqi Hangfan Technology Co., Ltd., a wholly foreign-owned enterprise duly established and validly registered under the laws of the PRC, whose unified social credit code

April 27, 2022 EX-4.22

English translation of the Equity Interest Pledge Agreement among Beijing Yiqi Hangfan, Beijing Yiqi Development and shareholders of Beijing Yiqi Development dated March 4, 2022

Exhibit 4.22 Equity Interest Pledge Agreement This Equity Interest Pledge Agreement (?Agreement?) is entered into as of the date of March 4, 2022 by and among the following parties in Beijing, the People?s Republic of China (?PRC?).: Party A: Beijing Yiqi Hangfan Technology Co., Ltd., a wholly foreign-owned enterprise duly established and validly registered under the laws of the PRC, whose unified

April 27, 2022 EX-4.20

English translation of executed form of the Consent Letter granted by the spouse of each shareholder of Beijing Yiqi Information, as currently in effect, and a schedule of all executed Consent Letters adopting the same form

Exhibit 4.20 Letter of Consent I, Limin Chen (ID number: [***]), am the legal spouse of Chang Liu (a citizen of the People's Republic of China, ID number: [***], hereinafter referred to as "My Spouse"). Regarding the equity interests (hereinafter referred to as "Equity Interest") of Beijing Yiqi Education Information Consultation Co., Ltd. (hereinafter referred to as the "Company") held by My Spou

April 27, 2022 EX-4.16

English translation of the Powers of Attorney by each shareholder of Beijing Yiqi Information dated March 21, 2022

Exhibit 4.16 Power of Attorney I, the undersigned, Chang Liu, a P.R.C. citizen, the Identity Card Number: [***], holds a registered capital of RMB 4,950,000 (?Equity Interest?) of Beijing Yiqi Education Information Consultation Co., Ltd. (?Company?). Subject to the laws and regulations of PRC, I hereby irrevocably authorize Guangzhou Qixuan Education Technology Co., Ltd. (?WFOE?) to exercise the f

March 10, 2022 EX-10.3

Amended and Restated 2020 Share Incentive Plan

Exhibit 10.3 17 Education & Technology Group Inc. Amended and Restated 2020 Share Incentive Plan (Adopted by the Board of Directors of 17 Education & Technology Group Inc. on March 8, 2022) ARTICLE 1 PURPOSE The purpose of the Amended and Restated 2020 Share Incentive Plan is to promote the success and enhance the value of 17 Education & Technology Group Inc., an exempted company incorporated unde

March 10, 2022 S-8 POS

As filed with the Securities and Exchange Commission on March 10, 2022

As filed with the Securities and Exchange Commission on March 10, 2022 Registration No.

March 9, 2022 EX-99.1

17 Education & Technology Group Inc. Announces Fourth Quarter and Fiscal Year 2021 Unaudited Financial Results

Exhibit 99.1 17 Education & Technology Group Inc. Announces Fourth Quarter and Fiscal Year 2021 Unaudited Financial Results BEIJING, China, March 8, 2022 ? (GLOBE NEWSWIRE) ?17 Education & Technology Group Inc. (NASDAQ: YQ) (?17EdTech? or the ?Company?), an education technology company in China, today announced its unaudited financial results for the fourth quarter and the year ended December 31,

March 9, 2022 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2022 Commission File Number 001-39742

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2022 Commission File Number 001-39742 17 EDUCATION & TECHNOLOGY GROUP INC. (Translation of registrant?s name into English) 16/F, Block B, Wangjing Greenland Center Chaoyang District, Beij

February 14, 2022 SC 13G/A

US81807M2052 / 17 EDUCATION & TECHNOLOGY GR DEPOSITARY RECEIPT / Shunwei China Internet Fund, L.P. - SCHEDULE 13G AMENDMENT NO. 1 Passive Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO ? 240.13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO ? 240.13d-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 1)* 17 Education & Technology Group Inc. (Name of Issuer) Class A ordinary shares, $0.0001 par value per share (Title

February 14, 2022 SC 13G/A

US81807M2052 / 17 EDUCATION & TECHNOLOGY GR DEPOSITARY RECEIPT / Temasek Holdings (Private) Ltd - SC 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO ? 240.13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO ? 240.13d-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1)* 17 Education & Technology Group Inc. (Name of Issuer) Class A ordinary shares, par value US$0.0001 per share (Tit

February 14, 2022 SC 13G/A

YQ / M17 Entertainment Limited , each representing Eight / Xu Xiaoping - SC 13G/A Passive Investment

SC 13G/A 1 tm226618d1sc13ga.htm SC 13G/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2 Under the Securities Exchange Act of 1934 (Amendment No. 1)* 17 Education & Technology Group Inc. (Name of Issuer) Class A ordinary s

February 9, 2022 SC 13G/A

YQ / M17 Entertainment Limited , each representing Eight / Liu Chang - AMENDMENT NO. 1 TO SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) Information to be Included in Statements Filed Pursuant to ? 240.13d-1(b), (c) and (d) and Amendments Thereto Filed Pursuant to ? 240.13d-2 Under the Securities Exchange Act of 1934 (Amendment No.1)* 17 Education & Technology Group Inc. (Name of Issuer) Class A ordinary shares, par value of $0.0001

February 8, 2022 SC 13G/A

YQ / M17 Entertainment Limited , each representing Eight / Chen Sunwei - SCHEDULE 13G AMENDMENT NO. 4 Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 4)* 17 Education & Technology Group Inc. (Name of Issuer) Class A Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) 81807M106** (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appro

January 18, 2022 EX-99.1

17 Education & Technology Group Inc. Announces Third Quarter 2021 Unaudited Financial Results

Exhibit 99.1 17 Education & Technology Group Inc. Announces Third Quarter 2021 Unaudited Financial Results BEIJING, China, January 17, 2022 ? (GLOBE NEWSWIRE) ?17 Education & Technology Group Inc. (NASDAQ: YQ) (?17EdTech? or the ?Company?), an education technology company in China, today announced its unaudited financial results for the third quarter ended September 30, 2021. The General Office of

January 18, 2022 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of January 2022 Commission File Number 001-397

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of January 2022 Commission File Number 001-39742 17 EDUCATION & TECHNOLOGY GROUP INC. (Translation of registrant?s name into English) 16/F, Block B, Wangjing Greenland Center Chaoyang District, Be

December 8, 2021 EX-99.1

17 Education & Technology Group Inc. Provides Business Updates

Exhibit 99.1 17 Education & Technology Group Inc. Provides Business Updates BEIJING, December 6, 2021 ? 17 Education & Technology Group Inc. (Nasdaq: YQ) (?17EdTech? or the ?Company?), a leading education technology company in China today provided business updates following the recent regulatory developments relating to after-school tutoring services, including the Opinions on Further Alleviating

December 8, 2021 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2021 Commission File Number 001-39

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2021 Commission File Number 001-39742 17 EDUCATION & TECHNOLOGY GROUP INC. (Translation of registrant?s name into English) 16/F, Block B, Wangjing Greenland Center Chaoyang District, B

December 2, 2021 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2021 Commission File Number 001-39

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2021 Commission File Number 001-39742 17 EDUCATION & TECHNOLOGY GROUP INC. (Translation of registrant?s name into English) 16/F, Block B, Wangjing Greenland Center Chaoyang District, B

December 2, 2021 EX-99.1

17 Education & Technology Group Inc. Announces Changes to Board and Committee Compositions

Exhibit 99.1 17 Education & Technology Group Inc. Announces Changes to Board and Committee Compositions BEIJING, December 2, 2021 ? 17 Education & Technology Group Inc. (Nasdaq: YQ) (?17EdTech? or the ?Company?), a leading education technology company in China with an ?in-school + after-school? integrated model, announced today that Mr. Minghui Wu has been appointed as a new independent director t

November 12, 2021 SC 13G/A

YQ / M17 Entertainment Limited , each representing Eight / Chen Sunwei - SCHEDULE 13G AMENDMENT NO. 3 Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* 17 Education & Technology Group Inc. (Name of Issuer) Class A Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) 81807M106** (CUSIP Number) November 2, 2021 (Date of Event Which Requires Filing of this Statement) Check the approp

November 2, 2021 EX-99.1

17 Education & Technology Group Inc. Announces US$10 Million Share Repurchase Program and Plan to Implement ADS Ratio Change

Exhibit 99.1 17 Education & Technology Group Inc. Announces US$10 Million Share Repurchase Program and Plan to Implement ADS Ratio Change BEIJING, November 2, 2021 ? 17 Education & Technology Group Inc. (Nasdaq: YQ) (?17EdTech? or the ?Company?), a leading education technology company in China with an ?in-school + after-school? integrated model, today announced that its board of directors has appr

November 2, 2021 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2021 Commission File Number 001-39

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2021 Commission File Number 001-39742 17 EDUCATION & TECHNOLOGY GROUP INC. (Translation of registrant?s name into English) 16/F, Block B, Wangjing Greenland Center Chaoyang District, B

September 24, 2021 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2021 Commission File Number 001-3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2021 Commission File Number 001-39742 17 EDUCATION & TECHNOLOGY GROUP INC. (Translation of registrant?s name into English) 16/F, Block B, Wangjing Greenland Center Chaoyang District,

September 24, 2021 EX-99.1

17 Education & Technology Group Inc. Announces Second Quarter 2021 Unaudited Financial Results and Change to Board Composition

EX-99.1 2 d226346dex991.htm EX-99.1 Exhibit 99.1 17 Education & Technology Group Inc. Announces Second Quarter 2021 Unaudited Financial Results and Change to Board Composition BEIJING, China, September 23, 2021 — (GLOBE NEWSWIRE) —17 Education & Technology Group Inc. (NASDAQ: YQ) (“17EdTech” or the “Company”), a leading education technology company in China with an “in-school + after-school” integ

August 26, 2021 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2021 Commission File Number 001-3974

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2021 Commission File Number 001-39742 17 EDUCATION & TECHNOLOGY GROUP INC. (Translation of registrant?s name into English) 16/F, Block B, Wangjing Greenland Center Chaoyang District, Bei

August 26, 2021 EX-99.1

17 Education & Technology Group Inc. Provides Update on Regulatory Development

EX-99.1 2 d197727dex991.htm EX-99.1 Exhibit 99.1 17 Education & Technology Group Inc. Provides Update on Regulatory Development BEIJING, August 25, 2021 – 17 Education & Technology Group Inc. (Nasdaq: YQ) (“17EdTech” or the “Company”), a leading education technology company in China with an “in-school + after-school” integrated model, announced that the Shanghai local government issued the “Measur

July 27, 2021 EX-99.1

17 Education & Technology Group Inc. Responds to Media Reports

EX-99.1 2 d206327dex991.htm EX-99.1 Exhibit 99.1 17 Education & Technology Group Inc. Responds to Media Reports BEIJING, July 23, 2021 – (GLOBE NEWSWIRE) – 17 Education & Technology Group Inc. (NASDAQ: YQ) (“17EdTech” or the “Company”), a leading education technology company in China with an “in-school + after-school” integrated model, today noted that certain English and Chinese language media ou

July 27, 2021 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of July 2021 Commission File Number 001-39742

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of July 2021 Commission File Number 001-39742 17 EDUCATION & TECHNOLOGY GROUP INC. (Translation of registrant?s name into English) 16/F, Block B, Wangjing Greenland Center Chaoyang District, Beiji

July 27, 2021 EX-99.2

17 Education & Technology Group Inc. Provides Update on New Regulations

EX-99.2 3 d206327dex992.htm EX-99.2 Exhibit 99.2 17 Education & Technology Group Inc. Provides Update on New Regulations BEIJING, July 26, 2021 – 17 Education & Technology Group Inc. (Nasdaq: YQ) (“17EdTech” or the “Company”), a leading education technology company in China with an “in-school + after-school” integrated model, announced that, on July 24, 2021, China’s official state media, includin

May 25, 2021 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2021 Commission File Number 001-39742 1

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2021 Commission File Number 001-39742 17 EDUCATION & TECHNOLOGY GROUP INC. (Translation of registrant?s name into English) 16/F, Block B, Wangjing Greenland Center Chaoyang District, Beijin

May 25, 2021 EX-99.1

17 Education & Technology Group Inc. Announces First Quarter 2021 Unaudited Financial Results

EX-99.1 2 d184895dex991.htm EX-99.1 Exhibit 99.1 17 Education & Technology Group Inc. Announces First Quarter 2021 Unaudited Financial Results BEIJING, China, May 24, 2021 — (GLOBE NEWSWIRE) —17 Education & Technology Group Inc. (NASDAQ: YQ) (“17EdTech” or the “Company”), a leading education technology company in China with an “in-school + after-school” integrated model, today announced its unaudi

April 30, 2021 S-8

Power of Attorney (included on signature page hereto)

As filed with the Securities and Exchange Commission on April 30, 2021 Registration No.

April 30, 2021 EX-4.3

Deposit Agreement among the Registrant, the Bank of New York Mellon as the depositary and owners and holders of the American Depositary Shares dated December 3, 2020

EX-4.3 2 d138198dex43.htm EX-4.3 Exhibit 4.3 [Execution Copy] 17 EDUCATION & TECHNOLOGY GROUP INC. AND THE BANK OF NEW YORK MELLON As Depositary AND OWNERS AND HOLDERS OF AMERICAN DEPOSITARY SHARES Deposit Agreement December 3, 2020 TABLE OF CONTENTS ARTICLE 1. DEFINITIONS 1 SECTION 1.1. American Depositary Shares 1 SECTION 1.2. Commission 2 SECTION 1.3. Company 2 SECTION 1.4. Custodian 2 SECTION

April 12, 2021 EX-99.1

17 Education & Technology Group Inc. Files Its Annual Report on Form 20-F

Exhibit 99.1 17 Education & Technology Group Inc. Files Its Annual Report on Form 20-F BEIJING, China, April 9, 2021 ? (GLOBE NEWSWIRE) ?17 Education & Technology Group Inc. (NASDAQ: YQ) (?17EdTech? or the ?Company?), a leading education technology company in China with an ?in-school + after-school? integrated model, today announced that it filed its annual report on Form 20-F, including its audit

April 12, 2021 6-K

Current Report of Foreign Issuer - FORM 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of April 2021 Commission File Number 001-39742 17 EDUCATION & TECHNOLOGY GROUP INC. (Translation of registrant?s name into English) 16/F, Block B, Wangjing Greenland Center Chaoyang District, Beij

April 9, 2021 EX-13.1

Certification by the Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

Exhibit 13.1 Certification by the Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of 17 Education & Technology Group Inc. (the “Company”) on Form 20-F for the year ended December 31, 2020 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Andy Chang Liu, Chief Executive Officer of the

April 9, 2021 EX-12.2

Certification by the Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

Exhibit 12.2 Certification by the Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Michael Chao Du, certify that: 1.I have reviewed this annual report on Form 20-F of 17 Education & Technology Group Inc. (the “Company”); 2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to

April 9, 2021 EX-15.2

Consent of Tian Yuan Law Firm

Exhibit 15.2 April 9, 2021 To: 17 Education & Technology Group Inc. 16/F, Block B, Wangjing Greenland Center Chaoyang District, Beijing 100102, People?s Republic of China Re: Consent of People?s Republic of China Counsel We consent to the reference to our firm under the headings ?Item 3. Key Information?D. Risk Factors? and ?Item 4. Information On The Company?C. Organizational Structure?Contractua

April 9, 2021 EX-13.2

Certification by the Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

Exhibit 13.2 Certification by the Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of 17 Education & Technology Group Inc. (the “Company”) on Form 20-F for the year ended December 31, 2020 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Michael Chao Du, Chief Financial Officer of th

April 9, 2021 20-F

The Registrant’s annual report on Form 20-F for the fiscal year ended December 31, 2020 (File No. 001-39742), filed with the Commission on April 9, 2021; and

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F (Mark One) ? REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES E

April 9, 2021 EX-2.4

Description of Securities

Exhibit 2.4 Description of Rights of Each Class of Securities Registered under Section 12 of the Securities Exchange Act of 1934 (the ?Exchange Act?) American Depositary Shares (?ADSs?), two representing five Class A ordinary shares of 17 Education & Technology Group Inc. (?17 Education & Technology? or ?our company?) are listed on the Nasdaq Global Select Market and the shares are registered unde

April 9, 2021 EX-12.1

Certification by the Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

Exhibit 12.1 Certification by the Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Andy Chang Liu, certify that: 1.I have reviewed this annual report on Form 20-F of 17 Education & Technology Group Inc. (the “Company”); 2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to

April 9, 2021 EX-15.1

Consent of Maples and Calder (Hong Kong) LLP

Exhibit 15.1 Our refVSL/675748-000005/16465393v1 17 Education & Technology Group Inc. 16/F, Block B, Wangjing Greenland Center Chaoyang District, Beijing 100102 People?s Republic of China 9 April 2021 Dear Sirs 17 Education & Technology Group Inc. We have acted as legal advisers as to the laws of the Cayman Islands to 17 Education & Technology Group Inc., an exempted company incorporated in the Ca

March 9, 2021 6-K

Current Report of Foreign Issuer - FORM 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2021 Commission File Number 001-39742 17 EDUCATION & TECHNOLOGY GROUP INC. (Translation of registrant?s name into English) 16/F, Block B, Wangjing Greenland Center Chaoyang District, Beij

March 9, 2021 EX-99.1

17 Education & Technology Group Inc. Announces Fourth Quarter and Fiscal Year 2020 Unaudited Financial Results

EX-99.1 2 d129451dex991.htm EX-99.1 Exhibit 99.1 17 Education & Technology Group Inc. Announces Fourth Quarter and Fiscal Year 2020 Unaudited Financial Results BEIJING, China, March 8, 2021 — (GLOBE NEWSWIRE) —17 Education & Technology Group Inc. (NASDAQ: YQ) (“17EdTech” or the “Company”), a leading education technology company in China with an “in-school + after-school” integrated model, today an

February 26, 2021 SC 13G/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* 17 Education & Technology Group Inc. (Name of Issuer) Class A Ordinary Shares, par value $0.0001 per sha

Schedule 13G Amendment No. 2 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* 17 Education & Technology Group Inc. (Name of Issuer) Class A Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) 81807M106** (CUSIP Number) February 16, 2021 (Date of Event Which Requires Filing of th

February 16, 2021 SC 13G

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1 (b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2 (b) (Amendment No. __________

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1 (b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2 (b) (Amendment No. )* 17 Education & Technology Group Inc. (Name of Issuer) Class A ordinary shares, par value $0.0001 per share (Title of Class of Securities) 81807M106** (CUSIP

February 11, 2021 EX-99.1

JOINT FILING AGREEMENT

Exhibit 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Persons (as such term is defined in the Schedule 13G referred to below) on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to the Class A or

February 11, 2021 SC 13G

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2 UNDER THE SECURITIES EXC

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO ? 240.13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO ? 240.13d-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. )* 17 Education & Technology Group Inc. (Name of Issuer) Class A ordinary shares, $0.0001 par value per share (Title

February 9, 2021 EX-99.1

JOINT FILING AGREEMENT

EX-99.1 2 d75357dex991.htm EX-99.1 Exhibit 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Persons (as such term is defined in the Schedule 13G referred to below) on behalf of each of them of a statement on Schedule 13G (including amendments ther

February 9, 2021 SC 13G

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2 UNDER THE SECURITIES EXC

SCHEDULE 13G SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. )* 17 Education & Technology Group Inc. (Name of Issuer) Class A ordinary shares, $0.0001 par value per

February 8, 2021 SC 13G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102)

SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) Information to be Included in Statements Filed Pursuant to § 240.13d-1(b), (c) and (d) and Amendments Thereto Filed Pursuant to § 240.13d-2 Under the Securities Exchange Act of 1934 (Amendment No. )* 17 Education & Technology Group Inc. (Name of Issuer) Class A ordinary shares, par valu

February 8, 2021 EX-99.1

JOINT FILING AGREEMENT

EXHIBIT 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Persons (as such term is defined in the Schedule 13G referred to below) on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to the Class A or

February 5, 2021 SC 13G/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* 17 Education & Technology Group Inc. (Name of Issuer) Class A Ordinary Shares, par value $0.0001 per sha

SC 13G/A 1 d102797dsc13ga.htm SCHEDULE 13G AMENDMENT NO. 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* 17 Education & Technology Group Inc. (Name of Issuer) Class A Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) 81807M106** (CUSIP Number) January 26, 2021 (Date of Even

February 5, 2021 SC 13G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )*

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* 17 Education & Technology Group Inc. (Name of Issuer) Class A Ordinary Shares, par value US$0.0001 per share (Title of Class of Securities) 81807M106 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the approp

January 29, 2021 SC 13G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* 17 Education & Technology Group Inc. (Name of Issuer) Class A Ordinary Shares, par value $0.0001 per shar

SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* 17 Education & Technology Group Inc. (Name of Issuer) Class A Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) 81807M106** (CUSIP Number) January 19, 2021 (Date of Event Which Requires Filing of this Statement) Chec

January 29, 2021 EX-99.1

JOINT FILING AGREEMENT

EX-99.1 2 d30866dex991.htm EX-99.1 EXHIBIT 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to the Class A ordinary shares of 17 Education & Technology Group Inc., a Cayma

December 4, 2020 424B4

27,400,000 American Depositary Shares 17 Education & Technology Group Inc. Representing 68,500,000 Class A Ordinary Shares

424(B)(4) Table of Contents Filed pursuant to Rule 424(b)(4) Registration No. 333-250079 27,400,000 American Depositary Shares 17 Education & Technology Group Inc. Representing 68,500,000 Class A Ordinary Shares We are selling 27,400,000 American depositary shares, or ADSs. Two ADSs represent five of our Class A ordinary shares, par value US$0.0001 per share. This is an initial public offering of

December 1, 2020 CORRESP

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Goldman Sachs (Asia) L.L.C. 68th Floor, Cheung Kong Center 2 Queens Road, Central, Hong Kong Morgan Stanley & Co. LLC 1585 Broadway, New York New York 10036 United States VIA EDGAR December 1, 2020 Ms. Cara Wirth Ms. Erin Jaskot Mr. Scott Stringer Mr. Jim Allegretto Division of Corporation Finance Office of Trade & Services U.S. Securities and Exchange Commission 100 F Street, NE Washington, D.C.

December 1, 2020 CORRESP

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Issuer's Acceleration Request December 1, 2020 VIA EDGAR Ms. Cara Wirth Ms. Erin Jaskot Mr. Scott Stringer Mr. Jim Allegretto Division of Corporation Finance Office of Trade & Services U.S. Securities and Exchange Commission 100 F Street, NE Washington, D.C. 20549 Re: 17 Education & Technology Group Inc. (CIK No. 0001821468) Registration Statement on Form F-1 (File No. 333-250079) Registration Sta

November 27, 2020 8-A12B

- FORM 8-A12B

Form 8-A12B UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 17 Education & Technology Group Inc. (Exact name of registrant as specified in its charter) Cayman Islands Not Applicable (State or other jurisdiction of incorporation or organization)

November 27, 2020 F-1/A

- AMENDMENT NO.1 TO FORM F-1

Amendment No.1 to Form F-1 Table of Contents As filed with the Securities and Exchange Commission on November 27, 2020 Registration No. 333-250079 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 AMENDMENT NO.1 TO FORM F-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 17 Education & Technology Group Inc. (Exact name of Registrant as specified in its charter) Not Applicable (Tran

November 27, 2020 EX-1.1

Form of Underwriting Agreement

EX-1.1 Exhibit 1.1 17 Education & Technology Group Inc. [•] American Depositary Shares Representing [•] Class A Ordinary Shares (par value US$0.0001 per share) Underwriting Agreement [•], 2020 [Goldman Sachs (Asia) L.L.C. 68th Floor, Cheung Kong Center 2 Queens Road, Central, Hong Kong Morgan Stanley & Co. LLC 1585 Broadway, New York New York 10036 United States]1 As representatives (the “Represen

November 27, 2020 EX-4.3

Form of Deposit Agreement, among the Registrant, the depositary and the holders and beneficial owners of the American Depositary Shares issued thereunder (incorporated herein by reference to Exhibit 4.3 to the registration statement on Form F-1 (File No. 333-250079), as amended, initially filed with the Securities and Exchange Commission on November 13, 2020)

Exhibit 4.3 17 EDUCATION & TECHNOLOGY GROUP INC. AND THE BANK OF NEW YORK MELLON As Depositary AND OWNERS AND HOLDERS OF AMERICAN DEPOSITARY SHARES Deposit Agreement , 2020 TABLE OF CONTENTS ARTICLE 1. DEFINITIONS 1 SECTION 1.1. American Depositary Shares 1 SECTION 1.2. Commission 2 SECTION 1.3. Company 2 SECTION 1.4. Custodian 2 SECTION 1.5. Deliver; Surrender 2 SECTION 1.6. Deposit Agreement 3 S

November 27, 2020 CORRESP

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CORRESPONDENCE SKADDEN, ARPS, SLATE, MEAGHER & FLOM PARTNERS CHRISTOPHER W. BETTS GEOFFREY CHAN * SHU DU * ANDREW L. FOSTER * CHI T. STEVE KWOK * EDWARD H.P. LAM ◆* HAIPING LI * RORY MCALPINE ◆ JONATHAN B. STONE * PALOMA P. WANG ◆ (ALSO ADMITTED IN ENGLAND & WALES) * (ALSO ADMITTED IN NEW YORK) REGISTERED FOREIGN LAWYER Z. JULIE GAO (CALIFORNIA) 世達國際律師事務所 42/F, EDINBURGH TOWER, THE LANDMARK 15 QUE

November 13, 2020 EX-10.11

English translation of the Proxy Agreement and Powers of Attorney among Beijing WFOE, Beijing VIE and shareholders of Beijing VIE dated September 8, 2020

EX-10.11 Exhibit 10.11 Proxy Agreement and Power of Attorney Proxy Agreement and Power of Attorney This Proxy Agreement and Power of Attorney (the “Agreement”) is entered into on September 8, 2020 by and among the following parties as the amendment and restatement of the Proxy Agreement and Power of Attorney entered into on May 7, 2020 by and among Beijing Yiqi Education & Technology Co., Ltd., Be

November 13, 2020 EX-3.1

Sixth Amended and Restated Memorandum and Articles of Association of the Registrant, as currently in effect

EX-3.1 Exhibit 3.1 Executive Version THE COMPANIES LAW (2020 REVISION) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES SIXTH AMENDED AND RESTATED MEMORANDUM OF ASSOCIATION OF 17 EDUCATION & TECHNOLOGY GROUP INC. (Adopted by Special Resolution passed on June 8, 2020) 1. The name of the Company is 17 Education & Technology Group Inc. 2. The registered office of the Company shall be at the offices of

November 13, 2020 EX-3.2

Seventh Amended and Restated Memorandum and Articles of Association of the Registrant (incorporated herein by reference to Exhibit 3.2 to the registration statement on Form F-1 (File No. 333-250079), as amended, initially filed with the Securities and Exchange Commission on November 13, 2020)

EX-3.2 Exhibit 3.2 THE COMPANIES LAW (2020 REVISION) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES SEVENTH AMENDED AND RESTATED MEMORANDUM OF ASSOCIATION OF 17 EDUCATION & TECHNOLOGY GROUP INC. (adopted by a Special Resolution passed on November 12, 2020 and effective immediately prior to the completion of the initial public offering of the Company’s American Depositary Shares representing its C

November 13, 2020 EX-10.14

English translation of the Exclusive Call Option Agreement among Beijing WFOE, Beijing VIE and shareholders of Beijing VIE dated September 8, 2020

EX-10.14 Exhibit 10.14 EXCLUSIVE CALL OPTION AGREEMENT EXCLUSIVE CALL OPTION AGREEMENT This Exclusive Call Option Agreement (the “Agreement”) is entered into on September 8, 2020 by and among the following parties as the amendment and restatement of the Exclusive Purchase Option Agreement entered into on May 7, 2020 by and among Beijing Yiqi Education & Technology Co., Ltd., Beijing Yiqi Education

November 13, 2020 EX-10.17

English translation of the Equity Interest Pledge Agreement among Shanghai WFOE, Beijing Xiaofeng and shareholders of Beijing Xiaofeng dated August 31, 2020

EX-10.17 Exhibit 10.17 Equity Interest Pledge Agreement Equity Interest Pledge Agreement This Equity Interest Pledge Agreement (the “Agreement”) is entered into on August 31, 2020 by and among as the following parties: (1) Shanghai Yiqi Zuoye Information Technology Co., Ltd. (the “Pledgee”), a wholly foreign owned enterprise incorporated subject to the laws of the People’s Republic of China (“PRC”

November 13, 2020 EX-4.2

Registrant’s Specimen Certificate for Class A Ordinary Shares (incorporated herein by reference to Exhibit 4.2 to the Registrant’s registration statement on Form F-1, initially filed with the Commission on November 13, 2020 (File No. 333-250079))

EX-4.2 Exhibit 4.2 17 EDUCATION & TECHNOLOGY GROUP INC. Number Class A Ordinary Shares Incorporated under the laws of the Cayman Islands Share capital is US$150,000 divided into (i) 1,300,000,000 Class A Ordinary Shares of a par value of US$0.0001 each, (ii) 100,000,000 Class B Ordinary Shares of a par value of US$0.0001 each and (iii) 100,000,000 Shares of a par value of US$0.0001 each THIS IS TO

November 13, 2020 EX-10.6

English translation of the Proxy Agreement and Powers of Attorney among Shanghai WFOE, Shanghai Hexu and shareholders of Shanghai Hexu dated September 8, 2020 (incorporated herein by reference to Exhibit 10.6 to the registration statement on Form F-1 (File No. 333-250079), as amended, initially filed with the Securities and Exchange Commission on November 13, 2020)

EX-10.6 Exhibit 10.6 Proxy Agreement and Power of Attorney Proxy Agreement and Power of Attorney This Proxy Agreement and Power of Attorney (the “Agreement”) is entered into on September 8, 2020 by and among the following parties as the amendment and restatement of the Proxy Agreement and Power of Attorney entered into on May 13, 2020 by and among Shanghai Yiqi Zuoye Information Technology Co., Lt

November 13, 2020 EX-10.3

2020 Share Incentive Plan (incorporated herein by reference to Exhibit 10.3 to the registration statement on Form F-1 (File No. 333-250079), as amended, initially filed with the Securities and Exchange Commission on November 13, 2020)

EX-10.3 Exhibit 10.3 17 Education & Technology Group Inc. 2020 Share Incentive Plan ARTICLE 1 PURPOSE The purpose of the Plan is to promote the success and enhance the value of 17 Education & Technology Group Inc., an exempted company incorporated under the laws of the Cayman Islands (the “Company”), by linking the personal interests of the Directors, Employees, and Consultants to those of the Com

November 13, 2020 EX-10.10

English translation of executed form of the Consent Letter granted by each shareholder of Shanghai Hexu and its spouse, as currently in effect, and a schedule of all executed Consent Letters adopting the same form (incorporated herein by reference to Exhibit 10.10 to the registration statement on Form F-1 (File No. 333-250079), as amended, initially filed with the Securities and Exchange Commission on November 13, 2020)

EX-10.10 Exhibit 10.10 Consent Letter I, [Name of Shareholder] (ID Card No. [***], hereinafter the “Shareholder”), together with my lawful spouse, A Shareholder’s Spouse [Name of Spouse] (ID Card No. [***], hereinafter the “Spouse”), hereby unconditionally and irrevocably acknowledge and agree as below regarding the equity interests of Shanghai Hexu Information Technology Co., Ltd. (the “Company”)

November 13, 2020 EX-10.2

Second Amended and Restated 2018 Share Option Plan (incorporated herein by reference to Exhibit 10.2 to the registration statement on Form F-1 (File No. 333-250079), as amended, initially filed with the Securities and Exchange Commission on November 13, 2020)

EX-10.2 Exhibit 10.2 17 EDUCATION & TECHNOLOGY GROUP INC. SECOND AMENDED AND RESTATED 2018 SHARE OPTION PLAN 1. DEFINITIONS (a) In this Plan, except where the context otherwise requires, the following words and expressions have the following meanings: “Adoption Date” means January 12, 2018, the date on which the Plan becomes effective pursuant to the shareholders’ resolutions passed on January 12,

November 13, 2020 EX-10.22

Amended and restated warrant issued by the Registrant to China Equities HK Limited dated November 11, 2020

EX-10.22 Exhibit 10.22 AMENDED AND RESTATED WARRANT THIS AMENDED AND RESTATED WARRANT (“WARRANT”) TO PURCHASE SHARES IN THE CAPITAL OF 17 EDUCATION & TECHNOLOGY GROUP INC., AN EXEMPTED LIMITED LIABILITY COMPANY INCORPORATED UNDER THE LAWS OF THE CAYMAN ISLANDS BEARING COMPANY NO. 272790 (THE “COMPANY”) IS ISSUED ON THE ISSUE DATE. THIS WARRANT IS SOLD IN A PRIVATE TRANSACTION, WITHOUT REGISTRATION

November 13, 2020 EX-10.23

Warrant to Purchase Stock issued by the Registrant to East West Bank dated May 19, 2020

EX-10.23 Exhibit 10.23 THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 OF THE UNITED STATES OF AMERICA OR UNDER ANY APPLICABLE SECURITIES LAWS OF ANY OTHER JURISDICTION AND MAY NOT BE OFFERED, SOLD, OR OTHERWISE TRANSFERRED WITHOUT AN EFFECTIVE REGISTRATION THEREOF UNDER ANY APPLICABLE SECURITIES LAWS OR AN EXEMPTION FROM THE REGISTRATION RE

November 13, 2020 EX-10.24

English Translation of Service Outsourcing Agreement between Shanghai WFOE and Beijing Yicai Human Resource Consulting Co., Ltd., dated September 1, 2020 (incorporated herein by reference to Exhibit 10.24 to the registration statement on Form F-1 (File No. 333-250079), as amended, initially filed with the Securities and Exchange Commission on November 13, 2020)

EX-10.24 Exhibit 10.24 THE SYMBOL “[***]” DENOTES PLACES WHERE CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH (i) NOT MATERIAL, AND (ii) WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF PUBLICLY DISCLOSED Service Outsourcing Agreement Party A: Shanghai Yiqi Zuoye Information Technology Co., Ltd. Address: 16 / F, Building B, Wangjing Greenland Center, Chao

November 13, 2020 EX-10.9

English translation of the Exclusive Call Option Agreement among Shanghai WFOE, Shanghai Hexu and shareholders of Shanghai Hexu dated September 8, 2020 (incorporated herein by reference to Exhibit 10.9 to the registration statement on Form F-1 (File No. 333-250079), as amended, initially filed with the Securities and Exchange Commission on November 13, 2020)

EX-10.9 Exhibit 10.9 EXCLUSIVE CALL OPTION AGREEMENT EXCLUSIVE CALL OPTION AGREEMENT This Exclusive Call Option Agreement (the “Agreement”) is entered into on September 8, 2020 by and among the following parties as the amendment and restatement of the Exclusive Purchase Option Agreement entered into on May 13, 2020 by and among Shanghai Yiqi Zuoye Information Technology Co., Ltd., Shanghai Hexu In

November 13, 2020 EX-10.15

English translation of executed form of the Consent Letter granted by each shareholder of Beijing VIE and its spouse, as currently in effect, and a schedule of all executed Consent Letters adopting the same form

EX-10.15 Exhibit 10.15 Consent Letter I, [Name of Shareholder] (ID Card No. [***], hereinafter the “Shareholder”), together with my lawful spouse, A Shareholder’s Spouse [Name of Spouse] (ID Card No. [***], hereinafter the “Spouse”), hereby unconditionally and irrevocably acknowledge and agree as below regarding the equity interests of Beijing Yiqi Education Information Consultation Co., Ltd. (the

November 13, 2020 EX-10.19

English translation of the Exclusive Call Option Agreement among Shanghai WFOE, Beijing Xiaofeng and shareholders of Beijing Xiaofeng dated August 31, 2020

EX-10.19 Exhibit 10.19 EXCLUSIVE CALL OPTION AGREEMENT EXCLUSIVE CALL OPTION AGREEMENT This Exclusive Call Option Agreement (the “Agreement”) is entered into on August 31, 2020 by and among the following parties: (1) Shanghai Yiqi Zuoye Information Technology Co., Ltd. (“WFOE”), a wholly foreign owned enterprise incorporated subject to the laws of the People’s Republic of China (“PRC”); (2) Fuqian

November 13, 2020 EX-10.20

English translation of executed form of the Consent Letter granted by individual shareholders of Beijing Xiaofeng and their spouses, as applicable and currently in effect, and a schedule of all executed Consent Letters adopting the same form

Exhibit 10.20 Consent Letter I, [Name of Shareholder] (ID Card No. [***], hereinafter the “Shareholder”), together with my lawful spouse, A Shareholder’s Spouse [Name of Spouse] (ID Card No. [***], hereinafter the “Spouse”), hereby unconditionally and irrevocably acknowledge and agree as below regarding the equity interests of Beijing Xiaofeng Online Technology Co., Ltd. (the “Company”) held by th

November 13, 2020 EX-10.25

English Translation of Supplementary Agreement to Service Outsourcing Agreement between Shanghai WFOE and Beijing Yicai Human Resource Consulting Co., Ltd., dated September 8, 2020 (incorporated herein by reference to Exhibit 10.25 to the registration statement on Form F-1 (File No. 333-250079), as amended, initially filed with the Securities and Exchange Commission on November 13, 2020)

EX-10.25 Exhibit 10.25 THE SYMBOL “[***]” DENOTES PLACES WHERE CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH (i) NOT MATERIAL, AND (ii) WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF PUBLICLY DISCLOSED Supplementary Agreement to the Service Outsourcing Agreement This Supplementary Agreement to the Services Outsourcing Agreement (the “Supplementary Agre

November 13, 2020 EX-99.3

Consent of Frost & Sullivan

EX-99.3 Exhibit 99.3 Frost & Sullivan Letterhead November 13, 2020 17 Education & Technology Group Inc. 16/F, Block B, Wangjing Greenland Center Chaoyang District, Beijing 100102 People’s Republic of China +86 (10) 5945-1082 Re: Consent of Frost & Sullivan Ladies and Gentlemen, We understand that 17 Education & Technology Group Inc. (the “Company”) plans to file a registration statement on Form F-

November 13, 2020 EX-10.21

Series F Preferred Share Purchase Agreement between the Registrant and other parties thereto dated June 8, 2020

EX-10.21 Exhibit 10.21 THE SYMBOL “[***]” DENOTES PLACES WHERE CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH (i) NOT MATERIAL, AND (ii) WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF PUBLICLY DISCLOSED Execution Version SERIES F PREFERRED SHARE PURCHASE AGREEMENT THIS SERIES F PREFERRED SHARE PURCHASE AGREEMENT (this “Agreement”) is made as of June 8,

November 13, 2020 EX-4.4

The Sixth Amended and Restated Shareholders Agreement between the Registrant and other parties thereto dated November 12, 2020 (incorporated herein by reference to Exhibit 4.4 to the registration statement on Form F-1 (File No. 333-250079), as amended, initially filed with the Securities and Exchange Commission on November 13, 2020)

EX-4.4 Exhibit 4.4 SIXTH AMENDED AND RESTATED SHAREHOLDERS AGREEMENT THIS SIXTH AMENDED AND RESTATED SHAREHOLDERS AGREEMENT (this “Agreement”) is made and entered into as of November 12, 2020 by and among: 1. 17 Education & Technology Group Inc., an exempted company with limited liability incorporated under the laws of the Cayman Islands (the “Company”); 2. Sunny Education (HK) Limited, a company

November 13, 2020 EX-21.1

Principle Subsidiaries of the Registrant

EX-21.1 Exhibit 21.1 Significant Subsidiaries of the Registrant Subsidiary Place of Incorporation Sunny Education (HK) Limited Hong Kong Shanghai Yiqi Zuoye Information Technology Co., Ltd. PRC Beijing Yiqi Education & Technology Co., Ltd. PRC Consolidated Variable Interest Entity Place of Incorporation Beijing Xiaofeng Online Technology Co., Ltd. PRC Shanghai Hexu Information Technology Co., Ltd.

November 13, 2020 EX-10.1

Fifth Amended and Restated 2015 Share Option Plan (incorporated herein by reference to Exhibit 10.1 to the registration statement on Form F-1 (File No. 333-250079), as amended, initially filed with the Securities and Exchange Commission on November 13, 2020)

EX-10.1 Exhibit 10.1 17 EDUCATION & TECHNOLOGY GROUP INC. FIFTH AMENDED AND RESTATED 2015 SHARE OPTION PLAN 1. DEFINITIONS (a) In this Plan, except where the context otherwise requires, the following words and expressions have the following meanings: “Adoption Date” means March 9, 2015, the date on which the Plan becomes effective pursuant to the shareholders’ resolutions passed on a shareholders

November 13, 2020 EX-99.1

Code of Business Conduct and Ethics of the Registrant (incorporated herein by reference to Exhibit 99.1 to the Form F-1 (File No. 333-250079), as amended, initially filed with the Securities and Exchange Commission on November 13, 2020)

EX-99.1 Exhibit 99.1 17 EDUCATION & TECHNOLOGY GROUP INC. CODE OF BUSINESS CONDUCT AND ETHICS I. PURPOSE This Code of Business Conduct and Ethics (the “Code”) contains general guidelines for conducting the business of 17 Education & Technology Group Inc., a Cayman Islands company, and its subsidiaries and affiliates (collectively, the “Company”) consistent with the highest standards of business et

November 13, 2020 EX-10.12

English translation of the Equity Interest Pledge Agreement among Beijing WFOE, Beijing VIE and shareholders of Beijing VIE dated September 8, 2020

EX-10.12 Exhibit 10.12 Equity Interest Pledge Agreement Equity Interest Pledge Agreement This Equity Interest Pledge Agreement (the “Agreement”) is entered into on September 8, 2020 by and among the following parties as the amendment and restatement of the Equity Interest Pledge Agreement entered into on May 7, 2020 by and among Beijing Yiqi Education & Technology Co., Ltd., Beijing Yiqi Education

November 13, 2020 CORRESP

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CORRESPONDENCE SKADDEN, ARPS, SLATE, MEAGHER & FLOM PARTNERS CHRISTOPHER W. BETTS GEOFFREY CHAN * SHU DU * ANDREW L. FOSTER * CHI T. STEVE KWOK * EDWARD H.P. LAM ◆* HAIPING LI * RORY MCALPINE ◆ JONATHAN B. STONE * PALOMA P. WANG ◆ (ALSO ADMITTED IN ENGLAND & WALES) * (ALSO ADMITTED IN NEW YORK) REGISTERED FOREIGN LAWYER Z. JULIE GAO (CALIFORNIA) 世達國際律師事務所 42/F, EDINBURGH TOWER, THE LANDMARK 15 QUE

November 13, 2020 EX-10.7

English translation of the Equity Interest Pledge Agreement among Shanghai WFOE, Shanghai Hexu and shareholders of Shanghai Hexu dated September 8, 2020 (incorporated herein by reference to Exhibit 10.7 to the registration statement on Form F-1 (File No. 333-250079), as amended, initially filed with the Securities and Exchange Commission on November 13, 2020)

EX-10.7 Exhibit 10.7 Equity Interest Pledge Agreement Equity Interest Pledge Agreement This Equity Interest Pledge Agreement (the “Agreement”) is entered into on September 8, 2020 by and among the following parties as the amendment and restatement of the Equity Interest Pledge Agreement entered into on May 13, 2020 by and among Shanghai Yiqi Zuoye Information Technology Co., Ltd., Shanghai Hexu In

November 13, 2020 EX-99.2

Opinion of Tian Yuan Law Firm regarding certain PRC tax matters (included in Exhibit 99.2)

EX-99.2 Exhibit 99.2 10/F, CPIC Plaza, No. 28 Fengsheng Hutong, Xicheng District, Beijing 100032, China Tel: 86 10 5776 3888 Fax: 86 10 5776 3777 November 13, 2020 To: 17 Education & Technology Group Inc. 16/F, Block B, Wangjing Greenland Center Chaoyang District, Beijing 100102, People’s Republic of China Re: Legal Opinion on Certain PRC Law Matters We have acted as the People’s Republic of China

November 13, 2020 F-1

- FORM F-1

Form F-1 Table of Contents As filed with the Securities and Exchange Commission on November 13, 2020 Registration No.

November 13, 2020 EX-10.8

English translation of the Exclusive Management Services and Business Cooperation Agreement among Shanghai WFOE, Shanghai Hexu and certain subsidiaries of Shanghai Hexu dated May 13, 2020 (incorporated herein by reference to Exhibit 10.8 to the registration statement on Form F-1 (File No. 333-250079), as amended, initially filed with the Securities and Exchange Commission on November 13, 2020)

EX-10.8 Exhibit 10.8 Exclusive Management Services and Business Cooperation Agreement Exclusive Management Services and Business Cooperation Agreement This Exclusive Management Services and Business Cooperation Agreement (the “Agreement”) is entered into on May 13, 2020 by and among the following parties as the amendment and restatement of the Exclusive Consultancy and Service Agreement entered in

November 13, 2020 EX-10.13

English translation of the Exclusive Management Services and Business Cooperation Agreement among Beijing WFOE, Beijing VIE and certain subsidiaries of Beijing VIE dated May 7, 2020

EX-10.13 Exhibit 10.13 Exclusive Management Services and Business Cooperation Agreement Exclusive Management Services and Business Cooperation Agreement This Exclusive Management Services and Business Cooperation Agreement (the “Agreement”) is entered into on May 7, 2020 by and between the following parties: (1) Beijing Yiqi Education & Technology Co., Ltd. (“Party A”), a wholly foreign owned ente

November 13, 2020 EX-10.16

English translation of the Proxy Agreement and Powers of Attorney among Shanghai WFOE, Beijing Xiaofeng and shareholders of Beijing Xiaofeng dated August 31, 2020

EX-10.16 Exhibit 10.16 Proxy Agreement and Power of Attorney Proxy Agreement and Power of Attorney This Proxy Agreement and Power of Attorney (the “Agreement”) is entered into on August 31, 2020 by and among the following parties: (1) Shanghai Yiqi Zuoye Information Technology Co., Ltd. (“WFOE”), a wholly foreign owned enterprise incorporated subject to the laws of the People’s Republic of China (

November 13, 2020 EX-10.18

English translation of the Exclusive Management Services and Business Cooperation Agreement between Shanghai WFOE and Beijing Xiaofeng dated August 31, 2020

EX-10.18 Exhibit 10.18 Exclusive Management Services and Business Cooperation Agreement Exclusive Management Services and Business Cooperation Agreement This Exclusive Management Services and Business Cooperation Agreement (the “Agreement”) is entered into on August 31, 2020 by and between the following parties: (1) Shanghai Yiqi Zuoye Information Technology Co., Ltd. (“Party A”), a wholly foreign

November 13, 2020 EX-10.4

Form of Indemnification Agreement between the Registrant and its directors and executive officers (incorporated herein by reference to Exhibit 10.4 to the registration statement on Form F-1 (File No. 333-250079), as amended, initially filed with the Securities and Exchange Commission on November 13, 2020)

EX-10.4 Exhibit 10.4 INDEMNIFICATION AGREEMENT This INDEMNIFICATION AGREEMENT (this “Agreement”) is made as of , 2020 by and between 17 EDUCATION & TECHNOLOGY GROUP INC., an exempted company incorporated and existing under the laws of the Cayman Islands (the “Company”), and , an individual, (Passport/PRC ID Card No. ) (the “Indemnitee”). WHEREAS, the Indemnitee has agreed to serve as a director or

November 13, 2020 EX-10.5

Form of Employment Agreement between the Registrant and its executive officers (incorporated herein by reference to Exhibit 10.5 to the registration statement on Form F-1 (File No. 333-250079), as amended, initially filed with the Securities and Exchange Commission on November 13, 2020)

EX-10.5 Exhibit 10.5 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (the “Agreement”) is entered into as of , 2020 by and between 17 Education & Technology Group Inc., an exempted company incorporated and existing under the laws of the Cayman Islands (the “Company”) and , an individual (Passport/ID Card No. ) (the “Executive”). RECITALS WHEREAS, the Company desires to employ the Executive and to a

November 3, 2020 DRSLTR

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DRSLTR SKADDEN, ARPS, SLATE, MEAGHER & FLOM PARTNERS CHRISTOPHER W. BETTS GEOFFREY CHAN * SHU DU * ANDREW L. FOSTER * CHI T. STEVE KWOK * EDWARD H.P. LAM ◆* HAIPING LI * RORY MCALPINE ◆ JONATHAN B. STONE * PALOMA P. WANG ◆ (ALSO ADMITTED IN ENGLAND & WALES) * (ALSO ADMITTED IN NEW YORK) REGISTERED FOREIGN LAWYER Z. JULIE GAO (CALIFORNIA) 世達國際律師事務所 42/F, EDINBURGH TOWER, THE LANDMARK 15 QUEEN’S ROA

November 3, 2020 DRS/A

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Table of Contents As confidentially submitted to the Securities and Exchange Commission on November 3, 2020 Registration No.

October 20, 2020 EX-10.23

Service Outsourcing Agreement

EX-10.23 23 filename23.htm Exhibit 10.23 THE SYMBOL “[***]” DENOTES PLACES WHERE CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH (i) NOT MATERIAL, AND (ii) WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF PUBLICLY DISCLOSED Service Outsourcing Agreement Party A: Shanghai Yiqi Zuoye Information Technology Co., Ltd. Address: 16 / F, Building B, Wangjing Gree

October 20, 2020 EX-10.14

Consent Letter

Exhibit 10.14 Consent Letter I, [Name of Shareholder] (ID Card No. [***], hereinafter the ?Shareholder?), together with my lawful spouse, A Shareholder?s Spouse [Name of Spouse] (ID Card No. [***], hereinafter the ?Spouse?), hereby unconditionally and irrevocably acknowledge and agree as below regarding the equity interests of Beijing Yiqi Education Information Consultation Co., Ltd. (the ?Company

October 20, 2020 EX-10.2

17 EDUCATION & TECHNOLOGY GROUP INC. SECOND AMENDED AND RESTATED 2018 SHARE OPTION PLAN

Exhibit 10.2 17 EDUCATION & TECHNOLOGY GROUP INC. SECOND AMENDED AND RESTATED 2018 SHARE OPTION PLAN 1. DEFINITIONS (a) In this Plan, except where the context otherwise requires, the following words and expressions have the following meanings: ?Adoption Date? means January 12, 2018, the date on which the Plan becomes effective pursuant to the shareholders? resolutions passed on January 12, 2018; ?

October 20, 2020 EX-10.5

Proxy Agreement and Power of Attorney

Exhibit 10.5 Proxy Agreement and Power of Attorney Proxy Agreement and Power of Attorney This Proxy Agreement and Power of Attorney (the ?Agreement?) is entered into on September 8, 2020 by and among the following parties as the amendment and restatement of the Proxy Agreement and Power of Attorney entered into on May 13, 2020 by and among Shanghai Yiqi Zuoye Information Technology Co., Ltd., Shan

October 20, 2020 EX-10.7

Exclusive Management Services and Business Cooperation Agreement

Exhibit 10.7 Exclusive Management Services and Business Cooperation Agreement Exclusive Management Services and Business Cooperation Agreement This Exclusive Management Services and Business Cooperation Agreement (the ?Agreement?) is entered into on May 13, 2020 by and among the following parties as the amendment and restatement of the Exclusive Consultancy and Service Agreement entered into on Ma

October 20, 2020 EX-99.2

10/F, CPIC Plaza, No. 28 Fengsheng Hutong, Xicheng District, Beijing 100032, China Tel: 86 10 5776 3888 Fax: 86 10 5776 3777

Exhibit 99.2 10/F, CPIC Plaza, No. 28 Fengsheng Hutong, Xicheng District, Beijing 100032, China Tel: 86 10 5776 3888 Fax: 86 10 5776 3777 [*], 2020 To: 17 Education & Technology Group Inc. 16/F, Block B, Wangjing Greenland Center Chaoyang District, Beijing 100102, People?s Republic of China Re: Legal Opinion on Certain PRC Law Matters We have acted as the People?s Republic of China (the ?PRC?, exc

October 20, 2020 EX-3.1

THE COMPANIES LAW (2020 REVISION) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES SIXTH AMENDED AND RESTATED MEMORANDUM OF ASSOCIATION 17 EDUCATION & TECHNOLOGY GROUP INC. (Adopted by Special Resolution passed on June 8, 2020)

Exhibit 3.1 Executive Version THE COMPANIES LAW (2020 REVISION) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES SIXTH AMENDED AND RESTATED MEMORANDUM OF ASSOCIATION OF 17 EDUCATION & TECHNOLOGY GROUP INC. (Adopted by Special Resolution passed on June 8, 2020) 1. The name of the Company is 17 Education & Technology Group Inc. 2. The registered office of the Company shall be at the offices of Vistra

October 20, 2020 DRSLTR

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DRSLTR SKADDEN, ARPS, SLATE, MEAGHER & FLOM PARTNERS CHRISTOPHER W. BETTS GEOFFREY CHAN * SHU DU * ANDREW L. FOSTER * CHI T. STEVE KWOK * EDWARD H.P. LAM ◆* HAIPING LI * RORY MCALPINE ◆ JONATHAN B. STONE * PALOMA P. WANG ◆ (ALSO ADMITTED IN ENGLAND & WALES) * (ALSO ADMITTED IN NEW YORK) REGISTERED FOREIGN LAWYER Z. JULIE GAO (CALIFORNIA) 世達國際律師事務所 42/F, EDINBURGH TOWER, THE LANDMARK 15 QUEEN’S ROA

October 20, 2020 EX-10.13

EXCLUSIVE CALL OPTION AGREEMENT

Exhibit 10.13 EXCLUSIVE CALL OPTION AGREEMENT EXCLUSIVE CALL OPTION AGREEMENT This Exclusive Call Option Agreement (the ?Agreement?) is entered into on September 8, 2020 by and among the following parties as the amendment and restatement of the Exclusive Purchase Option Agreement entered into on May 7, 2020 by and among Beijing Yiqi Education & Technology Co., Ltd., Beijing Yiqi Education Informat

October 20, 2020 EX-10.24

Supplementary Agreement to the Service Outsourcing Agreement

Exhibit 10.24 THE SYMBOL ?[***]? DENOTES PLACES WHERE CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH (i) NOT MATERIAL, AND (ii) WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF PUBLICLY DISCLOSED Supplementary Agreement to the Service Outsourcing Agreement This Supplementary Agreement to the Services Outsourcing Agreement (the ?Supplementary Agreement?) i

October 20, 2020 EX-10.16

Equity Interest Pledge Agreement

Exhibit 10.16 Equity Interest Pledge Agreement Equity Interest Pledge Agreement This Equity Interest Pledge Agreement (the ?Agreement?) is entered into on August 31, 2020 by and among as the following parties: (1) Shanghai Yiqi Zuoye Information Technology Co., Ltd. (the ?Pledgee?), a wholly foreign owned enterprise incorporated subject to the laws of the People?s Republic of China (?PRC?); (2) Be

October 20, 2020 EX-10.6

Equity Interest Pledge Agreement

Exhibit 10.6 Equity Interest Pledge Agreement Equity Interest Pledge Agreement This Equity Interest Pledge Agreement (the ?Agreement?) is entered into on September 8, 2020 by and among the following parties as the amendment and restatement of the Equity Interest Pledge Agreement entered into on May 13, 2020 by and among Shanghai Yiqi Zuoye Information Technology Co., Ltd., Shanghai Hexu Informatio

October 20, 2020 EX-10.10

Proxy Agreement and Power of Attorney

Exhibit 10.10 Proxy Agreement and Power of Attorney Proxy Agreement and Power of Attorney This Proxy Agreement and Power of Attorney (the ?Agreement?) is entered into on September 8, 2020 by and among the following parties as the amendment and restatement of the Proxy Agreement and Power of Attorney entered into on May 7, 2020 by and among Beijing Yiqi Education & Technology Co., Ltd., Beijing Yiq

October 20, 2020 EX-10.15

Proxy Agreement and Power of Attorney

Exhibit 10.15 Proxy Agreement and Power of Attorney Proxy Agreement and Power of Attorney This Proxy Agreement and Power of Attorney (the ?Agreement?) is entered into on August 31, 2020 by and among the following parties: (1) Shanghai Yiqi Zuoye Information Technology Co., Ltd. (?WFOE?), a wholly foreign owned enterprise incorporated subject to the laws of the People?s Republic of China (?PRC?); (

October 20, 2020 EX-10.9

Consent Letter

Exhibit 10.9 Consent Letter I, [Name of Shareholder] (ID Card No. [***], hereinafter the ?Shareholder?), together with my lawful spouse, A Shareholder?s Spouse [Name of Spouse] (ID Card No. [***], hereinafter the ?Spouse?), hereby unconditionally and irrevocably acknowledge and agree as below regarding the equity interests of Shanghai Hexu Information Technology Co., Ltd. (the ?Company?) held by t

October 20, 2020 EX-10.19

Consent Letter

Exhibit 10.19 Consent Letter I, [Name of Shareholder] (ID Card No. [***], hereinafter the ?Shareholder?), together with my lawful spouse, A Shareholder?s Spouse [Name of Spouse] (ID Card No. [***], hereinafter the ?Spouse?), hereby unconditionally and irrevocably acknowledge and agree as below regarding the equity interests of Beijing Xiaofeng Online Technology Co., Ltd. (the ?Company?) held by th

October 20, 2020 EX-10.20

SERIES F PREFERRED SHARE PURCHASE AGREEMENT

Exhibit 10.20 THE SYMBOL ?[***]? DENOTES PLACES WHERE CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH (i) NOT MATERIAL, AND (ii) WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF PUBLICLY DISCLOSED Execution Version SERIES F PREFERRED SHARE PURCHASE AGREEMENT THIS SERIES F PREFERRED SHARE PURCHASE AGREEMENT (this ?Agreement?) is made as of June 8, 2020 by a

October 20, 2020 EX-10.8

EXCLUSIVE CALL OPTION AGREEMENT

Exhibit 10.8 EXCLUSIVE CALL OPTION AGREEMENT EXCLUSIVE CALL OPTION AGREEMENT This Exclusive Call Option Agreement (the ?Agreement?) is entered into on September 8, 2020 by and among the following parties as the amendment and restatement of the Exclusive Purchase Option Agreement entered into on May 13, 2020 by and among Shanghai Yiqi Zuoye Information Technology Co., Ltd., Shanghai Hexu Informatio

October 20, 2020 EX-10.18

EXCLUSIVE CALL OPTION AGREEMENT

Exhibit 10.18 EXCLUSIVE CALL OPTION AGREEMENT EXCLUSIVE CALL OPTION AGREEMENT This Exclusive Call Option Agreement (the ?Agreement?) is entered into on August 31, 2020 by and among the following parties: (1) Shanghai Yiqi Zuoye Information Technology Co., Ltd. (?WFOE?), a wholly foreign owned enterprise incorporated subject to the laws of the People?s Republic of China (?PRC?); (2) Fuqiang Wang, a

October 20, 2020 EX-10.22

WARRANT TO PURCHASE STOCK

Exhibit 10.22 THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 OF THE UNITED STATES OF AMERICA OR UNDER ANY APPLICABLE SECURITIES LAWS OF ANY OTHER JURISDICTION AND MAY NOT BE OFFERED, SOLD, OR OTHERWISE TRANSFERRED WITHOUT AN EFFECTIVE REGISTRATION THEREOF UNDER ANY APPLICABLE SECURITIES LAWS OR AN EXEMPTION FROM THE REGISTRATION REQUIREMENT

October 20, 2020 EX-10.17

Exclusive Management Services and Business Cooperation Agreement

Exhibit 10.17 Exclusive Management Services and Business Cooperation Agreement Exclusive Management Services and Business Cooperation Agreement This Exclusive Management Services and Business Cooperation Agreement (the ?Agreement?) is entered into on August 31, 2020 by and between the following parties: (1) Shanghai Yiqi Zuoye Information Technology Co., Ltd. (?Party A?), a wholly foreign owned en

October 20, 2020 DRS/A

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Table of Contents As confidentially submitted to the Securities and Exchange Commission on October 20, 2020 Registration No.

October 20, 2020 EX-10.12

Exclusive Management Services and Business Cooperation Agreement

Exhibit 10.12 Exclusive Management Services and Business Cooperation Agreement Exclusive Management Services and Business Cooperation Agreement This Exclusive Management Services and Business Cooperation Agreement (the ?Agreement?) is entered into on May 7, 2020 by and between the following parties: (1) Beijing Yiqi Education & Technology Co., Ltd. (?Party A?), a wholly foreign owned enterprise in

October 20, 2020 EX-10.1

17 EDUCATION & TECHNOLOGY GROUP INC. FIFTH AMENDED AND RESTATED 2015 SHARE OPTION PLAN

Exhibit 10.1 17 EDUCATION & TECHNOLOGY GROUP INC. FIFTH AMENDED AND RESTATED 2015 SHARE OPTION PLAN 1. DEFINITIONS (a) In this Plan, except where the context otherwise requires, the following words and expressions have the following meanings: ?Adoption Date? means March 9, 2015, the date on which the Plan becomes effective pursuant to the shareholders? resolutions passed on a shareholders meeting

October 20, 2020 EX-10.11

Equity Interest Pledge Agreement

Exhibit 10.11 Equity Interest Pledge Agreement Equity Interest Pledge Agreement This Equity Interest Pledge Agreement (the ?Agreement?) is entered into on September 8, 2020 by and among the following parties as the amendment and restatement of the Equity Interest Pledge Agreement entered into on May 7, 2020 by and among Beijing Yiqi Education & Technology Co., Ltd., Beijing Yiqi Education Informat

September 16, 2020 DRSLTR

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SKADDEN, ARPS, SLATE, MEAGHER & FLOM PARTNERS CHRISTOPHER W. BETTS GEOFFREY CHAN * SHU DU * ANDREW L. FOSTER * CHI T. STEVE KWOK * EDWARD H.P. LAM ◆* HAIPING LI * RORY MCALPINE ◆ JONATHAN B. STONE * PALOMA P. WANG ◆ (ALSO ADMITTED IN ENGLAND & WALES) * (ALSO ADMITTED IN NEW YORK) REGISTERED FOREIGN LAWYER Z. JULIE GAO (CALIFORNIA) 世達國際律師事務所 42/F, EDINBURGH TOWER, THE LANDMARK 15 QUEEN’S ROAD CENTR

September 16, 2020 DRS

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Table of Contents As confidentially submitted to the Securities and Exchange Commission on September 16, 2020 Registration No.

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