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17 Education & Technology Group Inc.

For the period ended Dec 31, 2025. Filed Apr 29, 2026.

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About this filing

The yearly report of a company based outside the US. It covers much of what a 10-K does, and may follow accounting rules other than US ones.

FY2025 · Filed Apr 29, 2026

YQ$2.60-5.1%Stored close · as of Nov 6, 2026
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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

For the fiscal year ended December 31,2025

OR

☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

OR

☐SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of event requiring this shell company report

Commission file number:001-39742

17 Education & Technology Group Inc.

(Exact Name of Registrant as Specified in Its Charter)

N/A

(Translation of Registrant’s Name into English)

Cayman Islands

(Jurisdiction of Incorporation or Organization)

16/F, Block B, Wangjing Greenland Center

Chaoyang District, Beijing 100102

People’s Republic of China

(Address of Principal Executive Offices)

Sishi Zhou,

Chief Financial Officer

Telephone:+86 (10) 6479-6786

Email: ir@17zuoye.com

16/F, Block B, Wangjing Greenland Center

Chaoyang District, Beijing 100102

People’s Republic of China

(Name, Telephone, Email and/or Facsimile Number and Address of Company Contact Person)

Securities registered or to be registered pursuant to Section 12(b) of the Act.

Title of Each ClassTrading Symbol(s)Name of Each Exchange on Which Registered
American Depositary Shares, each representing fifty Class A ordinary shares, par value US$0.0001 per shareYQThe Nasdaq Stock Market LLC(The Nasdaq Global Select Market)
Class A ordinary shares, par value US$0.0001 per share*The Nasdaq Stock Market LLC(The Nasdaq Global Select Market)
  • Not for trading, but only in connection with the listing our American depositary shares on the Nasdaq Global Select Market, each American depositary shares representing fifty Class A ordinary shares.

Securities registered or to be registered pursuant to Section 12(g) of the Act;

None

(Title of Class)

Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act;

None

(Title of Class)

Indicate the number of outstanding shares of each of the issuer’s classes of capital or common stock as of the close of the period covered by the annual report.

As of December 31, 2025, there were 542,229,838 ordinary shares outstanding, being the sum of 342,229,838 Class A ordinary shares and 200,000,000 Class B ordinary shares.

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.

If this report is an annual or transition report, indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934.

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

Yes No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or an emerging growth company. See definition of “accelerated filer and large accelerated filer” and “emerging growth company” in Rule 12b-2 of the Exchange Act.:

Large Accelerated Filer Accelerated Filer Non-Accelerated Filer Emerging Growth Company 

If an emerging growth company that prepares its financial statements in accordance with U.S. GAAP, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards† provided pursuant to Section 13(a) of the Exchange Act.

† The term “new or revised financial accounting standard” refers to any update issued by the Financial Accounting Standards Board to its Accounting Standards Codification after April 5, 2012.

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements.

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b).

Indicate by check mark which basis of accounting the registrant has been to prepare the financial statements included in this filing:

U.S. GAAP International Financial Reporting Standards as issuedby the International Accounting Standards Board Other 

If “other” has been checked in response to the previous question, indicate by check mark which financial statement item the registrant has elected to follow.

Item 17Item 18

If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

(APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PAST FIVE YEARS)

Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court.YesNo

TABLE OF CONTENTS

INTRODUCTION1
FORWARD-LOOKING INFORMATION2
PART I3
ITEM 1.IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS3
ITEM 2.OFFER STATISTICS AND EXPECTED TIMETABLE3
ITEM 3.KEY INFORMATION3
ITEM 4.INFORMATION ON THE COMPANY73
ITEM 4A.UNRESOLVED STAFF COMMENTS111
ITEM 5.OPERATING AND FINANCIAL REVIEW AND PROSPECTS112
ITEM 6.DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES126
ITEM 7.MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS136
ITEM 8.FINANCIAL INFORMATION139
ITEM 9.THE OFFER AND LISTING140
ITEM 10.ADDITIONAL INFORMATION140
ITEM 11.QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK156
ITEM 12.DESCRIPTION OF SECURITIES OTHER THAN EQUITY SECURITIES157
Part II158
ITEM 13.DEFAULTS, DIVIDEND ARREARAGES AND DELINQUENCIES158
ITEM 14.MATERIAL MODIFICATIONS TO THE RIGHTS OF SECURITY HOLDERS AND USE OF PROCEEDS158
ITEM 15.CONTROLS AND PROCEDURES158
ITEM 16A.AUDIT COMMITTEE FINANCIAL EXPERT159
ITEM 16B.CODE OF ETHICS159
ITEM 16C.PRINCIPAL ACCOUNTANT FEES AND SERVICES159
ITEM 16D.EXEMPTIONS FROM THE LISTING STANDARDS FOR AUDIT COMMITTEES159
ITEM 16E.PURCHASES OF EQUITY SECURITIES BY THE ISSUER AND AFFILIATED PURCHASERS159
ITEM 16F.CHANGE IN REGISTRANT’S CERTIFYING ACCOUNTANT160
ITEM 16G.CORPORATE GOVERNANCE160
ITEM 16H.MINE SAFETY DISCLOSURE161
ITEM 16I.DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS161
ITEM 16J.INSIDER TRADING POLICIES161
ITEM 16K.CYBERSECURITY161
PART III163
ITEM 17.FINANCIAL STATEMENTS163
ITEM 18.FINANCIAL STATEMENTS163
ITEM 19.EXHIBITS163
SIGNATURES167

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The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.