Agora Inc.

10/15/2026 | Press release | Distributed by Public on 10/15/2026 04:57

Statement of Changes in Beneficial Ownership (Form 4)

FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
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(Print or Type Responses)
1. Name and Address of Reporting Person *
Zhao Bin
2. Issuer Name and Ticker or Trading Symbol
Agora, Inc. [API]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chief Executive Officer
(Last) (First) (Middle)
2804 MISSION COLLEGE BLVD
3. Date of Earliest Transaction (Month/Day/Year)
10/12/2026
(Street)
SANTA CLARA, CA 9505
4. If Amendment, Date Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
ADS(1) 10/12/2026 P(2) 8,937 A $4.1117(3) 2,133,928 I by YY TZ LIMITED(4)
ADS(1) 10/13/2026 P(2) 5,438 A $4.2048(5) 2,139,366 I By YY TZ LIMITED(4)
ADS(1) 10/14/2026 P(2) 9,757 A $4.2953(6) 2,149,123 I by YY TZ LIMITED(4)
Class A Ordinary Share, par value $0.0001 7,267,029 I by YY TZ LIMITED(4)
Class B Ordinary Share, par value $0.0001 76,179,938 I by Much ado Limited(7)
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. SEC 1474 (9-02)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Zhao Bin
2804 MISSION COLLEGE BLVD
SANTA CLARA, CA 9505
X Chief Executive Officer

Signatures

BIN ZHAO 10/14/2026
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) One ADS represents four Class A Ordinary Shares, par value $0.0001 per share
(2) The transactions reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by YY TZ Limited on June 15, 2026.
(3) The price reported in Column 4 is a weighted average price. These ADSs were purchased in multiple transactions at prices ranging from $4.0400 to $4.1300, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the SEC, upon request, full information regarding the number of ADSs purchased at each separate price within the range.
(4) The reporting person is the sole director of YY TZ Limited and, as such, has discretionary authority to vote and dispose of the shares held by YY TZ Limited in Agora, Inc.
(5) The price reported in Column 4 is a weighted average price. These ADSs were purchased in multiple transactions at prices ranging from $4.0900 to $4.3000, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the SEC, upon request, full information regarding the number of ADSs purchased at each separate price within the range.
(6) The price reported in Column 4 is a weighted average price. These ADSs were purchased in multiple transactions at prices ranging from $4.2200 to $4.3300, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the SEC, upon request, full information regarding the number of ADSs purchased at each separate price within the range.
(7) The reporting person is the sole director of Much ado Limited and, as such, has discretionary authority to vote and dispose of the shares held by Much ado Limited in Agora, Inc.
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.
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