6-K
Four Seasons Education (Cayman) Inc. (FEDU)
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 2025
Commission File Number: 001-38264
Four Seasons Education (Cayman) Inc.
Room1301, Zi’an Building, 309 Yuyuan Road, Jing’an District, Shanghai
PRC 200040
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
| Form 20-F | Form 40-F |
|---|
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):
EXHIBIT INDEX
| Exhibit No. | Description |
|---|---|
| Exhibit 99.1 | Press Release: Four Seasons Education Reports First Half of Fiscal Year 2026 Unaudited Financial Results |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| Four Seasons Education (Cayman) Inc. | |
|---|---|
| By: | /s/ Yi Zuo |
| Name: | Yi Zuo |
| Title: | Director and Chief Executive Officer |
Date: December 2, 2025
EX-99.1
Exhibit 99.1
Four Seasons Education Reports First Half of Fiscal Year 2026 Unaudited Financial Results
SHANGHAI, December 2, 2025 (PRNewswire) – Four Seasons Education (Cayman) Inc. (“Four Seasons Education” or the “Company”) (NYSE: FEDU), a tourism and education-related service provider in China, today announced its unaudited financial results for the first half of fiscal year 2026, ended August 31, 2025.
Financial and Operational Highlights for the First Half of Fiscal Year 2026
- Revenue increased by 7.9% to RMB145.3 million (US$20.4 million), compared with RMB134.7 million in the same period of last year.
- Gross profit increased by 30.9% to RMB38.8 million (US$5.4 million) from RMB29.7 million in the same period of last year.
- Operating income was RMB9.2 million (US$1.3 million), compared with an operating loss of RMB5.7 million in the same period of last year.
- Adjusted operating income(1) (non-GAAP) was RMB9.8 million (US$1.4 million), compared with an adjusted operating loss of RMB1.6 million in the same period of last year.
- Net income was RMB12.4 million (US$1.7 million), compared with RMB3.0 million in the same period of last year.
- Adjusted net income(2) (non-GAAP) was RMB13.7 million (US$1.9 million), compared with RMB2.1 million in the same period of last year.
- Basic and diluted net income per American Depositary Share (“ADS”) were RMB4.53 (US$0.63) and RMB4.48 (US$0.63), respectively, compared with both RMB0.98 in the same period of last year. Each ADS represents ten ordinary shares.
- Adjusted basic and diluted net income per ADS(3) (non-GAAP) were RMB5.11 (US$0.71) and RMB5.05 (US$0.71), respectively, compared with both RMB0.54 in the same period of last year.
(1) Adjusted operating income is defined as operating income/loss excluding share-based compensation expenses.
(2) Adjusted net income is defined as net income excluding share-based compensation expenses and unrealized holding gain (loss) in investments.
(3) Adjusted basic/diluted net income per ADS is defined as basic/diluted net income per ADS excluding share-based compensation expenses per ADS and unrealized holding gain (loss) in investments per ADS.
For more information on these adjusted financial measures, please see the section captioned under "About Non-GAAP Financial Measures" and the tables captioned "Reconciliation of GAAP and non-GAAP Results" set forth at the end of this release.
Ms. Yi (Joanne) Zuo, Chief Executive Officer and Director of Four Seasons Education, said, "We sustained our solid growth momentum for the six months ended August 31, 2025, with total revenue reaching RMB145.3 million, up 7.9% year-over-year. Owing to a healthy product mix and ongoing efficiency gains, we also maintained our strong upward profitability trajectory, including a significant improvement in gross profit margin from 22.0% in the first half of fiscal year 2025 to 26.7% in the first half of fiscal year 2026 and a significant improve in gross profit from RMB29.7 million in the first half of fiscal year 2025 to RMB38.8 million in the first half of fiscal year 2026. This contributed to our net income climbing to RMB12.4 million, a 313.9% increase year-over-year.”
“Our enrichment learning programs continued to progress steadily as we prioritized high-quality learning experiences for learners of all ages, recording significant revenue growth for the six months ended August 31, 2025. Moving forward, we will prudently expand the enrichment learning business, strategically scaling our capacity in lockstep with market demand to ensure sustainable growth. Meanwhile, we are tilting our tourism product portfolio towards higher-margin, value-added offerings, to establish a more resilient and sustainable business model for this segment. ”
“Our relentless focus on operational efficiency, strategic execution, and diverse service and product portfolios positions us well to drive profitable growth. We are confident our profitable premium services and disciplined expansion into new, compliant markets will boost our long-term competitiveness and create lasting value for all stakeholders.”
First Half Fiscal Year 2026 Financial Results
Revenue increased by 7.9% to RMB145.3 million (US$20.4 million) in the first half of fiscal year 2026, from RMB134.7 million in the same period of last year, mainly driven by the growth in the Company’s enrichment learning business due to the business expansion effort.
Cost of revenue was RMB106.5 million (US$14.9 million) in the first half of fiscal year 2026, compared with RMB105.0 million in the same period of last year, mainly due to the increase in staff cost of the Company’s enrichment learning business.
Gross profit was RMB38.8 million (US$5.4 million) in the first half of fiscal year 2026, compared with RMB29.7 million in the same period of last year. The increase of gross profit is mainly driven by the growth in the Company’s enrichment learning business which has higher gross profit ratio.
General and administrative expenses decreased by 10.7% to RMB24.3 million (US$3.4 million) in the first half of fiscal year 2026 from RMB27.2 million in the same period of last year, mainly attributable to the decrease in share-based compensation expenses primarily caused by the repricing of share options in prior year.
Sales and marketing expenses decreased by 34.3% to RMB5.3 million (US$0.7 million) in the first half of fiscal year 2026 from RMB8.1 million in the same period of last year, mainly due to the decrease in advertising activities.
Operating income was RMB9.2 million (US$1.3 million) in the first half of fiscal year 2026, compared with an operating loss of RMB5.7 million in the same period of last year. Adjusted operating income(1) (non-GAAP), which is calculated as operating income/loss excluding share-based compensation expenses, was RMB9.8 million (US$1.4 million) in the first half of fiscal year 2026, compared with an adjusted operating loss of RMB1.6 million in the same period of last year.
Interest income, net was RMB3.1 million (US$0.4 million) in the first half of fiscal year 2026, compared with RMB7.5 million in the same period of last year, mainly due to interest expenses are no longer capitalized but expensed since the construction in progress of study camps in Wuyuan, Jiangxi are completed in the fiscal year 2025.
Income tax expense was RMB1.0 million (US$0.1 million) in the first half of fiscal year 2026, compared with RMB3.5 million in the same period of last year, primarily attributable to an increase in the income which is not subject to taxation, resulting in a decrease in income tax compared to the same period last year.
Net income was RMB12.4 million (US$1.7 million) in the first half of fiscal year 2026, compared with RMB3.0 million in the same period of last year. Adjusted net income(2) (non-GAAP), which is calculated as net income excluding share-based compensation expenses and unrealized holding gain (loss) in investments, was RMB13.7 million (US$1.9 million), compared with RMB2.1 million in the same period of last year.
Basic and diluted net income per ADS in the first half of fiscal year 2026 were RMB4.53 (US$0.63) and RMB4.48 (US$0.63), respectively, compared with both RMB0.98 in the same period of last year. Adjusted basic and diluted net income per ADS(3) (non-GAAP) in the first half of fiscal year 2026 were RMB5.11 (US$0.71) and RMB5.05 (US$0.71), respectively, compared with both RMB0.54 in the same period of last year.
Cash and cash equivalents, short-term investments, and short-term investments under fair value. As of August 31, 2025, the Company had cash and cash equivalents, short-term investments, and short-term investments under fair value of RMB213.1 million (US$29.9 million), compared with RMB262.6 million as of February 28, 2025.
Long-term investment under fair value (including current portion). As of August 31, 2025, the Company had long-term investment under fair value (including current portion) of RMB157.9 million (US$22.1 million), compared with RMB103.2 million as of February 28, 2025.
Conference Call
The Company's management will host an earnings conference call at 8:00 AM U.S. Eastern Time on December 2, 2025 (9:00 PM Beijing/Hong Kong time on December 2, 2025)
Dial-in details for the earnings conference call are as follows:
| United States (toll free): | 1-888-346-8982 |
|---|---|
| International: | 1-412-902-4272 |
| Hong Kong, China (toll free): | 800-905-945 |
| Hong Kong, China: | 852-3018-4992 |
| Mainland China (toll free): | 400-120-1203 |
Participants should dial-in at least 5 minutes before the scheduled start time and ask to be connected to the call for "Four Seasons Education."
Additionally, a live and archived webcast of the conference call will be available on the Company's investor relations website at https://ir.sijiedu.com.
A replay of the conference call will be accessible approximately one hour after the conclusion of the live call until December 9, 2025, by dialing the following telephone numbers:
| United States (toll free): | 1-855-669-9658 |
|---|---|
| International: | 1-412-317-0088 |
| Replay Access Code: | 9942703 |
About Four Seasons Education (Cayman) Inc.
Four Seasons Education (Cayman) Inc. is a service provider of both tourism and education-related services in China. The Company's program, service and product offerings mainly consist of enrichment learning programs, school-based tutoring product solutions and training programs for teachers, study camps and learning trips for students, and travel agency services for all age groups. For more information, please visit https://ir.sijiedu.com.
About Non-GAAP Financial Measures
In evaluating the Company’s business, the Company considers and uses certain non-GAAP measures, including primarily adjusted operating income/loss, adjusted net income/loss and adjusted basic and diluted net income/loss per ADS, as supplemental measures to review and assess the Company’s operating performance. Adjusted operating income/loss is defined as operating income/loss excluding share-based compensation expenses. Adjusted net income/loss is defined as net income/loss excluding share-based compensation expenses and unrealized holding gain/loss in investments (net of tax effect). Adjusted basic/ diluted net income/loss per ADS is defined as basic/diluted net income/loss per ADS excluding share-based compensation expenses per ADS and unrealized holding gain/loss in investments per ADS. The presentation of these non-GAAP financial measures is not intended to be considered in isolation or as a substitute for the financial information prepared and presented in accordance with U.S. GAAP.
The Company believes that these non-GAAP financial measures provide meaningful supplemental information regarding its performance and liquidity by excluding share-based expenses, unrealized holding gain/loss in investments and impairment loss on intangible assets and goodwill (where applicable) that may not be indicative of the Company’s operating performance from a cash perspective. The Company believes that both management and investors benefit from these non-GAAP financial measures in assessing its performance and when planning and forecasting future periods. These non-GAAP financial measures also facilitate management’s internal comparisons to the Company’s historical performance and liquidity. The Company also believes these non-GAAP financial measures are useful to investors in allowing for greater transparency with respect to supplemental information used by management in the Company’s financial and operational decision making. A limitation of using non-GAAP measures is that these non-GAAP measures exclude share-based compensation charges and unrealized holding gain/loss in investments (where applicable) that have been and will continue to be for the foreseeable future a significant recurring expense in the Company’s business. The Company compensates for these limitations by providing specific information regarding the GAAP amounts excluded from each non-GAAP measure. The accompanying tables have more details on the reconciliations between GAAP financial measures that are most directly comparable to non-GAAP financial measures.
Exchange Rate Information
This announcement contains translations of certain RMB amounts into U.S. dollars at a specified rate solely for the convenience of the reader. Unless otherwise noted, all translations from RMB to U.S. dollars are made at a rate of RMB7.1304 to US$1.00, the rate set forth in the H.10 statistical release of the U.S. Federal Reserve Board on August 29, 2025.
Safe Harbor Statement
This press release contains statements of a forward-looking nature. These statements, including the statements relating to the Company’s future financial and operating results, are made under the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. You can identify these forward-looking statements by terminology such as “will,” “expects,” “believes,” “anticipates,” “intends,” “estimates” and similar statements. Among other things, management’s quotations and the Business Outlook section contain forward-looking statements. These forward-looking statements involve known and unknown risks and uncertainties and are based on current expectations, assumptions, estimates and projections about the Company and the industry. Potential risks and uncertainties include, but are not limited to, those relating to its ability to develop new learning products, services or activities, its ability to maintain and enhance the brand or reputation of its learning centers or study camps, PRC regulations and policies relating to the learning and travel services, learning technology and content solutions industries in China, general economic conditions in China, and the Company’s ability to meet the standards necessary to maintain listing of its ADSs on the NYSE or other stock exchange, including its ability to cure any non-compliance with the NYSE’s continued listing criteria. All information provided in this press release is as of the date hereof, and the Company undertakes no obligation to update any forward-looking statements to reflect subsequent occurring events or circumstances, or changes in its expectations, except as may be required by law. Although the Company believes that the expectations expressed in these forward-looking statements are reasonable, it cannot assure you that its expectations will turn out to be correct, and investors are cautioned that actual results may differ materially from the anticipated results. Further information regarding risks and uncertainties faced by the Company is included in the Company’s filings with the U.S. Securities and Exchange Commission, including its annual reports on Form 20-F.
For investor and media inquiries, please contact:
In China:
Four Seasons Education (Cayman) Inc.
Olivia Li
Tel: +86 (21) 6317-6177
E-mail: IR@fsesa.com
The Piacente Group, Inc.
Jenny Cai
Tel: +86-10-6508-0677
E-mail: fourseasons@tpg-ir.com
In the United States:
The Piacente Group, Inc.
Brandi Piacente
Tel: +1-212-481-2050
E-mail: fourseasons@tpg-ir.com
FOUR SEASONS EDUCATION (CAYMAN) INC. UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS (in thousands, except share data and per share data)
| As of | |||||
|---|---|---|---|---|---|
| February 28, | August 31, | August 31, | |||
| 2025 | 2025 | 2025 | |||
| RMB | RMB | ||||
| Current assets | |||||
| Cash and cash equivalents | 210,771 | 87,949 | |||
| Restricted cash, current | 496 | - | |||
| Accounts receivable, net | 2,048 | 2,854 | |||
| Other receivables, deposits and other assets, net | 24,890 | 29,066 | |||
| Amounts due from related parties | 3,331 | 3,681 | |||
| Short-term investments | 13,905 | 54,062 | |||
| Short-term investments under fair value | 37,953 | 71,087 | |||
| Long-term investments under fair value, current | 3,584 | 7,166 | |||
| Total current assets | 296,978 | 255,865 | |||
| Non-current assets | |||||
| Restricted cash, non-current | 128,028 | 126,771 | |||
| Property and equipment, net | 125,228 | 123,333 | |||
| Operating lease right-of-use assets | 40,185 | 36,006 | |||
| Intangible assets, net | 1,434 | 2,586 | |||
| Goodwill | 1,125 | 1,125 | |||
| Long-term investments, net | 36,000 | 45,000 | |||
| Long-term investment under fair value, non-current | 99,571 | 150,751 | |||
| Other non-current assets | 2,593 | 2,676 | |||
| Total non-current assets | 434,164 | 488,248 | |||
| TOTAL ASSETS | 731,142 | 744,113 | |||
| Current liabilities | |||||
| Accounts payable | 3,746 | 3,755 | |||
| Amounts due to related parties | 5,256 | 5,256 | |||
| Accrued expenses and other current liabilities | 71,888 | 75,106 | |||
| Operating lease liabilities, current | 7,895 | 6,571 | |||
| Income tax payable | 18,859 | 19,735 | |||
| Deferred revenue | 27,941 | 30,244 | |||
| Long-term borrowings, current | - | 4,124 | |||
| Total current liabilities | 135,585 | 144,791 |
All values are in US Dollars.
FOUR SEASONS EDUCATION (CAYMAN) INC. UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS (CONTINUED) (in thousands, except share data and per share data)
| As of | |||||
|---|---|---|---|---|---|
| February 28, | August 31, | August 31, | |||
| 2025 | 2025 | 2025 | |||
| RMB | RMB | ||||
| Non-current liabilities | |||||
| Long-term borrowings | 82,134 | 78,353 | |||
| Operating lease liabilities, non-current | 8,270 | 5,733 | |||
| Total non-current liabilities | 90,404 | 84,086 | |||
| TOTAL LIABILITIES | 225,989 | 228,877 | |||
| EQUITY | |||||
| Total equity | 505,153 | 515,236 | |||
| TOTAL LIABILITIES AND EQUITY | 731,142 | 744,113 |
All values are in US Dollars.
FOUR SEASONS EDUCATION (CAYMAN) INC. UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (in thousands, except share data and per share data)
| Six Months Ended August 31, | ||||||||
|---|---|---|---|---|---|---|---|---|
| 2024 | 2025 | 2025 | ||||||
| RMB | RMB | |||||||
| Revenue | ||||||||
| -- Revenue from third parties | 134,376 | 145,285 | ||||||
| -- Revenue from related parties | 303 | 14 | ||||||
| Total revenue | 134,679 | 145,299 | ||||||
| Cost of revenue | ||||||||
| -- Cost of revenue from third parties | (101,240 | ) | (106,466 | ) | ) | |||
| -- Cost of revenue from related parties | (3,783 | ) | - | |||||
| Gross profit | 29,656 | 38,833 | ||||||
| General and administrative expenses | (27,187 | ) | (24,275 | ) | ) | |||
| Sales and marketing expenses | (8,130 | ) | (5,342 | ) | ) | |||
| Operating (loss) income | (5,661 | ) | 9,216 | |||||
| Subsidy income | 596 | 170 | ||||||
| Interest income, net | 7,484 | 3,060 | ||||||
| Realized holding (loss) gain in investments | (635 | ) | 3,312 | |||||
| Unrealized holding gain (loss) in investments | 5,017 | (760 | ) | ) | ||||
| Investment income | - | 1,064 | ||||||
| Other expense, net | (343 | ) | (2,572 | ) | ) | |||
| Income before income taxes | 6,458 | 13,490 | ||||||
| Income tax expense | (3,451 | ) | (1,043 | ) | ) | |||
| Net income | 3,007 | 12,447 | ||||||
| Less: Net income attributable to non-controlling interest | 928 | 2,212 | ||||||
| Net income attributable to Four Seasons Education (Cayman) Inc. | 2,079 | 10,235 | ||||||
| Net income per ordinary share: | ||||||||
| Basic | 0.10 | 0.45 | ||||||
| Diluted | 0.10 | 0.45 | ||||||
| Weighted average shares used in calculating net income per ordinary share: | ||||||||
| Basic | 21,189,440 | 22,603,604 | ||||||
| Diluted | 21,234,983 | 22,832,293 |
All values are in US Dollars.
FOUR SEASONS EDUCATION (CAYMAN) INC. UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (in thousands, except share data and per share data)
| Six Months Ended August 31, | |||||||
|---|---|---|---|---|---|---|---|
| 2024 | 2025 | 2025 | |||||
| RMB | RMB | ||||||
| Net income | 3,007 | 12,447 | |||||
| Other comprehensive income (loss), net of tax of nil | |||||||
| Foreign currency translation adjustments | 508 | (3,785 | ) | ) | |||
| Comprehensive income | 3,515 | 8,662 | |||||
| Less: Comprehensive income attributable to non-controlling interest | 928 | 2,212 | |||||
| Comprehensive income attributable to Four Seasons Education (Cayman) Inc. | 2,587 | 6,450 |
All values are in US Dollars.
FOUR SEASONS EDUCATION (CAYMAN) INC. RECONCILIATION OF GAAP AND NON-GAAP RESULTS (in thousands, except share data and per share data)
| Six Months Ended August 31, | ||||||
|---|---|---|---|---|---|---|
| 2024 | 2025 | 2025 | ||||
| RMB | RMB | |||||
| Operating (loss) income | (5,661 | ) | 9,216 | |||
| Add: share-based compensation expenses | 4,086 | 542 | ||||
| Adjusted operating (loss) income (non-GAAP) | (1,575 | ) | 9,758 | |||
| Net income | 3,007 | 12,447 | ||||
| Add: share-based compensation expenses (net of tax effect of nil) | 4,086 | 542 | ||||
| Add: unrealized holding (gain) loss in investments (net of tax effect of nil) | (5,017 | ) | 760 | |||
| Adjusted net income (non-GAAP) | 2,076 | 13,749 | ||||
| Basic net income per ADS | 0.98 | 4.53 | ||||
| Add: share-based compensation expenses per ADS | 1.93 | 0.24 | ||||
| Add: unrealized holding (gain) loss in investments per ADS | (2.37 | ) | 0.34 | |||
| Adjusted basic net income per ADS (non-GAAP) | 0.54 | 5.11 | ||||
| Diluted net income per ADS | 0.98 | 4.48 | ||||
| Add: share-based compensation expenses per ADS | 1.92 | 0.24 | ||||
| Add: unrealized holding (gain) loss in investments per ADS | (2.36 | ) | 0.33 | |||
| Adjusted diluted net income per ADS (non-GAAP) | 0.54 | 5.05 | ||||
| Weighted average ADSs used in calculating earnings per ADS | ||||||
| Basic | 2,118,944 | 2,260,360 | ||||
| Diluted | 2,123,498 | 2,283,229 |
All values are in US Dollars.