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( Mark One ) ☐ ☑ ☐ ☐ UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington , D.C. 20549 FORM 20 - F REGISTRATION STATEMENT PURSUANT TO SECTION 12 ( b ) OR ( 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 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 : 001-38423 Title of each class Sunlands Technology Group ( 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 ) Building 4-6 , Chaolai Science Park , No. 36 Chuangyuan Road , Chaoyang District Beijing , 100012 , the People's Republic of China ( Address of principal executive offices ) Lv Lu , Chief Financial Officer Building 4-6 , Chaolai Science Park , No. 36 Chuangyuan Road , Chaoyang District , Beijing , 100012 , the People's Republic of China + 86-10-52413738 E - mail : lvlu@sunlands.com ( Name , Telephone , E - mail and / or Facsimile number and Address of Company Contact Person ) Securities registered or to be registered pursuant to Section 12 ( b ) of the Act : Trading Symbols STG American depositary shares , each 25 ADS represent one Class A ordinary share Class A ordinary shares , par value US $ 0.00005 per share * * Not for trading , but only in connection with the listing of the American depositary shares on the New York Stock Exchange . Securities registered or to be registered pursuant to Section 12 ( g ) of the Act : Name of each exchange on which registered The New York Stock Exchange [ 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 . 6,729,197 ordinary shares , comprised of ( i ) 1,792,560 Class A ordinary shares , par value $ 0.00005 per share ; ( ii ) 826,389 Class B ordinary shares , par value $ 0.00005 per share and ( iii ) 4,110,248 Class C ordinary shares , par value $ 0.00005 per share , as of December 31 , 2020 . Indicate by check mark if the registrant is a well - known seasoned issuer , as defined in Rule 405 of the Securities Act . Yes No ☑ No ☑ 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. Yes Note - Checking the box above will not relieve any registrant required to file reports pursuant to Section 13 or 15 ( d ) of the Securities Exchange Act of 1934 from their obligations under those Sections . 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 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 ☑ 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 , " " large accelerated filer , " and " emerging growth company " in Rule 12b - 2 of the Exchange Act . ( Check one ) : Large accelerated filer ☐ Accelerated filer 冈 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 . Indicate by check mark which basis of accounting the registrant has used to prepare the financial statements included in this filing : U.S. GAAP International Financial Reporting Standards as issued by 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 ) . Yes APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PAST FIVE YEARS No ☑ Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Section 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 ◎