STOCK TITAN
  1. Home
  2. Sec-filings
  3. BGL
  4. [6-K] Blue Gold Ltd Current Report (Foreign Issuer)

Blue Gold Limited (Nasdaq: BGL) gains shareholder approval for reverse split plan

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
6-K

Rhea-AI Filing Summary

Blue Gold Limited shareholders approved key governance measures at extraordinary and annual meetings held on July 24, 2026. At the Extraordinary General Meeting, 25,123,131 votes, representing approximately 58.019% of votes exercisable as of July 7, 2026, were represented in person or by proxy.

Shareholders authorized a reverse stock split of all authorized shares at a ratio of not less than 1:2 and not more than 1:200, with the Board empowered to select the final ratio and implement it at any time before the first anniversary of the meeting. Related amendments to the Memorandum and Articles of Association were also approved. At the Annual General Meeting, with 21,977,873 votes present (53.818% of exercisable votes as of May 27, 2026), shareholders re-elected Candice Beaumont as a Class I director to serve until the 2029 annual general meeting or earlier in accordance with the articles. The company states that the authorization provides the Board with flexibility as it executes its strategy and seeks to maintain its Nasdaq listing.

Positive

  • None.

Negative

  • None.
Extraordinary Meeting votes represented 25,123,131 votes Approximately 58.019% of votes exercisable as of July 7, 2026
Reverse stock split ratio range Not less than 1:2 and not more than 1:200 Consolidation range for all authorized shares approved by shareholders
Proposal 1 support 24,958,643 votes (99.351%) For Ordinary resolution approving the reverse stock split
Proposal 2 support 24,964,312 votes (99.379%) For Special resolution amending Memorandum and Articles of Association
Annual Meeting votes represented 21,977,873 votes Approximately 53.818% of votes exercisable as of May 27, 2026
Director re-election support 15,531,751 votes (85.985%) For Re-election of Candice Beaumont as Class I director
Extraordinary Meeting authorization period Up to first anniversary of July 24, 2026 Timeframe in which the Board may implement the reverse stock split
reverse stock split financial
"Shareholders voted to approve and adopt a reverse stock split by consolidating all of the Company’s authorized shares"
A reverse stock split reduces a company's number of outstanding shares while raising the price per share proportionally, so the total value of each investor's holding is unchanged; a 1-for-10 split turns 100 shares worth $1 each into 10 shares worth $10 each. Companies often do this to regain compliance with an exchange's minimum price rule or to attract investors who avoid very low-priced stocks.
Memorandum and Articles of Association regulatory
"The Company’s Memorandum and Articles of Association be amended and restated to reflect the Reverse Stock Split"
Memorandum and articles of association are the founding legal documents of a company: the memorandum sets out the company’s basic purpose and scope, while the articles act as its internal rulebook detailing how the company is run, who has what powers, and how decisions are made. For investors these documents matter because they define ownership rights, voting rules, limits on activities, and procedures for major changes—like a contract and rulebook that determine how their investment can be used and protected.
ordinary resolution regulatory
"The resolution was passed as an ordinary resolution"
An ordinary resolution is a decision made by shareholders at a company meeting that is approved when more than half of the votes cast are in favor. Think of it like a household vote where a majority decides routine matters — it covers everyday corporate actions such as approving directors, routine policy changes, or distributions, and matters to investors because these majority-approved choices shape governance, management authority, and the company’s near-term direction.
special resolution regulatory
"The resolution was passed as a special resolution"
A special resolution is a formal shareholder vote that requires a higher-than-normal majority—typically around three-quarters—to approve major corporate changes, such as altering the company’s governing rules, selling the business, or winding it up. It matters to investors because it signals decisive, potentially value-altering actions that cannot be passed by a simple majority; think of it as needing extra votes to change the rules of a club, so minority interests are harder to override.
tokenised form technical
"sell the gold directly to end customers in tokenised form"

AI-generated analysis. How Rhea-AI works. Not financial advice.

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google
Add on Google
Form 6-K: How Foreign Companies Report to the SEC →

FAQ

What reverse stock split did Blue Gold Limited (BGL) shareholders authorize?
Shareholders authorized a reverse stock split consolidating all authorized shares at a ratio of not less than 1:2 and not more than 1:200. The Board may choose the final ratio and timing within one year of the July 24, 2026 meeting.

How strong was shareholder support at BGL’s Extraordinary General Meeting?
For the reverse stock split, shareholders cast 24,958,643 votes (99.351%) in favor and 163,119 (0.649%) against. For the related charter amendment, support was 24,964,312 votes (99.379%) in favor and 155,933 (0.621%) against.

What changes to Blue Gold Limited (BGL) governing documents were approved?
Shareholders approved amendments to the Memorandum and Articles of Association to reflect the reverse stock split, including a corresponding increase in par value per share and proportionate reduction in authorized shares, with adjustments to match the final consolidation ratio selected by the Board.

What was decided at Blue Gold Limited’s 2026 Annual General Meeting (BGL)?
At the Annual General Meeting, shareholders re-elected Candice Beaumont as a Class I director. She will serve until the 2029 annual general meeting, or until a successor is elected and qualified or earlier termination in line with the company’s articles of association.

What quorum levels were reached at Blue Gold Limited’s 2026 shareholder meetings (BGL)?
The Extraordinary General Meeting had 25,123,131 votes present, about 58.019% of exercisable votes as of July 7, 2026. The Annual General Meeting had 21,977,873 votes present, about 53.818% of exercisable votes as of May 27, 2026.

 

 

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 2026

 

Commission File Number 001-42717

 

 

 

Blue Gold Limited
(Translation of registrant’s name into English)

 

 

 

94 Solaris Avenue
Camana Bay
PO Box 1348
Grand Cayman KY1-1108
Cayman Islands
(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 ☐

 

 

 

 

 

 

INFORMATION CONTAINED IN THIS REPORT

 

Extraordinary General Meeting Results

 

Blue Gold Limited (the “Company”) held an extraordinary general meeting of the Company at 10:00 a.m. EDT on July 24, 2026 (the “Extraordinary Meeting”). A total of 25,123,131 votes, representing approximately 58.019% of the votes exercisable as of July 7, 2026, the record date for the Extraordinary Meeting, were present in person or by proxy. The matters submitted to a vote at the Extraordinary Meeting and the voting results of such matters are as follows:

 

Proposal 1

 

The Reverse Stock Split

 

Shareholders voted to approve and adopt a reverse stock split by consolidating all of the Company’s authorized shares (including all authorized Class A ordinary shares of par value US$0.0001 each and all authorized preferred shares of par value US$0.0001 each) at a consolidation ratio of not less than one-for-two (1:2) and not more than one-for-two hundred (1:200), with the Company’s Board of Directors (the “Board”) authorized to determine the final ratio and to implement such reverse stock split in their sole discretion at any time prior to the first anniversary of the Extraordinary Meeting (the “Reverse Stock Split”). The resolution was passed as an ordinary resolution. The voting results were as follows:

 

   Votes   % of
Votes Cast		 
For   24,958,643    99.351%
Against   163,119    0.649%
Abstain(1)   1,369    N/A 
Total Votes Cast   25,121,762    100.000%

 

(1)Abstentions are counted for purposes of establishing quorum but are not counted in determining the outcome of a proposal.

 

Proposal 2

 

The Company’s Memorandum and Articles of Association be amended and restated to reflect the Reverse Stock Split

 

Shareholders voted to approve an amendment to the Company’s Memorandum and Articles of Association to reflect the Reverse Stock Split, including to reflect the corresponding increase in the par value of each authorized share and the proportionate reduction in the number of authorized shares of the Company resulting from the Reverse Stock Split, substantially in the form set forth in Appendix A to the proxy statement, with the Board authorized to make such changes as may be necessary or appropriate to reflect the final consolidation ratio determined by the Board. The resolution was passed as a special resolution. The voting results were as follows:

 

   Votes   % of
Votes Cast		 
For   24,964,312    99.379%
Against   155,933    0.621%
Abstain(1)   2,886    N/A 
Total Votes Cast   25,120,245    100.000%

 

(1)Abstentions are counted for purposes of establishing quorum but are not counted in determining the outcome of a proposal.

 

Both proposals received the requisite number of votes for approval in accordance with the Company’s articles of association and were duly approved.

 

The Company issued a press release, attached hereto as Exhibit 99.1, announcing the results of the Extraordinary Meeting.

 

1

 

 

Annual General Meeting Results

 

The Company held an annual general meeting of the Company at 11:00 a.m. EDT on July 24, 2026 (the “Annual Meeting”). A total of 21,977,873 votes, representing approximately 53.818% of the votes exercisable as of May 27, 2026, the record date for the Annual Meeting, were present in person or by proxy. The matter submitted to a vote at the Annual Meeting and the voting results of such matter are as follows:

 

Proposal 1

 

The Re-election of a Director

 

Shareholders voted to approve and adopt the re-election of Candice Beaumont as a Class I director to serve until the Company’s 2029 annual general meeting or until her successor is duly elected and qualified or until her earlier death, resignation or removal in accordance with the Company’s articles of association The resolution was passed as an ordinary resolution. The voting results were as follows:

 

   Votes   % of
Votes Cast		 
For   15,531,751    85.985%
Against   2,531,537    14.015%
Abstain(1)   3,914,585    N/A 
Total Votes Cast   18,063,288    100.000%

 

(1)Abstentions are counted for purposes of establishing quorum but are not counted in determining the outcome of a proposal.

 

This proposal received the requisite number of votes for approval in accordance with the Company’s articles of association and was duly approved.

 

Forward-Looking Statements

 

This report contains forward-looking statements. Forward-looking statements can be identified by the use of words such as “may,” “should,” “expects,” “plans,” “anticipates,” “believes,” “estimates,” “predicts,” “intends,” “continue” or similar terminology. These statements reflect only current expectations and are not guarantees of future events. These statements are subject to risks and uncertainties, detailed in the Company’s United States Securities and Exchange Commission filings, that could cause actual results and events to differ materially from those contained in the forward-looking statements. These forward-looking statements speak only as of the date on which the statements were made. The Company undertakes no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise.

 

EXHIBIT INDEX

 

Exhibit No.   Description
99.1   Press Release, dated July 27, 2026

 

2

 

 

SIGNATURES

 

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.

 

Date: July 27, 2026

 

  BLUE GOLD LIMITED
   
  By:  /s/ Andrew Cavaghan
    Andrew Cavaghan
    Chief Executive Officer

 

3

 

Exhibit 99.1

 

 

 

Blue Gold Shareholders Approve Extraordinary General Meeting Resolutions

 

NEW YORK, NY, July 27, 2026 /PRNewswire/ — Blue Gold Limited (Nasdaq: BGL) (Nasdaq: BGLWW) (“Blue Gold” or the “Company”), a gold mining company with the infrastructure to deliver gold from mine-to-wallet, today announced that shareholders approved all resolutions presented at the Extraordinary General Meeting held on July 24, 2026.

 

“We appreciate the support of our shareholders in approving these resolutions,” commented Andrew Cavaghan, CEO of Blue Gold. “The authorization provides the Board with an important governance tool that preserves flexibility as we continue executing our strategy to build a diversified, cash-flow-generating gold mining business while maintaining our Nasdaq listing.”

 

The resolutions authorize the Board of Directors, in its discretion, to implement a share consolidation and make the corresponding amendments to the Company’s Memorandum and Articles of Association, should the Board determine such actions are appropriate. The authorization provides the Board with flexibility to act within the approved timeframe based on market conditions and the best interests of the Company and its shareholders.

 

About Blue Gold Limited

 

Blue Gold Limited (Nasdaq: BGL) (Nasdaq: BGLWW) is gold mining company with the infrastructure to deliver gold from mine-to-wallet. The Company’s mission is to explore, develop and operate high quality mining projects while leveraging modern technologies to sell the gold directly to end customers in tokenised form. Blue Gold prioritizes growth, sustainable development, and transparency in all its business practices. We believe that our commitment to responsible mining will enable us to create value for our shareholders while minimizing our environmental footprint.



 

Forward-Looking Statements

 

This press release includes “forward-looking statements” within the meaning of the safe harbor for forward-looking statements provided by Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995. You are cautioned not to place undue reliance on these forward-looking statements, which are current only as of the date of this press release. Each of these forward-looking statements involves risks and uncertainties. Important factors that could cause actual results to differ materially from those discussed or implied in the forward-looking statements include, but are not limited to: general economic or political conditions; negative economic conditions that could impact Blue Gold Limited and the gold industry in general; reduction in demand for Blue Gold Limited’s products; changes in the markets that Blue Gold Limited targets; and any change in laws applicable to Blue Gold Limited or any regulatory or judicial interpretation. As a result, we cannot assure you that the forward-looking statements included in this press release will prove to be accurate or correct. These and other important factors and risks are discussed in Blue Gold Limited’s annual report on Form 20-F, filed with the U.S. Securities and Exchange Commission (the “SEC”) on April 29, 2026, and other filings with the SEC. In light of these risks, uncertainties, and assumptions, the future performance or events described in the forward-looking statements in this press release might not occur. Accordingly, you should not rely upon forward-looking statements as a prediction of actual results, and we do not assume any responsibility for the accuracy or completeness of any of these forward-looking statements. Except as required by applicable law, we do not undertake any obligation to, and will not, update any forward-looking statements, whether as a result of new information, future events, or otherwise. For more information regarding Blue Gold Limited, please visit https://bluegoldltd.com.

 

No Offer or Solicitation

 

This press release shall not constitute a solicitation of a proxy, consent, or authorization with respect to any securities. This press release shall also not constitute an offer to sell or the solicitation of an offer to buy any securities.

 

For Further Information Contact:

 

Dave Gentry

RedChip Companies, Inc.

1-800-REDCHIP (733-2447)

1-407-644-4256

BGL@redchip.com

 

Source: View Original Filing on SEC EDGAR

Filing Exhibits & Attachments

1 document

Press Releases