Bilibili (NASDAQ: BILI) details December 2025 share capital changes

Rhea-AI Filing Summary

Bilibili Inc. reported monthly changes in its share capital for December 2025.

Total authorised share capital remained at USD 1,000,000. Class Z WVR ordinary shares increased by 1,884,810 to 335,018,102 through exercises of share options, vesting and settlement of 884,810 restricted share units, and conversion of 1,000,000 Class Y shares into Class Z on 10 December 2025. Class Y WVR ordinary shares decreased by 1,000,000 to 79,700,010 from this conversion. No treasury shares were outstanding. The company also disclosed outstanding convertible senior notes, including USD 13,300,000 principal amount of December 2026 notes and USD 690,000,000 principal amount of 2030 notes, which are convertible into Class Z shares at stated conversion prices.

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 January 2026

Commission File Number: 001-38429

Bilibili Inc.

Building 3, Guozheng Center, No. 485 Zhengli Road

Yangpu District, Shanghai, 200433

People’s Republic of China

(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 ☐

Explanatory Note

We submitted with The Stock Exchange of Hong Kong Limited a monthly return form dated January 8, 2026 in relation to the movements in our authorized share capital and issued shares in December 2025, attached as Exhibit 99.1 to this current report on Form 6-K.

Exhibit Index

Exhibit 99.1 – Monthly Return with The Stock Exchange of Hong Kong Limited – Monthly Return for Equity Issuer and Hong Kong Depositary Receipts listed under Chapter 19B of the Exchange Listing Rules on Movements in Securities

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.

BILIBILI INC.
By:		/s/ Xin Fan
Name:		Xin Fan
Title:		Chief Financial Officer

Date: January 8, 2026

Exhibit 99.1

FF301

Monthly Return for Equity Issuer and Hong Kong Depositary Receipts listed under Chapter 19B of the Exchange Listing Rules on Movements in Securities

For the month ended:		31 December 2025		Status:		New Submission
To : Hong Kong Exchanges and Clearing Limited
Name of Issuer:		Bilibili Inc.
Date Submitted:		08 January 2026

I. Movements in Authorised / Registered Share Capital 

1. Class of shares

WVR ordinary shares

Type of shares

Other type (specify in description)

Listed on the Exchange (Note 1)

No

Stock code (if listed)

N/A

Description

Class Y

Number of authorised/registered shares

Par value

Authorised/registered share capital

Balance at close of preceding month

100,000,000

USD

0.0001

USD

10,000

Increase / decrease (-)

USD

Balance at close of the month

100,000,000

USD

0.0001

USD

10,000

2. Class of shares

WVR ordinary shares

Type of shares

Other type (specify in description)

Listed on the Exchange (Note 1)

Yes

Stock code (if listed)

09626

Description

Class Z

Number of authorised/registered shares

Par value

Authorised/registered share capital

Balance at close of preceding month

9,800,000,000

USD

0.0001

USD

980,000

Increase / decrease (-)

USD

Balance at close of the month

9,800,000,000

USD

0.0001

USD

980,000

3. Class of shares

Other class (specify in description)

Type of shares

Other type (specify in description)

Listed on the Exchange (Note 1)

No

Stock code (if listed)

N/A

Description

Undesignated

Page 1 of 11

FF301

Number of authorised/registered shares

Par value

Authorised/registered share capital

Balance at close of preceding month

100,000,000

USD

0.0001

USD

10,000

Increase / decrease (-)

USD

Balance at close of the month

100,000,000

USD

0.0001

USD

10,000

Total authorised/registered share capital at the end of the month:  USD        1,000,000     

Page 2 of 11

FF301

II. Movements in Issued Shares and/or Treasury Shares

1. Class of shares

WVR ordinary shares

Type of shares

Other type(specify in description)

Listed on the Exchange (Note 1)

No

Stock code (if listed)

N/A

Description

Class Y

		Number of issued shares  (excluding treasury shares)		Number of treasury shares		Total number of issued shares
Balance at close of preceding month		80,700,010		0		80,700,010
Increase / decrease (-)		-1,000,000		0
Balance at close of the month		79,700,010		0		79,700,010

2. Class of shares

WVR ordinary shares

Type of shares

Other type(specify in description)

Listed on the Exchange (Note 1)

Yes

Stock code (if listed)

09626

Description

Class Z

		Number of issued shares  (excluding treasury shares)		Number of treasury shares		Total number of issued shares
Balance at close of preceding month		333,043,836		0		333,043,836
Increase / decrease (-)		1,974,266		0
Balance at close of the month		335,018,102		0		335,018,102

Remarks:

The balance of Class Z ordinary shares excludes 6,115,998 Class Z ordinary shares issued and reserved for future issuance upon the exercise or vesting of awards granted under the Company’s share incentive plans.

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FF301

III. Details of Movements in Issued Shares and/or Treasury Shares

(A). Share Options (under Share Option Schemes of the Issuer)

1. Class of shares

WVR ordinary shares

Type of shares

Other type (Please specify)

Listed on the Exchange (Note 1)

Yes

Other type (Please specify)

Class Z

Stock code (if listed)

09626

Description

Particulars of share option scheme				Number of share options outstanding at  close of preceding month		Movement during the month										Number of share options outstanding at close of the month				Number of new shares issued during the month pursuant thereto (A1)		Number of treasury shares transferred out of treasury during the month pursuant thereto (A2)		Number of shares which may be issued or transferred out of treasury pursuant thereto as at close of the month		The total number of shares which may be issued or transferred out of treasury upon exercise of all share options to be granted under the scheme at close of the month
1).		2018 Share Incentive Plan - options		11,131,728		Exercised - new shares involved			-87,256							11,036,225				87,256		0		11,036,225
						Cancelled			-8,247
General Meeting approval date (if applicable)
2).		Global Share Incentive Plan - options		17,150		Exercised - new shares involved			-2,200							14,950				2,200		0		14,950
					General Meeting approval date (if applicable)

Increase in issued shares (excluding treasury shares):

89,456

WVR ordinary shares Class Z (AA1)

Decrease in treasury shares:

0

WVR ordinary shares Class Z (AA2)

Total funds raised during the month from exercise of options:

USD                   8.95

Remarks:

(1) No further options will be granted under the 2018 Share Incentive Plan (before its amendment and restatement at the annual general meeting of the Company held on June 28, 2024) or the Global Share Incentive Plan after October 3, 2022 (being the date on which the Company’s voluntary conversion of its secondary listing status to primary listing on the Stock Exchange became effective).

(2) On June 28, 2024, the shareholders of the Company approved the adoption of the Second Amended and Restated 2018 Share Incentive Plan. Any granted and unexercised options, and any granted and unvested awards under the 2018 Share Incentive Plan prior to the adoption date of the Second Amended and Restated 2018 Share Incentive Plan shall continue to be valid and exercisable and/or vested in accordance with the terms of the grant and the 2018 Share Incentive Plan. For details, please refer to the Company’s circular dated April 9, 2024 and announcement dated June 28, 2024. No options have been granted under the Second Amended and Restated 2018 Share Incentive Plan since its adoption.

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FF301

(B). Warrants to Issue Shares of the Issuer   Not applicable

(C). Convertibles (i.e. Convertible into Shares of the Issuer)  

1. Class of shares

WVR ordinary shares

Type of shares

Other type (Please specify)

Listed on the Exchange (Note 1)

Yes

Other type (Please specify)

Class Z

Stock code (if listed)

09626

Description

		Description of the Convertibles						Currency		Amount at close of preceding month		Movement during the month				Amount at close of the month		Number of new shares issued during the month pursuant thereto (C1)		Number of treasury shares transferred out of treasury during the month pursuant thereto (C2)		Number of shares which may be issued or transferred out of treasury pursuant thereto as at close of the month
		1).		April 2026 Notes - US$500 million convertible senior notes				USD		12,000						12,000		0		0		485
													Type of the Convertibles											Bond/Notes
		Stock code of the Convertibles (if listed on the Exchange) (Note 1)
		Subscription/Conversion price						USD         24.75
		General Meeting approval date (if applicable)
		2).		2027 Notes - US$800 million convertible senior notes				USD		26,000						26,000		0		0		640
													Type of the Convertibles											Bond/Notes
		Stock code of the Convertibles (if listed on the Exchange) (Note 1)
		Subscription/Conversion price						USD         40.73
		General Meeting approval date (if applicable)
		3).		December 2026 Notes - US$1,600 million convertible senior notes				USD		13,300,000						13,300,000		0		0		141,537
													Type of the Convertibles											Bond/Notes
		Stock code of the Convertibles (if listed on the Exchange) (Note 1)
		Subscription/Conversion price						USD         93.97
		General Meeting approval date (if applicable)
		4).		2030 Notes - US$690 million convertible senior notes				USD		690,000,000						690,000,000		0		0		29,100,561
		Type of the Convertibles						Bond/Notes

Page 5 of 11

FF301

Stock code of the Convertibles (if listed on the Exchange) (Note 1)
Subscription/Conversion price						HKD       185.63
General Meeting approval date (if applicable)						28 June 2024

Increase in issued shares (excluding treasury shares):

0

WVR ordinary shares Class Z (CC1)

Decrease in treasury shares:

0

WVR ordinary shares Class Z (CC2)

Remarks:

(1) The April 2026 Notes included a 30-day option exercised by the initial purchasers to purchase an additional US$70 million principal amount of the April 2026 Notes.

(2) The 2027 Notes included a 30-day option exercised by the initial purchasers to purchase an additional US$100 million principal amount of the 2027 Notes.

(3) The December 2026 Notes included a 30-day option exercised by the initial purchasers to purchase an additional US$200 million principal amount of the December 2026 Notes.

(4) The 2030 Notes included a 30-day option exercised by the initial purchasers to purchase an additional US$90 million principal amount of the 2030 Notes.

Page 6 of 11

FF301

(D). Any other Agreements or Arrangements to Issue Shares of the Issuer, including Options (other than Share Option Schemes)

1. Class of shares

WVR ordinary shares

Type of shares

Other type (Please specify)

Listed on the Exchange (Note 1)

Yes

Other type (Please specify)

Class Z

Stock code (if listed)

09626

Description

Description of other agreements or arrangements								General Meeting approval date (if applicable)		Number of new shares issued during the month pursuant thereto (D1)		Number of treasury shares transferred out of treasury during the month pursuant thereto (D2)		Number of shares which may be issued or transferred out of treasury pursuant thereto as at close of the month
1).		2018 Share Incentive Plan - restricted share units								846,710		0		9,031,751
2).		Second Amended and Restated 2018 Share Incentive Plan - restricted share units						28 June 2024		38,100		0		10,846,910
				Increase in issued shares (excluding treasury shares):						884,810		WVR ordinary shares Class Z (DD1)
				Decrease in treasury shares:						0		WVR ordinary shares Class Z (DD2)

Remarks:

(1) The amended 2018 Share Incentive Plan (before its amendment and restatement at the annual general meeting of the Company held on June 28, 2024) became effective on October 3, 2022 (being the date on which the Company’s voluntary conversion of its secondary listing status to primary listing on the Stock Exchange became effective). On June 28, 2024, the shareholders of the Company approved the adoption of the Second Amended and Restated 2018 Share Incentive Plan. Any granted and unexercised options, and any granted and unvested awards under the 2018 Share Incentive Plan prior to the adoption date of the Second Amended and Restated 2018 Share Incentive Plan shall continue to be valid and exercisable and/or vested in accordance with the terms of the grant and the 2018 Share Incentive Plan. For details, please refer to the Company’s circular dated April 9, 2024 and announcement dated June 28, 2024.

(2) As of the month ended December 31, 2025, 49,146 restricted share units have been cancelled and 846,710 restricted share units were vested and settled under the amended 2018 Share Incentive Plan. The vested restricted share units were settled using the Class Z ordinary shares issued and reserved for future issuance upon the exercise or vesting of awards granted under the Company’s share incentive plans.

(3) As of the month ended December 31, 2025, 59,742 restricted share units have been cancelled and 38,100 restricted share units were vested and settled under the Second Amended and Restated 2018 Share Incentive Plan. The vested restricted share units were settled using the Class Z ordinary shares issued and reserved for future issuance upon the exercise or vesting of awards granted under the Company’s share incentive plans.

(4) The Company granted 2,014,815 restricted share units under the Second Amended and Restated 2018 Share Incentive Plan on December 15, 2025. For details, please refer to the announcement of the Company dated December 15, 2025.

Page 7 of 11

FF301

(E). Other Movements in Issued Shares and/or Treasury Shares

1. Class of shares

WVR ordinary shares

Type of shares

Other type (Please specify)

Listed on the Exchange (Note 1)

Yes

Other type (Please specify)

Class Z

Stock code (if listed)

09626

Description

Events

At price (if applicable)

Date of event (Note 2)

General Meeting approval date (if applicable)

Increase/ decrease (-) in issued shares (excluding treasury shares) during the month pursuant thereto (E1)

Increase/ decrease (-) in treasury shares during the month pursuant thereto (E2)

Number of shares redeemed or repurchased for cancellation but not yet cancelled as at close of the month (Note 3)

Currency

Amount

1).

Conversion of Class Y ordinary shares to Class Z ordinary shares

10 December 2025

1,000,000

0

2. Class of shares

WVR ordinary shares

Type of shares

Other type (Please specify)

Listed on the Exchange (Note 1)

No

Other type (Please specify)

Class Y

Stock code (if listed)

N/A

Description

Events

At price (if applicable)

Date of event (Note 2)

General Meeting approval date (if applicable)

Increase/ decrease (-) in issued shares (excluding treasury shares) during the month pursuant thereto (E1)

Increase/ decrease (-) in treasury shares during the month pursuant thereto (E2)

Number of shares redeemed or repurchased for cancellation but not yet cancelled as at close of the month (Note 3)

Currency

Amount

1).

Conversion of Class Y ordinary shares to Class Z ordinary shares

10 December 2025

-1,000,000

0

Increase/ decrease (-) in issued shares (excluding treasury shares):

1,000,000

WVR ordinary shares Class Z (EE1)

Increase/ decrease (-) in issued shares (excluding treasury shares):

-1,000,000

WVR ordinary shares Class Y (EE1)

Increase/ decrease (-) in treasury shares:

0

WVR ordinary shares Class Z (EE2)

Increase/ decrease (-) in treasury shares:

0

WVR ordinary shares Class Y (EE2)

		Total increase/ decrease (-) in issued shares (excluding treasury shares) during the month (i.e. Total of AA1 to EE1):		89,456		WVR ordinary shares Class Z
		Total increase/ decrease (-) in issued shares (excluding treasury shares) during the month (i.e. Total of AA1 to EE1):		1,884,810		WVR ordinary shares Class Z
		Total increase/ decrease (-) in issued shares (excluding treasury shares) during the month (i.e. Total of AA1 to EE1):		-1,000,000		WVR ordinary shares Class Y

Page 8 of 11

FF301

		Total increase/ decrease (-) in treasury shares during the month (i.e. Total of AA2 to EE2):		0		WVR ordinary shares Class Z
		Total increase/ decrease (-) in treasury shares during the month (i.e. Total of AA2 to EE2):		0		WVR ordinary shares Class Z
		Total increase/ decrease (-) in treasury shares during the month (i.e. Total of AA2 to EE2):		0		WVR ordinary shares Class Y

Page 9 of 11

FF301

IV. Information about Hong Kong Depositary Receipt (HDR)  Not applicable

V. Confirmations

Pursuant to Main Board Rule 13.25C / GEM Rule 17.27C, we hereby confirm to the best knowledge, information and belief that, in relation to each of the securities issued, or the treasury shares sold or transferred by the issuer during the month as set out in Parts III and IV which has not been previously disclosed in a return published under Main Board Rule 13.25A / GEM Rule 17.27A, it has been duly authorised by the board of directors of the listed issuer and carried out in compliance with all applicable listing rules, laws and other regulatory requirements and, insofar as applicable:

(Note 4)

(i) all money due to the listed issuer in respect of the issue of securities, or sale or transfer of treasury shares has been received by it;

(ii) all pre-conditions for listing imposed by the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited under “Qualifications of listing” have been fulfilled;

(iii) all (if any) conditions contained in the formal letter granting listing of and permission to deal in the securities have been fulfilled;

(iv) all the securities of each class are in all respects identical (Note 5);

(v) all documents required by the Companies (Winding Up and Miscellaneous Provisions) Ordinance to be filed with the Registrar of Companies have been duly filed and that compliance has been made with all other legal requirements;

(vi) all the definitive documents of title have been delivered/are ready to be delivered/are being prepared and will be delivered in accordance with the terms of issue, sale or transfer;

(vii) completion has taken place of the purchase by the issuer of all property shown in the listing document to have been purchased or agreed to be purchased by it and the purchase consideration for all such property has been duly satisfied; and

(viii) the trust deed/deed poll relating to the debenture, loan stock, notes or bonds has been completed and executed, and particulars thereof, if so required by law, have been filed with the Registrar of Companies.

Submitted by:		Xin Fan
Title:		Joint Company Secretary
		(Director, Secretary or other Duly Authorised Officer)

Page 10 of 11

FF301

Notes

1. The Exchange refers to The Stock Exchange of Hong Kong Limited.

2. In the case of repurchase of shares (shares repurchased and cancelled) and redemption of shares (shares redeemed and cancelled), “date of event” should be construed as “cancellation date”.

In the case of repurchase of shares (shares held as treasury shares), “date of event” should be construed as “date on which shares were repurchased and held by the issuer in treasury”.

3. The information is required in the case of repurchase of shares (shares repurchased for cancellation but not yet cancelled) and redemption of shares (shares redeemed but not yet cancelled). Please state the number of shares repurchased or redeemed during the month or in preceding month(s) but pending cancellation as at close of the month as a negative number.

4. Items (i) to (viii) are suggested forms of confirmation. The listed issuer may amend the item(s) that is/are not applicable to meet individual cases. Where the issuer has already made the relevant confirmations in a return published under Main Board Rule 13.25A / GEM Rule 17.27A in relation to the securities issued, or the treasury shares sold or transferred, no further confirmation is required to be made in this return.

5. “Identical” means in this context:

• the securities are of the same nominal value with the same amount called up or paid up;

• they are entitled to dividend/interest at the same rate and for the same period, so that at the next ensuing distribution, the dividend/interest payable per unit will amount to exactly the same sum (gross and net); and

• they carry the same rights as to unrestricted transfer, attendance and voting at meetings and rank pari passu in all other respects.

Page 11 of 11

FAQ

What does Bilibili (BILI) disclose in this Form 6-K?

The report provides a Hong Kong monthly return for December 2025, detailing movements in authorised share capital, issued Class Y and Class Z shares, option exercises, restricted share unit vesting, and share class conversions.

How did Bilibilis Class Z shares change in December 2025?

Class Z WVR ordinary shares increased by 1,884,810, bringing the balance to 335,018,102 issued shares, mainly from option exercises, vesting of restricted share units, and conversion of Class Y shares.

What happened to Bilibilis Class Y shares in December 2025?

Class Y WVR ordinary shares decreased by 1,000,000 to 79,700,010 issued shares due to a conversion of Class Y ordinary shares to Class Z ordinary shares on 10 December 2025.

Did Bilibili change its authorised share capital in December 2025?

No changes were reported in authorised capital for the month; total authorised share capital remained at USD 1,000,000 across Class Y, Class Z, and undesignated shares.

How many Bilibili restricted share units vested during December 2025?

During the month, 846,710 restricted share units under the amended 2018 Share Incentive Plan and 38,100 restricted share units under the Second Amended and Restated 2018 Share Incentive Plan vested and were settled in Class Z shares.

What convertible notes linked to Bilibili shares are outstanding?

The company lists several convertible senior notes, including USD 13,300,000 principal amount of December 2026 notes (convertible into 141,537 Class Z shares) and USD 690,000,000 principal amount of 2030 notes (convertible into 29,100,561 Class Z shares).

Did Bilibili report any treasury share activity for December 2025?

No. The tables show zero treasury shares for both Class Y and Class Z at the beginning and end of the month and no movements in treasury shares.