Bilibili shareholders approve $200M share repurchase
Bilibili expects the remaining closing conditions to be satisfied and both linked transactions to be completed in early November 2026.
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Bilibili Inc. (BILI) shareholders approved a repurchase of 13,591,090 Class Z ordinary shares, including in the form of American depositary shares, for US$200 million, under an agreement with subsidiaries of Tencent Holdings Limited. The approval also covers Tencent’s subscription for US$200 million aggregate principal amount of Bilibili convertible senior notes due 2031. The repurchase and note subscription are conditional on each other. Bilibili expects the remaining closing conditions to be satisfied and both transactions to be completed in early November 2026.
The resolution passed at the October 28, 2026 extraordinary general meeting. The poll recorded 960,847,438 votes for (99.903814%), 782,595 against and 142,492 abstentions, out of 961,772,525 total votes cast. Shares entitled to attend and vote totaled 399,700,098 as at the Shares Record Date, comprising 321,289,209 Class Z shares and 78,410,889 Class Y shares; the announcement excludes holdings of Huang River, Tencent Mobility and China Literature from that figure. The resolution also authorized Bilibili’s directors to take actions and execute documents to implement the agreement and repurchase.
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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 October 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 ☐
Exhibit Index
Exhibit 99.1 – Press Release – Bilibili Inc. Announces Results of Extraordinary General Meeting
Exhibit 99.2 – Announcement with The Stock Exchange of Hong Kong Limited – Poll Results of the Extraordinary General Meeting Held on October 28, 2026
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: October 28, 2026
Exhibit 99.1
Bilibili Inc. Announces Results of Extraordinary General Meeting
SHANGHAI, October 28, 2026 (GLOBE NEWSWIRE) — Bilibili Inc. (“Bilibili” or the “Company”) (Nasdaq: BILI and HKEX: 9626), an iconic brand and a leading video community for young generations in China, today announced that the special resolution proposed in the notice for extraordinary general meeting of shareholders (the “EGM”) dated September 25, 2026 was approved by the requisite majority of disinterested shareholders at the EGM held today in Shanghai, China.
The special resolution approves the Company’s subscription and repurchase agreement with subsidiaries of Tencent Holdings Limited (“Tencent”) and the repurchase under that agreement of 13,591,090 Class Z ordinary shares, including in the form of American depositary shares, for US$200 million. It also authorizes the Company’s directors to take the actions and execute the documents necessary to implement the agreement and the repurchase.
The repurchase will close concurrently with Tencent’s subscription for US$200 million aggregate principal amount of the Company’s convertible senior notes due 2031, and each transaction is conditional on the other. Following receipt of the required shareholder approval at the EGM, the Company expects all remaining closing conditions under the agreement to be satisfied and both transactions to be completed in early November 2026.
Safe Harbor Statement
This announcement contains forward-looking statements. These statements are made under the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by terminology such as “will,” “expects,” “anticipates,” “aims,” “future,” “intends,” “plans,” “believes,” “estimates,” “confident,” “potential,” “continue,” or other similar expressions. Statements that are not historical facts, including but not limited to statements about Bilibili’s beliefs and expectations, are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties. A number of factors could cause actual results to differ materially from those contained in any forward-looking statement, including but not limited to those included in the Company’s filings with the U.S. Securities and Exchange Commission and The Stock Exchange of Hong Kong Limited. All information provided in this announcement and in the attachments is as of the date of this announcement, and the Company undertakes no duty to update such information, except as required under applicable law.
About Bilibili Inc.
Bilibili is an iconic brand and a leading video community with a mission to enrich the everyday lives of young generations in China. Bilibili offers a wide array of video-based content with “All the Videos You Like” as its value proposition. Bilibili builds its community around aspiring users, high-quality content, talented content creators and the strong emotional bonds among them. Bilibili pioneered the “bullet chatting” feature, a live comment function that has transformed users’ viewing experience by displaying the thoughts and feelings of audience members viewing the same video. The Company has now become the welcoming home of diverse interests among young generations in China and a frontier for promoting Chinese culture around the world.
For more information, please visit: http://ir.bilibili.com.
For investor and media inquiries, please contact:
In China:
Bilibili Inc.
Juliet Yang
Tel: +86-21-2509-9255 Ext. 8523
Email: ir@bilibili.com
1
Piacente Financial Communications
Helen Wu
Tel: +86-10-6508-0677
Email: bilibili@tpg-ir.com
In the United States:
Piacente Financial Communications
Brandi Piacente
Tel: +1-212-481-2050
Email: bilibili@tpg-ir.com
2
Exhibit 99.2
Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.
Bilibili Inc.
(A company controlled through weighted voting rights and incorporated in the Cayman Islands with limited liability)
(NASDAQ: BILI and HKEX: 9626)
POLL RESULTS OF THE EXTRAORDINARY GENERAL MEETING HELD ON OCTOBER 28, 2026
Reference is made to the circular (the “Circular”) of Bilibili Inc. (the “Company”) incorporating, amongst others, the notice of the extraordinary general meeting of the Company (the “Extraordinary General Meeting”) dated September 25, 2026 (the “Notice”). Unless the context requires otherwise, the capitalized terms used herein shall have the same meanings as those defined in the Circular.
The board (the “Board”) of directors (the “Directors”) of the Company is pleased to announce that at the Extraordinary General Meeting held on October 28, 2026, the proposed resolution as set out in the Notice was taken by poll. The poll results in respect of the resolution proposed at the Extraordinary General Meeting are as follows:
| Number of Votes Cast (%) |
Total Number of |
Total Number of Voting Shares | ||||||||||||
| Resolution | For | Against | Abstain | |||||||||||
| 1. | As a special resolution:
(a) the Tencent Subscription and Repurchase Agreement and the Concurrent Tencent Repurchase as contemplated thereunder be and are hereby approved; and |
Class Z Ordinary Shares | 175,485,628 (99.475606%) |
782,595 (0.443621%) |
142,492 (0.080773%) |
176,410,715 | 176,410,715 | |||||||
| Class Y Ordinary Shares | 785,361,810 (100.000000%) |
0 (0.000000%) |
0 (0.000000%) |
785,361,810 | 78,536,181 | |||||||||
|
(b) the directors of the Company be and are hereby authorized to do all such acts and things and execute all such documents which they consider necessary, desirable or expedient for the implementation of and giving effect to the Tencent Subscription and Repurchase Agreement and the Concurrent Tencent Repurchase. |
Total Number (Class Z & Class Y) | 960,847,438 (99.903814%) |
782,595 (0.081370%) |
142,492 (0.014816%) |
961,772,525 | 254,946,896 | ||||||||
Note: Please refer to the Notice for the full text of the resolution proposed at the Extraordinary General Meeting.
According to the Articles of Association, for resolution numbered 1, each Class Y Ordinary Share shall entitle the holder thereof to ten (10) votes, and each Class Z Ordinary Share shall entitle the holder thereof to one (1) vote.
As not less than three-fourths of the votes were cast by the Disinterested Shareholders in favor of the resolution numbered 1 above, the resolution was duly passed as a special resolution. The conditions precedent to the concurrent closing of the Tencent Notes Subscription and the Concurrent Tencent Repurchase have been satisfied as of the date of this announcement and it is currently expected that the concurrent closing of the Tencent Notes Subscription and the Concurrent Tencent Repurchase will take place on or around November 4, 2026.
As of the date of this announcement, the Executive has granted the Rule 2 Approval, subject to the conditions provided therein.
The total number of issued Shares as at the Shares Record Date was 425,034,110 Shares, comprising 345,334,100 Class Z Ordinary Shares and 79,700,010 Class Y Ordinary Shares, of which 4,899,364 Class Z Ordinary Shares are reserved for future issuance upon the exercise or vesting of awards granted under the Company’s share incentive plans.
As at the Shares Record Date, Tencent was interested in 13,639,108 Class Z Ordinary Shares and ADSs (representing approximately 3.21% of the issued Shares and approximately 1.19% of the total voting rights of the Company as at the Shares Record Date) held through its subsidiaries, including 10,954,357 Class Z Ordinary Shares (in the form of ADSs) held by Huang River, 2,636,751 Class Z Ordinary Shares and ADSs held by Tencent Mobility, and 48,000 Class Z Ordinary Shares held by China Literature. By reason of the requirements of the Buybacks Code, the Takeovers Code and the Listing Rules, Huang River, Tencent Mobility, and China Literature abstained from voting at the Extraordinary General Meeting. Save for these parties, no other Shareholder was required to abstain from voting on the resolution at the Extraordinary General Meeting.
As at the Shares Record Date, (i) the Repurchased Shares from the Concurrent Delta Repurchase are pending cancellation and no voting rights shall be exercised in respect of such Repurchased Shares at the Extraordinary General Meeting and (ii) the Rule 8A.15 Adjustment to result from the cancellation of the Repurchased Shares from the Concurrent Delta Repurchase also remains pending. In light of the above, the voting at the Extraordinary General Meeting was conducted on the basis that the Repurchased Shares from the Concurrent Delta Repurchase had been cancelled and the corresponding Rule 8A.15 Adjustment had been completed. Accordingly, the total number of issued Shares as at the Shares Record Date entitling the Shareholders to attend and vote on the resolution at the Extraordinary General Meeting was 399,700,098 Shares, comprising 321,289,209 Class Z Ordinary Shares and 78,410,889 Class Y Ordinary Shares (excluding the shareholding of Huang River, Tencent Mobility, and China Literature who abstained from voting). In particular, the number of votes cast by the WVR Beneficiaries was equivalent to the number of votes they would be entitled to exercise as if the Repurchased Shares from the Concurrent Delta Repurchase had been cancelled and the corresponding Rule 8A.15 Adjustment had been completed.
There were no Shares entitling the holders to attend and abstain from voting in favour at the Extraordinary General Meeting as set out in rule 13.40 of the Listing Rules. No party has stated its intention in the Circular to vote against or to abstain from voting the resolution proposed at the Extraordinary General Meeting.
Mr. Eric He, an independent Director, attended the Extraordinary General Meeting by means of telecommunication and acted as the chairperson of the Extraordinary General Meeting.
Computershare Hong Kong Investor Services Limited, the Hong Kong branch share registrar of the Company, acted as the scrutineer for counting of votes at the Extraordinary General Meeting.
By order of the Board
Bilibili Inc.
Rui Chen
Chairman
Hong Kong, October 28, 2026
As of the date of this announcement, the Board comprises Mr. Rui Chen as the chairman, Ms. Ni Li and Mr. Yi Xu as Directors, Mr. JP Gan, Mr. Eric He, Mr. Feng Li and Mr. Guoqi Ding as independent Directors.
The Directors jointly and severally accept full responsibility for the accuracy of the information contained in this announcement and confirm, having made all reasonable inquiries, that to the best of their knowledge, opinions expressed in this announcement have been arrived at after due and careful consideration and there are no other facts not contained in this announcement, the omission of which would make any statement in this announcement misleading.