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 September 2026
Commission File Number: 001-37385
Baozun Inc.
No. 1-9, Lane 510, West Jiangchang Road
Shanghai 200436
The People’s Republic of China
(Address of principal executive office)
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 x
Form 40-F ¨
EXPLANATORY NOTE
Attached hereto as Exhibit 99.1 is a press release announcing a share repurchase program approved by the Board of Directors of Baozun
Inc.
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.
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Baozun Inc. |
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By: |
/s/ Vincent Wenbin Qiu |
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Name: |
Vincent Wenbin Qiu |
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Title: |
Chief Executive Officer |
Date: September 24, 2026
Exhibit Index
Exhibit 99.1 — Baozun Announces US$10 million Share Repurchase Program
Exhibit 99.1
Baozun
Announces US$10 million Share Repurchase Program
SHANGHAI,
September 24, 2026 /PRNewswire/
-- Baozun Inc. (Nasdaq: BZUN and HKEX: 9991) ("Baozun", the "Company" or the "Group"), a leading brand
e-commerce solution provider and digital commerce enabler in China, today announced that the board
of directors of the Company (the “Board”) has authorized the management to set up and implement a new share repurchase program
under which the Company may repurchase up to US$10 million worth of its outstanding (i) American depositary shares ("ADSs"),
each representing three Class A ordinary shares, and/or (ii) Class A ordinary shares over the next 12 months starting from September 24,
2026, subject to the scope and limit of the general repurchase mandate granted by shareholders of the Company (the “Shareholders”)
at the annual general meeting held on June 16, 2026 and, following the expiry of the current mandate, any subsequently renewed or refreshed
mandate that may be approved by the Shareholders at a future general meeting of the Company.
The Company’s proposed repurchases may be made from time to time on the open market at prevailing market prices and/or through other
legally permissible means, depending on market conditions and in accordance with the memorandum and articles of association of the Company,
the applicable rules and regulations of The Nasdaq Stock Market LLC, the Rules Governing the Listing of Securities on The Stock Exchange
of Hong Kong Limited, the Codes on Takeovers and Mergers and Share Buy-backs, the Companies Act (As Revised) of the Cayman Islands and
all other applicable laws and regulations to which the Company is subject. The program does not obligate the Company to repurchase any particular
amount of securities and may be modified, suspended or discontinued at any time at the Company’s discretion.
The Company
believes that the share repurchase will demonstrate the Company’s confidence in its own business outlook and prospects and would,
ultimately, benefit the Company and create value to its Shareholders. The Board will keep reviewing the share repurchase program periodically.
The Company plans to fund repurchases from its existing cash balance (excluding proceeds from the global offering) and other funds legally
available for such purpose.
Safe
Harbor Statements
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," "future," "intends," "plans," "believes," "estimates,"
"confident," "potential," "continues," "ongoing," "targets," "guidance," "going
forward," "looking forward," "outlook" or other similar expressions. Statements that are not historical facts,
including but not limited to statements about Baozun's beliefs and expectations, business trends, growth strategies, operating efficiencies,
margin expansion, store openings, brand performance, technology and automation initiatives, and outlook for future periods are forward-looking
statements. Statements that are not historical facts, including statements regarding the Company’s share repurchase program, the
timing, amount and method of any repurchases, the source of funding for repurchases, and the Company’s plans and expectations, are
forward-looking statements.
Forward-looking
statements involve inherent risks and uncertainties and are based on current expectations, assumptions, estimates and projections about
Baozun and the industries in which it operates. A number of factors could cause actual results to differ materially from those contained
in any forward-looking statement, including but not limited to, market conditions; the market price and trading volume of the Company’s
ADSs and Class A ordinary shares; the Company’s financial condition, liquidity, cash requirements and capital allocation priorities;
applicable legal, regulatory and stock exchange requirements; the availability and scope of the Company’s applicable share repurchase
mandate(s); and the Company’s ability to implement, modify, suspend or discontinue the share repurchase program, as well as risks
and uncertainties relating to macroeconomic and consumer spending conditions, Baozun's ability to grow and manage its e-commerce and brand
management businesses, demand for its brand partners' and managed brands' products, competition, its ability to improve operating efficiency
and profitability, its ability to manage inventory and working capital, the pace and effectiveness of its technology and automation initiatives,
store expansion and offline retail execution, relationships with brand partners and other third parties. Other risks and uncertainties
are described in Baozun's filings with the United States Securities and Exchange Commission and its announcements, notices or other documents
published on the website of The Stock Exchange of Hong Kong Limited.
The share
repurchase program does not obligate the Company to repurchase any particular amount of ADSs or Class A ordinary shares and may be modified,
suspended or discontinued at any time at the Company’s discretion, subject to applicable laws and regulations. All information provided
in this announcement is as of the date hereof and is based on assumptions that Baozun believes to be reasonable as of this date, and Baozun
undertakes no obligation to update such information, except as required under applicable law. Investors are cautioned not to place undue
reliance on any forward-looking statements, which speak only as of the date they are made.
About Baozun
Inc.
Founded in 2007, Baozun Inc. is the leader and a pioneer in the brand e-commerce service industry and a digital commerce enabler in
China. Baozun Inc. comprises three major business lines – Baozun e-Commerce (BEC), Baozun Brand Management (BBM) and Baozun
International (BZI) and is committed to accelerating high-quality and sustainable growth. Driven by the principle that
"Technology Empowers the Future Success", Baozun's business lines are devoted to empowering their clients' business
and navigating their new phase of development.
For more information,
please visit http://ir.baozun.com.
For investor and media inquiries,
please contact:
Baozun Inc.
Ms. Wendy Sun
Email: ir@baozun.com
