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: 001-42864
CCH Holdings Ltd
No. 1, Jalan Perda Jaya, Kawasan Perniagaan Perda
Jaya,
14000 Bukit Mertajam, Pulau Pinang, Malaysia
+(60) 4-5307694
(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 FORM 6-K REPORT
On March
4, 2026, at the annual general meeting of shareholders of CCH Holdings Ltd, a Cayman Islands exempted company (the “Company”),
the shareholders approved, by an ordinary resolution, the authorization of the board of directors of the Company (the “Board”)
to implement a share consolidation of the Company’s Class A ordinary shares and Class B ordinary shares at a ratio of 1-for-10,
to be implemented on a date when the closing market price per Class A ordinary share is less than US$1.00. On June 30, 2026, the Board
approved the implementation of the share consolidation at a ratio of 1-for-10 (the “Share Consolidation”), such that (a) every
ten (10) issued Class A ordinary shares of a par value of US$0.00001 each will be combined into one (1) issued Class A ordinary share
of a par value of US$0.0001 each, (b) every ten (10) issued Class B ordinary shares of a par value of US$0.00001 each will be combined
into one (1) issued Class B ordinary share of a par value of US$0.0001 each, and (c) no fractional shares will be issued in connection
with the Share Consolidation, and each shareholder will be entitled to receive one full Class A ordinary share or Class B ordinary share,
as applicable, in lieu of any fractional share that would have otherwise resulted from the Share Consolidation.
As a
result of the Share Consolidation the number of authorized shares will be adjusted from 3,990,280,000 Class A ordinary shares of US$0.00001
each and 9,720,000 Class B ordinary shares of US$0.00001 each to 399,028,000 Class A ordinary shares of US$0.0001 each and 972,000 Class
B ordinary shares of US$0.0001 each, and the total issued and outstanding shares will be adjusted from 38,437,000 Class A ordinary shares
of US$0.00001 each and 9,720,000 Class B ordinary shares of US$0.00001 each to 3,843,700 Class A ordinary shares of US$0.0001 each and
972,000 Class B ordinary shares of US$0.0001 each.
The Company’s
Class A ordinary shares are expected to begin trading on a post-consolidation basis on The Nasdaq Stock Market LLC at the open of trading
on July 13, 2026, under the current symbol “CCHH”. The new CUSIP number following the Share Consolidation is G1993F114.
On July
9, 2026, the Company issued a press release announcing the Share Consolidation. A copy of the press release is attached hereto as Exhibit
99.1.
EXHIBIT INDEX
| Exhibit No. |
|
Description |
| 99.1 |
|
Press Release. |
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.
| |
CCH HOLDINGS LTD |
| |
|
|
| Date: July 13, 2026 |
By: |
/s/ Goh Kok E |
| |
Name: |
Goh Kok E |
| |
Title: |
Chairman and Chief Executive Officer and Chief Operating Officer |
Exhibit 99.1
CCH Holdings Ltd Announces 1-for-10 Share
Consolidation
BUKIT MERTAJAM, MALAYSIA, July 9, 2026 (GLOBE
NEWSWIRE) -- CCH Holdings Ltd (Nasdaq: CCHH) (“CCH” or the “Company”), a Malaysia-based specialty hotpot restaurant
chain, today announced a share consolidation of the Company’s issued and outstanding Class A ordinary shares and Class B ordinary
shares at a ratio of 1-for-10 shares (the “Share Consolidation”), which will take effect at the open of The Nasdaq Stock Market
(“Nasdaq”) on July 13, 2026.
On March 4, 2026, the Company held its annual
general meeting of shareholders, and the shareholders approved, by an ordinary resolution, to authorize the board of directors of the
Company (the “Board”) to implement a share consolidation of the Company’s Class A ordinary shares and Class B ordinary
shares at a ratio of 1-for-10, to be implemented on a date when the closing market price per Class A ordinary share is less than US$1.00.
On June 30, 2026, the Board approved implementation of the Share Consolidation at a ratio of 1-for-10 shares.
The objective of the Share Consolidation is
to enable the Company to maintain compliance with Nasdaq Listing Rule 5550(a)(2), which requires issuers listed on The Nasdaq Capital
Market to evidence a minimum bid price of $1.00 per share.
Upon the open of trading on July 13, 2026, the
Company’s Class A ordinary shares will begin trading on a Share Consolidation-adjusted basis, under the same symbol “CCHH”
but under a new CUSIP number, G1993F114.
As a result of the Share Consolidation, each
10 Class A ordinary shares with a par value of $0.00001 will automatically combine and convert into one issued and outstanding Class A
ordinary share with a par value of $0.0001, and each 10 Class B ordinary shares with a par value of $0.00001 will automatically combine
and convert into one issued and outstanding Class B ordinary share with a par value of $0.0001. The Share Consolidation will affect all
shareholders uniformly and will not alter any shareholder’s percentage of ownership interest in the Company, except for minimal
changes that may result from the treatment of fractional shares. No action is required by shareholders holding their shares through a
brokerage account.
No fractional shares will be issued to any shareholders
in connection with the Share Consolidation, and each shareholder will be entitled to receive one full Class A ordinary share or Class
B ordinary share, as applicable, in the Company in lieu of the fractional share that would have resulted from the Share Consolidation.
At the time the Share Consolidation is effective,
the Company’s total issued and outstanding Class A ordinary shares will change from approximately 38,437,000 to approximately 3,843,700,
and the Company’s total issued and outstanding Class B ordinary shares will change from approximately 9,720,000 to approximately
972,000 shares. The Company’s authorized share capital will be proportionally reduced from US$50,000 divided into 5,000,000,000
shares of a par value of US$0.00001 each to US$50,000 divided into 500,000,000 shares of a par value of US$0.0001 each.
About CCH Holdings Ltd
CCHH (Nasdaq: CCHH) is a Nasdaq-listed company
primarily engaged in Chicken Claypot and restaurant franchise operations. Building on its operating base and regional business network,
the Company is pursuing strategic diversification opportunities in technology infrastructure, including technical consulting services
and maintenance services solution for data center projects, with a particular focus on Southeast Asian markets. CCHH aims to develop a
dual-engine growth model combining stable restaurant franchise operations with high-potential digital infrastructure business opportunities.
Safe Harbor Statement
This announcement contains statements that may
constitute “forward-looking” statements pursuant to 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,” “likely to,” and similar statements. The Company may also make written or oral forward-looking statements
in its periodic reports to the U.S. Securities and Exchange Commission (the “SEC”), in its annual report to shareholders,
in announcements and other written materials, and in oral statements made by its officers, directors, or employees to third parties. Statements
that are not historical facts, including statements about the Company’s beliefs, plans, and expectations, are forward-looking statements.
Forward-looking statements involve inherent risks and uncertainties. A number of factors could also cause actual results to differ materially
from those contained in any forward-looking statement, including but not limited to the following: potential adverse reactions or changes
to business relationships; adverse changes in general economic or market conditions; and actions by third parties, including government
agencies; the Company’s strategies, future business development, and financial condition and results of operations; the expected
growth of the specialty hotpot market; the political, economic, social and legal developments in the jurisdictions that the Company operates
in or in which the Company intends to expand its business and operations; the Company’s ability to maintain and enhance its brand.
Further information regarding these and other risks is included in the Company’s filings with the SEC. All information provided
in this announcement is as of the date of this announcement, and the Company does not undertake any obligation to update any forward-looking
statement, except as required under applicable law.
For investor and media inquiries, please contact:
CCH Holdings Ltd
Investor Relations
Email: cch_ir@cchasia.com.my
