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 May, 2026
Commission File Number 001-42007
CDT
Environmental Technology Investment Holdings Limited
(Translation of registrant’s name into English)
C1, 4th Floor, Building 1, Financial Base, No.
8 Kefa Road
Nanshan District, Shenzhen, China 518057
(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 ☒
Form 40-F ☐
Share Consolidation
On November 26, 2025, the shareholders of CDT Environmental Technology Investment
Holdings Limited (the “Company”) approved, among other things, a share consolidation of the Company’s issued and unissued
Class A ordinary shares, par value $0.0025, and Class B ordinary shares, par value $0.0025 (together, the “Ordinary Shares”).
On May 20, 2026, the board of directors of the Company approved the implementation of the share consolidation at a ratio of 1-for-25,
pursuant to which every twenty-five Ordinary Shares issued and unissued immediately prior to the effective time of the share consolidation
will be consolidated into one Ordinary Share.
The share consolidation is expected to become effective
on June 1, 2026. The Ordinary Shares are expected to begin trading on a post-share consolidation basis on The Nasdaq Capital Market at
the market open on June 1, 2026 under the existing trading symbol “CDTG.”
Effective upon the share consolidation, the Company’s
authorized share capital will become US$250,000 divided into (a) 3,760,000 class A ordinary shares of a par value of US$0.0625 each and
(b) 240,000 class B ordinary shares of a par value of US$0.0625 each.
No fractional shares will be issued in connection
with the share consolidation. Instead, any fractional share resulting from the share consolidation will be rounded up to the next whole
share.
Press Release
On May 28, 2026, the Company issued a press release. A copy of the press
release is furnished as Exhibit 99.1 to this Report.
EXHIBITS
| Exhibit
No. |
|
Description |
| 99.1 |
|
Press Release dated May 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.
| CDT Environmental Technology Investment Holdings Limited |
|
| |
|
|
| By: |
/s/ Yunwu Li |
|
| Name: |
Yunwu Li |
|
| Title: |
Chief Executive Officer and Chairman of the Board of Directors |
|
Date: May 28, 2026
EXHIBIT 99.1
CDT Environmental Technology Investment Holdings Limited Announces Share
Consolidation
Shenzhen, China — May 28, 2026 — CDT Environmental Technology Investment Holdings Limited (NASDAQ: CDTG) (the
“Company”), a leading provider of waste treatment systems and services throughout China, today announced that its Board of
Directors (the “Board”) has approved the implementation of a 1-for-25 share consolidation (the “Share Consolidation”)
of the Company’s Class A ordinary shares, par value $0.0025 per share, and Class B ordinary shares, par value $0.0025. The Share
Consolidation is intended to increase the per-share trading price of the Company’s Class A ordinary shares and to assist the Company
in maintaining compliance with the minimum bid price requirement for continued listing on the Nasdaq Capital Market.
The Share Consolidation will become effective at 12:01 a.m., Eastern Time,
on June 1, 2026 (the “Effective Time”). The Company’s Class A ordinary shares are expected to begin trading on a split-adjusted
basis on the Nasdaq Stock Market at the commencement of trading on June 1, 2026, with a new CUSIP number of G2030P115. The ticker
symbol for the Company’s stock will remain “CDTG.”
At the Company’s Annual General Meeting held on November 26, 2025, the
Company’s shareholders approved a proposal authorizing the Board to effect a consolidation of the Company’s issued and unissued
Class A ordinary shares and Class B ordinary shares at a ratio of 1-for-25. Pursuant to such authorization, the Board approved a 1-for-25
Share Consolidation.
Information for Shareholders
The Share Consolidation will, as of the Effective Time, reduce the number of
the issued and outstanding Class A ordinary shares from approximately 75,525,000 to approximately 3,021,000. The total authorized number
of Class A ordinary shares and Class B ordinary shares will be correspondingly reduced from 94,000,000 to 3,760,000 and from 6,000,000
to 240,000, respectively. The par value of the Class A ordinary shares and Class B ordinary shares will change from $0.0025 per share
to $0.0625 per share. No fractional shares will be issued in connection with the Share Consolidation, and fractional shares resulting
from the Share Consolidation will be rounded up to the nearest whole share. No further action on the part of shareholders will be required
to implement the Share Consolidation.
The Company’s transfer agent, VStock Transfer, LLC (“VStock”),
will act as its exchange agent for the Share Consolidation. VStock will provide instructions to any shareholders with physical stock certificates
regarding the process for exchanging their certificates for split-adjusted shares into “book-entry form.” Shares hold by shareholders
in “street name” will have their accountants automatically credited by their brokerage firm, bank or other nominee as will
any shareholders who held their shares in book-entry form at VStock. VStock can be reached at (212) 828-8436.
Additional information about the Share Consolidation can be found in the
Company’s Notice of Annual General Meeting and Information Sheet filed with the Securities and Exchange Commission on November 13,
2025, a copy of which is available at www.sec.gov or at www.cdthb.cn.
About CDT Environmental Technology Investment Holdings Limited
CDT, headquartered in Shenzhen, China, is a leading national player in
China’s waste treatment sector that designs, develops, manufactures, sells, installs, operates and maintains sewage treatment systems
and provides sewage treatment services in China, and is dedicated to promoting sustainable development through innovative solutions. Founded
by pioneers in waste treatment, CDT aims to advance next-generation technologies that directly address environmental challenges and promote
sustainable solutions. CDT is a recognized brand in China and is committed to innovation and customer satisfaction.
CDT’s mission is to help its customers achieve their critical infrastructure
objectives while enabling positive changes in technological environmental protection. It collaborates with industry leaders, environmental
experts, and stakeholders to develop and implement advanced waste treatment solutions. Recently listed on the Nasdaq Capital Market, CDT
is a prominent player in the waste treatment market, capable of providing comprehensive solutions to diverse customer needs, and has completed
more than 150 plants across China.
For more information, please visit CDT’s website at https://www.cdthb.cn.
Forward-Looking Statements
This press release contains forward-looking statements within the meaning
of the Private Securities Litigation Reform Act of 1995, including statements regarding the Company’s implementation of the Share
Consolidation and its expected effects. These statements are not historical facts and typically are identified by the use of terms such
as “may,” “will,” “should,” “could,” “expect,” “intend,” “plan,”
“anticipate,” “believe,” “estimate,” “predict,” “continue,” and similar words,
although some forward-looking statements are expressed differently. These statements are based on current expectations and are subject
to risks and uncertainties that could cause actual results to differ materially. Further information on risks, uncertainties and other
factors that could cause actual results to differ materially are included in the Company’s periodic and current reports filed with
the U.S. Securities and Exchange Commission. Forward-looking statements speak only as of the date they are made. The Company disclaims
any intention to, and undertakes no obligation to, update or revise these forward-looking statements except as required by law.
Investor and Media Contact United States:
PCG Advisory
Kevin McGrath
Tel: +1-646-418-7002
Email: kevin@pcgadvisory.com
