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: 001-43222
CoinShares
PLC
(Name
of registrant)
Not
Applicable
(Translation
of registrant’s name into English)
2
Hill Street
St.
Helier, JE2 4UA
Jersey
(Address
of principal executive offices)
Indicate
by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.
Form
20-F ☒ Form 40-F ☐
INFORMATION
CONTAINED IN THIS REPORT ON FORM 6-K
Results
of Extraordinary General Meeting
On
September 16, 2026, CoinShares PLC (the “Company”) made available to its shareholders on its website a notice of the
final voting results for each of the matters submitted to a vote of shareholders at the Company’s extraordinary general meeting
(the “EGM”), which took place on September 15, 2026. A copy of the notice is attached to this Report on Form 6-K as
Exhibit 99.1.
On
September 16, 2026, the Company issued a press release announcing the final voting results for each of the matters submitted to a vote
of shareholders at the EGM on September 15, 2026. A copy of the press release is attached to this Report on Form 6-K as Exhibit 99.2
EXHIBIT
INDEX
| Exhibit
No. |
|
Description |
| 99.1 |
|
Final Voting Results of the Vote for the Extraordinary General Meeting, dated September 15, 2026. |
| 99.2 |
|
Press release, dated September 16, 2026. |
SIGNATURE
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.
| Date: September 16, 2026 |
COINSHARES PLC |
| |
|
|
| |
By: |
/s/ Jean-Marie
Mognetti |
| |
|
Jean-Marie Mognetti |
| |
|
Chief Executive Officer |
Exhibit 99.1
CoinShares
PLC
A
public company incorporated in Jersey
2
Hill Street, St Helier, Jersey, JE2 4UA
Registered
number: 161481
FINAL
RESULTS OF THE VOTE FOR
THE
EXTRAORDINARY GENERAL MEETING1
15
SEPTEMBER 2026 |
| EXTRAORDINARY
GENERAL MEETING — 15 SEPTEMBER 2026 |
| |
| Total
Ordinary Shares in issue |
|
131,780,209
shares |
| Total
treasury shares |
|
Nil |
| Total
voting shares (eligible votes) |
|
131,780,209
shares |
| Total
number of votes cast |
|
93,873,868
votes |
| Votes
cast as a percentage of voting shares |
|
71.24% |
| 1 | For
a full description of the items on the agenda, please refer to the Notice convening the Extraordinary General Meeting held on 15 September
2026. |
RESULTS
OF THE VOTES AT THE EXTRAORDINARY GENERAL MEETING
| | |
| |
Passed / | |
Votes cast: IN
FAVOUR |
| |
Votes cast: AGAINST |
| |
Total number of votes cast FOR | |
|
| Number | |
Resolutions | |
Rejected | |
Number | | |
| % | | |
Figure | | |
| % | | |
| and AGAINST | | |
| ABSTENTIONS2 | |
| 1 | |
Authority for the Company to make market purchases of its own Ordinary Shares, in accordance with Article 57 of the Companies (Jersey) Law 1991 and Article 2.4 of the Articles, up to a maximum of 25% of the Ordinary Shares in issue, at a minimum price of US$0.01 and a maximum price of US$20.00 per Ordinary Share, for a period of five years expiring on 15 September 2031.
(Ordinary Resolution) | |
Adopted | |
| 90,580,193 | | |
| 96.49 | % | |
| 3,293,651 | | |
| 3.51 | % | |
| 93,873,844 | | |
| 24 | |
| 2 | |
Authority for Ordinary Shares purchased pursuant to Resolution 1 to be held by the Company as treasury shares rather than cancelled, and for the Directors to deal with such treasury shares from time to time in accordance with the Companies (Jersey) Law 1991 and the Article.
(Ordinary Resolution) | |
Adopted | |
| 93,372,607 | | |
| 99.47 | % | |
| 499,012 | | |
| 0.53 | % | |
| 93,871,619 | | |
| 2,249 | |
| 3 | |
Approval and adoption of the CoinShares PLC 2026 Equity Incentive Plan in its entirety, in the form adopted by the Board of Directors on 21 August 2026, including for the purposes of Section 422 of the U.S. Internal Revenue Code of 1986, as amende.
(Ordinary Resolution) | |
Adopted | |
| 70,027,162 | | |
| 74.60 | % | |
| 23,845,453 | | |
| 25.40 | % | |
| 93,872,615 | | |
| 1,253 | |
| 4 | |
Authority for the Board to grant French tax-qualified free shares (attributions gratuites d’actions) under the Plan, including pursuant to the French Sub-Plan, on the terms set out in the Notice, for a period of 38 months expiring on 15 November 2029.
(Special Resolution) | |
Adopted | |
| 70,136,632 | | |
| 95.63 | % | |
| 3,205,566 | | |
| 4.37 | % | |
| 73,342,198 | | |
| 20,531,670 | |
| 2 | Abstentions
(votes withheld) are not treated as votes cast and are accordingly not taken into account
in the calculation of the percentages in favour and against, in accordance with the Notice
convening the Extraordinary General Meeting and standard practice. |
| 3 | Resolutions
1, 2 and 3 were proposed as Ordinary Resolutions, requiring the approval of a simple majority
of the votes cast. Resolution 4 was proposed as a Special Resolution, requiring the approval
of not less than 67% of the votes cast. Resolution 2 was conditional upon Resolution 1 being
passed, and Resolution 4 was conditional upon Resolution 3 being passed; in each case that
condition was satisfied. |
| 4 | Voting
on all resolutions was conducted by way of a poll on the basis of one vote per Ordinary Share.
A quorum was present throughout the Extraordinary General Meeting. |
| 5 | The
results will be reported to the U.S. Securities and Exchange Commission on a Report of Foreign
Private Issuer on Form 6-K and published on the Company’s website at https://investor.coinshares.com/general-meetings. |
By
Order of the Board
Company
Secretary
CoinShares
PLC
Jersey,
16 September 2026
Exhibit 99.2
CoinShares
Shareholders Approve Authority to Repurchase up to 25% of Ordinary Shares and Adopt 2026 Equity Incentive Plan
September
16, 2026 | SAINT HELIER, Jersey — CoinShares PLC (“CoinShares” or the “Company”) (Nasdaq: CSHR), a
leading global asset manager specialising in digital assets, today announced that shareholders approved all resolutions put to them at
the Company’s Extraordinary General Meeting (the “EGM”) held on Tuesday, 15 September 2026, including authority for
the Company to repurchase up to 25% of its outstanding ordinary shares and the adoption of the CoinShares PLC 2026 Equity Incentive Plan.
The
repurchase authority provides the Board with an additional capital allocation tool. Based on approximately 131.8 million ordinary shares
outstanding, the authority represents capacity to repurchase up to approximately 32.9 million ordinary shares. The authority conferred
by this resolution will expire on September 15, 2031.
The
authority establishes the maximum capacity available to the Board and does not require the Company to repurchase any specific number
or value of shares. The Company does not currently expect to utilise the authority in full. Any decision to repurchase shares will take
into account market conditions, the Company’s financial position, alternative uses of capital and applicable legal and regulatory
requirements.
Shareholders
also approved the adoption of the CoinShares PLC 2026 Equity Incentive Plan in its entirety. The Plan is designed to allow the previously
approved equity pool to be implemented efficiently across the jurisdictions in which CoinShares operates, without increasing the number
of shares reserved under the Plan.
Jean-Marie
Mognetti, Co-Founder and Chief Executive Officer of CoinShares, commented:
“Shareholder
approval gives us the flexibility to act when we believe the market price of CoinShares materially understates the long-term value of
the business.
“We
entered the second half with approximately $453 million of net assets, $413.9 million of Available Capital and no long-term debt. Our
business also remained Segment EBITDA positive through a difficult first half for digital assets and continued to generate positive net
inflows.
“We
have operated through multiple digital asset cycles and understand the importance of maintaining a strong balance sheet. Capital also
needs to earn an appropriate return. Where our shares trade at a material discount to what we believe is their intrinsic value, repurchasing
our own equity can represent an attractive use of capital.
“We
are not choosing between returning capital and investing for growth. Our balance sheet gives us the capacity to do both, and we will
remain disciplined in allocating capital among organic growth, strategic opportunities and potential share repurchases. The same discipline
applies to equity incentives: we want our people aligned with shareholders while remaining disciplined about dilution.”
Extraordinary
General Meeting
The
EGM was held as a virtual meeting on September 15, 2026, with voting on all resolutions conducted by way of a poll. All four resolutions,
as set out in the notice of the EGM, were duly passed.
The
full voting results will be made available on the Company’s Investor Relations website as soon as practicable and will be furnished
to the U.S. Securities and Exchange Commission on a Report of Foreign Private Issuer on Form 6-K.
Forward-Looking
Statements
This
press release contains forward-looking statements within the meaning of the United States Private Securities Litigation Reform Act of
1995. These forward-looking statements include, without limitation, statements regarding potential share repurchases, capital allocation,
market conditions, future growth opportunities, and CoinShares’ business and strategy.; and other statements identified by words
such as “believes,” “expects,” “may,” and “will”. These statements involve known and
unknown risks, uncertainties, and other factors that may cause actual results to differ materially from the anticipated results or other
expectations expressed in such forward-looking statements. Additional risk factors are described in the Company's Annual Report on Form
20-F for the fiscal year ended December 31, 2025, and other filings and submissions with the U.S. Securities and Exchange Commission.
CoinShares does not undertake any obligation to update any forward-looking statements to reflect events or circumstances after the date
of this press release, except as required by law.
About
CoinShares
CoinShares
is a leading global asset manager specialising in digital assets, delivering a broad range of financial services across investment management,
trading and securities to a wide array of clients, including corporations, financial institutions and individuals. Focusing on crypto
since 2013, the firm is headquartered in Jersey, with offices in France, Sweden, Switzerland, the UK and the US.
CoinShares’
affiliated entities are regulated in Jersey by the Jersey Financial Services Commission, in France by the Autorité des marchés
financiers, and in the US by the Securities and Exchange Commission, National Futures Association and Financial Industry Regulatory Authority.
CoinShares is publicly listed on Nasdaq under the ticker CSHR.
Investor
Relations | investor.coinshares.com | corporateir@coinshares.com
