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: 001-42795
DarkIris
Inc.
(Registrant’s
Name)
6/F,
Cheong Sun Tower
No.
118 Wing Lok Street
Sheung
Wan, Hong Kong
(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 ☐
Submission
of Matters to a Vote of Security Holders.
On
October 6, 2026, DarkIris Inc. (the “Company”) held an extraordinary general meeting of shareholders at 10:00 a.m.
local time at Room 310, No. 10-1, Wanghai Road, Phase II, Software Park, Siming District, Xiamen City, Fujian Province, China (the “EGM”).
Six items of business were acted upon by the Company’s shareholders at the EGM, each of which was approved by the shareholders.
The voting results were as follows:
Proposal
1:
RESOLVED,
BY SPECIAL RESOLUTION, that, subject to and conditional upon all requisite class consents being obtained:
| (a) | Article
2.9(b)(ii) and Article 12.3 of the third amended and restated memorandum and articles of
association of the Company (the “Third Amended and Restated M&A”)
be amended to provide that each Class B ordinary share shall entitle the holder thereof to
two hundred (200) votes on all matters subject to vote at general meetings of the Company;
and |
| (b) | the
fourth amended and restated memorandum and articles of association of the Company in the
form presented to the EGM and annexed hereto as Annex A (the “Fourth Amended and
Restated M&A”) be adopted as the memorandum and articles of association of
the Company by the deletion of the Third Amended and Restated M&A in its entirety and
the substitution in its place of the Fourth Amended and Restated M&A. |
| For |
|
Against |
|
Abstain |
| 65,214,571 |
|
17,473 |
|
0 |
Proposal
2:
RESOLVED,
BY ORDINARY RESOLUTION, that within one year from the date of the EGM,
| (a) | on
the date when the closing market price per Class A Ordinary Share of a par value of US$0.0016
each is less than US$1.00, every 50 issued and unissued Class A Ordinary Shares of a par
value of US$0.0016 each and every 50 issued and unissued Class B Ordinary Shares of a par
value of US$0.0016 each be consolidated into one Class A Ordinary Share of a par value of
US$0.08 each and one Class B Ordinary Share of a par value of US$0.08 each, respectively
(the “First Share Consolidation”), such that following the First Share
Consolidation, the authorised share capital of the Company will be US$500,000,000 divided
into 5,625,000,000 Class A Ordinary Shares of a par value of US$0.08 each and 625,000,000
Class B Ordinary Shares of a par value of US$0.08 each; and |
| (b) | subsequently
following the First Share Consolidation, on the date when the closing market price per Class
A Ordinary Share of a par value of US$0.08 each is less than US$1.00, every 50 issued and
unissued Class A Ordinary Shares of a par value of US$0.08 each and every 50 issued and unissued
Class B Ordinary Shares of a par value of US$0.08 each be consolidated into one Class A Ordinary
Share of a par value of US$4.00 each and one Class B Ordinary Share of a par value of US$4.00
each, respectively (the “Second Share Consolidation”; each of the First
Share Consolidation and the Second Share Consolidation, a “Share Consolidation”
and together, the “Share Consolidations”), such that following the Second
Share Consolidation, the authorised share capital of the Company will be US$500,000,000 divided
into 112,500,000 Class A Ordinary Shares of a par value of US$4.00 each and 12,500,000 Class
B Ordinary Shares of a par value of US$4.00 each. |
| For |
|
Against |
|
Abstain |
| 65,212,339 |
|
19,702 |
|
3 |
Proposal
3:
RESOLVED,
BY SPECIAL RESOLUTION, that, with effect immediately following completion of the First Share Consolidation, the fifth amended and restated
memorandum and articles of association of the Company in the form presented to the EGM and annexed hereto as Annex B (the “Fifth
Amended and Restated M&A”) be adopted as the memorandum and articles of association of the Company by the deletion of the
Fourth Amended and Restated M&A in its entirety and the substitution in its place of the Fifth Amended and Restated M&A.
| For |
|
Against |
|
Abstain |
| 65,214,137 |
|
17,904 |
|
3 |
Proposal
4:
RESOLVED,
BY SPECIAL RESOLUTION, that, with effect immediately following completion of the Second Share Consolidation, the sixth amended and restated
memorandum and articles of association of the Company in the form presented to the EGM and annexed hereto as Annex C (the “Sixth
Amended and Restated M&A”) be adopted as the memorandum and articles of association of the Company by the deletion of the
Fifth Amended and Restated M&A in its entirety and the substitution in its place of the Sixth Amended and Restated M&A.
| For |
|
Against |
|
Abstain |
| 65,214,139 |
|
17,902 |
|
3 |
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:
October 6, 2026 |
|
|
| |
|
|
| |
DarkIris
Inc. |
| |
|
|
| |
By: |
/s/
Hong Zhifang |
| |
Name:
|
Hong
Zhifang |
| |
Title: |
Chief
Executive Officer |
