Fenbo Holdings (FEBO) board OKs 20M unit and warrant plan approval

Rhea-AI Filing Summary

Fenbo Holdings Limited reported that its Board of Directors met at the company’s Hong Kong headquarters on September 3, 2025. At this meeting, the Board approved the allotment and issuance of up to 20,000,000 units. Each unit will consist of one ordinary share with a par value of US$0.0001, or at the allottee’s election one pre-funded warrant instead of that share, plus two additional warrants. Each of these warrants entitles its holder to purchase one ordinary share of the company, creating a potential future source of additional share issuance if exercised.

Insights

Capital structure and securities analyst

Fenbo’s board approves a sizable multi-part unit structure enabling future share and warrant issuance.

The Board of Fenbo Holdings Limited approved the allotment and issuance of up to 20,000,000 units. Each unit includes either one ordinary share or a pre-funded warrant chosen by the allottee, plus two warrants, and each warrant can be exercised for one ordinary share. This structure creates several layers of potential future equity issuance.

The mix of ordinary shares, pre-funded warrants, and additional warrants means actual dilution will depend on how many units are issued, whether allottees choose shares or pre-funded warrants, and how many warrants are later exercised. The decision signals board-level authorization for a flexible securities structure that can be used for capital raising or other purposes as determined by the company.

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 OF THE

SECURITIES EXCHANGE ACT OF 1934

For September 2025

Commission File Number: 001-41873

FENBO HOLDINGS LIMITED

(Translation of registrant’s name into English)

Unit J, 19/F, World Tech Centre

95 How Ming Street

Kwun Tong

Kowloon, 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 ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐

On September 3, 2025, a meeting of the Board of Directors (the “Board”) of Fenbo Holdings Limited, a company incorporated under the laws of the Cayman Islands (the “Company”), was held at the Company’s principal executive office (the “Board Meeting”). In connection with the Board Meeting, the Board approved, among other things, the allotment and issuance of up to 20,000,000 units, with each unit consisting of (i) one ordinary shares of the Company of par value of US$0.0001 each (each a “Purchased Share”) or at the election of the allottee, one pre-funded warrant in lieu of one Purchased Share, and (ii) two warrants each entitling its holder to purchase one ordinary share of the Company.

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.

Dated: September 9, 2025	FENBO HOLDINGS LIMITED
	/s/ Huang Hongwu
	Huang Hongwu, Chief Executive Officer (Principal Executive Officer) and Executive Director

FAQ

What did Fenbo Holdings Limited (FEBO) announce in this Form 6-K?

Fenbo Holdings Limited disclosed that its Board of Directors approved the allotment and issuance of up to 20,000,000 units at a meeting held on September 3, 2025.

What is included in each unit approved by Fenbo Holdings Limited?

Each unit consists of one ordinary share of par value US$0.0001, or at the allottee’s election one pre-funded warrant instead of that share, plus two warrants to purchase one ordinary share each.

How many units did Fenbo Holdings Limited’s board authorize for allotment and issuance?

The board authorized the allotment and issuance of up to 20,000,000 units of the described combination of ordinary shares or pre-funded warrants and additional warrants.

When and where did Fenbo Holdings Limited’s Board meeting take place?

The Board meeting took place on September 3, 2025 at the company’s principal executive office at Unit J, 19/F, World Tech Centre, 95 How Ming Street, Kwun Tong, Kowloon, Hong Kong.

What type of securities can be created from the warrants in Fenbo’s approved units?

Each unit includes two warrants, and each warrant entitles its holder to purchase one ordinary share of Fenbo Holdings Limited.

Who signed the Form 6-K for Fenbo Holdings Limited?

The Form 6-K was signed on behalf of Fenbo Holdings Limited by Huang Hongwu, the Chief Executive Officer, Principal Executive Officer, and Executive Director.