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: 001-43046
Green
Circle Decarbonize Technology Limited
(Registrant’s
Name)
Green
Circle Decarbonize Technology Limited
Unit
1809, Prosperity Place, 6 Shing Yip St.
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 Form 20-F or Form 40-F.
Form
20-F ☒ Form 40-F ☐
Information
contained in this report
On
October 26, 2026, Green Circle Decarbonize Technology Limited, a Cayman Islands exempted company (the “Company”), issued
a press release in response to an inquiry from NYSE American regarding recent trading activity in the Company’s ordinary shares.
The press release confirms that the Company is not aware of any material undisclosed developments relating to its business or operations
that would account for the recent trading activity. The press release constitutes a “no-news” statement pursuant to Section
401(d) of the NYSE American Company Guide. A copy of the press release is furnished as Exhibit 99.1 to this Report.
Exhibits.
| Exhibit
No. |
|
Description |
| |
|
|
| 99.1 |
|
Press Release dated October 26, 2026 – Green Circle Decarbonize Technology Limited Issues Statement Regarding Unusual Market Activity |
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.
| |
Green
Circle Decarbonize Technology Limited |
| |
|
|
| Date:
October 26, 2026 |
By: |
/s/
Chan Kam Biu Richard |
| |
|
Chan
Kam Biu Richard |
| |
|
Chief
Executive Officer and Director |
Exhibit 99.1

Green
Circle Decarbonize Technology Limited Issues Statement Regarding Unusual Market Activity
Hong
Kong, October 26, 2026 – Green Circle Decarbonize Technology Limited (the “Company”) (NYSE American: GCDT), a Cayman
Islands holding company that, through its Hong Kong subsidiary, Boca International Limited, develops and manufactures Phase Change Material
(PCM-TES) storage systems designed for cooling and heating applications, today announced that NYSE American had contacted the Company
regarding recent trading activity in the Company’s ordinary shares.
Although
it is the Company’s policy not to comment on unusual market activity or market speculation, in response to NYSE American’s
inquiry, the Company confirms that, following appropriate inquiry, it is not aware of any material undisclosed developments relating
to its business or operations that would account for the recent trading activity in its ordinary shares.
From
time to time, the Company evaluates potential strategic initiatives and financing opportunities in the ordinary course of business. The
Company does not comment on market speculation regarding potential transactions, and there can be no assurance that any potential transaction
will be pursued or completed. The Company does not intend to comment further on this matter unless disclosure is required under applicable
securities laws or NYSE American rules.
The
Company will continue to monitor trading activity in its securities and will disclose material information as required by applicable
securities laws and NYSE American rules.
About
Green Circle Decarbonize Technology Limited
Green
Circle Decarbonize Technology Limited is a Cayman Islands holding company operating through its Hong Kong subsidiary, Boca International
Limited. The Company is a provider of advanced energy saving solutions supported by proprietary phase change thermal energy storage materials
and thermal engineering services.
Forward-Looking
Statements
Certain
statements in this press release constitute forward-looking statements within the meaning of applicable securities laws. These statements
involve known and unknown risks and uncertainties and are based on the Company’s current expectations and projections regarding
future events that may affect its financial condition, results of operations, business strategy and financial needs. Forward-looking
statements may be identified by words such as “aim,” “anticipate,” “believe,” “estimate,”
“expect,” “intend,” “may,” “plan,” “potential,” “predict,” “propose,”
“seek,” “should,” “will” and “would,” or similar expressions. These statements are subject
to risks and uncertainties that could cause actual results to differ materially from those expressed or implied. Investors should review
the risk factors and other disclosures included in the Company’s registration statements and other filings with the U.S. Securities
and Exchange Commission. The Company undertakes no obligation to update or revise any forward-looking statements to reflect subsequent
events or circumstances or changes in its expectations, except as required by applicable law.
For
more information, please contact:
Green
Circle Decarbonize Technology Limited
Chief
Financial Officer
Email:
louis.leung@vbg.com.hk