[8-K] GigaCloud Technology Inc Reports Material Event

Rhea-AI Filing Summary

On 14 July 2025, Range Resources Corporation (NYSE: RRC) filed a Form 8-K (Item 2.02) disclosing preliminary second-quarter 2025 hedging results.

• Total gain on derivatives: approximately $154.7 million for the three months ended 30 June 2025.
• Net cash receipts from derivative settlements: $31.5 million, broken down as $26.3 million from natural gas, $2.8 million from natural-gas-basis, $1.5 million from NGLs and $0.8 million from oil contracts.

The company emphasized that these figures are preliminary and will be finalized in the forthcoming Form 10-Q and related earnings release. No additional operating metrics were provided.

The sizeable mark-to-market gain and positive cash settlements are expected to enhance reported earnings and liquidity for Q2 2025, although such benefits are inherently volatile and tied to future commodity-price movements.

Positive

• $154.7 million expected derivative gain materially boosts Q2 2025 earnings.
• $31.5 million net cash inflow from hedge settlements strengthens short-term liquidity.

Negative

• Figures are preliminary and subject to revision in the upcoming 10-Q.
• Dependence on derivative gains highlights earnings volatility tied to commodity prices.

Insights

Financial Analyst

TL;DR: $155 M hedge gain and $31 M cash strengthen Q2 earnings and cash flow; one-off in nature.

The disclosed $154.7 million derivative gain could raise Range’s Q2 net income materially, while $31.5 million in cash settlements improves near-term liquidity. Given FY-2024 net income of $1.0-1.2 billion, the gain is meaningful (≈13–15% of annual profit). However, the benefit is non-recurring and reflects commodity-price movements rather than underlying operating improvements. Investors should watch for updated guidance in the forthcoming 10-Q.

Risk Analyst

TL;DR: Positive hedge outcome masks ongoing exposure to price swings; preliminary figures may change.

While the derivative windfall is favorable, it underscores Range’s reliance on hedging to manage price risk. Future quarters could reverse these gains if commodity prices move unfavorably. Moreover, the amounts are preliminary and unaudited, adding modest uncertainty ahead of the formal Q2 release.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

___________________________________

FORM 8-K

___________________________________

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

July 11, 2025

Date of Report (date of earliest event reported)

___________________________________

GigaCloud Technology Inc

(Exact name of registrant as specified in its charter)

___________________________________

Cayman Islands (State or other jurisdiction of incorporation or organization)			001-41454 (Commission File Number)			00-0000000 (I.R.S. Employer Identification Number)
4388 Shirley Ave El Monte, CA 91731
(Address of principal executive offices and zip code)
(626) 912-8886
(Registrant's telephone number, including area code)

___________________________________

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐			Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐			Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐			Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐			Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
Title of each class			Trading Symbol			Name of each exchange on which registered
Class A ordinary shares, par value $0.05 per share			GCT			The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.07 Submission of Matters to a Vote of Security Holders.

On July 11, 2025, the Company held the Annual Meeting. At the start of the Annual Meeting, there were 12,221,640 shares of the Company’s Class A Ordinary Shares, par value $0.05 per share (the “Class A Ordinary Shares”) and 8,076,732 shares of the Company’s Class B Ordinary Shares, par value $0.05 per share (the “Class B Ordinary Shares”) present virtually or by proxy, together representing 83.96% of the combined voting power of all issued and outstanding shares of Class A Ordinary Shares and Class B Ordinary Shares entitled to vote at the Annual Meeting, which constituted a quorum for the transaction of business. In deciding the proposals at the Annual Meeting, the holders of the Company’s Class A Ordinary Shares were entitled to one vote for each share held as of the close of business on April 28, 2025 (the “Record Date”) and the holders of the Company’s Class B Ordinary Shares were entitled to ten votes for each share held as of the close of business on the Record Date. The Class A Ordinary Shares and Class B Ordinary Shares voted as a single class on all matters.

At the Annual Meeting, the Company’s shareholders voted on the three proposals below, each of which is described more fully in the Proxy Statement. The three matters were approved. The final voting results for each of these proposals are as follows:

Proposal 1: As an ordinary resolution, that the selection and appointment of KPMG Huazhen LLP, an independent registered public accounting firm, as the independent auditor of the Company for the fiscal year ending December 31, 2025, be and is hereby ratified and confirmed.

For						Against						Abstain						Broker Non-Votes
92,427,088						541,446						20,426						0

Accordingly, Proposal 1 was carried as an ordinary resolution. The shareholders ratified and confirmed the selection and appointment of KPMG Huazhen LLP, an independent registered public accounting firm, as the independent auditor of the Company for the year ending December 31, 2025.

Proposal 2: As an ordinary resolution and on a non-binding advisory basis, that the compensation of the Named Executive Officers as disclosed in the Proxy Statement be and is hereby approved.

For						Against						Abstain						Broker Non-Votes
85,152,812						452,562						94,222						7,289,364

Accordingly, Proposal 2 was carried as an ordinary resolution. The shareholders approved on a non-binding advisory basis, the compensation of the Named Executive Officers as disclosed in the Proxy Statement .

Proposal 3: On a non-binding advisory basis, to select the frequency of the future advisory votes on the compensation of the Named Executive Officers.

One Year						Two Years						Three Years						Abstain						Broker Non-Votes
4,189,732						104,852						81,339,792						64,720						7,289,864

The shareholders advised that they were in favor of three years as the frequency of holding future advisory votes on the compensation of the Company’s named executive officers. In accordance with the voting results for this proposal, the Company’s board of directors has determined that the Company will conduct future advisory votes regarding the

compensation of its named executive officers every three years. This policy will remain in effect until the next required shareholder vote on the frequency of advisory votes on the compensation of named executive officers.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized on this 14th day of July 2025.

GigaCloud Technology Inc
By:			/s/ Larry Lei Wu
Name:			Larry Lei Wu
Title:			Chairman of the Board of Directors and Chief Executive Officer

FAQ

What derivative gain did Range Resources (RRC) disclose for Q2 2025?

RRC expects a $154.7 million total gain on derivatives for the quarter ended 30 June 2025.

How much cash did RRC receive from hedge settlements in Q2 2025?

The company recorded $31.5 million in net cash receipts from settled derivative contracts.

How are the cash hedge receipts broken down by commodity?

$26.3 M natural gas, $2.8 M natural-gas-basis, $1.5 M NGLs, and $0.8 M oil.

Are the reported figures final?

No. Management stated the numbers are preliminary and will be finalized in the forthcoming Form 10-Q.

What SEC form did Range Resources file on 14 July 2025?

The company submitted a Form 8-K covering Item 2.02 – Results of Operations and Financial Condition.

How might the derivative gain impact RRC’s Q2 earnings?

The sizeable gain will increase reported net income and improve cash flow, though it is non-recurring.