Golden Heaven (GDHG) completes internal restructuring with no material business change

Rhea-AI Filing Summary

Golden Heaven Group Holdings Ltd. filed a Form 6-K to report completion of an internal restructuring of its corporate structure. The company states there has been no material change to its business as a result of this restructuring.

The filing also specifies that the contents of this Form 6-K are incorporated by reference into several existing registration statements on Forms S-8 and F-3, including filings made in 2024, 2025 and 2026.

Key Terms

foreign private issuer, internal restructuring, incorporated by reference, Form F-3, +1 more

5 terms

foreign private issuer regulatory

"FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16"

A foreign private issuer is a company organized outside the United States that meets tests showing it is primarily foreign-controlled and therefore qualifies for a different set of U.S. reporting rules. For investors, that means the company files less frequent or differently formatted disclosures with U.S. regulators and may follow home-country accounting and governance practices, so buying its stock is like dining at a well-reviewed restaurant that follows its home kitchen’s rules instead of the local menu — you get access but should check what standards apply.

internal restructuring financial

"Recently, Golden Heaven Group Holding Ltd. completed its internal restructuring."

incorporated by reference regulatory

"The contents of this Form 6-K are hereby incorporated by reference into"

Form F-3 regulatory

"the Company’s registration statement on Form F-3 (File No. 333-279942)"

Form F-3 is a U.S. securities filing that lets eligible foreign companies pre-register and then quickly sell shares or other securities to raise money, because they already meet ongoing reporting and size tests. For investors it signals that the company is up-to-date with regulatory disclosure and has an efficient way to issue new securities — similar to a pre-approved credit line — which can mean faster capital raises but also potential dilution of existing holdings.

Form S-8 regulatory

"the Company’s registration statement on Form S-8 (File No. 333-279423)"

A Form S-8 is a U.S. Securities and Exchange Commission registration that lets a public company set aside shares for employee benefit plans and stock-based compensation. Think of it as opening a dedicated account that authorizes the company to issue or reserve stock for workers and directors; it matters to investors because it enables share dilution when those awards are granted or exercised and signals how management is compensated and incentivized.

Form 6-K: How Foreign Companies Report to the SEC →

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 May 2026

Commission File Number: 001-41675

GOLDEN HEAVEN GROUP HOLDINGS LTD.

No. 8 Banhouhaichuan Rd

Xiqin Town, Yanping District

Nanping City, Fujian Province, China 353001

(Address of principal executive office)

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 ☐

Recently, Golden Heaven Group Holding Ltd. (the “Company”) completed its internal restructuring. Upon consummation of the internal restructuring, the Company’s corporate structure is as follows:

 

There has been no material change to the Company’s business resulting from the internal restructuring.

Incorporation by Reference

The contents of this Form 6-K are hereby incorporated by reference into (i) the Company’s registration statement on Form S-8 (File No. 333-279423) filed with the U.S. Securities and Exchange Commission (the “SEC”) on May 15, 2024, (ii) the Company’s registration statement on Form F-3 (File No. 333-279942) filed with the SEC on June 4, 2024 and declared effective by the SEC on June 27, 2024, (iii) the Company’s registration statement on Form S-8 (File No. 333-283714) filed with the SEC on December 10, 2024, (iv) the Company’s registration statement on Form F-3 (File No. 333-292462) filed with the SEC on December 29, 2025 and declared effective by the SEC on February 6, 2026, and (v) the Company’s registration statement on Form F-3 (File No. 333-295337) initially filed with the SEC on April 27, 2026.

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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.

	Golden Heaven Group Holdings Ltd.
Date: May 19, 2026	By:	/s/ Jin Xu
	Name:	Jin Xu
	Title:	Chief Executive Officer and Chairman of the Board of Directors (Principal Executive Officer)

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FAQ

What does Golden Heaven Group Holdings Ltd. (GDHG) report in this Form 6-K?

Golden Heaven Group Holdings Ltd. reports that it has completed an internal restructuring of its corporate structure. The company notes that this restructuring did not result in any material change to its business operations or overall business nature.

Did GDHG’s internal restructuring change its underlying business?

According to the filing, the internal restructuring did not cause any material change to Golden Heaven Group Holdings Ltd.’s business. The company emphasizes that despite the new corporate structure, its core business remains effectively the same as before.

Which registration statements does this GDHG Form 6-K incorporate by reference?

The Form 6-K is incorporated by reference into Golden Heaven’s registration statements on Forms S-8 and F-3, including File Nos. 333-279423, 333-279942, 333-283714, 333-292462 and 333-295337, covering filings from May 2024 through April 2026.

Why is incorporation by reference mentioned in GDHG’s Form 6-K?

Incorporation by reference allows the information in this Form 6-K to become part of several existing registration statements. This means investors relying on those S-8 and F-3 registrations can also rely on the updated corporate structure information provided here.

Who signed the GDHG Form 6-K related to the internal restructuring?

The Form 6-K was signed on behalf of Golden Heaven Group Holdings Ltd. by Jin Xu. Jin Xu is identified in the filing as the Chief Executive Officer and Chairman of the Board of Directors, serving as the principal executive officer.