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 June 2026
Commission
File Number: 001-41933
Haoxi
Health Technology Limited
Room
801, Tower C, Floor 8, Building 103, Huizhongli, Chaoyang District
Beijing,
China
+86-10-13311587976
(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 ☐
Submission
of Matters to a Vote of Security Holders.
Haoxi
Health Technology Limited (the “Company”) held an extraordinary general meeting of shareholders (the “EGM”)
in person at Room 801, Tower C, Floor 8, Building 103, Huizhongli, Chaoyang District, Beijing, China on June 2, 2026 at 9:30AM Eastern
Time. Shareholders of the Company’s Class A ordinary shares (the “Class A Ordinary Shares”) and Class B ordinary
shares (the “Class B Ordinary Shares”) voted by proxy or at the meeting. Holders of 819,094 out of a total of 2,222,501
Class A Ordinary Shares issued and outstanding, and holders of 317,897 out of a total of 317,897 Class B Ordinary Shares issued and outstanding
voted at the EGM in person or by proxy. More than one-third (1/3) of the Class A Ordinary Shares and Class B Ordinary Shares, voting
together as a single class, entitled to vote at the EGM are represented in person or by proxy, and a quorum for the transaction of business
was present at the Meeting. Each Class A Ordinary Share is entitled to one (1) vote and each Class B Ordinary Share is entitled to thirty
(30) votes. The final voting results for each matter submitted to a vote of shareholders at the meeting are as follows:
| 1. | The
vote on the ordinary resolution that the authorized share capital of the Company be increased
from US$384,250,000 divided into (i) 1,200,000,000 Class A Ordinary Shares of US$0.32
par value each and (ii) 781,250 Class B Ordinary Shares of US$0.32 par value each,
to US$35,200,000,000,000 divided into (i) 100,000,000,000,000 Class A Ordinary
Shares of par value US$0.32 each; and (ii) 10,000,000,000,000 Class B Ordinary
Shares of par value US$0.32 each (the “Share Capital Increase”) was as
follows: |
| For |
|
Against |
|
Abstain |
| 10,012,410 |
|
25,655 |
|
42 |
Accordingly,
the Share Capital Increase has been approved.
| 2. | The
vote on the special resolution, subject to and immediately following the Share Capital Increase
being effected, the Company adopt the eighth amended and restated memorandum and articles
of association (the “Eighth Amended M&AA”), in the form attached hereto
as Annex A, in substitution for, and to the exclusion of, the Company’s existing
seventh amended and restated memorandum and articles of association (the “Seventh
Amended M&AA”), to reflect the Share Capital Increase and the Change of Quorum
(as defined in the proxy statement) was as follows: |
| For |
|
Against |
|
Abstain |
| 10,015,954 |
|
21,230 |
|
923 |
Accordingly,
the Eighth Amended M&AA has been approved and adopted.
| 3. | The
vote on the ordinary resolution was as follows: |
| (a) | conditional
upon the approval of the Board in its sole discretion, with effect as of the date or dates
the Board may determine from time to time (the “Effective Date”) and subject
to such Effective Date or Effective Dates being within two calendar years of the date
of the Extraordinary Meeting: |
| (i) | the
authorized, issued, and outstanding Ordinary Shares of the Company be consolidated by consolidating such whole number of Ordinary Shares,
within an aggregate cumulative ratio change of not less than 1-for-2 and not more than 1-for-8,000, as the Board may determine in its
sole discretion, into one (1) Ordinary Share of the same class, with such consolidated Ordinary Shares having the same rights and
being subject to the same restrictions (save as to par value) as the existing Ordinary Shares of such class as set out in the Company’s
then existing memorandum and articles of association (the “Share Consolidation”), provided that the Board may implement
one or more Share Consolidations pursuant to this authorization and the aggregate cumulative ratio of all such Share Consolidations shall
not exceed 1-for-8,000; |
| (ii) | no
fractional Ordinary Shares be issued in connection with any Share Consolidation and, in the event that a shareholder would otherwise
be entitled to receive a fractional Ordinary Share upon any Share Consolidation, the total number of Ordinary Shares to be received by
such shareholder be rounded up to the next whole Ordinary Share; and |
| | | |
| (iii) | any
change to the Company’s authorized share capital in connection with, and as necessary to effect, any Share Consolidation be and
is hereby approved, such amendment to be determined by the Board in its sole discretion; and |
| (b) | any
one director or officer of the Company be and is hereby authorized, for and on behalf of the Company, to do all such other acts or things
necessary or desirable to implement, carry out and give effect to any Share Consolidation, if and when deemed advisable by the Board
in its sole discretion. |
| For |
|
Against |
|
Abstain |
| 10,012,123 |
|
25,283 |
|
701 |
Accordingly,
the Share Consolidation has been approved.
|
| 4. | The
vote on the special resolution, subject to and immediately following any Share Consolidation
being effected, the Company adopt a further amended and restated memorandum and articles
of association in substitution for, and to the exclusion of, the Company’s then existing
memorandum and articles of association, with the only amendments being made to reflect the
Share Consolidation and as the directors may approve in their absolute discretion without
further approval by the shareholders (the “Further Amendment to the M&AA”)
was as follows: |
| For |
|
Against |
|
Abstain |
| 10,012,378 |
|
25,592 |
|
137 |
Accordingly,
the Further Amendment to the M&AA has been approved.
| 5. | The
vote on the ordinary resolution, the 2026 Extraordinary Meeting be adjourned to a later date
or dates or sine die, if necessary, to permit further solicitation and vote of proxies,
if there are not sufficient votes at the time of the 2026 Extraordinary Meeting or adjournment
or postponement thereof to approve of the foregoing proposals (the “Adjournment”,
and such proposal, the “Adjournment Proposal”) was as follows:. |
| For |
|
Against |
|
Abstain |
| 10,017,780 |
|
20,113 |
|
214 |
Accordingly,
the Adjournment Proposal has been approved.
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.
| |
Haoxi
Health Technology Limited |
| |
|
|
| Date:
June 4, 2026 |
By: |
/s/
Zhen Fan |
| |
Name: |
Zhen
Fan |
| |
Title: |
Chief
Executive Officer |
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