D-MARKET Electronic Services & Trading filings document foreign private issuer disclosures for Hepsiburada, including Form 6-K current reports and Form 20-F annual reporting. The filings record unaudited quarterly and annual results, audited consolidated financial statements, and IFRS financial presentation that applies IAS 29 adjustments for Türkiye’s hyperinflationary reporting environment.
The company’s regulatory documents also describe its hybrid 1P and 3P e-commerce model, Hepsipay fintech services, fulfillment, delivery, advertising, cross-border sales, payment services and affordability solutions. Other filing subjects include annual general assembly materials, share-capital matters, board and senior-management changes, shareholder communications, ADS-related voting mechanics and corporate governance disclosures.
D-MARKET Electronic Services & Trading announced its Ordinary General Assembly for the 2025 financial year, scheduled for October 30, 2026, at 11:00 a.m. Istanbul time. Shareholders will consider the 2025 financial statements, release board members from liability for their 2025 activities, and a proposal not to distribute dividends. The company says its financial statements as of December 31, 2025 show no distributable profit.
The proposed board slate includes Mikheil Lomtadze, Yuri Didenko, Tengiz Mosidze, Pavel Mironov and Sandro Berdzenishvili as directors, and Tayfun Bayazıt, Ahmet Fadıl Ashaboğlu and Stefan Gross-Selbeck as independent directors, each for a three-year term through October 30, 2029. Other proposals include appointing Deloitte as independent auditor for 2026, permitting board meetings and resolutions through the Electronic Board of Directors System with secure electronic signatures, and setting an aid and donations limit of 0.2% of total net assets until the next Ordinary General Assembly.
D-MARKET Electronic Services & Trading (HEPS) has an updated major-shareholder disclosure showing that Joint Stock Company Kaspi.kz now beneficially owns 400,841,947 Ordinary Shares, representing 93.51% of D-MARKET’s 428,653,700 Ordinary Shares outstanding as of September 8, 2026.
On September 14, 2026, Kaspi.kz acquired 19,547,401 American depositary shares (each representing one Ordinary Share) from VR Global Partners, L.P. at USD 2.95 per ADS, for an aggregate purchase price of USD 57,664,832.95, funded from Kaspi.kz’s working capital. Kaspi.kz holds sole voting and dispositive power over all 400,841,947 Ordinary Shares.
D-MARKET Electronic Services & Trading (HEPS) received an updated Schedule 13D/A from its controlling shareholder, Joint Stock Company Kaspi.kz, which now beneficially owns 381,294,546 ordinary shares, or 88.95% of the 428,653,700 ordinary shares outstanding as of September 8, 2026.
Kaspi.kz increased its stake by exercising pre-emptive rights in a capital increase, subscribing for 71,428,500 new ordinary shares for TRY 9,321,419,250.00 funded from its working capital. It also entered into a share purchase agreement to acquire 19,547,401 ADSs at USD 2.95 per ADS (total USD 57,664,832.95), with closing expected on or around September 14, 2026. Kaspi.kz states it is the controlling shareholder and that several of its employees serve as directors of HEPS, and it may buy or sell additional securities depending on various factors.
D-MARKET Electronic Services & Trading (HEPS), operating as Hepsiburada, completed a capital increase approved at its Extraordinary General Assembly of Shareholders held on August 14, 2026, raising TRY 9,321,419,250.00 that has been fully paid in.
Of this amount, TRY 14,285,700.00 was allocated to the nominal value of newly issued shares and TRY 9,307,133,550.00 to share premium. After registration with the Istanbul Trade Registry, the Company’s registered nominal share capital stands at TRY 86,653,816.80, divided into 433,269,084 shares with a nominal value of TRY 0.20 each.
D-MARKET Electronic Services & Trading (NASDAQ: HEPS), operating as Hepsiburada, reports the results of its Extraordinary General Assembly of Shareholders held on 14 August 2026 in Istanbul. The meeting was duly convened under the Turkish Commercial Code and a quorum was present in line with the company’s Articles of Association.
Shareholders adopted the EGM agenda items by a majority of votes present. On the same date, the Board of Directors resolved to inform shareholders of the affirmative outcome and that the company will move forward with a proposed share capital increase process, which is expected to involve changes to the company’s Articles of Association as referenced in the forward-looking statements.
D-MARKET Electronic Services & Trading reported IAS 29 inflation-adjusted second‑quarter and first‑half 2026 results. Q2 revenue was TRY 22,810.9 million, up 3.1% year over year, led by 3P marketplace revenue growth of 22.3%; first‑half revenue reached TRY 47,570.1 million, up 12.5%.
Gross Contribution in Q2 was TRY 8,621.6 million with a 15.2% margin, flat year over year, while operating expenses rose 6.5% to TRY 23,504.5 million on higher shipping, payroll and advertising. Net loss widened to TRY 1,889.6 million from TRY 956.2 million, and EBITDA fell to TRY 239.2 million (0.4% of GMV) from 976.9 million (1.8%). Free Cash Flow declined to TRY 1,553.2 million from 4,498.6 million. As of June 30, 2026 cash and cash equivalents were TRY 7,011.8 million and total equity was negative TRY 582.3 million.
D-MARKET Electronic Services & Trading (doing business as Hepsiburada) plans to report its unaudited financial results for the second quarter ending June 30, 2026 after the U.S. market closes on August 6, 2026.
Hepsiburada is described as a leading Turkish e-commerce technology platform connecting millions of customers and businesses across Türkiye.
D-MARKET Electronic Services & Trading (Hepsiburada) has called an Extraordinary General Assembly of shareholders for August 14, 2026 at 11:00 in Istanbul to approve a share capital increase totaling TRY 9,321,419,250.00. Of this, TRY 14,285,700.00 will be added to the nominal value of newly issued shares and TRY 9,307,133,550.00 to share premium.
The nominal share capital would rise from TRY 72,368,116.80, divided into 361,840,584 shares, to TRY 86,653,816.80, divided into 433,269,084 shares, while the nominal value per share remains TRY 0.20. The increase is to be subscribed and paid in cash by shareholders other than The Bank of New York Mellon, whose pre-emptive rights are proposed to be disapplied to avoid a costly U.S. public offering.
D-MARKET Electronic Services & Trading (Hepsiburada) has completed a previously planned leadership transition. Nilhan Gökçetekin will step down as Chief Executive Officer effective July 1, 2026, after what the company describes as a smooth, jointly planned handover.
Ender Özgün, currently Chief Commercial Officer, will become Chief Executive Officer of Hepsiburada on the same date with overall responsibility for the company. Hakan Karadoğan, who has been leading logistics, will head Hepsiburada’s Delivery business as CEO. Both will report to Chairman Mikheil Lomtadze and the Board of Directors.
The company links this new structure to its next phase of growth, separating leadership for its core commerce platform and delivery operations while promoting experienced internal leaders. Statements from the chairman, outgoing CEO and incoming leaders emphasize continuity, financial discipline and a focus on long-term growth, customers and merchants.
D-MARKET Electronic Services & Trading Schedule 13G reports that VR Global Partners, L.P. and affiliated entities, including VR Advisory Services Ltd and related Cayman companies, together with founder Richard Deitz, are each deemed to beneficially own 18,410,004 Ordinary Shares.
The filing states this holding represents approximately 5.2% of the Issuer's Ordinary Shares based on 357,225,200 Ordinary Shares outstanding as of December 31, 2025. The shares are Ordinary Shares with nominal value TRY 0.20 per share (CUSIP 23292B104).