JIADE Limited (JDZG) enacts 10‑for‑1 consolidation and authorizes 2B new shares

Rhea-AI Filing Summary

JIADE LIMITED is implementing a 10‑for‑1 Share Consolidation of its authorized, issued and unissued ordinary shares, combining 20,000,000 existing shares into 2,000,000 shares with a higher par value of $0.025 each across Class A, Class B and preference shares.

The company is simultaneously changing its authorized share capital so that, after a series of pro‑rata issuances, repurchases and cancellations, its authorized share capital becomes $50,000 divided into 2,000,000,000 shares: 1,988,800,000 Class A, 10,000,000 Class B and 1,200,000 preference shares, each with a par value of $0.000025.

Beginning on June 1, 2026, the Class A Ordinary Shares will trade on a post‑consolidation basis on the Nasdaq Capital Market under the same symbol "JDZG" but with a new CUSIP number. Fractional entitlements will be rounded up to the next whole share, with no cash paid for fractions.

Insights

Capital structure analyst

JIADE restructures share capital with a reverse split and large new authorization.

JIADE LIMITED combines its shares 10‑for‑1 and then overhauls its capital structure so that, after mechanical issuances and cancellations, it has authorization for 2,000,000,000 low‑par‑value shares across Class A, Class B and preference classes.

This sequence keeps existing shareholders’ relative ownership percentages unchanged at the time of the restructuring, as shares are issued pro‑rata and then repurchased and cancelled. The main economic effect is not immediate cash flow, but a rebaseline of share counts and par values.

Future impact will depend on how many of the newly authorized shares are actually issued over time. The consolidated Class A shares begin trading on a post‑Share Consolidation basis on the Nasdaq Capital Market on June 1, 2026 under ticker JDZG.

Key Figures

Share Consolidation ratio: 10:1 Pre‑consolidation authorized shares: 20,000,000 shares Post‑restructuring authorized shares: 2,000,000,000 shares +4 more

7 metrics

Share Consolidation ratio 10:1 Consolidation of all authorized, issued and unissued ordinary shares

Pre‑consolidation authorized shares 20,000,000 shares 15,800,000 Class A, 3,000,000 Class B, 1,200,000 preference at $0.0025 par

Post‑restructuring authorized shares 2,000,000,000 shares 1,988,800,000 Class A, 10,000,000 Class B, 1,200,000 preference at $0.000025 par

Authorized capital $50,000 Total authorized share capital before and after changes

Issuance to Class A holders ≈1,537,272 Class A shares Pro‑rata issuance of new Class A Ordinary Shares

Issuance to JD LIYUAN LIMITED 294,209 Class B shares New Class B Ordinary Shares issued before repurchase and cancellation

Effective trading date June 1, 2026 JDZG begins trading on a post‑Share Consolidation basis on Nasdaq

Key Terms

Share Consolidation, Change of Authorized Share Capital, Increase in Authorized Share Capital, par value, +2 more

6 terms

Share Consolidation financial

"the Company plans to effect a consolidation of all of the Company’s authorized issued and unissued ordinary shares on a 10:1 basis (the “Share Consolidation”)"

Share consolidation is a process where a company reduces the total number of its shares by combining multiple existing shares into a smaller number of higher-value shares. This can make each share more expensive and potentially improve the company’s image. For investors, it often means their ownership remains the same, but the value of each share increases, which can influence how the stock is perceived and traded.

Change of Authorized Share Capital financial

"the Company also plans to effect a change in its authorized share capital (the “Change of Authorized Share Capital”)"

Increase in Authorized Share Capital financial

"and (c) 1,200,000 preference shares of a par value of $0.000025 each (the “Preference Shares”) (the “Increase in Authorized Share Capital”)"

par value financial

"Class A ordinary shares of a $0.0025 par value each"

Par value is the fixed amount printed on a bond or stock that represents its original value when issued. It’s like the face value of a coin or bill—what the issuer promises to pay back or the starting price of a stock—though it often doesn’t change with market prices. It matters because it helps determine certain financial details, like how much the company will pay back at maturity.

Nasdaq Capital Market financial

"the Company’s Class A Ordinary Shares will trade on a post-Share Consolidation basis on the Nasdaq Capital Market"

The Nasdaq Capital Market is a platform where smaller, emerging companies can list their shares for trading by investors. It provides these companies with access to funding and visibility, helping them grow, much like a local marketplace where new vendors can introduce their products to potential customers. For investors, it offers opportunities to discover early-stage companies with growth potential.

preference shares financial

"1,200,000 preference shares in the Company of $0.0025 of a par value each"

Preference shares are a type of company stock that pays owners a fixed or regularly prioritized payout, similar to receiving steady interest from a savings account, while still representing ownership. They usually get paid dividends before regular (common) shareholders and have priority if the company distributes assets, but often carry limited voting rights and less upside if the company’s value soars. Investors care because preference shares trade off growth potential for steadier income and greater safety in payouts.

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FAQ

What share consolidation did JIADE LIMITED (JDZG) approve?

JIADE LIMITED approved a 10‑for‑1 Share Consolidation. All authorized, issued and unissued ordinary shares are consolidated so every 10 existing shares become 1 share, with par value moving from $0.0025 to $0.025 for each class after consolidation.

How is JIADE LIMITED (JDZG) changing its authorized share capital?

The company is increasing authorization to 2,000,000,000 shares. After the restructuring, authorized capital becomes 1,988,800,000 Class A, 10,000,000 Class B and 1,200,000 preference shares, each with a par value of $0.000025, totaling authorized capital of $50,000.

Will JIADE LIMITED (JDZG) shareholders’ ownership percentages change from this 6‑K?

The filing states relative ownership percentages will not change during the process. New Class A and Class B shares are issued pro‑rata, then the higher‑par‑value Class A and B shares are repurchased and cancelled, preserving each shareholder’s proportionate interest at that point.

When will JDZG trade on a post‑Share Consolidation basis on Nasdaq?

Post‑Share Consolidation trading for JDZG starts on June 1, 2026. From the opening of trading on that date, Class A Ordinary Shares trade on the Nasdaq Capital Market under the same symbol “JDZG” but with a new CUSIP number G7396L137.

How will JIADE LIMITED (JDZG) handle fractional shares in the consolidation?

No cash will be paid for fractional shares. Any shareholder entitled to a fractional share will have that fraction rounded up to the next whole share, including for beneficial holders through brokers, so each holder ends with whole shares only.

What role does JD LIYUAN LIMITED play in JIADE LIMITED’s share changes?

JD LIYUAN LIMITED receives 294,209 new Class B Ordinary Shares. As part of the Issuance of Shares, those Class B shares are issued to JD LIYUAN LIMITED, after which existing higher‑par‑value Class B shares are repurchased and cancelled in the planned recapitalization steps.

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 May 2026

Commission File Number: 001-42098

JIADE LIMITED

18/F, Block D, Huirong Plaza, No. 88, Section 3, Jinhua Road

Jinjiang District, Chengdu City, Sichuan Province

The People’s Republic of China, 610000

(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 x Form 40-F ¨

JIADE LIMITED Announces Share Consolidation and Change of Authorized Share Capital

JIADE LIMITED, a Cayman Islands company (the “Company”), today announced that the Company plans to effect a consolidation of all of the Company’s authorized issued and unissued ordinary shares on a 10:1 basis (the “Share Consolidation”), which was approved by the Company’s board of directors on April 20, 2026 and May 12, 2026, and approved by the Company’s shareholders on May 4, 2026. As a result of the Share Consolidation, each of the 20,000,000 authorized ordinary shares, consisting of (a) 15,800,000 Class A ordinary shares of a $0.0025 par value each, (b) 3,000,000 Class B ordinary shares of a $0.0025 par value each, and (c) 1,200,000 preference shares in the Company of $0.0025 of a par value each, will automatically be consolidated into to 2,000,000 ordinary shares, consisting of (a) 1,580,000 Class A ordinary shares of a par value of $0.025 each, (b) 300,000 Class B ordinary shares of a par value of $0.025 each, and (c) 120,000 preference shares of a par value of $0.025 each, without any further action on the part of the shareholders.

In addition, the Company also plans to effect a change in its authorized share capital (the “Change of Authorized Share Capital”), which was also approved by the Company’s board of directors on April 20, 2026, and approved by the Company’s shareholders on May 4, 2026. Pursuant to the Change of Authorized Share Capital, the Company’s authorized share capital will be increased from $50,000 divided into 2,000,000 ordinary shares of a par value of $0.025, consisting of (a) 1,580,000 Class A ordinary shares of a par value of $0.025 each, (b) 300,000 Class B ordinary shares of a par value of $0.025 each, and (c) 120,000 preference shares of a par value of $0.025 each, to an aggregate of (i) $50,000 divided into 2,000,000 ordinary shares, consisting of (a) 1,580,000 Class A ordinary shares of a par value of $0.025 each, (b) 300,000 Class B ordinary shares of a par value of $0.025 each, and (c) 120,000 preference shares of a par value of $0.025 each; and (ii) $50,000 divided into 2,000,000,000 ordinary shares, consisting of (a) 1,988,800,000 Class A ordinary shares of a par value of $0.000025 each (the “Class A Ordinary Shares”), (b) 10,000,000 Class B ordinary shares of a par value of $0.000025 each (the “Class B Ordinary Shares”), and (c) 1,200,000 preference shares of a par value of $0.000025 each (the “Preference Shares”) (the “Increase in Authorized Share Capital”). Immediately following the Increase in Authorized Share Capital, the Company will issue (i) an aggregate of approximately 1,537,272 Class A Ordinary Shares to all the existing holders of the Class A ordinary shares of a par value of $0.025 each and each holder will be issued such shares pro-rata to their existing shareholding ratio of the Company, and (ii) 294,209 Class B Ordinary Shares to JD LIYUAN LIMITED (together, the “Issuance of Shares”). The Issuance of Shares will not affect the relative shareholding percentages of any shareholder in the Company. Following the Issuance of Shares, the Company will repurchase all of the approximately 1,537,272 issued Class A ordinary shares of $0.025 par value each and 294,209 Class B ordinary shares of $0.025 par value each held by its shareholders and simultaneously cancel such shares. Lastly, the Company will cancel all 2,000,000 of its remaining authorized but unissued ordinary shares of $0.025 par value. As a result of the Share Consolidation and Change of Authorized Share Capital, the Company’s authorized share capital will become $50,000 divided into 2,000,000,000 shares, consisting of (i) 1,988,800,000 Class A Ordinary Shares of a par value of $0.000025 each, (ii) 10,000,000 Class B Ordinary Shares of a par value of $0.000025 each, and (iii) 1,200,000 Preference Shares of a par value of $0.000025 each.

Beginning with the opening of trading on June 1, 2026, the Company’s Class A Ordinary Shares will trade on a post-Share Consolidation basis on the Nasdaq Capital Market under the same symbol “JDZG,” but under the new CUSIP number G7396L137. No fractional shares will be issued in connection with the Share Consolidation. Instead, record holders who otherwise would be entitled to receive fractional shares because they hold a number of shares not evenly divisible by the Share Consolidation ratio will automatically be entitled to receive any such additional fraction of one share of the relevant class rounded up to the next whole share. For those beneficial holders who hold shares through a brokerage firm, the Company intends to round up fractional shares at the participant level. Cash will not be paid for fractional shares.

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SIGNATURE

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.

	JIADE LIMITED
Date: May 27, 2026	By:	/s/ Yuan Li
	Name:	Yuan Li
	Title:	Co-Chief Executive Officer

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