Knorex (KNRX) sets hybrid EGM to vote on director changes

Rhea-AI Filing Summary

KNOREX Ltd. has called a hybrid Extraordinary General Meeting on 24 June 2026 at 10:00 AM Singapore Time to vote on major board changes. Shareholders will consider an ordinary resolution to remove director Wilson Chandra and separate resolutions to appoint Kai Zhong, Lu Liu, and Truong Vinh Phu Le as directors, each effective immediately if approved.

The meeting was requisitioned by shareholders holding at least one-tenth of the voting rights, with a 12 June 2026 Record Date determining voting eligibility. Voting will be by poll, with Class A shares carrying one vote and Class B shares carrying five votes, and may be cast in person, virtually, or by proxy.

Insights

Corporate governance analyst

Shareholders will vote on removing one director and appointing three new ones.

The company has scheduled a hybrid Extraordinary General Meeting to address board composition. Resolutions include removing director Wilson Chandra and appointing Kai Zhong, Lu Liu, and Truong Vinh Phu Le as directors, all as ordinary resolutions.

The meeting was triggered by a statutory requisition from shareholders holding at least 10% of voting rights, indicating organized shareholder engagement. Voting reflects a dual-class structure, with Class A shares having one vote and Class B five votes, so the outcome will depend on how these voting rights are concentrated.

Shareholders of record as of June 12, 2026 can participate physically in Singapore or virtually, or via proxy. The resolutions, if passed, would alter the board’s composition, but the filing does not discuss strategic or financial implications, so the direct impact on the business is not detailed here.

Key Figures

EGM date and time: 24 June 2026, 10:00 AM SGT Record Date: 12 June 2026 (SGT) Requisition threshold: One-tenth of voting rights +4 more

7 metrics

EGM date and time 24 June 2026, 10:00 AM SGT Hybrid Extraordinary General Meeting schedule

Record Date 12 June 2026 (SGT) Determines shareholders entitled to notice and vote

Requisition threshold One-tenth of voting rights Shareholder requisition required to convene EGM

Class A voting power 1 vote per share Voting rights structure for Class A Ordinary Shares

Class B voting power 5 votes per share Voting rights structure for Class B Ordinary Shares

Proxy deadline 10:00 AM SGT, 22 June 2026 Cut-off for receiving proxy votes at transfer agent

Quorum requirement One-third of all votes Minimum voting power present for EGM to transact business

Key Terms

Extraordinary General Meeting, Record Date, Class A Ordinary Shares, Class B Ordinary Shares, +2 more

6 terms

Extraordinary General Meeting regulatory

"NOTICE IS HEREBY GIVEN that an Extraordinary General Meeting (the “EGM”) of KNOREX Ltd."

Record Date financial

"The Board of Directors has fixed the close of business on Friday, 12 June 2026 (SGT) as the Record Date."

The record date is the specific day when a company determines which shareholders are eligible to receive a dividend or participate in an upcoming vote. It’s like a cutoff date; if you own the stock on that day, you get the benefits or voting rights. This date matters because it decides who qualifies for certain company benefits.

Class A Ordinary Shares financial

"Class A Ordinary Shares: Entitled to one (1) vote per share."

Class A ordinary shares are a type of ownership stake in a company that typically grants voting rights to shareholders, allowing them to have a say in important company decisions. They often come with priority in receiving dividends or profits, making them attractive to investors seeking influence and potential income. These shares help distinguish different levels of ownership and rights within a company's stock structure.

Class B Ordinary Shares financial

"Class B Ordinary Shares: Entitled to five (5) votes per share."

Class B ordinary shares are a type of ownership stake in a company that typically come with different voting rights or privileges compared to other share classes. For investors, they represent a way to hold part of the company’s value and influence its decisions, often with fewer voting rights than Class A shares. Understanding these shares helps investors assess their level of control and potential returns within a company.

proxy regulatory

"A shareholder entitled to attend and vote at the EGM is entitled to appoint a proxy to attend and vote in his place."

A proxy is the authorization a shareholder gives to another person or document to cast votes on their behalf at a company meeting. Think of it like handing someone your voting ticket so they can represent your choices on board elections, executive pay, mergers and other big decisions; it matters because proxies determine who controls the company and which proposals pass, directly affecting share value and investor returns.

quorum regulatory

"the quorum necessary for the transaction of business at the EGM shall be at least one or more shareholders present in person or by proxy holding not less than one-third of all votes"

A quorum is the minimum number of members needed to officially hold a meeting or make decisions. It ensures that decisions are made with enough participation to represent the group’s interests, much like a majority must be present for a vote to be valid. For investors, understanding quorum is important because it affects when and how important company or organization decisions can be legally made.

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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 of June 2026

Commission file number: 001-42862

KNOREX Ltd.

(Exact name of registrant as specified in its charter)

21 Merchant Road, #04-01

Singapore 058267

(Address of Principal Executive Offices)

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

Form 20-F ☒ Form 40-F ☐

EXPLANATORY NOTE

KNOREX Ltd. (the “Company”) is furnishing this Report on Form 6-K to distribute the Notice of Extraordinary General Meeting (“EGM”) and the accompanying Proxy Statement to its shareholders of record and beneficial owners.

The EGM will be held on Wednesday, 24 June 2026, at 10:00 AM Singapore Time (Tuesday, 23 June 2026, at 10:00 PM Eastern Time). The EGM will be conducted in a hybrid format, comprising a physical venue at 21 Merchant Road, #04-01 Singapore 058267, and a simultaneous live virtual platform for shareholders unable to attend in person. Shareholders wishing to attend the EGM virtually must register in advance using the link: https://stctransfer.zoom.us/webinar/register/WN_mnvkMOvlTuGT4-_3kFkI8w before 10:00 AM Singapore Time on Monday, 22 June 2026.

The Board of Directors has fixed the close of business on Friday, 12 June 2026 (Singapore Time) as the Record Date for determining shareholders entitled to receive notice of, attend, and vote at the EGM.

The EGM is being convened by the Board of Directors pursuant to Article 17.3 of the Company's Memorandum and Articles of Association, following the receipt and verification of a valid statutory requisition from shareholders holding not less than one-tenth (1/10) of the voting rights (on a one vote per share basis) in the share capital of the Company.

The actionable items on the agenda are the proposed Ordinary Resolutions (a) to remove Mr. Wilson Chandra from office as a Director of the Company with immediate effect upon the passage of the resolution, (b) to elect and appoint Mr. Kai Zhong as a Director of the Company with immediate effect upon the passage of the resolution, (c) to elect and appoint Mr. Lu Liu as a Director of the Company with immediate effect upon the passage of the resolution, and (d) to elect and appoint Mr. Truong Vinh Phu Le as a Director of the Company with immediate effect upon the passage of the resolution.

EXHIBITS

Exhibit No.		Description
99.1		Notice of Extraordinary General Meeting and Proxy Statement, dated 12 June 2026.
99.2		Proxy Card (Sample Form for Registered Holders).

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.

	KNOREX Ltd.
	By:	/s/ Khar Heng Choo
	Name:	Khar Heng Choo
	Title:	Chairman of the Board of Directors and Chief Executive Officer

Date: June 12, 2026

Exhibit 99.1

KNOREX LTD.

(Incorporated in the Cayman Islands with limited liability)

NOTICE OF HYBRID EXTRAORDINARY GENERAL MEETING

TO BE HELD ON WEDNESDAY, 24 JUNE 2026 SGT

NOTICE IS HEREBY GIVEN that an Extraordinary General Meeting (the “EGM”) of KNOREX Ltd. (the “Company”) will be held at 10:00 AM Singapore Time (SGT) on Wednesday, 24 June 2026 (10:00 PM Eastern Time on Tuesday, 23 June 2026).

To accommodate our shareholders, the EGM will be conducted in a hybrid format, allowing for both physical and virtual attendance:

●	Physical Venue: 21 Merchant Road, #04-01 Singapore 058267
●	Virtual Platform:

	○	Access: Register using this link to receive the video conferencing access https://stctransfer.zoom.us/webinar/register/WN_mnvkMOvlTuGT4-_3kFkI8w Register by 10:00 AM SGT on Monday, 22 June 2026 to ensure timely access
	○	For Corporate Shareholders: Authorized representative registering on behalf of a corporate shareholder may enter either the Company Name in the “First Name” field, or enter the authorized representative’s Name. Under the “Email” field, please key in the email on record.
	○	For Individual Shareholders: Please key in your “First Name”, “Last Name” and the “Email” to register for the access.

Shareholders of record at the close of business on Friday, 12 June 2026 (SGT) (the “Record Date”) are entitled to receive notice of, attend, and vote at the EGM or any adjournments thereof. To vote by proxy, your proxy card must be received by the deadline stated herein.

PURPOSE OF THE MEETING

The EGM is being convened by the Board of Directors pursuant to Article 17.3 of the Company’s Memorandum and Articles of Association (M&AA) following the receipt and verification of a valid statutory requisition from shareholders holding not less than one-tenth (1/10) of the voting rights (on a one vote per share basis) in the share capital of the Company.

The meeting is called to consider and, if thought fit, pass the following resolutions, which will be proposed as Ordinary Resolutions:

AGENDA & ORDINARY RESOLUTIONS

RESOLUTION 1: REMOVAL OF DIRECTOR WILSON CHANDRA

RESOLVED AS AN ORDINARY RESOLUTION that Mr. Wilson Chandra be and is hereby removed from office as a Director of the Company with immediate effect upon the passage of this resolution at this EGM.

RESOLUTION 2: ELECTION AND APPOINTMENT OF DIRECTOR

RESOLVED AS AN ORDINARY RESOLUTION that Mr. Kai Zhong be and is hereby elected and appointed as a Director of the Company with immediate effect upon the passage of this resolution.

RESOLUTION 3: ELECTION AND APPOINTMENT OF DIRECTOR

RESOLVED AS AN ORDINARY RESOLUTION that Mr. Lu Liu be and is hereby elected and appointed as a Director of the Company with immediate effect upon the passage of this resolution.

RESOLUTION 4: ELECTION AND APPOINTMENT OF DIRECTOR

RESOLVED AS AN ORDINARY RESOLUTION that Mr. Truong Vinh Phu Le be and is hereby elected and appointed as a Director of the Company with immediate effect upon the passage of this resolution.

By Order of the Board

Khar Heng Choo

Chairman

Date: 12 June 2026 (SGT)

IMPORTANT NOTES REGARDING VOTING AND PROXIES

1. Record Date and Voting Eligibility

The Board of Directors has fixed the close of business on Friday, 12 June 2026 (SGT) as the Record Date. Only shareholders entered on the Company’s Register of Members maintained by our Transfer Agent--- Securities Transfer Corporation (STC), or beneficial owners holding shares in “street name” through a broker or bank via the Depository Trust Company (DTC) network as of the Record Date, are entitled to vote.

2. Hybrid Attendance Options

	●	Attending Physically: Registered holders and proxies wishing to attend the physical session of the EGM at the Physical Venue are requested to arrive at the venue at least 15 minutes prior to the meeting time for verification against the Register of Members.
	●	Attending Virtually: Shareholders attending the EGM via the Virtual Platform will be able to listen to the proceedings live and cast their ballots electronically in real-time.

3. Voting Structure and Share Classes

Pursuant to Article 19.9 of the Company’s M&AA, voting on the resolutions will be conducted via a formal poll as demanded by the chairman. Pursuant to Article 20.1 of the Company’s M&AA, the voting power of the Company’s shares is structured as follows:

	●	Class A Ordinary Shares: Entitled to one (1) vote per share.
	●	Class B Ordinary Shares: Entitled to five (5) votes per share.

4. Proxies and Voting Instructions

A shareholder entitled to attend and vote at the EGM is entitled to appoint a proxy to attend and vote in his place. A proxy need not be a shareholder of the Company. Under the Company’s M&AA, the instrument appointing a proxy shall be deposited not less than 48 hours before the EGM. Accordingly, all proxy votes must be received by STC on or before 10:00 AM SGT on Monday, 22 June 2026 (10:00 PM Eastern Time on Sunday, 21 June 2026).

Shareholders who attend the EGM (physically or virtually) and vote live will override any previously submitted proxy. Submitting a proxy does not prevent you from attending and voting in person.

5. Quorum Requirements

Pursuant to Article 19.2 of the Company’s M&AA, the quorum necessary for the transaction of business at the EGM shall be at least one or more shareholders present in person or by proxy holding not less than one-third of all votes attaching to all shares in issue and entitled to vote at the meeting. Pursuant to Article 19.3 of the Company’s M&AA, if a quorum is not present within half an hour from the time appointed for the meeting, the meeting shall be dissolved.

6. Corporate Representatives

Any corporation which is a shareholder of the Company may, by resolution of its directors or other governing body, authorize such person as it thinks fit to act as its representative at the EGM. The person so authorized shall be entitled to exercise the same powers on behalf of the corporation which he or she represents as that corporation could exercise if it were an individual shareholder of the Company.

7. Right to be Heard

Pursuant to Article 23.6 of the M&AA, Director Mr. Wilson Chandra will be served with a copy of this Notice not less than ten (10) calendar days prior to the EGM and is entitled to attend the hybrid session (either physically or virtually) and be heard on the motion for his removal prior to the vote being executed.

Exhibit 99.2

KNOREX LTD.

PROXY CARD / FORM OF PROXY

CONTROL NUMBER (use this number to vote online):

I/We ____________________________________________ (Name in Block Letters) of address ______________________________________________________ being a registered holder of ______________ Class A Ordinary Shares and/or _____________ Class B Ordinary Shares of KNOREX Ltd., hereby appoint the Chairman of the Meeting OR Name of Proxy: ______________________________________________(in Block Letters) of address __________________________________________________________________ as my/our proxy to attend and vote for me/us and on my/our behalf at the Hybrid EGM to be held at 21 Merchant Road, #04-01 Singapore 058267 and via live video conference at 10:00 AM Singapore Time on Wednesday, 24 June 2026 (10:00 PM Eastern Time on Tuesday, 23 June 2026), and at any adjournment thereof, on the undermentioned resolutions as indicated below:

INSTRUCTIONS:

Mark an [ X ] in the appropriate box to cast your votes. If you do not mark a box for a resolution, your proxy will vote 'FOR' that resolution.

ORDINARY RESOLUTIONS	FOR	AGAINST	ABSTAIN
RESOLUTION 1: To remove Mr. Wilson Chandra from office as a Director of the Company with immediate effect upon the passage of this resolution.	[  ]	[  ]	[  ]
RESOLUTION 2: To elect and appoint Mr. Kai Zhong as a Director of the Company with immediate effect upon the passage of this resolution.	[  ]	[  ]	[  ]
RESOLUTION 3: To elect and appoint Mr. Lu Liu as a Director of the Company with immediate effect upon the passage of this resolution.	[  ]	[  ]	[  ]
RESOLUTION 4: To elect and appoint Mr. Truong Vinh Phu Le as a Director of the Company with immediate effect upon the passage of this resolution.	[  ]	[  ]	[  ]

Date: _____ June 2026

Signature: _________________________

NOTE: Please date and sign name exactly as it appears hereon. Executors, administrators, or trustees, should so indicate when signing. If the shareholder is a corporation, the full corporate name should be inserted and the proxy signed by an authorized representative of the corporation indicating his/her title.

WAYS TO SUBMIT YOUR PROXY CARD

All votes must be received by STC no later than

10:00 AM Singapore Time on Monday, 22 June 2026

(10:00 PM Eastern Time on Sunday, 21 June 2026)

METHOD 1: ONLINE / INTERNET OR

Go to https://onlineproxyvote.com/KNRX/2026 at any time 24 hours a day. Log in using the unique Control Number printed in the top left-hand corner of this Proxy Card, and follow the prompts to submit your vote electronically.

METHOD 2: SCAN & EMAIL  OR

Vote, sign, date, and scan this Proxy Card, then email it directly to proxyvote@stctransfer.com

METHOD 3: MAIL

Vote, sign, date, and return this Proxy Card in the enclosed stamped envelope (US Holders only), or mail directly to:

Attn: Proxy Department

Security Transfer Corporation

2901 N. Dallas Parkway, Suite 380

Plano, TX 75093

FAQ

What is the purpose of Knorex (KNRX)'s June 2026 Extraordinary General Meeting?

The EGM will ask shareholders to vote on four ordinary resolutions: removing director Wilson Chandra and appointing three new directors, Kai Zhong, Lu Liu, and Truong Vinh Phu Le. These changes would take effect immediately upon each resolution’s approval.

When and where will Knorex (KNRX)'s Extraordinary General Meeting be held?

The EGM is scheduled for 10:00 AM Singapore Time on 24 June 2026 at 21 Merchant Road, #04-01, Singapore 058267. It will also be available via a live virtual platform for shareholders who register in advance using the published webinar link.

Who is eligible to vote at Knorex (KNRX)'s June 2026 EGM?

Shareholders on the Register of Members, or beneficial owners via DTC, at the close of business on 12 June 2026 (SGT) are entitled to receive notice, attend, and vote at the EGM or any adjournment, either directly or through a properly appointed proxy.

How are Knorex (KNRX) votes structured between Class A and Class B shares?

Class A Ordinary Shares carry one vote per share, while Class B Ordinary Shares carry five votes per share. All resolutions at the EGM will be decided by formal poll, meaning voting power reflects this dual-class structure rather than a simple show of hands.

How can Knorex (KNRX) shareholders submit proxy votes for the June 2026 EGM?

Shareholders can vote by proxy online, by email, or by mail using the proxy card. Securities Transfer Corporation must receive proxy instructions by 10:00 AM Singapore Time on 22 June 2026 for them to be valid for the Extraordinary General Meeting.

What quorum is required for Knorex (KNRX)'s Extraordinary General Meeting to proceed?

The meeting requires at least one or more shareholders present in person or by proxy holding not less than one-third of all votes attaching to shares entitled to vote. If this quorum is not met within 30 minutes of the scheduled time, the meeting will be dissolved.

Filing Exhibits & Attachments

3 documents

Press Releases

• EX-99.1 EX-99.1 18.4 KB
• EX-99.2 EX-99.2 19.6 KB
• EX-99 GRAPHIC 13.5 KB