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 OF THE
SECURITIES EXCHANGE ACT OF 1934
For the month of May 2026
Commission File Number 001-42528
LZ TECHNOLOGY HOLDINGS LIMITED
(Translation of registrant’s name into English)
Unit 311, Floor 3, No. 5999 Wuxing Avenue, Zhili
Town, Wuxing District
Huzhou City, Zhejiang province, People’s
Republic of China 313000
(Address of principal executive offices)
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
☐
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.
| Date: May 20, 2026 |
LZ TECHNOLOGY HOLDINGS LIMITED |
| |
|
|
| |
By: |
/s/ Runzhe Zhang |
| |
|
Runzhe Zhang |
| |
|
Chief Executive Officer |
EXHIBIT INDEX
| Exhibit
No. |
|
Description
of Exhibit |
| 99.1 |
|
Press Release issued on May 20, 2026 |
Exhibit 99.1
LZ Technology Holdings Limited Announces 1-for-20
Reverse Share Split
Xiamen, China, May 20, 2026 - LZ Technology Holdings
Limited (Nasdaq: LZMH, the “Company”), today announced that the shareholders and the board of directors of the Company approved
a one-for-twenty reverse share split of the Company’s issued and unissued Class A ordinary shares (the “Class A Ordinary Shares”)
and Class B ordinary shares (the “Class B Ordinary Shares”). Beginning May 22, 2026, the Company’s Class B Ordinary
Shares will be trading on a split-adjusted basis under the same symbol “LZMH” but with a new CUSIP number, G57Y3D117, and
a new par value of US$0.0005 per share.
As a result of the reverse share split, each twenty
ordinary shares outstanding will automatically combine and convert to one issued and outstanding ordinary share without any action on
the part of shareholders who hold their shares in brokerage accounts or “street name.” Shareholders holding certificates of
ordinary shares are expected to receive instructions from the Company’s transfer agent, Transhare Corporation, regarding procedures
for exchanging share certificates. No fractional shares will be issued as a result of the reverse share split, and instead, all such fractional
shares resulting from the reverse share split will be rounded up to the nearest whole share.
The reverse share split is intended to increase
the per share trading price of the Class B Ordinary Shares to satisfy the $1.00 minimum bid price requirement for continued listing on
the NASDAQ Stock Market. Prior to the reverse share split, the Company has 22,500,000 Class A Ordinary Shares and 157,070,000 Class B
Ordinary Shares issued and outstanding. Following the reverse share split, the Company will have approximately 1,125,000 Class A Ordinary
Shares and 7,853,500 Class B Ordinary Shares issued and outstanding, and the Company will have 160,000,000 authorized Class A Ordinary
Shares and 3,760,000,000 authorized Class B Ordinary Shares.
About LZ Technology Holdings Limited
LZ Technology Holdings Limited is an information
technology and advertising company operating through its subsidiaries in China. The Company’s business spans three key verticals:
Smart Community, Out-of-Home Advertising, and Local Life. Its Smart Community services provide intelligent access control and safety management
systems, installed in thousands of residential communities in China. Its Out-of-Home Advertising division offers multi-channel advertising
solutions through a vast network of monitors across approximately 120 cities in China, with ad placements on access control screens, SaaS
platforms, and third-party advertising spaces. The Company’s Local Life vertical connects businesses with consumers through online
promotions, social media marketing, and retail sales of various products and services. LZ Technology is committed to providing high-quality
services to communities and businesses.
Safe Harbor Statement
Certain statements in this release constitute
forward-looking statements, within the meaning of Section 27A of the Securities Act of 1933, as amended and Section 21E of the Securities
Exchange Act of 1934, as amended. The words “believe,” “forecast,” “project,” “intend,”
“expect,” “plan,” “should,” “would,” and similar expressions and all statements, which
are not historical facts, are intended to identify forward-looking statements. These forward-looking statements involve and are subject
to known and unknown risks, uncertainties and other factors, any of which could cause the Company to not achieve some or all of its goals
or the Company’s previously reported actual results, performance (finance or operating), including those expressed or implied by
such forward-looking statements. More detailed information about the Company and the risk factors that may affect the realization of
forward-looking statements is set forth in the Company’s filings with the Securities and Exchange Commission (the “SEC”),
copies of which may be obtained from the SEC’s website at www.sec.gov. The Company assumes no, and hereby disclaims any, obligation
to update the forward-looking statements contained in this press release, other than as required by applicable law.
For further information, please contact:
Michael Wu
Investor Relations
LZ Technology Holdings Limited
michael@lzmh.co
