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 April 2026
Commission File Number: 001-42370
MEGA MATRIX INC.
Level 21, 88 Market Street
CapitaSpring
Singapore 048948
(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 ☐
EXPLANATORY NOTE
Mega Matrix Inc. (NYSE American: MPU, the “Company”)
has noted recent media and investor attention regarding the executive compensation and share-based compensation disclosures in the Company’s
Form 20-F originally filed with the Securities and Exchange Commission on April 16, 2026 (the “2025 Annual Report”).
After internal review, the Company confirmed that
a typographical error appeared in the “Directors, Senior Management
and Employees — Compensation”
section of its 2025 Annual Report. The cash compensation paid to the Company’s
executive officers in fiscal year ended December 31, 2025 was incorrectly stated as “$101.6
million.” The correct amount should be approximately “$1.02
million.”
The Company has filed an amendment to its 2025
Annual Report to correct the above-mentioned typographical error. This amendment only relates to the correction of the above-mentioned
amount and does not affect the Company’s 2025 financial statements,
operating data, or other previously disclosed core business information.
With respect to the share-based compensation expenses
that some investors have asked about, the Company would like to clarify that the relevant share-based compensation expenses primarily
represent non-cash accounting expenses. They do not represent cash compensation paid by the Company to management, employees, or service
providers. These equity incentive arrangements are intended to support the Company’s
business transformation and long-term development, attract, incentivize and retain core team members, partners and relevant service providers,
and align their interests with the long-term value of the Company and its shareholders.
The Company will continue to advance its short-drama
platform optimization, exploration of AI-assisted content production, and digital asset-related strategy in line with its established
business plan. The Company will also continue to strengthen its disclosure review process and investor communication to ensure timely,
accurate and complete public disclosure.
Investors and the public should refer to the Company’s
official filings with the U.S. Securities and Exchange Commission and the Company’s
public disclosures for accurate information.
FORWARD-LOOKING STATEMENTS
This report contains forward-looking statements within
the meaning of the “safe harbor” provisions of the United States Private Securities Litigation Reform Act of 1995. Forward-looking
statements generally relate to future events or our future financial or operating performance. Forward-looking statements in
this report include, but are not limited to, statements related to our expectations regarding the ability to advance its short-drama platform
optimization, exploration of AI-assisted content production, digital asset-related strategy in line with its established business plan,
and ability to strengthen its disclosure review process and investor communication to ensure timely, accurate and complete public disclosure.
Our expectations and beliefs regarding these matters may not materialize, and actual results or events in the future are subject to risks
and uncertainties that could cause actual results or events to differ materially from those projected. The forward-looking statements
contained in this report are subject to other risks and uncertainties, including those more fully described in our filings with the Securities
and Exchange Commission, including our Annual Report on Form 20-F filed with the SEC on April 16, 2026, and as amended. The forward-looking
statements in this report are based on information available to the Company as of the date hereof, and the Company disclaims any
obligation to update any forward-looking statements, except as required by law.
EXHIBIT INDEX
| Exhibit No. |
|
Description of Document |
| 99.1 |
|
Press Released dated April 27, 2026 |
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.
| |
Mega Matrix Inc. |
| |
|
| April 27, 2026 |
By: |
/s/ Yucheng Hu |
| |
|
Yucheng Hu |
| |
|
Chief Executive Officer |
Exhibit 99.1
Mega Matrix Provides Supplemental Clarification Regarding Certain
Disclosures in Its 2025 Annual Report
SINGAPORE, April 27, 2026 /PRNewswire/ -- Mega
Matrix Inc. (NYSE American: MPU) (the "Company") has noted recent media and investor attention regarding the executive
compensation and share-based compensation disclosures in the Company’s Form 20-F originally filed with the Securities and Exchange
Commission on April 16, 2026 (the “2025 Annual Report”).
After internal review, the Company confirmed that
a typographical error appeared in the “Directors, Senior Management and Employees — Compensation” section of its 2025
Annual Report. The cash compensation paid to the Company’s executive officers in fiscal year ended December 31, 2025 was incorrectly
stated as “$101.6 million.” The correct amount should be approximately “$1.02 million.”
The Company has filed an amendment to its 2025 Annual
Report to correct the above-mentioned typographical error. This amendment only relates to the correction of the above-mentioned amount
and does not affect the Company’s 2025 financial statements, operating data, or other previously disclosed core business information.
With respect to the share-based compensation expenses
that some investors have asked about, the Company would like to clarify that the relevant share-based compensation expenses primarily
represent non-cash accounting expenses. They do not represent cash compensation paid by the Company to management, employees, or service
providers. These equity incentive arrangements are intended to support the Company’s business transformation and long-term development,
attract, incentivize and retain core team members, partners and relevant service providers, and align their interests with the long-term
value of the Company and its shareholders.
The Company will continue to advance its short-drama
platform optimization, exploration of AI-assisted content production, and digital asset-related strategy in line with its established
business plan. The Company will also continue to strengthen its disclosure review process and investor communication to ensure timely,
accurate and complete public disclosure.
Investors and the public should refer to the Company’s official
filings with the U.S. Securities and Exchange Commission and the Company’s public disclosures for accurate information.
About Mega Matrix Inc.: Mega Matrix Inc.
(NYSE American: MPU), a holding company headquartered in Singapore, is executing its strategic expansion into the stablecoin governance
tokens treasury reserve strategy and operates FlexTV, a short-video streaming platform and producer of short dramas, through Yuder Pte,
Ltd., an indirect wholly owned subsidiary of the Company. For more information, please contact info@megamatrix.io or
visit http://www.megamatrix.io.
Forward-Looking Statements
This report contains forward-looking statements within
the meaning of the “safe harbor” provisions of the United States Private Securities Litigation Reform Act of 1995. Forward-looking
statements generally relate to future events or our future financial or operating performance. Forward-looking statements in
this report include, but are not limited to, statements related to our expectations regarding the ability to advance its short-drama platform
optimization, exploration of AI-assisted content production, digital asset-related strategy in line with its established business plan,
and ability to strengthen its disclosure review process and investor communication to ensure timely, accurate and complete public disclosure.
Our expectations and beliefs regarding these matters may not materialize, and actual results or events in the future are subject to risks
and uncertainties that could cause actual results or events to differ materially from those projected. The forward-looking statements
contained in this report are subject to other risks and uncertainties, including those more fully described in our filings with the Securities
and Exchange Commission, including our Annual Report on Form 20-F filed with the SEC on April 16, 2026, and as amended. The forward-looking
statements in this report are based on information available to the Company as of the date hereof, and the Company disclaims any
obligation to update any forward-looking statements, except as required by law.
Disclosure Channels
We may also announce material information about the Company and
its services and for complying with our disclosure obligation under Regulation FD via the following social media channels:
| X (f/k/a Twitter): |
twitter.com/MegaMatrixMPU |
| Facebook: |
facebook.com/megamatrixmpu |
| LinkedIn: |
linkedin.com/company/megamatrixmpu |
The Company will also use its landing page on its corporate website
(www.megamatrix.io) to host social media disclosures and/or links to/from such disclosures. The information we post through these
social media channels may be deemed material. Accordingly, investors should monitor these social media channels in addition to following
our website, press releases, SEC filings and public conference calls and webcasts. The social media channels that we intend to use as
a means of disclosing the information described above may be updated from time to time as listed on our website.
For inquiries, please contact: Info@megamatrix.io