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MTEN Shareholders OK 20-Vote Class B Shares; YK Xu to Hold 2.09M

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
6-K

Rhea-AI Filing Summary

Mingteng International Corporation Inc. held its annual general meeting where shareholders representing 5,929,539 shares, or 86.69% of the 6,839,600 outstanding ordinary shares as of the June 30, 2025 record date, constituted a quorum and approved all proposals recommended by the board.

The meeting approved a conversion to a dual-class capital structure that re-designates ordinary shares into Class A (one vote each) and creates 2,091,000 Class B shares carrying 20 votes per share. The company’s authorized capital will be set at US$50,000 divided into 5,000,000,000 shares, including 4,997,909,000 Class A and 2,091,000 Class B. Shareholders also approved a repurchase and issuance transaction resulting in YK Xu Holding Limited holding 2,091,000 Class B shares.

Positive

  • All proposals were approved by shareholders, indicating clear board support
  • Strong shareholder participation: 5,929,539 shares represented, equal to 86.69% of outstanding shares, forming a quorum

Negative

  • Dual-class structure approved creating Class B shares with 20 votes per share, which materially increases voting disparity
  • Repurchase and issuance approved resulting in YK Xu Holding Limited holding the entire 2,091,000 Class B allocation
  • Authorized capital restated to 5,000,000,000 shares (US$50,000), changing the company’s capital structure

Insights

TL;DR The board secured shareholder approval to create a high-vote Class B, concentrating voting power with a specific holder.

The company adopted an amended capital structure that converts ordinary shares into Class A (one vote) and creates 2,091,000 Class B shares with 20 votes each. The resolutions passed with 5,928,682 votes in favor, 857 abstentions, and no votes against, reflecting overwhelming shareholder approval. The approved repurchase/issuance results in YK Xu Holding Limited holding the full 2,091,000 Class B allocation as shown in the meeting disclosures. These actions alter the company’s governance framework by legally establishing a class of shares with materially greater voting rights.

TL;DR Shareholders approved a governance and capital structure change; near-unanimous votes indicate board support but no earnings data was provided.

The meeting record shows a quorum with 86.69% participation and full approval of Proposals One through Four. The authorized share capital is restated to US$50,000 across 5,000,000,000 shares, including a small Class B tranche of 2,091,000 shares carrying 20 votes each. The documentation also records approval of a repurchase and issuance resulting in YK Xu Holding Limited holding the Class B shares. The filing contains no financial results or guidance to assess immediate financial impact.

 

 

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 August 2025

 

Commission File Number: 001-42024

 

Mingteng International Corporation Inc.

 

Lvhua Village, Luoshe Town,
Huishan District, Wuxi
Jiangsu Province, China 214189
(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

  

 

 

 

 

  

Annual General Meeting of Shareholders

 

On August 12, 2025, at 10:00 A.M., China Standard Time (August 11, 2025, at 10:00 P.M., Eastern Time), Mingteng International Corporation Inc. (the “Company”) held an annual general meeting of shareholders (the “Annual Meeting”) at Lvhua Village, Luoshe Town, Huishan District, Wuxi, Jiangsu Province, China, 214189. Holders of 5,929,539 ordinary shares of the Company were present in person or by proxy at the Annual Meeting, representing approximately 86.69% of the total 6,839,600 outstanding ordinary shares as of the record date of June 30, 2025, and therefore constituting a quorum of the ordinary shares outstanding and entitled to vote at the Annual Meeting as of the record date. All matters voted on at the Annual Meeting were approved as recommended by the Board of Directors of the Company and were approved at the Annual Meeting. The final voting results for each matter submitted to a vote of shareholders at the meeting are as follows:

 

 

        For   Against   Abstain   
Proposal One:  

In order to adopt a dual-class share capital structure, and subject to Proposal Two below being passed, to consider and vote upon an ordinary resolution to

 

(i) re-designate all Ordinary Shares issued and outstanding into class A ordinary shares with a par value of US$0.00001 each, each having one (1) vote per share and with other rights attached to it in the Amended and Restated Memorandum and Articles of Association (the “Class A Ordinary Shares”) on a one for one basis;


(ii) re-designate 2,091,000 of the authorized but unissued Ordinary Shares into 2,091,000 class B ordinary shares with a par value of US$0.00001 each, each having twenty (20) votes per share and with other rights attached to it in the Amended and Restated Memorandum and Articles of Association (the “Class B Ordinary Shares”) on a one for one basis; and


(iii) re-designate the remaining authorized but unissued Ordinary Shares into Class A Ordinary Shares on a one for one basis.


(the “Dual-Class Share Capital Structure”, with such re-designations being the “Re-designations”)

 

Upon the Re-designations, the authorized share capital of the Company will be US$50,000 divided into 5,000,000,000 shares of a par value of US$0.00001 each, comprising of (i) 4,997,909,000 Class A Ordinary Shares, and (ii) 2,091,000 Class B Ordinary Shares.

   5,928,682   857    
Proposal Two:   By a special resolution, and subject to Proposal One being passed, to approve the Amended and Restated Memorandum and Articles of Association of the Company as set forth in Appendix A to this notice in substitution for the Amended and Restated Memorandum and Articles of Association of the Company currently in effect, to reflect the change in the authorized share capital and to set out the rights and privileges of Class A Ordinary Shares and Class B Ordinary Shares.   5,928,682   857   0  
Proposal Three:   By an ordinary resolution, to approve the repurchase and issuance of shares of a certain shareholder as follows:   5,928,682   857   0  

 

Name of Shareholder Number of Existing
Shares held
Number of Shares
to be Held Giving
Effect to Share
Re-designation
Number of Shares to
be Held Giving
Effect to Share
Re-designation and
Repurchase and
Issuance
YK Xu Holding Limited 2,091,000 Ordinary Shares 2,091,000 Class A Ordinary Shares 2,091,000 Class B Ordinary Shares

 

Proposal Four: To consider and vote upon an ordinary resolution to adjourn the Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, the approval of all of the resolutions contemplated by Proposal One, Proposal Two, and Proposal Three.   5,928,682   857   0  

 

1

 

  

The Company’s Amended and Restated Memorandum and Articles of Association is filed as Exhibit 3.1 to this Current Report on Form 6-K.

 

Exhibit Index

 

Exhibit No.   Description
3.1   Amended and Restated Memorandum and Articles of Association

 

2

 

 

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: August 14, 2025 Mingteng International Coporation Inc.
   
  By: /s/ Yingkai Xu
  Name:  Yingkai Xu
  Title: Chief Executive Officer

 

 

3

 

FAQ

What did Mingteng (MTEN) shareholders approve at the annual meeting?

Shareholders approved a dual-class share structure, an amended memorandum and articles of association, a repurchase and issuance transaction, and an adjournment resolution if needed.

How many votes and shares represented the quorum at the meeting for MTEN?

Holders of 5,929,539 ordinary shares were present in person or by proxy, representing 86.69% of the 6,839,600 outstanding ordinary shares as of the June 30, 2025 record date.

What are the voting rights for the new Class B shares approved by MTEN?

The approved structure creates Class B ordinary shares that carry 20 votes per share, while Class A ordinary shares carry one vote per share.

How many Class B shares were authorized and who will hold them?

2,091,000 Class B shares were authorized and the filing shows YK Xu Holding Limited holding 2,091,000 Class B shares after the repurchase and issuance.

What is the company’s new authorized share capital after the amendments?

The authorized share capital is restated to US$50,000 divided into 5,000,000,000 shares, comprising 4,997,909,000 Class A and 2,091,000 Class B shares.
Mingteng International

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Metal Fabrication
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China
Wuxi