NaaS Technology (NASDAQ: NAAS) wins approval to expand multi-class share capital

Rhea-AI Filing Summary

NaaS Technology Inc. reports that shareholders approved all resolutions at an extraordinary general meeting held on April 29, 2026. The meeting authorized an amendment of the company’s authorized share capital from US$52,000 to US$369,200, so that authorized and issued share capital will be US$369,200 divided into multiple share classes. This includes 365,300,000,000 Class A ordinary shares, 300,000,000 Class B ordinary shares, 1,400,000,000 Class C ordinary shares, 16,000,000 Class D ordinary shares, and 2,184,000,000 shares of other classes or series as determined by the board under the company’s governing documents. Shareholders also approved a resolution authorizing directors, officers and agents to implement these changes.

Insights

Equity structure analyst

NaaS shareholders approved a major expansion of authorized share capital across multiple share classes.

The company obtained shareholder approval to increase authorized share capital from US$52,000 to US$369,200, divided into 369,200,000,000 shares across four named ordinary share classes and an additional bucket of undesignated shares. This significantly broadens the share capital framework.

The structure includes large authorization for Class A ordinary shares and smaller allocations for Classes B, C and D, plus over 2.18 billion shares in other classes or series that directors may designate under existing constitutional documents. The filing does not specify issuance timing or purposes, so the impact will depend on how management uses this expanded capacity in future corporate actions.

Key Figures

Previous authorized share capital: US$52,000 New authorized and issued share capital: US$369,200 Total authorized shares: 369,200,000,000 shares +5 more

8 metrics

Previous authorized share capital US$52,000 Authorized share capital before amendment approved April 29, 2026

New authorized and issued share capital US$369,200 Share capital after amendment, divided into multiple share classes

Total authorized shares 369,200,000,000 shares Total number of shares after capital amendment

Class A ordinary shares 365,300,000,000 shares Authorized Class A ordinary shares at US$0.000001 par value

Class B ordinary shares 300,000,000 shares Authorized Class B ordinary shares at US$0.000001 par value

Class C ordinary shares 1,400,000,000 shares Authorized Class C ordinary shares at US$0.000001 par value

Class D ordinary shares 16,000,000 shares Authorized Class D ordinary shares at US$0.000001 par value

Other authorized classes or series 2,184,000,000 shares Additional shares of such class or series as directors may determine

Key Terms

authorized share capital, Class A ordinary shares, Class B ordinary shares, Class C ordinary shares, +2 more

6 terms

authorized share capital financial

"an ordinary resolution to amend the authorized share capital of the Company from US$52,000 to US$369,200"

The maximum number of shares a company is legally allowed to issue according to its governing documents. Think of it as the size of the blank checkbook a company keeps for selling ownership stakes: it sets an upper limit but does not mean all shares are in circulation. Investors care because a larger authorized amount makes it easier for the company to raise money or grant stock-based pay, which can dilute existing holdings and affect control and value per share.

Class A ordinary shares financial

"365,300,000,000 Class A ordinary shares of a par value of US$0.000001 each"

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

"300,000,000 Class B ordinary shares of a par value of US$0.000001 each"

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.

Class C ordinary shares financial

"1,400,000,000 Class C ordinary shares of a par value of US$0.000001 each"

Class D ordinary shares financial

"16,000,000 Class D ordinary shares of a par value of US$0.000001 each"

extraordinary general meeting regulatory

"at its extraordinary general meeting of shareholders held in Langfang, Hebei Province on April 29, 2026"

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FAQ

What did NaaS Technology Inc. (NAAS) shareholders approve at the April 29, 2026 meeting?

Shareholders approved two ordinary resolutions: one to amend authorized share capital to US$369,200 divided into multiple share classes, and another authorizing directors, officers and agents to carry out the approved capital structure changes.

How did NaaS Technology Inc. (NAAS) change its authorized share capital?

Authorized share capital increased from US$52,000 to US$369,200. After the change, authorized and issued share capital will be US$369,200 divided into 369,200,000,000 shares across several ordinary share classes and additional undesignated share classes.

What share classes are now authorized for NaaS Technology Inc. (NAAS)?

The capital is divided into 365,300,000,000 Class A ordinary shares, 300,000,000 Class B ordinary shares, 1,400,000,000 Class C ordinary shares, 16,000,000 Class D ordinary shares, and 2,184,000,000 additional shares of such classes or series as directors may determine.

What authority did NaaS Technology Inc. (NAAS) directors receive from the meeting?

Shareholders passed an ordinary resolution authorizing the company’s directors, officers and agents to carry out the amended share capital structure. This includes implementing the new authorized and issued capital and related share class allocations under existing corporate documents.

Where and when was NaaS Technology Inc.’s (NAAS) extraordinary general meeting held?

The extraordinary general meeting took place on April 29, 2026 in Langfang, Hebei Province. The meeting notice had been furnished on April 2, 2026 under cover of a Form 6-K and timely disseminated to shareholders and ADS holders beforehand.

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: 001-38235

NaaS Technology Inc.

(Registrant’s Name)

Newlink Center, Area G, Building 7, Huitong Times Square,

No.1 Yaojiayuan South Road, Chaoyang District, Beijing, China

(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 ☐

EXHIBIT INDEX

Exhibit No.		Description
99.1		Press Release – NaaS Technology Inc. Announces Results of Extraordinary General Meeting on April 29, 2026

1

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.

	NaaS Technology Inc.
	By:	/s/ Steven Sim
	Name:	Steven Sim
	Title:	Chief Financial Officer

Date: May 1, 2026

2

Exhibit 99.1

NaaS Technology Inc. Announces Results of Extraordinary General Meeting on April 29, 2026

BEIJING, April 30, 2026 /PRNewswire/ – NaaS Technology Inc. (Nasdaq: NAAS) (“NaaS” or the “Company”), the first U.S.-listed EV charging service company in China, is pleased to announce that at its extraordinary general meeting of shareholders held in Langfang, Hebei Province on April 29, 2026, shareholders of the Company approved each of the two proposed resolutions set out in the notice of extraordinary general meeting (the “Meeting Notice”), namely, (A) an ordinary resolution to amend the authorized share capital of the Company from US$52,000 to US$369,200, such that following the amendment, the authorized and issued share capital of the Company shall be US$369,200, divided into 369,200,000,000 shares comprising (i) 365,300,000,000 Class A ordinary shares of a par value of US$0.000001 each, (ii) 300,000,000 Class B ordinary shares of a par value of US$0.000001 each, (iii) 1,400,000,000 Class C ordinary shares of a par value of US$0.000001 each, (iv) 16,000,000 Class D ordinary shares of a par value of US$0.000001 each, and (v) 2,184,000,000 shares as such class or series (however designated) as the directors of the Company may determine in accordance with the Company’s memorandum and articles of association in effect, and (B) an ordinary resolution to authorize the Company’s directors, officers and agents to carry out the foregoing. The Meeting Notice had been furnished on April 2, 2026 to the Securities and Exchange Commission under cover of a Form 6-K and timely disseminated to shareholders and holders of the Company’s American depositary shares prior to the meeting.

About NaaS Technology Inc.

NaaS Technology Inc. is the first U.S. listed EV charging service company in China. The Company is a subsidiary of Newlinks Technology Limited, a leading energy digitalization group in China. The Company is one of the leading providers of new energy asset operation services. The Company utilizes advanced technology to intelligently match charging supply with demand, offering electric vehicle users a seamless, efficient, and smart charging experience. Furthermore, NaaS empowers charging stations and charging station operators to optimize their operations, driving greater efficiency and enhancing profitability.

For investor and media inquiries, please contact:

Investor Relations

NaaS Technology Inc.

E-mail: ir@enaas.com

Media inquiries:

E-mail: pr@enaas.com

Filing Exhibits & Attachments

1 document

Press Releases

• EX-99.1 EXHIBIT 99.1 6.0 KB