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 October 2026
Commission
File Number: 001-42160
NIP
Group Inc.
Rosenlundsgatan 31
11
863 Stockholm
Sweden
+46
8133700
(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.
EXHIBIT
INDEX
| Exhibit
No. |
|
Description |
| |
|
|
| Exhibit
99.1 |
|
Press Release – NIP Group Inc. Announces Results of Extraordinary General Meeting |
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.
| |
NIP
Group Inc. |
| |
|
| |
By: |
/s/
Mario Yau Kwan Ho |
| |
Name: |
Mario
Yau Kwan Ho |
| |
Title: |
Co-Chief
Executive Officer |
| |
|
|
| |
By: |
/s/
Hicham Chahine |
| |
Name: |
Hicham
Chahine |
| |
Title: |
Co-Chief
Executive Officer |
Date:
October 19, 2026
Exhibit 99.1
NIP
Group Inc. Announces Results of Extraordinary General Meeting
ABU
DHABI, United Arab Emirates, October 16, 2026 (GLOBE NEWSWIRE) — NIP Group Inc. (“NIP Group” or the “Company”)
(NASDAQ: NIPG), a leading digital entertainment company, today announced that the Company’s extraordinary general meeting of shareholders
(the “EGM”) was held in Hong Kong on October 16, 2026. During the EGM, the following proposed resolutions were duly passed:
| 1. | by
a special resolution that, subject to the passing of Resolution 2, the Company’s authorized
share capital be increased FROM US$200,000 divided into 2,000,000,000 shares comprising (i)
1,756,459,263 Class A ordinary shares of a par value of US$0.0001 each (the “Class
A Ordinary Shares”), (ii) 148,331,658 Class B1 ordinary shares of a par value of US$0.0001
each (the “Class B1 Ordinary Shares”) and (iii) 95,209,079 Class B2 ordinary
shares of a par value of US$0.0001 each (the “Class B2 Ordinary Shares”), each
of such class or classes (however designated) as the Company’s board of directors may
determine in accordance with the memorandum and articles of association of the Company then
in effect TO US$1,000,000 divided into 10,000,000,000 shares comprising (i) 8,782,296,315
Class A Ordinary Shares, (ii) 741,658,290 Class B1 Ordinary Shares and (iii) 476,045,395
Class B2 Ordinary Shares, each of such class or classes (however designated) as the Company’s
board of directors may determine in accordance with the memorandum and articles of association
of the Company then in effect, by the creation of (i) 7,025,837,052 Class A Ordinary Shares,
(ii) 593,326,632 Class B1 Ordinary Shares, and (iii) 380,836,316 Class B2 Ordinary Shares. |
| | | |
| 2. | by
a special resolution that the Tenth Amended and Restated Memorandum and Articles of Association
of the Company currently in effect be amended and restated by the deletion in their entirety
and by the substitution in their place of the Eleventh Amended and Restated Memorandum and
Articles of Association in the form attached as Exhibit A to the Notice of Extraordinary
General Meeting to reflect the proposed amendments set out in the foregoing Resolution 1. |
| | | |
| 3. | by
an ordinary resolution that (i) the Company give, make, sign, execute and deliver all such
agreements, letters, notices, certificates, acknowledgements, instructions and other documents
(whether of a like nature or not) in relation to the matters contemplated in the foregoing
resolutions as may be considered necessary or desirable by any director or officer of the
Company for the purpose of the coming into effect of or otherwise giving effect to, consummating
or completing or procuring the performance and completion of all or any of the matters described
in the foregoing resolutions, and (ii) any one director or officer or the registered office
provider of the Company be and is hereby authorized to take any and every action that might
be necessary, appropriate, or desirable to give effect to the foregoing resolutions as such
director or officer or the registered office provider, in his/her/its absolute discretion,
thinks fit, including but not limited to, attendance on any filing or registration procedures
for and on behalf of the Company in the Cayman Islands. |
About
NIP Group
NIP
Group (NASDAQ: NIPG) operates at the nexus of Bitcoin mining, compute infrastructure and global digital entertainment. Rooted in a decade
of gaming DNA and industry leadership, the Company brings a cultural and community-driven edge to digital asset operations. Headquartered
in Abu Dhabi with teams worldwide, NIP Group pairs significant compute capacity with a global gaming and entertainment ecosystem including
esports teams, live events and content networks, reaching hundreds of millions of fans.
Safe
Harbor Statements
This
press release contains statements that constitute “forward-looking” statements. These statements are made under the “safe
harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified
by terminology such as “will,” “expects,” “anticipates,” “aims,” “future,”
“intends,” “plans,” “believes,” “estimates,” “likely to” or other similar
expressions. Among other things, the business outlook and quotations from management in this press release, as well as NIP Group’s
strategic and operational plans, contain forward-looking statements. NIP Group may also make written or oral forward-looking statements
in its periodic reports to the U.S. Securities and Exchange Commission (the “SEC”), in its annual report to shareholders,
in press releases and other written materials and in oral statements made by its officers, directors or employees to third parties. Statements
that are not historical facts, including but not limited to statements about NIP Group’s beliefs, plans and expectations, are forward-looking
statements. Forward-looking statements involve inherent risks and uncertainties. A number of factors could cause actual results to differ
materially from those contained in any forward-looking statement, including but not limited to the following: NIP Group’s growth
strategies; its future business development, results of operations and financial condition; its ability to maintain and enhance the recognition
and reputation of its brand; developments in the relevant governmental laws, regulations, policies toward NIP Group’s industry;
and general economic and business conditions globally and in the countries or regions where NIP Group has operations; and assumptions
underlying or related to any of the foregoing. Further information regarding these and other risks is included in NIP Group’s filings
with the SEC. All information provided in this press release is as of the date of this press release, and NIP Group undertakes no obligation
to update any forward-looking statement, except as required under applicable law.
For
investor and media inquiries, please contact:
NIP
Group Inc.
Investor
Relations: ir@nipgroup.gg
Public
Relations: pr@nipgroup.gg