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Shareholders at Perpetuals.com (PDC) approve reduction of stated capital

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

Rhea-AI Filing Summary

Perpetuals.com Ltd reported the results of its Extraordinary General Meeting of shareholders held on April 30, 2026 in Tokyo. Shareholders approved a resolution to reduce the company’s stated capital, referred to as Resolution One.

A total of 8,402,172 votes, representing approximately 36.81% of the votes exercisable as of the March 27, 2026 record date, were present in person or by proxy. Resolution One received 8,319,502 votes for, 81,540 votes against and 1,130 abstentions, meaning the capital reduction was approved by a large majority of participating shareholders.

Positive

  • None.

Negative

  • None.
Votes represented 8,402,172 votes Votes present at Extraordinary General Meeting
Participation rate 36.81% of votes exercisable As of March 27, 2026 record date
Votes for Resolution One 8,319,502 votes Approval of reduction of stated capital
Votes against Resolution One 81,540 votes Opposing reduction of stated capital
Abstentions on Resolution One 1,130 votes Abstaining on capital reduction resolution
Extraordinary General Meeting regulatory
"The Extraordinary General Meeting (the “Meeting”) of shareholders of Perpetuals.com Ltd"
reduction of stated capital financial
"the approval of the reduction of stated capital (“Resolution One”)"
record date regulatory
"votes exercisable as of March 27, 2026, the record date"
The record date is the specific day when a company determines which shareholders are eligible to receive a dividend or participate in an upcoming vote. It’s like a cutoff date; if you own the stock on that day, you get the benefits or voting rights. This date matters because it decides who qualifies for certain company benefits.
foreign private issuer regulatory
"REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16"
A foreign private issuer is a company organized outside the United States that meets tests showing it is primarily foreign-controlled and therefore qualifies for a different set of U.S. reporting rules. For investors, that means the company files less frequent or differently formatted disclosures with U.S. regulators and may follow home-country accounting and governance practices, so buying its stock is like dining at a well-reviewed restaurant that follows its home kitchen’s rules instead of the local menu — you get access but should check what standards apply.
Form 20-F regulatory
"whether the registrant files or will file annual reports under cover of Form 20-F"
Form 20-F is the standardized annual disclosure that non-U.S. companies must file with the U.S. securities regulator when their shares are traded in the U.S.; it contains audited financial statements, a plain-language description of the business, management discussion, governance details and key risk factors. It matters to investors because it provides a consistent, comparable company “report card” and rulebook, helping buyers assess financial health, governance and risks before investing.
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FAQ

What did Perpetuals.com Ltd (PDC) shareholders approve at the April 2026 meeting?

Shareholders approved a reduction of stated capital through Resolution One. This decision was made at an Extraordinary General Meeting in Tokyo, where investors voted overwhelmingly in favor of adjusting the company’s capital structure as proposed by the board.

How many Perpetuals.com Ltd (PDC) votes were represented at the Extraordinary General Meeting?

A total of 8,402,172 votes were represented at the meeting. These votes accounted for approximately 36.81% of all votes exercisable as of the March 27, 2026 record date, providing the quorum needed for the resolution.

What were the voting results for Resolution One at Perpetuals.com Ltd (PDC)?

Resolution One received 8,319,502 votes for, 81,540 votes against, and 1,130 abstentions. This strong majority in favor meant the proposal to reduce stated capital was adopted by shareholders present or represented by proxy.

When and where was Perpetuals.com Ltd (PDC)’s Extraordinary General Meeting held?

The Extraordinary General Meeting was held on April 30, 2026, at 10:00 a.m. Japan Standard Time in Tokyo, Japan. Shareholders gathered or participated by proxy to vote on the proposed reduction of stated capital.

What participation level did Perpetuals.com Ltd (PDC) report for the capital reduction vote?

The company reported that votes present represented 36.81% of exercisable votes as of the March 27, 2026 record date. Within this participating group, an overwhelming majority supported the reduction of stated capital under Resolution One.

 

 

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 July 2026

 

Commission File Number: 001-41752

 

Perpetuals.com Ltd

 

5-7-11, Ueno, Taito-ku

Tokyo, Japan 110-0005

(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 ☐

 

 

 

 

 

 

Results of Extraordinary General Meeting of Shareholders of Perpetuals.com Ltd

 

The Extraordinary General Meeting (the “Meeting”) of shareholders of Perpetuals.com Ltd (the “Company”) was held on April 30, 2026 at 10:00 a.m., Japan Standard Time in Tokyo, Japan. At the Meeting, the shareholders of the Company approved and adopted the resolution as originally proposed: the approval of the reduction of stated capital (“Resolution One”).

 

A total of 8,402,172 votes, representing approximately 36.81% of the votes exercisable as of March 27, 2026, the record date, were present in person or by proxy at the Meeting. The results of the votes were as follows: 

 

Resolution  For   Against   Abstain
Resolution One   8,319,502    81,540    1,130

 

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.

 

  Perpetuals.com Ltd
   
Date: July 6, 2026 By: /s/ Satoshi Kobayashi
  Name:  Satoshi Kobayashi
  Title: Co-Chief Executive Officer, Interim Financial Officer and Representative Director
(Principal Executive Officer)

 

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