U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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 2026
Commission File Number: 001-34409
RECON TECHNOLOGY, LTD
Room 601, No. 1 Shui’an South Street
Chaoyang District, Beijing, 100012
People’s Republic of China
(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.
Indicate by check mark if the registrant is submitting
the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ¨
Indicate by check mark if the registrant is submitting
the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ¨
Explanatory Note
On
July 1, 2026, the board of directors (the “Board”) of Recon Technology, Ltd (the “Company”) approved a 1-for-200
share consolidation of the Company’s Class A Ordinary Shares (the “2026 Share Consolidation”), pursuant to the authority
granted by the Company’s shareholders at the annual general meeting held on February 13, 2026 (the “AGM”). At that meeting,
the shareholders approved one or more share consolidations of the Company’s authorized, issued and outstanding Class A Ordinary
Shares at an aggregate ratio of up to 1-for-8,000, authorized the Board to determine the precise ratio and timing within two years after
the AGM, and approved a rounding mechanism under which no fractional Class A Ordinary Shares will be issued and each shareholder’s
fractional entitlement will be rounded up to the next whole Class A Ordinary Share.
Reason for the
2026 Share Consolidation
The
objective of the 2026 Share Consolidation is to increase the per-share trading price of the Company’s Class A Ordinary Shares and
provide the Company with greater flexibility to support the continued listing and marketability of its securities.
Effects of the
2026 Share Consolidation
Effective
Date; Symbol; CUSIP Number. The 2026 Share Consolidation will become effective on August 18, 2026, and will be reflected
with the Nasdaq Capital Market and in the marketplace at the open of business on August 18, 2026 (the “Effective Date”), whereupon
the Class A Ordinary Shares begin trading on a split-adjusted basis. In connection with the 2026 Share Consolidation, the Company’s
Class A Ordinary Shares continue to trade on the Nasdaq Capital Market under the symbol “RCON” but trade under a new CUSIP
number, G7415M140.
Split
Adjustment; No Fractional Shares. On the Effective Date, every 200 issued and outstanding Class A Ordinary Shares held by
each shareholder will be automatically combined into one Class A Ordinary Share. No fractional Class A Ordinary Shares will be issued.
Instead, any fractional entitlement will be rounded up to the next whole Class A Ordinary Share (at the participant level for shares held
through a brokerage firm), and no cash payments will be made in respect of any fractional shares.
The
Company’s Class B Ordinary Shares will not be consolidated or converted in connection with the 2026 Share Consolidation, and the
number of issued and outstanding Class B Ordinary Shares will remain unchanged.
Non-Certificated
Shares; Certificated Shares. Shareholders who are holding their shares in electronic form at brokerage firms do not have to take
any action as the effect of the 2026 Share Consolidation will automatically be reflected in their brokerage accounts.
Shareholders
holding paper certificates may (but are not required to) send the certificates to the Company’s transfer agent at the address given
below. The transfer agent will issue a new share certificate reflecting the terms of the 2026 Share Consolidation to each requesting shareholder.
VStock Transfer,
LLC
18 Lafayette
Place
Woodmere, New
York 11598
Tel: (212)
828-8436
Fax: (646)
536-3179
Please
contact VStock Transfer, LLC for further information, related costs and procedures before sending any certificates.
Authorized
Shares. At the time the 2026 Share Consolidation becomes effective, the Company’s authorized share capital will be further
amended immediately, from: US$320,000 divided into 3,000,000,000 Class A Ordinary Shares of a nominal or par value of US$0.0001 each and
200,000,000 Class B Ordinary Shares of a nominal or par value of US$0.0001 each, to: US$320,000 divided into 15,000,000 Class A Ordinary
Shares of a nominal or par value of US$0.02 each and 200,000,000 Class B Ordinary Shares of a nominal or par value of US$0.0001 each.
Capitalization.
As of August 12, 2026, the Company had 192,644,726 Class A Ordinary Shares issued and outstanding. After giving effect to the 2026 Share
Consolidation, the Company expects to have approximately 963,224 Class A Ordinary Shares issued and outstanding (subject to adjustment
due to the effect of rounding fractional shares into whole shares). The Company’s 20,000,000 issued and outstanding Class B Ordinary
Shares will remain unchanged. The number of Class A Ordinary Shares issuable upon exercise of the Company’s outstanding warrants
and equity awards, and the applicable exercise prices, will be proportionately adjusted in accordance with their respective terms.
This
Report on Form 6-K is hereby incorporated by reference into the Company’s registration statements on Form S-8 (File No. 333-284867)
and Form F-3 (File No. 333-292540), to the extent not superseded by documents or reports subsequently filed or furnished by the Company
under the Securities Act of 1933 or the Securities Exchange Act of 1934, as applicable.
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 hereunto
duly authorized.
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RECON TECHNOLOGY, LTD. |
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| Date: August 13, 2026 |
By: |
/s/ Liu Jia |
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Name: |
Liu Jia |
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Title: |
Chief Financial Officer |