Shengfeng holders approve share consolidation Sept. 4

Shengfeng Development Limited (SFWL) reports the results of its 2026 extraordinary general meeting of shareholders held on August 25, 2026 in Fuzhou, China.

Rhea-AI Filing Summary

Shengfeng Development Limited (SFWL) reports the results of its 2026 extraordinary general meeting of shareholders held on August 25, 2026 in Fuzhou, China. Shareholders approved a share consolidation as an ordinary resolution, effective from September 4, 2026 or such later date as accepted by The Nasdaq Capital Market LLC.

Shareholders also approved, as special resolutions, an amended and restated memorandum of association to reflect the share consolidation and update the registered office in the Cayman Islands, and separate amended and restated articles of association. All three resolutions passed with overwhelming support based on the voting power represented at the meeting.

Filing Explained

Implementation is pending Nasdaq acceptance, while the approval was voted under a dual-class structure in which Class B shares carry ten votes each.

As a Form 6-K, this report furnishes interim material information and records shareholder approval of the resolutions, but implementation of the share consolidation remains pending: its stated effective date is September 4, 2026, or a later date if Nasdaq accepts it.

The amended memorandum is expressly subject to and immediately following the consolidation, while the amended articles take effect immediately.

At the July 28, 2026 record date, 40,617,513 Class A ordinary shares and 41,880,000 Class B ordinary shares were outstanding; each Class B share carried 10 votes.

At the meeting, 500,000 Class A shares and all 41,880,000 Class B shares were represented, so the voting record reflects the dual-class voting rights.

Resolutions one and two each received 419,333,835 votes for, 82,117 against, and 221 abstentions; resolution three received 419,311,482 votes for, 104,470 against, and 221 abstentions.

Key Figures

Class A ordinary shares outstanding: 40,617,513 shares Class B ordinary shares outstanding: 41,880,000 shares Shares represented at meeting: 500,000 Class A; 41,880,000 Class B +3 more

6 metrics

Class A ordinary shares outstanding 40,617,513 shares Outstanding with one vote per share as of the July 28, 2026 record date

Class B ordinary shares outstanding 41,880,000 shares Outstanding with ten votes per share as of the July 28, 2026 record date

Shares represented at meeting 500,000 Class A; 41,880,000 Class B Shares carrying the right to vote represented in person or by proxy at the meeting

Votes for Resolution One 419,333,835 votes Votes in favor of the share consolidation ordinary resolution

Votes against Resolution One 82,117 votes Votes against the share consolidation ordinary resolution

Votes for Resolution Three 419,311,482 votes Votes in favor of adopting amended and restated articles of association

Key Terms

Share Consolidation, amended and restated memorandum of association, articles of association, extraordinary general meeting

4 terms

Share Consolidation financial

"It is resolved, as an ordinary resolution with effect from September 4, 2026 or such later date as the Share Consolidation"

Share consolidation is a process where a company reduces the total number of its shares by combining multiple existing shares into a smaller number of higher-value shares. This can make each share more expensive and potentially improve the company’s image. For investors, it often means their ownership remains the same, but the value of each share increases, which can influence how the stock is perceived and traded.

amended and restated memorandum of association regulatory

"the Company adopt an amended and restated memorandum of association, in the form attached to the notice"

articles of association regulatory

"the Company adopt amended and restated articles of association, in the form attached"

A company's articles of association are its written rulebook that sets how the business is run, how decisions are made, and what rights owners and directors have—covering voting, meetings, appointment and removal of directors, share classes and dividend policies. For investors, these rules matter because they determine how easily control can change, what protections minority owners have, and how corporate actions (like issuing new shares or changing leadership) are approved, much like a home’s bylaws shaping what residents can and cannot do.

extraordinary general meeting regulatory

"The 2026 extraordinary general meeting of shareholders of Shengfeng Development Limited was held"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did SFWL shareholders approve at the August 2026 extraordinary general meeting?

Shareholders approved three resolutions: a share consolidation; an amended and restated memorandum of association to reflect the consolidation and update the Cayman registered office; and amended and restated articles of association adopted with immediate effect.

When will Shengfeng Development Limited's share consolidation become effective?

The share consolidation is effective from September 4, 2026, or such later date as the consolidation is accepted by The Nasdaq Capital Market LLC, according to the approved ordinary resolution.

How many SFWL shares were entitled to vote at the 2026 extraordinary general meeting?

As of the July 28, 2026 record date, there were 40,617,513 Class A ordinary shares (one vote each) and 41,880,000 Class B ordinary shares (ten votes each), which together constituted all outstanding voting securities.

What quorum was present for SFWL's 2026 extraordinary general meeting?

The meeting had a quorum with holders of 500,000 Class A ordinary shares and 41,880,000 Class B ordinary shares represented in person or by proxy, carrying the right to vote on the resolutions.

How strong was shareholder support for SFWL's resolutions on August 25, 2026?

Support was very high. Resolution One and Two each received 419,333,835 votes for, 82,117 against, and 221 abstain. Resolution Three received 419,311,482 for, 104,470 against, and 221 abstain.

Who signed the SFWL report related to the 2026 extraordinary general meeting?

The report was signed on August 25, 2026 by Yongxu Liu, who is identified as Chief Executive Officer, President, Director, and Chairman (Principal Executive Officer) of Shengfeng Development Limited.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 08/25/2026 - 09:02 AM EDT Accepted by SEC EDGAR 08/25/2026 - 09:01 AM EDT Learn about SEC filing dates

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 OF
THE SECURITIES EXCHANGE ACT OF 1934

For the month of August 2026

Commission File Number: 001-41674

Shengfeng Development Limited

Shengfeng Building, No. 478 Fuxin East Road

Jin’an District, Fuzhou City

Fujian Province, People’s Republic of China, 350001

(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 Shengfeng Development Limited’s 2026 Extraordinary General Meeting

The 2026 extraordinary general meeting of shareholders (the “Meeting”) of Shengfeng Development Limited (the “Company”) was held at Shengfeng Building, No. 478 Fuxin East Road, Jin’an District, Fuzhou City, Fujian Province, People’s Republic of China, on August 25, 2026, at 10:00 a.m., Beijing Time (August 24, 2026, at 10:00 p.m., Eastern Time), pursuant to notice duly given.

At the close of business on July 28, 2026, the record date for the determination of shareholders entitled to vote at the Meeting, there were 40,617,513 Class A ordinary shares outstanding, each share being entitled to one vote, and 41,880,000 Class B ordinary shares outstanding, each share being entitled to 10 votes, constituting all of the outstanding voting securities of the Company. At the Meeting, the holders of 500,000 Class A ordinary shares and 41,880,000 Class B ordinary shares of the Company carrying the right to vote were represented in person or by proxy, constituting a quorum.

At the Meeting, the shareholders of the Company passed the following resolutions:

1 Share Consolidation

“It is resolved, as an ordinary resolution with effect from September 4, 2026 or such later date as the Share Consolidation (as defined below) is accepted by The Nasdaq Capital Market LLC, that

(a) the authorised, issued, and outstanding shares of the Company (collectively, the “Shares”) be consolidated and divided by consolidating:

(i) every 15 Class A Ordinary Shares with a par value of US$0.0001 each into one Class A Ordinary Share with a par value of US$0.0015 each; and

(ii) every 15 Class B Ordinary Shares with a par value of US$0.0001 each into one Class B ordinary Share with a par value of US$0.0015 each,with such consolidated Shares having the same rights and being subject to the same restrictions (save as to par value) as the existing Shares of such class as set out in the Company’s memorandum and articles of association (the “Share Consolidation”);

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(b) as a result of the Share Consolidation, the authorised share capital of the Company be amended from US$50,000 divided into 400,000,000 Class A Ordinary Shares of US$0.0001 each and 100,000,000 Class B Ordinary Shares of US$0.0001 each to US$50,000 divided into 26,666,666.6666667 Class A Ordinary Shares of US$0.0015 each and 6,666,666.66666667 Class B Ordinary Shares of US$0.0015 each; and

(c) no fractional Shares be issued in connection with the Share Consolidation and, in the event that a shareholder would otherwise be entitled to receive a fractional Share upon the Share Consolidation, the total number of Shares to be received by such shareholder be rounded up to the next whole Share.”

2 Adoption of Amended and Restated Memorandum of Association

“It is resolved as a special resolution that, subject to and immediately following the Share Consolidation being effected, the Company adopt an amended and restated memorandum of association, in the form attached to the notice of meeting and proxy statement delivered to shareholders and dated 28 July 2026, in substitution for, and to the exclusion of, the Company’s then existing memorandum of association, to reflect the Share Consolidation and update the reference to the Company’s registered office in the Cayman Islands.”

3 Adoption of Amended and Restated Articles of Association

“It is resolved, as a special resolution, that with immediate effect, the Company adopt amended and restated articles of association, in the form attached to the notice of meeting and proxy statement delivered to shareholders and dated 28 July 2026, in substitution for, and to the exclusion of, the Company’s existing articles of association.”

The results of the votes at the Meeting for the resolutions were as follows:

		Resolution		For				Against				Abstain
1		Resolution One			419,333,835				82,117				221
2		Resolution Two			419,333,835				82,117				221
3		Resolution Three			419,311,482				104,470				221

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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 25, 2026

	Shengfeng Development Limited
	By:	/s/ Yongxu Liu
	Name:	Yongxu Liu
	Title:	Chief Executive Officer, President, Director, and Chairman (Principal Executive Officer)

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