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 2025
Token
Cat Limited
(Exact
name of registrant as specified in its charter)
6F,
Ruihai Building, No. 21 Yangfangdian Road
Haidian
District, Beijing, 100038
The
People’s Republic of China
(+86-10)
6399-8902
(Address
and telephone number of registrant’s 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.
Form 20-F ☒ Form 40-F ☐
Submission
of Matters to a Vote of Security Holders.
Token
Cat Limited, a Cayman Islands exempted company (the “Company”) held an extraordinary general meeting of the holders of the
Company’s ordinary shares (the “Meeting”) on October 13, 2025 at 10:00 AM Beijing time at the Company’s headquarters
located at 6F, Ruihai Building, No. 21 Yangfangdian Road, Haidian District Beijing, China 100038. Holders of a total of 7,377,895,200
class A ordinary shares of the Company, par value $0.0001 each (the “Class A Ordinary Shares”) and 55,260,580 class B ordinary
shares of the Company, par value $0.0001 each (the “Class B Ordinary Shares”), out of a total of 8,064,960,523 Class A Ordinary
Shares and 55,260,580 Class B Ordinary Shares respectively issued and outstanding and entitled to vote at the Meeting, voted at the Meeting,
and the quorum for the transaction of business was present at the Meeting. Each Class A Ordinary Share is entitled to one vote and each
Class B Ordinary Share is entitled to 100 votes. The final voting results for each matter submitted to a vote of shareholders at the
meeting are as follows:
| |
1. |
It is
resolved, as an ordinary resolution, that (a) with the exact effective date to be determined by the board of directors of the Company
(the “Board”) in its sole discretion, to approve the proposed sale of our subsidiaries Long Ye International Limited,
a Cayman Islands company, Long Ye Information Technology Limited, a Hong Kong company, Beijing Sangu Maolu Information Technology
Co., Ltd., a PRC company, TuanChe Information Limited, a Hong Kong company, TuanYuan Internet Technology (Beijing) Co., Ltd., a PRC
company, TuanChe Group Inc., a Cayman Islands company, Tuanche Information Group Limited, a Hong Kong company, Chema Technology (Beijing)
Co., Ltd., a PRC company, to Prime Management Group Limited, a British Virgin Islands company, in exchange for nominal cash consideration
of $1. |
The
shareholders approved the proposal.
| For | | |
Against | | |
Abstain | | |
Total | |
| | 12,492,505,600 | | |
| 2,692,800 | | |
| 408,754,800 | | |
| 12,903,953,200 | |
| |
2. |
It is resolved as an ordinary
resolution, to approve and adopt the Company’s 2025 Equity Incentive Plan and all transactions contemplated thereunder.. |
The
shareholders approved the proposal.
| For | | |
Against | | |
Abstain | | |
Total | |
| | 12,488,843,200 | | |
| 4,099,200 | | |
| 408,754,800 | | |
| 12,901,697,200 | |
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.
Dated:
October 15, 2025
| |
TOKEN CAT LTD |
| |
|
|
| |
By: |
/s/ Guangsheng
Liu |
| |
Name: |
Guangsheng Liu |
| |
Title: |
Co-Chief Executive Officer |
