Tuya (NYSE: TUYA) AGM backs all resolutions, 20% share issue mandate

Rhea-AI Filing Summary

Tuya Inc. reported that shareholders at its June 18, 2026 annual general meeting approved all resolutions on the agenda. Investors received and adopted the audited consolidated financial statements for the year ended December 31, 2025 and re-elected several directors, including executive and independent non-executive members.

Shareholders granted the board a general mandate to issue, allot and deal with additional Class A Ordinary Shares and/or ADSs, or sell treasury shares, up to 20% of the issued share capital, and a separate mandate to repurchase up to 10%. They also approved extending the issue mandate by the amount of any repurchased shares and re-appointed PricewaterhouseCoopers and PricewaterhouseCoopers Zhong Tian LLP as auditors.

As of the share record date, the company had 613,369,540 issued shares, comprising 543,206,907 Class A Ordinary Shares and 70,162,633 Class B Ordinary Shares, all generally entitled to vote. All AGM resolutions passed by substantial majorities under a poll voting process.

Key Figures

Issued shares at record date: 613,369,540 shares Class A Ordinary Shares: 543,206,907 shares Class B Ordinary Shares: 70,162,633 shares +5 more

8 metrics

Issued shares at record date 613,369,540 shares Total issued Shares as of the share record date for the AGM

Class A Ordinary Shares 543,206,907 shares Class A issued Shares as of the share record date

Class B Ordinary Shares 70,162,633 shares Class B issued Shares as of the share record date

Voting shares for AGM 613,116,079 shares Shares entitled to attend and vote on resolutions 1 to 6

Issue mandate size 20% of issued Shares General mandate to issue, allot and deal with additional Shares/ADSs

Repurchase mandate size 10% of issued Shares General mandate to repurchase Shares and/or ADSs

Votes for financial statements 949,949,099 votes for Total votes cast in favour of adopting 2025 financial statements

Votes for repurchase mandate 949,949,099 votes for Total votes cast in favour of 10% share and ADS repurchase mandate

Key Terms

weighted voting rights, general mandate, treasury shares, Listing Rules, +2 more

6 terms

weighted voting rights financial

"Tuya Inc. 塗鴉智能* (A company controlled through weighted voting rights and incorporated in the Cayman Islands..."

A system where some shares carry more voting power than others so certain owners can control corporate decisions with fewer shares. Think of it like tickets to a meeting where some tickets count for five votes and others for one: it lets founders or insiders steer strategy and board picks even if they don't own most of the stock. For investors this affects corporate governance, the protection of minority shareholders, and how much influence public holders have over major decisions.

general mandate financial

"To grant a general mandate to the Directors to issue, allot, and deal with additional Class A Ordinary Shares..."

A general mandate is a broad authorization shareholders give a company’s board to take routine capital actions—such as issuing new shares, buying back stock, or changing share capital—without needing a separate vote each time. It matters to investors because it lets management react quickly to opportunities or risks, like raising money or defending against takeovers; think of it as a standing permission slip that speeds decisions but should be monitored to avoid unexpected dilution.

treasury shares financial

"sell and/or transfer Class A Ordinary Shares out of treasury that are held as treasury shares not exceeding 20%..."

Treasury shares are a company’s own stock that it has repurchased and keeps on its books instead of canceling or leaving in the hands of outside investors. Think of them like coupons a business puts back in a drawer: they don’t vote or receive dividends while held, but they can be reissued later for employee pay or fundraising. For investors this matters because buybacks change the number of shares that count toward earnings and ownership, can boost per‑share metrics, and use corporate cash that might otherwise go to growth or dividends.

Listing Rules regulatory

"in accordance with Rule 17.05A of the Listing Rules. Save as disclosed above, there was no Shareholder who was required to abstain..."

Listing rules are the set of requirements a stock exchange and regulators impose on companies to join and stay on the exchange, covering things like financial reporting, disclosures, governance and minimum size. They matter to investors because those rules create a basic level of transparency and behavior—think of them as marketplace rules that make it easier to compare sellers, reduce surprises, and protect liquidity and value; breaking the rules can lead to fines, trading suspensions or delisting.

poll regulatory

"In accordance with the provisions of the Listing Rules, voting on the resolutions proposed at the AGM was conducted by way of poll."

A poll is either a formal vote or a short survey that measures people’s views. In corporate settings it often means a shareholder vote on a proposal, while in market coverage it can mean a public or investor survey of sentiment; both act like a school election or neighborhood survey that reveals which way people want things to go. Poll results matter because they can decide company actions or move market expectations and prices.

ordinary resolution regulatory

"The resolution has been duly passed as an ordinary resolution with a simple majority of valid votes..."

An ordinary resolution is a decision made by shareholders at a company meeting that is approved when more than half of the votes cast are in favor. Think of it like a household vote where a majority decides routine matters — it covers everyday corporate actions such as approving directors, routine policy changes, or distributions, and matters to investors because these majority-approved choices shape governance, management authority, and the company’s near-term direction.

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Form 6-K: How Foreign Companies Report to the SEC →

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 June 2026

Commission File Number: 001-40210

Tuya Inc.

10/F, Building A, Huace Center

Xihu District, Hangzhou City

Zhejiang, 310012

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.

Form 20-F   x               Form 40-F   ¨

EXHIBIT INDEX

Exhibit No.	Description
99.1	Press Release
99.2	Announcement – Poll Results of the Annual General Meeting Held on June 18, 2026

2

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.

	Tuya Inc.
	By	:	/s/ Yi (Alex) Yang
	Name	:	Yi (Alex) Yang
	Title	:	Chief Financial Officer

Date: June 18, 2026

3

Exhibit 99.1

Tuya Inc. Announces Results of Annual General Meeting

SANTA CLARA, Calif., June 18, 2026 -- Tuya Inc. ("Tuya" or the "Company") (NYSE: TUYA; HKEX: 2391), a global leading AI cloud platform service provider, today announced the results of its annual general meeting (the "Annual General Meeting") held at 2:00 p.m. Hong Kong time on June 18, 2026 in Hangzhou, China. The Company announced that each of the proposed resolutions submitted for shareholders' approval as set forth in the notice of Annual General Meeting dated May 13, 2026, Hong Kong time, has been adopted at the Annual General Meeting.

About Tuya Inc.

Tuya Inc. (NYSE: TUYA; HKEX: 2391) is a global leading AI cloud platform service provider with a mission to build an AI developer ecosystem and enable everything to be smart. Tuya has pioneered a purpose-built AI cloud platform with cloud and generative AI capabilities that delivers a full suite of offerings, including Platform-as-a-Service, or PaaS, AI application & others and Smart home & robot products for developers of smart device, commercial applications, and industries. Through its AI developer platform, Tuya has activated a vibrant global developer community of brands, OEMs, AI agents, system integrators and independent software vendors to collectively strive for smart solutions ecosystem embodying the principles of green and low-carbon, security, high efficiency, agility, and openness.

Investor Relations Contact

Tuya Inc.

Investor Relations

Email: ir@tuya.com

HL Strategy

Haiyan LI-LABBE

Email: hl@hl-strategy.com

Piacente Financial Communications

China Tel: +86-10-6508-0677

U.S. Tel: +1-212-481-2050

Email: tuya@thepiacentegroup.com

Exhibit 99.2 

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

  

Tuya Inc.

塗鴉智能*

(A company controlled through weighted voting rights and incorporated in the Cayman Islands with limited liability)

(HKEX Stock Code: 2391)

(NYSE Stock Ticker: TUYA)

POLL RESULTS OF THE ANNUAL GENERAL MEETING HELD ON JUNE 18, 2026

References are made to the Notice (the “Notice”) of Annual General Meeting (the “AGM”) dated May 14, 2026 and the circular to the shareholders of the Company of even date (the “Circular”) of Tuya Inc. (the “Company”). Unless otherwise required by the context, capitalized terms used in this announcement shall have the same meanings as defined in the Circular and the Notice.

The Board is pleased to announce that the AGM was held at 2:00 p.m., Hong Kong time, on June 18, 2026 at Huace Center, Building A, 3/F VVIP room, Xihu District, Hangzhou City, Zhejiang Province, 310012, China.

All resolutions proposed at the AGM have been duly passed. As of the Share Record Date, the total number of issued Shares was 613,369,540 Shares, comprising 543,206,907 Class A Ordinary Shares and 70,162,633 Class B Ordinary Shares, which was the total number of Shares entitling Shareholders to attend and vote in favour of, against or in abstention on the resolutions proposed at the AGM. Our Depositary, which held 253,461 Class A Ordinary Shares issued for satisfying any future exercise or vesting of awards granted under the 2015 Equity Incentive Plan and 2024 Share Scheme, abstained from voting on all resolutions at the AGM in respect of such Class A Ordinary Shares in accordance with Rule 17.05A of the Listing Rules. Save as disclosed above, there was no Shareholder who was required to abstain from voting under the Listing Rules on any resolution proposed at the AGM, nor any Shareholder who was entitled to attend the AGM but was required to abstain from voting in favour of any resolution proposed at the AGM pursuant to Rule 13.40 of the Listing Rules. No Shareholder has indicated in the Circular that he or she intends to vote against or in abstention in respect of any resolution proposed at the AGM.

Accordingly, the total number of Shares entitling the holder to attend and vote on the resolutions numbered 1 to 6 proposed at the AGM was 613,116,079 Shares, comprising 542,953,446 Class A Ordinary Shares and 70,162,633 Class B Ordinary Shares. As at the date of this announcement, there were (i) no treasury shares held by the Company (including any treasury shares held or deposited with CCASS), and (ii) no repurchased Shares (including Class A Ordinary Shares and Class B Ordinary Shares) which are pending cancellation and should be excluded from the total number of issued Shares for the purpose of the AGM.

1

According to the Company’s tenth amended and restated memorandum and articles of association:

(i) with regard to the resolutions numbered 1, 2(a)(i), 2(b), 3, 4 and 5, each Class A Ordinary Share shall entitle its holder to one vote and each Class B Ordinary Share shall entitle its holder to ten votes on a poll at the AGM; and

(ii) with regard to the resolutions numbered 2(a)(ii), 2(a)(iii) and 6, each Class A Ordinary Share and each Class B Ordinary Share shall entitle its holder to one vote on a poll at the AGM.

In accordance with the provisions of the Listing Rules, voting on the resolutions proposed at the AGM was conducted by way of poll. The voting results in respect of the resolutions proposed at the AGM are set out as follows:

ORDINARY RESOLUTIONS			NUMBER OF VOTES CAST AND PERCENTAGE (%)			TOTAL NUMBER OF VOTING SHARES	TOTAL NUMBER OF VOTES CAST
			FOR	AGAINST	ABSTAIN1
1.	To receive, consider, and adopt the audited consolidated financial statements of the Company as of and for the year ended December 31, 2025 and the report of the auditor thereon.	Class A Ordinary Shares	248,322,769 (100.000000%)	0 (0.000000%)	0 (-)	248,322,769	248,322,769
		Class B Ordinary Shares	701,626,330 (100.000000%)	0 (0.000000%)	0 (-)	70,162,633	701,626,330
		TOTAL NUMBER (CLASS A & CLASS B)	949,949,099 (100.000000%)	0 (0.000000%)	0 (-)	318,485,402	949,949,099
	The resolution has been duly passed as an ordinary resolution with a simple majority of valid votes held by Shareholders (including proxies) attending the AGM cast in favour thereof.
2.(a)(i)	To re-elect Mr. CHEN Liaohan as an executive Director.	Class A Ordinary Shares	248,322,769 (100.000000%)	0 (0.000000%)	0 (-)	248,322,769	248,322,769
		Class B Ordinary Shares	701,626,330 (100.000000%)	0 (0.000000%)	0 (-)	70,162,633	701,626,330
		TOTAL NUMBER (CLASS A & CLASS B)	949,949,099 (100.000000%)	0 (0.000000%)	0 (-)	318,485,402	949,949,099
	The resolution has been duly passed as an ordinary resolution with a simple majority of valid votes held by Shareholders (including proxies) attending the AGM cast in favour thereof.

2

ORDINARY RESOLUTIONS			NUMBER OF VOTES CAST AND PERCENTAGE (%)			TOTAL NUMBER OF VOTING SHARES	TOTAL NUMBER OF VOTES CAST
			FOR	AGAINST	ABSTAIN1
2.(a) (ii)	To re-elect Mr. QIU Changheng as an independent non-executive Director.	Class A Ordinary Shares	245,850,169 (99.00428%)	2,472,600 (0.99572%)	0 (-)	248,322,769	248,322,769
		Class B Ordinary Shares	70,162,633 (100.000000%)	0 (0.000000%)	0 (-)	70,162,633	70,162,633
		TOTAL NUMBER (CLASS A & CLASS B)	316,012,802 (99.223638%)	2,472,600 (0.776362%)	0 (-)	318,485,402	318,485,402
	The resolution has been duly passed as an ordinary resolution with a simple majority of valid votes held by Shareholders (including proxies) attending the AGM cast in favour thereof.
2.(a) (iii)	To re-elect Mr. YIP Pak Tung Jason as an independent non-executive Director.	Class A Ordinary Shares	248,322,769 (100.000000%)	0 (0.000000%)	0 (-)	248,322,769	248,322,769
		Class B Ordinary Shares	70,162,633 (100.000000%)	0 (0.000000%)	0 (-)	70,162,633	70,162,633
		TOTAL NUMBER (CLASS A & CLASS B)	318,485,402 (100.000000%)	0 (0.000000%)	0 (-)	318,485,402	318,485,402
	The resolution has been duly passed as an ordinary resolution with a simple majority of valid votes held by Shareholders (including proxies) attending the AGM cast in favour thereof.
2.(b)	To authorize the Board or the Compensation Committee to fix the remuneration of the Directors.	Class A Ordinary Shares	248,322,769 (100.000000%)	0 (0.000000%)	0 (-)	248,322,769	248,322,769
		Class B Ordinary Shares	701,626,330 (100.000000%)	0 (0.000000%)	0 (-)	70,162,633	701,626,330
		TOTAL NUMBER (CLASS A & CLASS B)	949,949,099 (100.000000%)	0 (0.000000%)	0 (-)	318,485,402	949,949,099
	The resolution has been duly passed as an ordinary resolution with a simple majority of valid votes held by Shareholders (including proxies) attending the AGM cast in favour thereof.

3

ORDINARY RESOLUTIONS			NUMBER OF VOTES CAST AND PERCENTAGE (%)			TOTAL NUMBER OF VOTING SHARES	TOTAL NUMBER OF VOTES CAST
			FOR	AGAINST	ABSTAIN1
3.	To grant a general mandate to the Directors to issue, allot, and deal with additional Class A Ordinary Shares and/or ADSs of the Company, or sell and/or transfer Class A Ordinary Shares out of treasury that are held as treasury shares not exceeding 20% of the total number of issued Shares (excluding any treasury shares) of the Company as of the date of passing of this resolution.	Class A Ordinary Shares	248,307,169 (99.993718%)	15,600 (0.006282%)	0 (-)	248,322,769	248,322,769
		Class B Ordinary Shares	701,626,330 (100.000000%)	0 (0.000000%)	0 (-)	70,162,633	701,626,330
		TOTAL NUMBER (CLASS A & CLASS B)	949,933,499 (99.998358%)	15,600 (0.001642%)	0 (-)	318,485,402	949,949,099
	The resolution has been duly passed as an ordinary resolution with a simple majority of valid votes held by Shareholders (including proxies) attending the AGM cast in favour thereof.
4.	To grant a general mandate to the Directors to repurchase Shares and/or ADSs of the Company not exceeding 10% of the total number of issued Shares of the Company (excluding any treasury shares) as of the date of passing of this resolution.	Class A Ordinary Shares	248,322,769 (100.000000%)	0 (0.000000%)	0 (-)	248,322,769	248,322,769
		Class B Ordinary Shares	701,626,330 (100.000000%)	0 (0.000000%)	0 (-)	70,162,633	701,626,330
		TOTAL NUMBER (CLASS A & CLASS B)	949,949,099 (100.000000%)	0 (0.000000%)	0 (-)	318,485,402	949,949,099
	The resolution has been duly passed as an ordinary resolution with a simple majority of valid votes held by Shareholders (including proxies) attending the AGM cast in favour thereof.
5.	To extend the general mandate granted to the Directors to issue, allot, and deal with additional Shares and/or ADSs, or sell and/or transfer additional Shares out of treasury that are held as treasury shares, in the capital of the Company by the aggregate number of the Shares and/or Shares underlying the ADSs repurchased by the Company.	Class A Ordinary Shares	245,843,769 (99.001702%)	2,479,000 (0.998298%)	0 (-)	248,322,769	248,322,769
		Class B Ordinary Shares	701,626,330 (100.000000%)	0 (0.000000%)	0 (-)	70,162,633	701,626,330
		TOTAL NUMBER (CLASS A & CLASS B)	947,470,099 (99.739039%)	2,479,000 (0.260961%)	0 (-)	318,485,402	949,949,099
	The resolution has been duly passed as an ordinary resolution with a simple majority of valid votes held by Shareholders (including proxies) attending the AGM cast in favour thereof.

4

ORDINARY RESOLUTIONS			NUMBER OF VOTES CAST AND PERCENTAGE (%)			TOTAL NUMBER OF VOTING SHARES	TOTAL NUMBER OF VOTES CAST
			FOR	AGAINST	ABSTAIN1
6.	To re-appoint PricewaterhouseCoopers and PricewaterhouseCoopers Zhong Tian LLP as auditors of the Company to hold office until the conclusion of the next annual general meeting of the Company and to authorize the Board to fix their remuneration for the year ending December 31, 2026.	Class A Ordinary Shares	248,307,169 (99.993718%)	15,600 (0.006282%)	0 (-)	248,322,769	248,322,769
		Class B Ordinary Shares	70,162,633 (100.000000%)	0 (0.000000%)	0 (-)	70,162,633	70,162,633
		TOTAL NUMBER (CLASS A & CLASS B)	318,469,802 (99.995102%)	15,600 (0.004898%)	0 (-)	318,485,402	318,485,402
	The resolution has been duly passed as an ordinary resolution with a simple majority of valid votes held by Shareholders (including proxies) attending the AGM cast in favour thereof.

¹ According to the laws of the Cayman Islands, the Shares in abstention shall not be counted as votes cast at the AGM.

The Company’s share registrar in Hong Kong, Computershare Hong Kong Investor Services Limited, acted as the scrutineer for the vote-taking at the AGM.

All Directors of the Company, namely Mr. WANG Xueji, Mr. CHEN Liaohan, Mr. YANG Yi, Ms. ZHANG Yan, Mr. HUANG Sidney Xuande, Mr. QIU Changheng, Mr. KUOK Meng Xiong (alias GUO Mengxiong) and Mr. YIP Pak Tung Jason attended the AGM, either in person or via electronic means.

Treasury shares, if any and registered under the name of the Company, shall have no voting rights at the general meeting(s) of the Company. For the avoidance of doubt, for the purpose of the Listing Rules, the Company shall, upon depositing any treasury shares in the CCASS, abstain from voting at any of its general meeting(s) in relation to those shares.

By order of the Board

Tuya Inc.

WANG Xueji

Chairman

Hong Kong, June 18, 2026

As at the date of this announcement, the Board comprises Mr. WANG Xueji, Mr. CHEN Liaohan, Mr. YANG Yi and Ms. ZHANG Yan as the executive Directors, and Mr. HUANG Sidney Xuande, Mr. QIU Changheng, Mr. KUOK Meng Xiong (alias GUO Mengxiong) and Mr. YIP Pak Tung Jason as the independent non-executive Directors.

5

FAQ

What did Tuya (TUYA) shareholders approve at the June 18, 2026 AGM?

Shareholders approved all resolutions at Tuya’s June 18, 2026 annual general meeting. These included adopting 2025 audited financial statements, re-electing directors, granting share issuance and repurchase mandates, extending the issue mandate by repurchases, and re-appointing PricewaterhouseCoopers entities as auditors until the next annual meeting.

How many Tuya (TUYA) shares were entitled to vote at the 2026 AGM?

As of the share record date, 613,369,540 Tuya shares were issued, including 543,206,907 Class A and 70,162,633 Class B shares. After excluding certain Class A shares held by the depositary for equity plans, 613,116,079 shares were entitled to attend and vote on AGM resolutions.

What is Tuya’s new share issuance mandate approved at the 2026 AGM?

Shareholders granted Tuya’s directors a general mandate to issue, allot and deal with additional Class A Ordinary Shares and/or ADSs, or sell treasury shares, up to 20% of the company’s issued shares. This mandate is based on the total issued share capital as of the resolution date.

What share repurchase authority did Tuya (TUYA) shareholders approve?

Tuya shareholders approved a general mandate allowing the company to repurchase shares and/or ADSs up to 10% of the issued share capital, excluding any treasury shares. They also approved extending the separate share issue mandate by the aggregate number of shares repurchased under this authority.

Which auditors did Tuya (TUYA) re-appoint at the 2026 AGM?

Shareholders re-appointed PricewaterhouseCoopers and PricewaterhouseCoopers Zhong Tian LLP as Tuya’s auditors. They will hold office until the conclusion of the next annual general meeting, with the board authorized to fix their remuneration for the financial year ending December 31, 2026.

Were any Tuya shareholders required to abstain from voting at the 2026 AGM?

The company’s depositary, holding 253,461 Class A Ordinary Shares for future equity awards, abstained from voting on all resolutions under Listing Rule 17.05A. Otherwise, no shareholders were required to abstain or to vote for or against any resolution under the Listing Rules.

Filing Exhibits & Attachments

2 documents

Press Releases

• EX-99.1 EXHIBIT 99.1 4.5 KB
• EX-99.2 EXHIBIT 99.2 89.0 KB