UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO SECTION 13a-16 OR 15d-16
OF THE SECURITIES EXCHANGE ACT OF 1934
For the month of February 2026
Commission File Number: 001-41678
VCI Global Limited
(Translation of registrant’s name into English)
Suite 33.03 of Level 33, Menara Exchange 106,
Lingkaran TRX, Tun Razak Exchange,
55188 Kuala Lumpur, Malaysia
(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 ☒
Form 40-F ☐
On February 18, 2026, VCI Global Limited (the
“Company”) announced that its blockchain infrastructure arm, Smart Bridge Technologies Limited (“Smart Bridge”)
had entered into a definitive partnership agreement (the “Agreement”) with Mezzofy Holding Limited (“Mezzofy”),
an enterprise digital voucher solutions provider serving multinational corporations and Fortune 500 brands, to establish a Real-World
Asset (RWA) Digital Coupon Exchange.
Under the Agreement, Smart Bridge and
Mezzofy will jointly establish a partnership through the establishment of a legal entity (“Partnership Entity”) to
develop, launch, and operate a blockchain-enabled exchange focused on tokenized digital coupons and vouchers. Smart Bridge will
retain 51% of the equity ownership of the Partnership Entity and lead regulatory structuring, settlement infrastructure development,
and ecosystem integration, while Mezzofy will retain the remaining 49% of the ownership, and will contribute its enterprise merchant
network, tokenization expertise, and exchange technology stack.
The Agreement has an initial term of one year
from the date of execution. If the Partnership Entity is established within such one-year period, the Agreement will remain in effect
for so long as the Partnership Entity continues to exist. Prior to the establishment of the Partnership Entity, either party may terminate
the Agreement upon 60 days’ prior written notice. The Agreement also contains customary provisions relating to confidentiality,
intellectual property ownership, governance matters and termination upon material breach.
The Agreement does not require Smart Bridge to
make any immediate capital contribution and does not guarantee the formation of the Partnership Entity. The parties’ future collaboration,
including any equity structure, funding commitments, or operational arrangements, will be subject to definitive documentation and applicable
approvals.
The foregoing descriptions of the Agreement are
only summaries and are qualified in their entirety by reference to the complete text of the form of Agreement, a copy of which is attached
as Exhibit 10.1 to this Report on Form 6-K and are incorporated by reference herein.
A copy of the press release announcing the event
is attached hereto as Exhibit 99.1 and incorporated herein by reference.
Exhibit
Number |
|
Description |
| 10.1 |
|
Form of Partnership Agreement between Smart Bridge Technologies Limited and Mezzofy Holding Limited |
| 99.1 |
|
Press Release issued by VCI Global Limited on February 18, 2026 |
SIGNATURES
Pursuant to the requirements of the Securities
Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly
authorized.
| Date: February 18, 2026 |
VCI Global Limited |
| |
|
|
| |
By: |
/s/ Victor Hoo |
| |
Name: |
Victor Hoo |
| |
Title: |
Chairman and Chief Executive Officer |
Exhibit 99.1
VCI Global Accelerates Commercialisation of Enterprise
RWA Infrastructure, Entering Execution Phase with Majority-Controlled Digital Voucher Exchange
Definitive Agreement with Mezzofy Positions VCIG
to Capture Recurring Transaction Revenue, Secondary Liquidity Value and Scalable Digital Commerce Infrastructure Opportunities
February 18, 2026 | Globe Newswire
KUALA LUMPUR, Malaysia, February 18, 2026 –
VCI Global Limited (NASDAQ: VCIG) (“VCI Global” or the “Company”) today announced a major execution milestone
in its digital asset infrastructure strategy. Its blockchain infrastructure arm, Smart Bridge Technologies Limited (“Smart Bridge”)
has entered into a definitive agreement with Mezzofy Holding Limited (“Mezzofy”), an enterprise digital voucher solutions
provider serving multinational corporations and Fortune 500 brands, to establish a Real-World Asset (RWA) Digital Coupon Exchange.
The agreement transitions VCI Global from platform
development into commercial deployment, positioning the Company to participate directly in transaction-driven digital commerce flows through
a majority-controlled infrastructure layer designed around enterprise adoption rather than speculative retail activity.
Under the agreement, Smart Bridge and Mezzofy
will jointly establish a dedicated entity to develop, launch, and operate a blockchain-enabled exchange focused on tokenised digital coupons
and vouchers. Smart Bridge will retain majority ownership and lead regulatory structuring, settlement infrastructure development, and
ecosystem integration, while Mezzofy contributes its enterprise merchant network, tokenisation expertise, and exchange technology stack.
“Digital vouchers have evolved into a core
engagement tool for global brands, yet most remain confined within closed ecosystems. By enabling tokenisation and exchange-based infrastructure,
this collaboration introduces new interoperability and lifecycle value for enterprise issuers while expanding cross-border digital commerce
opportunities,” said Dicky Ying, Chief Executive Officer of Mezzofy.
Mezzofy’s enterprise relationships with
global brands are expected to provide an immediate commercialisation pathway, enabling the Exchange to launch with a pre-existing ecosystem
rather than relying solely on speculative user acquisition cycles. Access to an established multinational merchant pipeline reduces traditional
adoption risk commonly associated with early-stage RWA platforms.
The Company expects the Exchange to evolve into
a core infrastructure pillar within VCI Global’s digital asset ecosystem, designed to generate recurring transaction revenue, enterprise
onboarding fees, and settlement infrastructure income streams as adoption scales.


The global digital voucher and incentive market
represents a multi-hundred-billion-dollar annual ecosystem driven by enterprise marketing, loyalty programs, and cross-border digital
commerce.
While billions of dollars worth of digital vouchers
and incentives are issued globally each year, most remain locked within closed ecosystems without a structured secondary market or price
discovery mechanism. By enabling compliant tokenisation and exchange-based trading, the platform introduces potential secondary liquidity
to an asset class that historically lacked resale infrastructure, positioning VCI Global among early infrastructure providers addressing
this structural gap in digital commerce.
As enterprises increasingly seek new engagement
models and monetisation channels for unused or underutilised vouchers, secondary trading functionality may unlock additional lifecycle
value beyond initial issuance, potentially increasing enterprise participation and ecosystem activity over time.
Potential monetisation pathways include:
| ● | Transaction-based fees from tokenised coupon
trading |
| | | |
| ● | Enterprise tokenisation and infrastructure services |
| | | |
| ● | Stablecoin-enabled settlement and payment rails |
| | | |
| ● | Ecosystem-based digital commerce integrations |
The agreement establishes a structured governance
framework with joint strategic oversight, unified technology development, and milestone-based capital deployment designed to support disciplined
scaling toward commercial launch.
“This definitive agreement moves our RWA
infrastructure strategy firmly into execution mode. By integrating enterprise merchant distribution with blockchain settlement capabilities,
we are positioning VCIG to scale recurring digital commerce revenues through infrastructure ownership rather than one-off initiatives,”
said Dato’ Victor Hoo, Group Executive Chairman and CEO of VCI Global.
About VCI Global Limited
VCI Global Limited (NASDAQ: VCIG) is an AI-native
operating platform designed to scale and optimize businesses through centralized intelligence, data, and capital discipline.
The Company operates a platform-based model in
which subsidiaries, affiliates, and portfolio companies plug into VCI Global’s centralized AI, data, governance, and capital allocation
systems, enabling faster execution, improved capital efficiency, and scalable growth across multiple industries.


VCI Global’s platform centralizes AI-enabled
execution, standardized KPI frameworks, financial and governance controls, and strategic capital allocation, while operating businesses
focus on revenue generation, customer relationships, and local execution.
The Company maintains exposure across advisory,
AI, and digital infrastructure, digital assets, energy, automotive, and consumer sectors, and continuously evaluates opportunities to
scale, spin off, divest, or discontinue businesses based on performance, scalability, and return on capital.
VCI Global’s platform-centric approach is
designed to enhance productivity, improve IPO readiness, and unlock long-term value through disciplined growth and selective capital deployment.
For more information on the Company, please log
on to https://v-capital.co/.
Cautionary Note Regarding Forward-Looking Statements
This press release contains forward-looking statements
that are subject to various risks and uncertainties. Such statements include statements regarding the Company’s ability to grow
its business and other statements that are not historical facts, including statements which may be accompanied by the words “intends,”
“may,” “will,” “plans,” “expects,” “anticipates,” “projects,”
“predicts,” “estimates,” “aims,” “believes,” “hopes,” “potential”
or similar words. These forward-looking statements are based only on our current beliefs, expectations, and other future conditions. Because
forward-looking statements relate to the future, they are subject to inherent uncertainties, risks, and changes in circumstances that
are difficult to predict and many of which are outside of our control. Therefore, you should not rely on any of these forward-looking
statements. Actual results could differ materially from those described in these forward-looking statements due to certain factors, including
without limitation, the Company’s ability to achieve profitable operations, customer acceptance of new products, the effects of
the spread of coronavirus (COVID-19) and future measures taken by authorities in the countries wherein the Company has supply chain partners,
the demand for the Company’s products and the Company’s customers’ economic condition, the impact of competitive products
and pricing, successfully managing and, general economic conditions and other risk factors detailed in the Company’s filings with
the United States Securities and Exchange Commission (“SEC”). The forward-looking statements contained in this press release
are made as of the date of this press release, and the Company does not undertake any responsibility to update the forward-looking statements
in this release, except in accordance with applicable law.
CONTACT INFORMATION:
For media queries, please contact:
VCI GLOBAL LIMITED
enquiries@v-capital.co
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