STOCK TITAN

WF International (WXM) investors approve multi-step share consolidations and 2026 equity plan

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
6-K

Rhea-AI Filing Summary

WF International Limited held its annual general meeting, where shareholders approved all proposals, including a multi-step share consolidation, the 2026 equity incentive plan, and ratification of the auditor. Shareholders representing 6,678,447 votes formed a quorum out of 10,248,337 ordinary shares outstanding as of March 23, 2026.

The approved share consolidations will ultimately combine existing ordinary and preference shares into fewer shares with a higher par value, leaving authorized share capital at US$50,000 divided into 200,000,000 shares of par value US$0.00025, comprising 196,000,000 ordinary shares and 4,000,000 preference shares, with fractional shares rounded up. All director nominees were re‑elected and the 2026 Equity Incentive Plan passed by ordinary resolution.

Positive

  • None.

Negative

  • None.
Shares entitled to vote 10,248,337 ordinary shares Outstanding and entitled to vote as of March 23, 2026
Votes represented at AGM 6,678,447 votes Present in person or by proxy at April 30, 2026 AGM
Authorized share capital US$50,000 Remains constant before and after share consolidations
Final authorized shares 200,000,000 shares After Third Share Consolidation, par value US$0.00025 each
Final ordinary shares authorized 196,000,000 ordinary shares Authorized following completion of all share consolidations
Final preference shares authorized 4,000,000 preference shares Authorized following completion of all share consolidations
Director votes for Ni Jiang 6,672,370 for / 4,886 against Re‑election vote at the AGM, with 1,191 abstain
Auditor ratification support 6,678,332 for Votes for appointment of ZH CPA, LLC as auditor
ordinary resolution regulatory
"By way of an ordinary resolution, that each of the following nominees be re-elected"
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.
Share Consolidations financial
"together, the “Share Consolidations”), be approved."
authorized share capital financial
"such that upon completion the authorized share capital shall be US$50,000 divided"
The maximum number of shares a company is legally allowed to issue according to its governing documents. Think of it as the size of the blank checkbook a company keeps for selling ownership stakes: it sets an upper limit but does not mean all shares are in circulation. Investors care because a larger authorized amount makes it easier for the company to raise money or grant stock-based pay, which can dilute existing holdings and affect control and value per share.
Equity Incentive Plan financial
"that the adoption of the WF International Limited 2026 Equity Incentive Plan be approved."
An equity incentive plan is a program that gives employees, executives or directors the right to receive company stock or options to buy stock as part of their pay. Think of it as offering slices of future company profit to motivate people to boost long‑term performance; for investors it matters because it can align employee goals with shareholder value but also increases the number of shares outstanding, which can dilute existing ownership.
quorum regulatory
"constituting a quorum."
A quorum is the minimum number of members needed to officially hold a meeting or make decisions. It ensures that decisions are made with enough participation to represent the group’s interests, much like a majority must be present for a vote to be valid. For investors, understanding quorum is important because it affects when and how important company or organization decisions can be legally made.
record date regulatory
"At the close of business on March 23, 2026, the record date"
The record date is the specific day when a company determines which shareholders are eligible to receive a dividend or participate in an upcoming vote. It’s like a cutoff date; if you own the stock on that day, you get the benefits or voting rights. This date matters because it decides who qualifies for certain company benefits.

 

 


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 May 2026

 

Commission File Number: 001-42452

 

WF International Limited

(Exact name of registrant as specified in its charter)

 

No. 1110, 11th Floor, Unit 1, Building 7, No. 477, Wanxing Road

Chengdu, Sichuan, China, 610041

(Address of principal executive offices)

 

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

 

Form 20-F  Form 40-F 

 

 

 

INFORMATION CONTAINED IN THIS REPORT ON FORM 6-K

 

The annual general meeting of shareholders of WF International Limited, an exempted company incorporated in the Cayman Islands (the “Company”), was held on April 30, 2026 at 9:30 a.m., Beijing Time (April 29, 2026 at 9:30 p.m., Eastern Time), at No. 1110, 11th Floor, Unit 1, Building 7, No. 477, Wanxing Road, Chengdu, Sichuan, China, 610041 (the “AGM”).

 

At the close of business on March 23, 2026, the record date for the determination of holders of the ordinary shares (the “Ordinary Shares”) of the Company entitled to vote at the AGM, there were outstanding and entitled to vote a total of 10,248,337 Ordinary Shares of a par value of US$0.000001 per share. At the AGM, shareholders entitled to cast an aggregate of 6,678,447 votes were represented in person or by proxy, exceeding one-third of the total voting power of the Ordinary Shares entitled to vote at the AGM and constituting a quorum.

 

At the AGM, the Company’s shareholders approved the following proposals:

 

(i)       Proposal 1: By way of an ordinary resolution, that each of the following nominees be re-elected as a director of the Company to hold office until the next annual general meeting of the Company and until their successors are elected and duly qualified, or until the office of such directors are otherwise vacated in accordance with the articles of association of the Company: Ni Jiang, Ke Chen, Siqi Chen, Xiaoyuan Zhang, and Trent D. Davis.

 

(ii)       Proposal 2: By way of an ordinary resolution, that (i) the First Share Consolidation, being a consolidation of every 10 issued and unissued ordinary shares of par value US$0.000001 each and every 10 issued and unissued preference shares of par value US$0.000001 each into one ordinary share of par value US$0.00001 and one preference share of par value US$0.00001, respectively, such that upon completion of the First Share Consolidation the authorized share capital of the Company shall be US$50,000 divided into 5,000,000,000 shares of par value US$0.00001 each, comprising 4,900,000,000 ordinary shares and 100,000,000 preference shares; (ii) the Second Share Consolidation, being a subsequent consolidation of every five resulting ordinary shares of par value US$0.00001 each and every five resulting preference shares of par value US$0.00001 each into one ordinary share of par value US$0.00005 and one preference share of par value US$0.00005, respectively, such that upon completion the authorized share capital shall be US$50,000 divided into 1,000,000,000 shares of par value US$0.00005 each, comprising 980,000,000 ordinary shares and 20,000,000 preference shares; and (iii) the Third Share Consolidation, being a further subsequent consolidation of every five resulting ordinary shares of par value US$0.00005 each and every five resulting preference shares of par value US$0.00005 each into one ordinary share of par value US$0.00025 and one preference share of par value US$0.00025, respectively, such that upon completion the authorized share capital shall be US$50,000 divided into 200,000,000 shares of par value US$0.00025 each, comprising 196,000,000 ordinary shares and 4,000,000 preference shares, with no fractional shares to be issued and all fractional shares resulting from the Share Consolidations to be rounded up to the next whole number, and in each case the Board of Directors shall have absolute discretion to determine when each such share consolidation shall be implemented (together, the “Share Consolidations”), be approved.

 

(iii)       Proposal 3: By way of an ordinary resolution, that the adoption of the WF International Limited 2026 Equity Incentive Plan be approved.

 

(iv)       Proposal 4: By way of an ordinary resolution, that the appointment of ZH CPA, LLC as the auditor of the Company for the fiscal year ending September 30, 2026 be ratified.

 

 

 

Set forth below are the voting results for each of the proposals: 

 

 1. Proposal 1: Re-Election of Directors

 

  For   Against     Abstain  
Ni Jiang 6,672,370     4,886       1,191  
Ke Chen 6,672,346     1,910       4,191  
Siqi Chen 6,672,346     1,910       4,191  
Xiaoyuan Zhang 6,672,346     1,910       4,191  
Trent D. Davis 6,672,346     1,910       4,191  

 

2. Proposal 2: Share Consolidations

 

For   Against   Abstain  
6,656,636     21,711     100  

 

3. Proposal 3: Adoption of 2026 Equity Incentive Plan

 

For   Against   Abstain  
6,657,632     20,789     26  

 

4. Proposal 4: Ratification of Appointment of ZH CPA, LLC as Auditor

 

For   Against   Abstain  
6,678,332     86     29  

 

 

 

SIGNATURE

 

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.

 

  WF International Limited
   
  By: /s/ Ke Chen
    Ke Chen
Chief Executive Officer

 

Dated: May 5, 2026

 

 

 

 

FAQ

What did WF International Limited (WXM) shareholders approve at the April 2026 AGM?

Shareholders approved all proposals, including re‑election of five directors, a multi-step share consolidation, adoption of the 2026 Equity Incentive Plan, and ratification of ZH CPA, LLC as auditor for the fiscal year ending September 30, 2026.

How many WF International (WXM) shares were entitled to vote at the AGM?

A total of 10,248,337 ordinary shares were outstanding and entitled to vote as of March 23, 2026, the record date for the meeting, setting the base voting power for the April 30, 2026 annual general meeting.

What quorum was present at the WF International (WXM) 2026 AGM?

Shareholders representing 6,678,447 votes were present in person or by proxy. This exceeded one‑third of the total voting power of ordinary shares entitled to vote, satisfying the company’s quorum requirement for conducting business.

How will WF International’s (WXM) authorized share capital change after the share consolidations?

After completing all three share consolidations, authorized share capital will remain US$50,000, divided into 200,000,000 shares of par value US$0.00025, comprising 196,000,000 ordinary shares and 4,000,000 preference shares, with fractional shares rounded up to the next whole share.

What is the structure of WF International’s (WXM) approved share consolidations?

Shareholders approved three steps: an initial 10‑for‑1 consolidation, followed by a 5‑for‑1, and a further 5‑for‑1, applied to both ordinary and preference shares. The board has discretion on when to implement each consolidation step.

Which directors were re‑elected at the WF International (WXM) 2026 AGM?

Ni Jiang, Ke Chen, Siqi Chen, Xiaoyuan Zhang, and Trent D. Davis were each re‑elected as directors by ordinary resolution. They will serve until the next annual general meeting or until their successors are elected and duly qualified.