Wing Yip Food (NASDAQ: WYHG) sets KRW 36,800,000,000 private share sale plan

Rhea-AI Filing Summary

Wing Yip Food Holdings Group Limited plans to seek shareholder approval at its 12th Extraordinary General Meeting on August 6, 2026, to delegate broad authority to the Board under Article 8(b) to issue and allot new shares, bonds and other securities. The Board is also proposing a private placement of 23,000,000 new ordinary shares at KRW 1,600 per share, for total proceeds of KRW 36,800,000,000 (HKD 194,698,693.20).

The New Shares would be subscribed by three investors, delivered through the Korea Securities Depository, and be subject to a one-year lock-up. Payment is due on August 6, 2026, with issuance expected on September 7, 2026, subject to shareholder approval and completion of Hong Kong and other regulatory procedures. The company intends to deploy the KRW 36,800 million over 2026 and later years for working capital (procurement and marketing) and research and development.

Key Figures

New shares to be issued: 23,000,000 shares Issue price per share: KRW 1,600 per share Total issue size: KRW 36,800,000,000 +4 more

7 metrics

New shares to be issued 23,000,000 shares Aggregate new ordinary shares in proposed private placement

Issue price per share KRW 1,600 per share Price of each New Share in the private placement

Total issue size KRW 36,800,000,000 Aggregate proceeds from the New Shares

Total issue size (HKD) HKD 194,698,693.20 Hong Kong dollar equivalent of total proceeds

Procurement costs allocation 14,720 million KRW Planned use of proceeds for procurement across 2026 and later years

Marketing expenses allocation 14,720 million KRW Planned use of proceeds for marketing across 2026 and later years

Research & development allocation 7,360 million KRW Planned use of proceeds for R&D across 2026 and later years

Key Terms

private placement, lock-up period, working capital, Securities Agency Department of the Korea Securities Depository

4 terms

private placement financial

"proposes to issue an aggregate of 23,000,000 new ordinary shares by way of private placement"

A private placement is a sale of securities directly to a selected group of investors, typically institutions or accredited investors, instead of through a public offering. It lets a company raise money faster and with fewer regulatory steps; for existing shareholders it matters because the newly issued shares, often sold at a discount, increase the share count and can dilute their ownership.

lock-up period financial

"The New Shares will be delivered through KSD and will be subject to a lock-up period of one year"

A lock-up period is a fixed time after a stock offering during which company insiders and early investors are legally barred from selling their shares. It matters because when that restriction expires a large block of previously locked-up shares can enter the market at once, potentially lowering the stock price or spiking trading volume—like opening a floodgate—so investors monitor these dates to anticipate price moves and manage risk.

working capital financial

"The intended use of proceeds is working capital, including procurement costs and marketing expenses"

Working capital is the money a business has available to cover its daily expenses, like paying bills and buying supplies. It’s like the cash in your wallet that helps you handle everyday costs; having enough ensures the business can operate smoothly without running into money shortages.

Securities Agency Department of the Korea Securities Depository financial

"The New Shares will be delivered through the Securities Agency Department of the Korea Securities Depository"

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

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Available on EDGAR 07/22/2026 - 12:40 PM Accepted by SEC EDGAR 07/22/2026 - 12:40 PM Learn about SEC filing dates

FAQ

What share issuance is Wing Yip Food (WYHG) proposing in this 6-K?

Wing Yip Food is proposing a private placement of 23,000,000 new ordinary shares at KRW 1,600 per share. This represents total proceeds of KRW 36,800,000,000 (HKD 194,698,693.20), subject to shareholder approval and regulatory procedures.

Who are the subscribers in Wing Yip Food (WYHG)’s proposed private placement?

The proposed New Shares will be placed with three subscribers: Wang Tingfeng (13,000,000 shares), Wong Sio Chan (5,000,000 shares) and Zhao Jin Hua (5,000,000 shares). All shares will be subject to a one-year lock-up after issuance.

When will Wing Yip Food (WYHG)’s Extraordinary General Meeting take place?

The 12th Extraordinary General Meeting is scheduled for August 6, 2026, at 10:00 a.m. in Seoul, Korea. The record date for shareholders entitled to vote at the EGM remains July 14, 2026, as set under the company’s Articles of Association.

What are the payment and expected issuance dates for WYHG’s new shares?

Payment for the New Shares is due on August 6, 2026, the EGM date. The New Shares are expected to be issued on September 7, 2026, subject to shareholder approval and completion of Hong Kong registration and other regulatory filings.

How will Wing Yip Food (WYHG) use the proceeds from the private placement?

The company plans to use the KRW 36,800 million proceeds for working capital and R&D. Allocations include procurement costs, marketing expenses, and research and development spending across 2026, 2027 and periods after 2027.

What lock-up terms apply to Wing Yip Food (WYHG)’s newly issued shares?

The New Shares issued in the private placement will be subject to a lock-up period of one year. They will be delivered through the Securities Agency Department of the Korea Securities Depository (KSD) following shareholder approval and regulatory processes.

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 July 2026

Commission File Number: 001-42407

Wing Yip Food Holdings Group Limited

No. 9, Guanxian North Rd

Huangpu Town, Zhongshan City

Guangdong, People’s Republic of China 528429

(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 ☐

Extraordinary General Meeting

On June 29, 2026, Wing Yip Food Holdings Group Limited (the “Company”) furnished a Report on Form 6-K (the “Prior 6-K”) announcing that the Board of Directors of the Company had resolved by written resolutions to convene the 12th Extraordinary General Meeting of the Company (the “EGM”), to be held at E-room Center, 22 Uisadang-daero, Yeongdeungpo-gu, Seoul, Korea.

On July 22, 2026, the Board of Directors adopted further written resolutions amending certain proposals for the EGM, including changes to the number of new shares to be issued, the identity of the subscribers, the total issue size, the payment date and the expected issuance date. The EGM will now be held on Thursday, August 6, 2026, at 10:00 a.m. at the venue stated above. The record date for determining shareholders entitled to exercise voting rights at the EGM remains July 14, 2026, pursuant to Article 128 of the Articles of Association of the Company (the “Articles of Association”).

The amended proposals, as set forth in the Board’s written resolutions dated July 22, 2026, are summarized below.

Resolution No. 1 — Authorization to the Board of Directors to Issue New Shares, Bonds and Other Securities

The Company proposes that, pursuant to Article 8(b) of the Articles of Association and the circumstances specified therein (including the applicable allottees, where relevant), full authority to issue and allot new shares, bonds and other securities be delegated to the Board of Directors.

Resolution No. 2 — Approval of the Proposed Private Placement of New Shares

The Board of Directors proposes to issue an aggregate of 23,000,000 new ordinary shares (the “New Shares”) by way of private placement to the following subscribers on the following terms:

Subscriber		Number of Shares				Amount (KRW)				Amount (HKD)
WANG TINGFENG			13,000,000				20,800,000,000				110,047,087.46
WONG SIO CHAN			5,000,000				8,000,000,000				42,325,802.87
ZHAO JIN HUA			5,000,000				8,000,000,000				42,325,802.87
Total			23,000,000				36,800,000,000				194,698,693.20

The New Shares will be issued at a price of KRW 1,600 per share for a total issue size of KRW 36,800,000,000 (HKD 194,698,693.20). Payment is due on August 6, 2026, with the New Shares expected to be issued on September 7, 2026, subject to the approval by the Company’s shareholders and the progress of Hong Kong registration and other regulatory filing procedures. The New Shares will be delivered through the Securities Agency Department of the Korea Securities Depository (KSD) and will be subject to a lock-up period of one (1) year.

The intended use of proceeds is as follows:

Purpose		Description		2026		2027		After 2027		Total
Working Capital		Procurement Costs		5,888 million KRW		5,888 million KRW		2,944 million KRW		14,720 million KRW
Working Capital		Marketing Expenses		5,888 million KRW		5,888 million KRW		2,944 million KRW		14,720 million KRW
Working Capital		Research & Development		2,944 million KRW		2,944 million KRW		1,472 million KRW		7,360 million KRW
Total				14,720 million KRW		14,720 million KRW		7,360 million KRW		36,800 million KRW

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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.

	Wing Yip Food Holdings Group Limited
Date: July 22, 2026	By:	/s/ Xiantao Wang
	Name:	Xiantao Wang
	Title:	Director and Chairman of the Board

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