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ZJK Industrial (NASDAQ: ZJK) implements super-voting Class B share structure

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6-K

Rhea-AI Filing Summary

ZJK Industrial Co., Ltd. has implemented a dual-class share structure, splitting its ordinary shares into Class A and Class B following shareholder approval at an extraordinary general meeting on March 6, 2026. The company’s Class A ordinary shares continue to trade on the Nasdaq Capital Market under the ticker “ZJK.”

All 64,322,249 issued ordinary shares were re-designated, with 9,000,000 shares held by specified entities becoming Class B and the remaining 55,322,249 becoming Class A. Authorized but unissued shares totaling 2,935,677,751 were re-designated as Class A, giving authorized capital of 2,991,000,000 Class A shares and 9,000,000 Class B shares, each with a par value of US$0.000016666667.

The two classes carry substantially identical economic rights, but Class B ordinary shares have thirty votes per share on matters decided by poll and can be converted into Class A shares on a one-for-one basis at the holder’s option. ZJK has adopted amended and restated constitutional documents to reflect this structure.

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Insights

ZJK adds super-voting Class B shares while keeping economics aligned.

ZJK Industrial has moved to a dual-class structure, creating Class A and super-voting Class B ordinary shares. Of 64,322,249 issued shares, 9,000,000 held by key entities became Class B, with the rest re-designated as Class A.

Authorized capital is now US$50,000 split into 2,991,000,000 Class A and 9,000,000 Class B shares, each at a par value of US$0.000016666667. The economic rights remain substantially identical, but Class B carries thirty votes per share on polls and is convertible into Class A on a one-for-one basis.

This shift concentrates voting power in Class B holders while keeping one share, one unit of economic interest overall. Future company decisions at general meetings will reflect this voting structure, and subsequent filings may show how the Class B stake evolves through conversions into Class A.

 

 

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 March 2026

 

Commission File Number: 001-42286

 

ZJK Industrial Co., Ltd.

 

No.8, Jingqiang Road, 138 Industrial Zone,

Xiuxin Community, Kengzi Town,

Pingshan New Area, Shenzhen

People’s Republic of China, 518122

+86-0755-28341175

(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

 

 

 

As previously disclosed in the Form 6-K filed on March 6, 2026, at an extraordinary general meeting held on March 6, 2026, the shareholders of ZJK Industrial Co., Ltd. (the “Company”) approved the introduction of two classes of ordinary shares, designated as Class A and Class B. The Company’s Class A ordinary shares began trading on the Nasdaq Capital Market at the open of business on March 17, 2026, continuing under the ticker symbol “ZJK.” While the CUSIP number remains the same, the CUSIP description was updated to reflect the new designation as Class A ordinary shares.

 

Under the approved share capital reorganization, the Company has re-designated and re-classified its authorized and issued share capital. At the effective time, all 64,322,249 issued and outstanding ordinary shares were re-designated and re-classified as follows: (i) 6,000,000 shares held by DNR Technology Co., Ltd., 1,800,000 shares held by Vimisci Holding Limited, 450,000 shares held by Newmicro Holding Limited, 450,000 shares held by Jinshan International Investment Co., Ltd., and 300,000 shares held by KKD Holding Limited were re-designated and re-classified as Class B ordinary shares on a one-for-one basis, and (ii) the remaining 55,322,249 issued shares were been re-designated and re-classified as Class A ordinary shares. In addition, all 2,935,677,751 authorized but unissued ordinary shares were re-designated and re-classified as Class A ordinary shares.

As a result of share capital reorganization, the Company’s authorized share capital now consists of US$50,000 divided into 2,991,000,000 Class A ordinary shares and 9,000,000 Class B ordinary shares, each with a par value of US$0.000016666667. The rights attached to the new share classes are materially identical to those previous ordinary shares save that: (i) holders of Class B ordinary shares are entitled to thirty (30) votes per share on all matters decided by poll at any general meeting, and (ii) Class B ordinary shares are convertible into Class A ordinary shares at the option of the holder thereof on a one-for-one basis.

To reflect share capital reorganization, the Company has adopted amended and restated memorandum and articles of association, a copy of which is attached hereto as Exhibit 3.1 and incorporated herein by reference.

On March 16, 2026, in connection with the share capital reorganization, the Company issued a press release titled “ZJK Industrial Co., Ltd. Announces Implementation of Dual-Class Share Structure.” A copy of the press release is attached as Exhibit 99.1 and is incorporated herein by reference.

 

Exhibit No.   Description
3.1   Third Amended and Restated Memorandum of Association of ZJK Industrial Co., Ltd.
99.1   Press Release dated March 16, 2026

 

 

 

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.

 

  ZJK Industrial Co., Ltd.
   
Date: March 17, 2026 By: /s/ Ning Ding
  Name: Ning Ding
  Title: Chief Executive Officer, Chairman of the Board and Director

 

 

 

 

 

EXHIBIT 99.1

 

ZJK Industrial Co., Ltd. Announces Implementation of Dual-Class Share Structure

 

SHENZHEN, China, March 16, 2025 (GLOBE NEWSWIRE) -- ZJK Industrial Co., Ltd. (NASDAQ: ZJK) (“ZJK Industrial”, “ZJK” or the “Company”), a high-tech enterprise specializing in the manufacturing and sale of precision fasteners, structural parts and other precision metal parts applied in a variety of industries, including intelligent electronic equipment, new energy vehicles, aerospace, energy storage systems, medical and liquid cooling systems used in artificial intelligence supercomputer, today announced the implementation of a dual-class share structure.

 

At an extraordinary general meeting held on March 6, 2026, shareholders approved the introduction of two classes of ordinary shares, designated as Class A and Class B. The Company’s Class A ordinary shares are expected to begin trading on the Nasdaq Capital Market at the open of business on March 17, 2026, continuing under the ticker symbol “ZJK.” While the CUSIP number will remain the same, the CUSIP description will be updated to reflect the new designation as Class A ordinary shares.

 

Under the approved share capital reorganization, the Company has re-designated and re-classified its authorized and issued share capital. At the effective time, all 64,322,249 issued and outstanding ordinary shares were re-designated: 6,000,000 shares held by DNR Technology Co., Ltd., 1,800,000 shares held by Vimisci Holding Limited, 450,000 shares held by Newmicro Holding Limited, 450,000 shares held by Jinshan International Investment Co., Ltd., and 300,000 shares held by KKD Holding Limited were each re-designated as Class B ordinary shares on a one-for-one basis. The remaining 55,322,249 issued shares have been re-designated as Class A ordinary shares. In addition, all 2,935,677,751 authorized but unissued ordinary shares have been re-designated as Class A ordinary shares.

 

As a result of share capital reorganization, the Company’s authorized share capital now consists of US$50,000 divided into 2,991,000,000 Class A ordinary shares and 9,000,000 Class B ordinary shares, each with a par value of US$0.000016666667. The rights attached to the new share classes are substantially identical to those of the previous ordinary shares, with two key distinctions: holders of Class B ordinary shares are entitled to thirty (30) votes per share on all matters decided by poll at any general meeting, and each Class B ordinary share is convertible into a Class A ordinary share on a one-for-one basis at the holder’s discretion.

 

To reflect share capital reorganization, ZJK Industrial has adopted amended and restated memorandum and articles of association, which have been duly filed and are now effective.

 

About ZJK Industrial Co., Ltd.

 

ZJK Industrial Co., Ltd. is a high-tech enterprise specializing in the manufacturing and sale of precision fasteners, structural parts and other precision metal parts applied in a variety of industries, including intelligent electronic equipment, new energy vehicles, aerospace, energy storage systems, medical and liquid cooling systems used in artificial intelligence supercomputers. With over fourteen years in the precision metal parts manufacturing industry, the Company maintains a skilled professional team, a series of highly automated and precision manufacturing equipment, stable and strong customer group, and complete quality management systems. ZJK mainly offers standard screws, precision screws and nuts, high-strength bolts and nuts, turning parts, stamping parts and Computer Numerical Control (CNC) machining parts, CNC milling parts, high precision structural components, Surface Mounting Technology (SMT) for miniature parts packaging, and technology service for research and development from a professional engineering team. For more information, please visit the Company’s website at https://ir.zjk-industrial.com/.

 

Forward-Looking Statements

 

Certain statements in this announcement are forward-looking statements. These forward-looking statements involve known and unknown risks and uncertainties and are based on the Company’s current expectations and projections about future events that the Company believes may affect the its financial condition, results of operations, business strategy and financial needs. Investors can find many (but not all) of these statements by the use of words such as “may,” “will,” “expect,” “anticipate,” “aim,” “estimate,” “intend,” “plan,” “believe,” “likely to,” “propose” or other similar expressions in this announcement. The Company undertakes no obligation to update or revise publicly any forward-looking statements to reflect subsequent occurring events or circumstances, or changes in its expectations, except as may be required by law. Although the Company believes that the expectations expressed in these forward-looking statements are reasonable, it cannot assure you that such expectations will turn out to be correct, and the Company cautions investors that actual results may differ materially from the anticipated results and encourages investors to review other factors that may affect its future results in the Company’s filings with the U.S. Securities and Exchange Commission.

 

For more information, please contact:

ZJK Industrial Co., Ltd.
Phone: +86-755-2834 1175
Email: ir@zjk-industrial.com

 

The Blueshirt Group Asia
Feifei Shen
Phone: +86-134-66566136
Email: feifei@blueshirtgroup.co

 

 

FAQ

What dual-class share structure did ZJK (ZJK) implement?

ZJK created Class A and Class B ordinary shares, re-designating all 64,322,249 issued shares. 9,000,000 became Class B for specific holders and 55,322,249 became Class A, while all 2,935,677,751 authorized but unissued shares were re-designated as Class A.

How many ZJK (ZJK) shares are authorized after the reorganization?

After the reorganization, ZJK’s authorized share capital is US$50,000, divided into 2,991,000,000 Class A ordinary shares and 9,000,000 Class B ordinary shares. Each share, regardless of class, has a par value of US$0.000016666667 under the updated capital structure.

What voting rights do ZJK (ZJK) Class B ordinary shares carry?

ZJK’s Class B ordinary shares carry enhanced voting rights of thirty votes per share on all matters decided by poll at any general meeting. This contrasts with the standard voting rights of Class A shares, while economic terms remain substantially identical between the two classes.

Are ZJK (ZJK) Class B ordinary shares convertible into Class A shares?

Each ZJK Class B ordinary share is convertible into one Class A ordinary share at the holder’s option on a one-for-one basis. This preserves economic equivalence between classes while allowing holders of super-voting shares flexibility to switch into the publicly traded Class A.

Do ZJK (ZJK) Class A shares remain listed on Nasdaq after the change?

ZJK’s Class A ordinary shares continue to trade on the Nasdaq Capital Market under the ticker “ZJK.” The CUSIP number remains the same, although its description has been updated to reflect the new designation as Class A ordinary shares following the share capital reorganization.

Did ZJK (ZJK) change its corporate documents for the dual-class structure?

ZJK adopted amended and restated memorandum and articles of association to reflect the dual-class share structure. These updated constitutional documents are now effective and formally embed the rights of Class A and Class B ordinary shares into the company’s governance framework.

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ZJK Industrial Co Ltd

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130.84M
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Specialty Industrial Machinery
Industrials
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China
Shenzhen