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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