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 August, 2026
Commission File Number: 001-40758
GDEV Inc.
(Translation of registrant’s name into English)
55, Griva Digeni
3101, Limassol
Cyprus
Telephone: +35722580040
(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 x Form 40-F o
EXPLANATORY NOTE
Annual General Meeting Results
On August 28, 2026, the Company announced the results of the Company’s 2026 annual general meeting, which was held at the Company’s offices in Limassol, Cyprus on August 28, 2026. As reflected in the voting results below, all of the agenda items proposed for consideration were approved by a majority of the votes cast by shareholders of the Company personally present or represented by proxy at the meeting.
| 1. | Election of Directors |
To re-elect the following independent Directors of the Company:
| · | Marie Holive, Independent Director |
The final voting results were as follows:
| Votes For | Votes Against | Abstained | ||
| 14,194,898 | 5,266 | 0 |
| · | Andrew Sheppard, Independent Director |
The final voting results were as follows:
| Votes For | Votes Against | Abstained | ||
| 14,194,385 | 5,267 | 512 |
| · | Tal Shoham, Independent Director |
The final voting results were as follows:
| Votes For | Votes Against | Abstained | ||
| 14,197,882 | 2,282 | 0 |
| 2. | Approval and adoption of the Amended and Restated Memorandum and Articles of Association |
To approve and adopt the Amended and Restated Memorandum and Articles of Association of the Company.
The final voting results were as follows:
| Votes For | Votes Against | Abstained | ||
| 14,197,627 | 2,437 | 100 |
A copy of the Amended and Restated Memorandum and Articles of Association of the Company is furnished as Exhibit 3.1 to this Report on Form 6-K.
INCORPORATION BY REFERENCE
The information included in this Report on Form 6-K (including Exhibit 3.1) is hereby incorporated by reference into the Company’s Registration Statement on Form F-3 (File No. 333-280580 and File No. 333-282062) (including any prospectuses forming a part of such registration statement) and to be a part thereof from the date on which this Report on Form 6-K is filed, to the extent not superseded by documents or reports subsequently filed or furnished.
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.
Date: August 28, 2026
| GDEV Inc. | |||
| By: | /s/ Alexander Karavaev | ||
| Name: | Alexander Karavaev | ||
| Title: | Chief Financial Officer | ||
EXHIBIT INDEX
| Exhibit | Description | |
| 3.1 | Amended and Restated Memorandum and Articles of Association of GDEV. Inc. |