BGL 6-K
Blue Gold Ltd (BGL)
UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWASHINGTON, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TORULE 13a-16 OR 15d-16UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of July 2026
Commission File Number 001-42717
Blue Gold Limited****(Translation of registrant’s name into English)
94 Solaris AvenueCamana BayPO Box 1348Grand Cayman KY1-1108Cayman Islands(Address of principal executive offices)
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 ☐
INFORMATION CONTAINED IN THIS REPORT
Extraordinary General Meeting Results
Blue Gold Limited (the “Company”) held an extraordinary general meeting of the Company at 10:00 a.m. EDT on July 24, 2026 (the “Extraordinary Meeting”). A total of 25,123,131 votes, representing approximately 58.019% of the votes exercisable as of July 7, 2026, the record date for the Extraordinary Meeting, were present in person or by proxy. The matters submitted to a vote at the Extraordinary Meeting and the voting results of such matters are as follows:
Proposal 1
The Reverse Stock Split
Shareholders voted to approve and adopt a reverse stock split by consolidating all of the Company’s authorized shares (including all authorized Class A ordinary shares of par value US$0.0001 each and all authorized preferred shares of par value US$0.0001 each) at a consolidation ratio of not less than one-for-two (1:2) and not more than one-for-two hundred (1:200), with the Company’s Board of Directors (the “Board”) authorized to determine the final ratio and to implement such reverse stock split in their sole discretion at any time prior to the first anniversary of the Extraordinary Meeting (the “Reverse Stock Split”). The resolution was passed as an ordinary resolution. The voting results were as follows:
| Votes | % of<br> Votes Cast | ||||
|---|---|---|---|---|---|
| For | 24,958,643 | 99.351 | % | ||
| Against | 163,119 | 0.649 | % | ||
| Abstain^(1)^ | 1,369 | N/A | |||
| Total Votes Cast | 25,121,762 | 100.000 | % |
| (1) | Abstentions are counted for purposes of establishing quorum<br>but are not counted in determining the outcome of a proposal. |
|---|
Proposal 2
The Company’s Memorandum and Articlesof Association be amended and restated to reflect the Reverse Stock Split
Shareholders voted to approve an amendment to the Company’s Memorandum and Articles of Association to reflect the Reverse Stock Split, including to reflect the corresponding increase in the par value of each authorized share and the proportionate reduction in the number of authorized shares of the Company resulting from the Reverse Stock Split, substantially in the form set forth in Appendix A to the proxy statement, with the Board authorized to make such changes as may be necessary or appropriate to reflect the final consolidation ratio determined by the Board. The resolution was passed as a special resolution. The voting results were as follows:
| Votes | % of<br> Votes Cast | ||||
|---|---|---|---|---|---|
| For | 24,964,312 | 99.379 | % | ||
| Against | 155,933 | 0.621 | % | ||
| Abstain^(1)^ | 2,886 | N/A | |||
| Total Votes Cast | 25,120,245 | 100.000 | % | ||
| (1) | Abstentions are counted for purposes of establishing quorum<br>but are not counted in determining the outcome of a proposal. | ||||
| --- | --- |
Both proposals received the requisite number of votes for approval in accordance with the Company’s articles of association and were duly approved.
The Company issued a press release, attached hereto as Exhibit 99.1, announcing the results of the Extraordinary Meeting.
1
Annual General Meeting Results
The Company held an annual general meeting of the Company at 11:00 a.m. EDT on July 24, 2026 (the “Annual Meeting”). A total of 21,977,873 votes, representing approximately 53.818% of the votes exercisable as of May 27, 2026, the record date for the Annual Meeting, were present in person or by proxy. The matter submitted to a vote at the Annual Meeting and the voting results of such matter are as follows:
Proposal 1
The Re-election of a Director
Shareholders voted to approve and adopt the re-election of Candice Beaumont as a Class I director to serve until the Company’s 2029 annual general meeting or until her successor is duly elected and qualified or until her earlier death, resignation or removal in accordance with the Company’s articles of association The resolution was passed as an ordinary resolution. The voting results were as follows:
| Votes | % of<br> Votes Cast | ||||
|---|---|---|---|---|---|
| For | 15,531,751 | 85.985 | % | ||
| Against | 2,531,537 | 14.015 | % | ||
| Abstain^(1)^ | 3,914,585 | N/A | |||
| Total Votes Cast | 18,063,288 | 100.000 | % | ||
| (1) | Abstentions are counted for purposes of establishing quorum<br>but are not counted in determining the outcome of a proposal. | ||||
| --- | --- |
This proposal received the requisite number of votes for approval in accordance with the Company’s articles of association and was duly approved.
Forward-Looking Statements
This report contains forward-looking statements. Forward-looking statements can be identified by the use of words such as “may,” “should,” “expects,” “plans,” “anticipates,” “believes,” “estimates,” “predicts,” “intends,” “continue” or similar terminology. These statements reflect only current expectations and are not guarantees of future events. These statements are subject to risks and uncertainties, detailed in the Company’s United States Securities and Exchange Commission filings, that could cause actual results and events to differ materially from those contained in the forward-looking statements. These forward-looking statements speak only as of the date on which the statements were made. The Company undertakes no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise.
EXHIBIT INDEX
| Exhibit No. | Description |
|---|---|
| 99.1 | Press Release, dated July 27, 2026 |
2
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: July 27, 2026
| BLUE GOLD LIMITED | |
|---|---|
| By: | /s/ Andrew Cavaghan |
| Andrew Cavaghan | |
| Chief Executive Officer |
3
Exhibit 99.1
****
Blue Gold ShareholdersApprove Extraordinary General Meeting Resolutions
NEW YORK, NY, July 27, 2026 /PRNewswire/ — Blue Gold Limited (Nasdaq: BGL) (Nasdaq: BGLWW) (“Blue Gold” or the “Company”), a gold mining company with the infrastructure to deliver gold from mine-to-wallet, today announced that shareholders approved all resolutions presented at the Extraordinary General Meeting held on July 24, 2026.
“We appreciate the support of our shareholders in approving these resolutions,” commented Andrew Cavaghan, CEO of Blue Gold. “The authorization provides the Board with an important governance tool that preserves flexibility as we continue executing our strategy to build a diversified, cash-flow-generating gold mining business while maintaining our Nasdaq listing.”
The resolutions authorize the Board of Directors, in its discretion, to implement a share consolidation and make the corresponding amendments to the Company’s Memorandum and Articles of Association, should the Board determine such actions are appropriate. The authorization provides the Board with flexibility to act within the approved timeframe based on market conditions and the best interests of the Company and its shareholders.
About Blue GoldLimited
Blue Gold Limited (Nasdaq: BGL) (Nasdaq: BGLWW) is gold mining company with the infrastructure to deliver gold from mine-to-wallet. The Company’s mission is to explore, develop and operate high quality mining projects while leveraging modern technologies to sell the gold directly to end customers in tokenised form. Blue Gold prioritizes growth, sustainable development, and transparency in all its business practices. We believe that our commitment to responsible mining will enable us to create value for our shareholders while minimizing our environmental footprint.
Forward-LookingStatements
This press release includes “forward-looking statements” within the meaning of the safe harbor for forward-looking statements provided by Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995. You are cautioned not to place undue reliance on these forward-looking statements, which are current only as of the date of this press release. Each of these forward-looking statements involves risks and uncertainties. Important factors that could cause actual results to differ materially from those discussed or implied in the forward-looking statements include, but are not limited to: general economic or political conditions; negative economic conditions that could impact Blue Gold Limited and the gold industry in general; reduction in demand for Blue Gold Limited’s products; changes in the markets that Blue Gold Limited targets; and any change in laws applicable to Blue Gold Limited or any regulatory or judicial interpretation. As a result, we cannot assure you that the forward-looking statements included in this press release will prove to be accurate or correct. These and other important factors and risks are discussed in Blue Gold Limited’s annual report on Form 20-F, filed with the U.S. Securities and Exchange Commission (the “SEC”) on April 29, 2026, and other filings with the SEC. In light of these risks, uncertainties, and assumptions, the future performance or events described in the forward-looking statements in this press release might not occur. Accordingly, you should not rely upon forward-looking statements as a prediction of actual results, and we do not assume any responsibility for the accuracy or completeness of any of these forward-looking statements. Except as required by applicable law, we do not undertake any obligation to, and will not, update any forward-looking statements, whether as a result of new information, future events, or otherwise. For more information regarding Blue Gold Limited, please visit https://bluegoldltd.com.
No Offer orSolicitation
This press release shall not constitute a solicitation of a proxy, consent, or authorization with respect to any securities. This press release shall also not constitute an offer to sell or the solicitation of an offer to buy any securities.
For Further Information Contact:
Dave Gentry
RedChip Companies, Inc.
1-800-REDCHIP (733-2447)
1-407-644-4256