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6-K

Bilibili Inc. (BILI)

6-K 2024-10-08 For: 2024-10-08
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Added on April 08, 2026

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 6-K

REPORT OFFOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR15d-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of October 2024

Commission File Number: 001-38429

Bilibili Inc.

Building 3,Guozheng Center, No. 485 Zhengli Road

Yangpu District, Shanghai, 200433

People’s Republic of China

(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 ☐

Explanatory Note

We submitted with The Stock Exchange of Hong Kong Limited a monthly return form dated October 8, 2024 in relation to the movements in our authorized share capital and issued shares in September 2024, attached as Exhibit 99.1 to this current report on Form 6-K.

Exhibit Index

Exhibit 99.1 – Monthly Return with The Stock Exchange of Hong Kong Limited – Monthly Return for Equity Issuer and Hong Kong Depositary Receipts listed under Chapter 19B of the Exchange Listing Rules on Movements in Securities

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.

BILIBILI INC.
By : /s/ Xin Fan
Name : Xin Fan
Title : Chief Financial Officer

Date: October 8, 2024

EX-99.1

Exhibit 99.1

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LOGO

Monthly Return for Equity Issuer and Hong Kong Depositary Receipts listed under Chapter 19B of the Exchange ListingRules on Movements in Securities

For the month ended: 30 September 2024 Status: New Submission
To : Hong Kong Exchanges and Clearing Limited
Name of Issuer: Bilibili Inc.
Date Submitted: 08 October 2024

I. Movements in Authorised / Registered Share Capital☐****Not applicable ****

1. Class of shares WVR ordinary shares Type of shares Other type (specify in description) Listed on the Exchange (Note 1) No
Stock code (if listed) N/A Description Class Y
Add multi-counter stock code
☐ Manual input Number of authorised/registered shares Par value Authorised/registered share capital
--- --- --- --- ---
Balance at close of preceding month 100,000,000 USD 0.0001
Increase / decrease (-)
Balance at close of the month 100,000,000 USD 0.0001

All values are in US Dollars.

2. Class of shares WVR ordinary shares Type of shares Other type (specify in description) Listed on the Exchange (Note 1) Yes
Stock code (if listed) 09626 Description Class Z
Add multi-counter stock code
☐ Manual input Number of authorised/registered shares Par value Authorised/registered share capital
--- --- --- --- ---
Balance at close of preceding month 9,800,000,000 USD 0.0001
Increase / decrease (-)
Balance at close of the month 9,800,000,000 USD 0.0001

All values are in US Dollars.

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3. Class of shares Other class (specify in description) Type of shares Other type (specify in description) Listed on the Exchange (Note 1) No
Stock code (if listed) N/A Description Undesignated
Add multi-counter stock<br>code
☐ Manual input Number of authorised/registered shares Par value Authorised/registered share capital
--- --- --- --- ---
Balance at close of preceding month 100,000,000 USD 0.0001
Increase / decrease (-)
Balance at close of the month 100,000,000 USD 0.0001

All values are in US Dollars.

Total authorised/registered share capital at the end of the month:  USD        1,000,000

Add remarks

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II. Movements in Issued Shares and/or Treasury Shares

1. Class of shares WVR ordinary shares Type of shares Other type (specify in description) Listed on the Exchange (Note 1) No
Stock code (if listed) N/A Description Class Y
Add multi-counter stock code
Number of issued shares<br><br><br>(excluding treasury shares) Number of treasury shares Total number of issued shares
--- --- --- ---
Balance at close of preceding month 83,715,114 0 83,715,114
Increase / decrease (-) 0 0
Balance at close of the month 83,715,114 0 83,715,114
2. Class of shares WVR ordinary shares Type of shares Other type (specify in description) Listed on the Exchange (Note 1) Yes
--- --- --- --- --- ---
Stock code (if listed) 09626 Description Class Z
Add multi-counter stock code
Number of issued shares<br><br><br>(excluding treasury shares) Number of treasury shares Total number of issued shares
--- --- --- ---
Balance at close of preceding month 330,683,247 0 330,683,247
Increase / decrease (-) 982,150 0
Balance at close of the month 331,665,397 0 331,665,397

Add remarks

Remarks:

The balance of Class Z ordinary shares excludes 5,880,906 Class Z ordinary shares issued and reserved for future issuance upon the exercise or vesting of awards granted under the Company’s share incentive plans.

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III. Details of Movements in Issued Shares and/or Treasury Shares

(A). Share Options (under Share Option Schemes of the Issuer)☐****Not applicable ****

1. Class of shares WVR ordinary shares Type of shares Other type (Please specify) Listed on the Exchange (Note 1) Yes
Other type (Please specify) Class Z
Stock code (if listed) 09626 Description
Add multi-counter stock<br>code
Particulars of share option scheme Number<br>of share<br> <br>options outstanding at<br><br><br>close of preceding<br> <br>month Movement during the month Number of<br><br><br>share options<br> <br>outstanding<br><br><br>at close of<br><br><br>the month Number<br>of<br> <br>new shares<br><br><br>issued during<br> <br>the month<br>pursuant thereto<br> <br>(A1) Number of<br><br><br>treasury shares<br> <br>transferred<br><br><br>out of treasury during the month pursuant thereto (A2) Number<br>of<br> <br>shares which<br> <br>may be issued<br><br><br>or transferred<br><br><br>out of treasury<br><br><br>pursuant<br> <br>thereto as<br>at close of<br> <br>the month The total number<br><br><br>of shares which<br><br><br>may be issued or<br><br><br>transferred out of treasury upon exercise of all share options to be granted under the<br>scheme at close of the month
--- --- --- --- --- --- --- --- --- ---
1). 2018 Share Incentive<br><br><br>Plan - options 14,730,323 Exercised - new shares involved -967,400 13,687,673 967,400 0 13,687,673
Cancelled -75,250
General Meeting approval<br><br><br>date (if applicable)
2). Global Share Incentive<br> <br>Plan - options 97,500 Exercised - new shares involved -14,750 82,750 14,750 0 82,750
General Meeting approval<br><br><br>date (if applicable)
Increase in issued shares (excluding treasury shares): 982,150
--- ---
Decrease in treasury shares: 0
Total funds raised during the month from exercise of options: 98.22

All values are in US Dollars.

Add remarks

Remarks:

(1) No further options will be granted under the 2018 Share Incentive Plan (before its amendment and restatement at the annual general meeting of the Company held on June 28, 2024) or the Global Share Incentive Plan after October 3, 2022 (being the date on which the Company’s voluntary conversion of its secondary listing status to primary listing on the Stock Exchange became effective).

(2) On June 28, 2024, the shareholders of the Company approved the adoption of the Second Amended and Restated 2018 Share Incentive Plan. Any granted and unexercised options, and any granted and unvested awards under the 2018 Share Incentive Plan prior to the adoption date of the Second Amended and Restated 2018 Share Incentive Plan shall continue to be valid and exercisable and/or vested in accordance with the terms of the grant and the 2018 Share Incentive Plan. For details, please refer to the Company’s circular dated April 9, 2024 and announcement dated June 28, 2024. No options have been granted under the Second Amended and Restated 2018 Share Incentive Plan since its adoption.

(B). Warrants to Issue Shares ofthe Issuer ☑ Not applicable ****

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(C). Convertibles (i.e. Convertible into Shares of the Issuer)  ☐ Not applicable ****

1. Class of shares WVR ordinary shares Type of shares Other type (Please specify) Listed on the Exchange (Note 1) Yes
Other type (Please specify) Class Z
Stock code (if listed) 09626 Description
--- --- ---
Add multi-counter stock<br>code
Description of the Convertibles Currency Movement during the month Amount at close of the<br><br><br>month Number of new shares issued during the month pursuant thereto (C1) Number of treasury shares transferred out of treasury during the month pursuant thereto (C2) Number of shares which may be issued or transferred out of treasury pursuant thereto as at close of the<br>month
--- --- --- --- --- --- --- ---
1). April 2026 Notes - US$500 million convertible senior notes 12,000 0 0 485
Type of the Convertibles Bond/Notes
Stock code of the Convertibles (if listed on the Exchange) (Note 1)
Subscription/Conversion price 24.75
General Meeting approval date (if applicable)
2). 2027 Notes - US$800 million convertible senior notes 92,000 0 0 2,260
Type of the Convertibles Bond/Notes
Stock code of the Convertibles (if listed on the Exchange) (Note 1)
Subscription/Conversion price 40.73
General Meeting approval date (if applicable)
3). December 2026 Notes - US$1,600 million convertible senior notes 432,407,000 0 0 4,601,632
Type of the Convertibles Bond/Notes
Stock code of the Convertibles (if listed on the Exchange) (Note 1)
Subscription/Conversion price 93.97
General Meeting approval date (if applicable)
Increase in issued shares (excluding treasury shares): 0 WVR ordinary shares Class Z (CC1)
Decrease in treasury shares: 0 WVR ordinary shares Class Z (CC2)

All values are in US Dollars.

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Add remarks

Remarks:

(1) The April 2026 Notes included a 30-day option exercised by the<br>initial purchasers to purchase an additional US$70 million principal amount of the April 2026 Notes.<br> <br>(2) The 2027 Notes included a 30-day option exercised<br>by the initial purchasers to purchase an additional US$100 million principal amount of the 2027 Notes.<br> <br>(3) The December 2026 Notes included a 30-day option<br>exercised by the initial purchasers to purchase an additional US$200 million principal amount of the December 2026 Notes.

(D). Any other Agreements or Arrangements to Issue Shares of the Issuer, including Options (other than Share OptionSchemes)☐****Not applicable ****

1. Class of shares WVR ordinary shares Type of shares Other type (Please specify) Listed on the Exchange (Note 1) Yes
Other type (Please specify) Class Z
Stock code (if listed) 09626 Description
--- --- ---
Add multi-counter stock<br>code
Description of other agreements or arrangements General Meeting<br><br><br>approval date<br> <br>(if<br>applicable) Number of new shares issued during the month pursuant thereto (D1) Number of treasury shares transferred out of treasury during the month pursuant thereto (D2) Number of shares which may be issued or transferred out of treasury pursuant thereto as at close of the<br>month
--- --- --- --- --- ---
1). 2018 Share Incentive Plan - restricted share units 0 0 14,385,971
2). Second Amended and Restated 2018 Share Incentive Plan - restricted share units 28 June 2024 0 0 2,946,424
Increase in issued shares (excluding treasury shares): 0 WVR ordinary shares Class Z (DD1)
--- --- ---
Decrease in treasury shares: 0 WVR ordinary shares Class Z (DD2)

Add remarks

Remarks:

(1) The amended 2018 Share Incentive Plan (before its amendment and<br>restatement at the annual general meeting of the Company held on June 28, 2024) became effective on October 3, 2022 (being the date on which the Company’s voluntary conversion of its secondary listing status to primary listing on the Stock<br>Exchange became effective). On June 28, 2024, the shareholders of the Company approved the adoption of the Second Amended and Restated 2018 Share Incentive Plan. Any granted and unexercised options, and any granted and unvested awards under the 2018<br>Share Incentive Plan prior to the adoption date of the Second Amended and Restated 2018 Share Incentive Plan shall continue to be valid and exercisable and/or vested in accordance with the terms of the grant and the 2018 Share Incentive Plan. For<br>details, please refer to the Company’s circular dated April 9, 2024 and announcement dated June 28, 2024.<br> <br>(2) As of the month ended September 30,<br>2024, 326,742 restricted share units under the amended 2018 Share Incentive Plan have been cancelled.<br> <br>(3) The Company granted 2,946,424 restricted share<br>units under the Second Amended and Restated 2018 Share Incentive Plan on September 29, 2024. For details, please refer to the announcement of the Company dated September 29, 2024.
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(E). Other Movements in Issued Shares and/or Treasury Shares☑ Not applicable ****

Add remarks

Total increase/ decrease (-) in issued shares (excluding treasury shares) during the month (i.e. Total of AA1 to EE1): 982,150 WVR ordinary shares Class Z
Total increase/ decrease (-) in issued shares (excluding treasury shares) during the month (i.e. Total of AA1 to EE1): 0 WVR ordinary shares Class Z
Total increase/ decrease (-) in treasury shares during the month (i.e. Total of AA2 to EE2): 0 WVR ordinary shares Class Z
Total increase/ decrease (-) in treasury shares during the month (i.e. Total of AA2 to EE2): 0 WVR ordinary shares Class Z

Add remarks

IV. Information about Hong Kong Depositary Receipt (HDR)☑ Not applicable

Add remarks

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V. Confirmations☐****Not applicable ****

Pursuant to Main Board Rule 13.25C / GEM Rule 17.27C, we hereby confirm to the best knowledge, information and belief that, in relation to each of the securities issued, or the treasury shares sold or transferred by the issuer during the month as set out in Parts III and IV which has not been previously disclosed in a return published under Main Board Rule 13.25A / GEM Rule 17.27A, it has been duly authorised by the board of directors of the listed issuer and carried out in compliance with all applicable listing rules, laws and other regulatory requirements and, insofar as applicable:

(Note 4)

(i) all money due to the listed issuer in respect of the issue of securities, or sale or transfer of treasury<br>shares has been received by it;
(ii) all pre-conditions for listing imposed by the Rules Governing the Listing of Securities on The Stock Exchange<br>of Hong Kong Limited under “Qualifications of listing” have been fulfilled;
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(iii) all (if any) conditions contained in the formal letter granting listing of and permission to deal in the<br>securities have been fulfilled;
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(iv) all the securities of each class are in all respects identical (Note 5);
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(v) all documents required by the Companies (Winding Up and Miscellaneous Provisions) Ordinance to be filed with<br>the Registrar of Companies have been duly filed and that compliance has been made with all other legal requirements;
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(vi) all the definitive documents of title have been delivered/are ready to be delivered/are being prepared and will<br>be delivered in accordance with the terms of issue, sale or transfer;
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(vii) completion has taken place of the purchase by the issuer of all property shown in the listing document to have<br>been purchased or agreed to be purchased by it and the purchase consideration for all such property has been duly satisfied; and
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(viii) the trust deed/deed poll relating to the debenture, loan stock, notes or bonds has been completed and executed,<br>and particulars thereof, if so required by law, have been filed with the Registrar of Companies.
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Add remarks

Submitted by: Xin Fan
Title: Joint Company Secretary
(Director, Secretary or other Duly Authorised Officer)
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Notes

1. The Exchange refers to The Stock Exchange of Hong Kong Limited.
2. In the case of repurchase of shares (shares repurchased and cancelled) and redemption of shares (shares<br>redeemed and cancelled), “date of event” should be construed as “cancellation date”.
--- ---
In the case of repurchase of shares (shares held as treasury shares), “date of event” should be<br>construed as “date on which shares were repurchased and held by the issuer in treasury”.
---
3. The information is required in the case of repurchase of shares (shares repurchased for cancellation but not<br>yet cancelled) and redemption of shares (shares redeemed but not yet cancelled). Please state the number of shares repurchased or redeemed during the month or in preceding month(s) but pending cancellation as at close of the month as a negative<br>number.
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4. Items (i) to (viii) are suggested forms of confirmation. The listed issuer may amend the item(s) that is/are<br>not applicable to meet individual cases. Where the issuer has already made the relevant confirmations in a return published under Main Board Rule 13.25A / GEM Rule 17.27A in relation to the securities issued, or the treasury shares sold or<br>transferred, no further confirmation is required to be made in this return.
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5. “Identical” means in this context:
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the securities are of the same nominal value with the same amount called up or paid up;
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they are entitled to dividend/interest at the same rate and for the same period, so that at the next ensuing<br>distribution, the dividend/interest payable per unit will amount to exactly the same sum (gross and net); and
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they carry the same rights as to unrestricted transfer, attendance and voting at meetings and rank pari passu in<br>all other respects.
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