6-K
NaaS Technology Inc. (NAAS)
UNITEDSTATES
SECURITIESAND EXCHANGE COMMISSION
Washington,D.C. 20549
FORM6-K
REPORTOF FOREIGN PRIVATE ISSUER
PURSUANTTO RULE 13a-16 OR 15d-16 UNDER
THESECURITIES EXCHANGE ACT OF 1934
Forthe month of April 2026
CommissionFile Number: 001-38235
NaaSTechnology Inc.
(Registrant’s Name)
NewlinkCenter, Area G, Building 7, Huitong Times Square,
No.1Yaojiayuan South Road, Chaoyang District, Beijing, China
(Address of Principal Executive Offices)
Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.
Form 20-F ☒ Form 40-F ☐
The following table presents our consolidated statements of profit or loss and other comprehensive income for the years indicated:
NAASTECHNOLOGY INC
CONSOLIDATEDSTATEMENTS OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME
| Year ended December 31, | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| 2023 | 2024 | 2025 | 2025 | ||||||||
| RMB’000 | RMB’000 | RMB’000 | US’000 | ||||||||
| Continuing operations | |||||||||||
| Revenues | |||||||||||
| Charging services revenues | 129,434 | 169,093 | 118,816 | ||||||||
| Energy solutions revenues | 100,545 | 25,516 | 765 | ||||||||
| New initiatives revenues | 3,384 | 6,367 | 5,558 | ||||||||
| Total revenues | 233,363 | 200,976 | 125,139 | ||||||||
| Cost of revenues | (170,174 | ) | (112,434 | ) | (17,619 | ) | ) | ||||
| Gross profit | 63,189 | 88,542 | 107,520 | ||||||||
| Operating expenses | |||||||||||
| Selling and marketing expenses | (438,609 | ) | (198,863 | ) | (150,506 | ) | ) | ||||
| Administrative expenses | (568,446 | ) | (374,644 | ) | (133,135 | ) | ) | ||||
| Research and development expenses | (61,608 | ) | (42,070 | ) | (14,599 | ) | ) | ||||
| Impairment losses, net | (73,816 | ) | (300,921 | ) | (81,558 | ) | ) | ||||
| Total operating expenses | (1,142,479 | ) | (916,498 | ) | (379,798 | ) | ) | ||||
| Other gains, net | 24,083 | 20,928 | 6,484 | ||||||||
| Operating loss | (1,055,207 | ) | (807,028 | ) | (265,794 | ) | ) | ||||
| Fair value changes of financial instruments at fair value through profit or loss | (203,663 | ) | (80,322 | ) | (126,749 | ) | ) | ||||
| Finance costs | (31,852 | ) | (39,838 | ) | (32,567 | ) | ) | ||||
| Loss before income tax | (1,290,722 | ) | (927,188 | ) | (425,110 | ) | ) | ||||
| Income tax | (3,308 | ) | 19,150 | — | |||||||
| Loss from continuing operations | (1,294,030 | ) | (908,038 | ) | (425,110 | ) | ) | ||||
| Loss from discontinued operations | (13,120 | ) | (6,404 | ) | (24,857 | ) | ) | ||||
| Net loss | (1,307,150 | ) | (914,442 | ) | (449,967 | ) | ) | ||||
| Net loss attributable to: | |||||||||||
| Equity holders of the Company | (1,306,913 | ) | (913,484 | ) | (438,955 | ) | ) | ||||
| Non-controlling interests | (237 | ) | (958 | ) | (11,012 | ) | ) | ||||
| (1,307,150 | ) | (914,442 | ) | (449,967 | ) | ) | |||||
| Basic and diluted loss per share for loss from continuing operations attributable to the ordinary shareholders of the Company (Expressed in RMB per share) | |||||||||||
| Basic loss per share | (0.57 | ) | (0.35 | ) | (0.04 | ) | ) | ||||
| Diluted loss per share | (0.57 | ) | (0.35 | ) | (0.04 | ) | ) | ||||
| Basic and diluted loss per share for loss attributable to the ordinary shareholders of the Company (Expressed in RMB per share) | |||||||||||
| Basic loss per share | (0.58 | ) | (0.35 | ) | (0.05 | ) | ) | ||||
| Diluted loss per share | (0.58 | ) | (0.35 | ) | (0.05 | ) | ) | ||||
| Net loss for the year | (1,307,150 | ) | (914,442 | ) | (449,967 | ) | ) | ||||
| Other comprehensive (loss)/income that will not be reclassified to profit or loss in subsequent periods: | |||||||||||
| – Fair value changes on equity investment designated at fair value through other comprehensive income, net of tax | (24,090 | ) | (37,127 | ) | 25,754 | ||||||
| – Own-credit risk portion of fair value changes on convertible bonds designated at fair value through profit or loss, net of tax | — | — | 121,652 | ||||||||
| – Currency translation differences | (6,408 | ) | 5,632 | (3,050 | ) | ) | |||||
| Other comprehensive (loss)/income for the year, net of tax | (30,498 | ) | (31,495 | ) | 144,356 | ||||||
| Total comprehensive loss for the year | (1,337,648 | ) | (945,937 | ) | (305,611 | ) | ) | ||||
| Total comprehensive loss attributable to: | |||||||||||
| Equity holders of the Company | (1,337,411 | ) | (944,979 | ) | (294,599 | ) | ) | ||||
| Non-controlling interests | (237 | ) | (958 | ) | (11,012 | ) | ) | ||||
| (1,337,648 | ) | (945,937 | ) | (305,611 | ) | ) |
All values are in US Dollars.
The following table presents our consolidated statements of financial position for the years indicated:
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NAASTECHNOLOGY INC
CONSOLIDATEDSTATEMENTS OF FINANCIAL POSITION
| As of December 31, | ||||||||
|---|---|---|---|---|---|---|---|---|
| 2024 | 2025 | 2025 | ||||||
| RMB’000 | RMB’000 | US’000 | ||||||
| ASSETS | ||||||||
| Current assets | ||||||||
| Cash and cash equivalents | 126,614 | 81,154 | ||||||
| Trade receivables, net | 44,506 | 21,714 | ||||||
| Financial assets measured at fair value | 45 | 1,291 | ||||||
| Inventories | — | 17 | ||||||
| Prepayments, other receivables and other assets, net | 204,177 | 105,724 | ||||||
| Other financial assets | 9,129 | — | ||||||
| Assets classified as held for sale | 55,026 | 4,148 | ||||||
| Total current assets | 439,497 | 214,048 | ||||||
| Non-current assets | ||||||||
| Right-of-use assets | 4,804 | 2,794 | ||||||
| Financial assets measured at fair value, non-current | 198,949 | 92,396 | ||||||
| Investments accounted for using equity method | 411 | 421 | ||||||
| Property, plant and equipment, net | 2,601 | 1,127 | ||||||
| Intangible assets, net | 2,335 | 1,592 | ||||||
| Other non-current assets | 2,047 | 194 | ||||||
| Total non-current assets | 211,147 | 98,524 | ||||||
| Total assets | 650,644 | 312,572 | ||||||
| LIABILITIES AND EQUITY | ||||||||
| Current liabilities | ||||||||
| Borrowings, current | 772,978 | 501,763 | ||||||
| Current lease liabilities | 1,254 | 1,469 | ||||||
| Trade payables | 104,224 | 230,832 | ||||||
| Income tax payables | 796 | 796 | ||||||
| Other payables and accruals | 179,051 | 358,357 | ||||||
| Financial liabilities at fair value through profit or loss | 241,524 | 22,044 | ||||||
| Liabilities relating to assets classified as held for sale | 50,586 | 7,903 | ||||||
| Total current liabilities | 1,350,413 | 1,123,164 | ||||||
| Non-current liabilities | ||||||||
| Borrowings, non-current | 51,067 | 80,961 | ||||||
| Non-current lease liabilities | 3,298 | 1,121 | ||||||
| Total non-current liabilities | 54,365 | 82,082 | ||||||
| Total liabilities | 1,404,778 | 1,205,246 | ||||||
| EQUITY | ||||||||
| Share capital | 186,678 | 239 | ||||||
| Subscription receivable | (4,696 | ) | (138,363 | ) | ) | |||
| Treasury shares | (6,862 | ) | (1 | ) | * | |||
| Warrant outstanding | 29,587 | 29,587 | ||||||
| Additional paid-in capital | 7,389,684 | 7,818,000 | ||||||
| Other reserves | (97,194 | ) | 47,162 | |||||
| Accumulated losses | (8,251,652 | ) | (8,690,607 | ) | ) | |||
| Non-controlling interests | 321 | 41,309 | ||||||
| Total equity | (754,134 | ) | (892,674 | ) | ) | |||
| Total equity and liabilities | 650,644 | 312,572 |
All values are in US Dollars.
| * | Representing<br>amounts less than RMB1,000. |
|---|
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2025Full Year Financial and Operational Highlights
| ● | SignificantGross Margin Expansion: Gross margin expanded by 42 percentage points year-over-year to 86% in 2025, from 44% in 2024, driven by<br>the Company's ongoing transition to an asset-light, platform-based operating model. |
|---|---|
| ● | PositiveOperating Cash Flow Achieved for the First Time on a Full-Year Basis: Net cash generated from operating activities was RMB0.5 million<br>in 2025, compared with net cash used in operating activities of RMB179.1 million in 2024, marking a meaningful inflection in the Company's<br>cash generation capability. |
| --- | --- |
| ● | Technology-DrivenBusiness Development: The Company, leveraging its artificial intelligence technology, carbon asset management capabilities, and digital<br>tools, completed a carbon asset transaction of 21,000 metric tons related to electric vehicle charging in Wuhan, and explored a new monetization<br>path. |
| --- | --- |
Ms. Yang Wang, Chief Executive Officer of NaaS, commented, "In 2025, we executed decisively on our strategic transformation, sharpening our focus on our asset-light, platform-based business model while systematically exiting capital-intensive offline operations. These actions drove meaningful improvements in operating efficiency and brought us significantly closer to sustainable profitability. Looking ahead, we will continue to harness artificial intelligence to enhance supply-demand matching in EV charging and further develop our enterprise energy management capabilities as corporate fleet electrification accelerates."
Mr. Steven Sim, Chief Financial Officer of NaaS, added, "Our full year 2025 results demonstrate the tangible financial impact of our strategic repositioning. Substantial gross margin expansion, combined with a return to positive operating cash flow on a full-year basis, reflects the structural improvements we have made across the business. Supported by a more durable and flexible financial foundation, we are well-positioned to sustain this trajectory and deliver long-term value for our shareholders."
RecentDevelopments
1.2024 ESG Report and Recognition
In August 2025, NaaS published its 2024 Environmental, Social and Governance (ESG) Report, reaffirming the Company's long-term commitment to achieving net-zero greenhouse gas emissions across Scopes 1, 2 and 3 by 2050. The Company received broad recognition from leading international ESG frameworks during the year, including a top 1% ranking in S&P Global's Corporate Sustainability Assessment within the global retailing sector, an "A" rating from the CDP Climate Change Assessment, and a Sustainable Fitch ESG Entity Rating of 78, the highest in the Asia-Pacific region. These distinctions reflect NaaS's position as a recognized leader in sustainable mobility.
2.Completion of 21,000-Ton Carbon Asset Transaction
In December 2025, NaaS and its strategic partner Kuaidian, completed a 21,000-ton carbon-inclusive credit transaction related to EV charging scenarios in Wuhan. Building on the Company's inaugural carbon credit transaction completed in January 2025, this milestone represents a significant breakthrough in the implementation of carbon-inclusion mechanisms within the green transportation sector at a regional level. In connection with the transaction, NaaS leveraged its self-developed carbon asset trading platform to provide end-to-end solutions spanning carbon asset development, digital ledger management, certification application, transaction matchmaking and settlement execution. The transaction further demonstrates the Company's commitment to advancing carbon asset monetization and its efficacy in supporting China's "Dual Carbon" goals.
2025Full Year Financial Results
Revenue
Total revenues were RMB125.1 million in 2025, compared with RMB201.0 million in 2024, primarily reflecting the Company's deliberate strategic exit from capital-intensive, lower-margin businesses.
| ● | ChargingServices: Charging services revenues decreased from RMB169.1 million in 2024 to RMB118.8 million in 2025. The decline was primarily<br>driven by a RMB44.2 million reduction in revenues from the full station operation model, as the Company proactively wound down this capital-intensive,<br>cash-consuming business in favor of its asset-light platform model. |
|---|---|
| ● | EnergySolutions: Energy solutions revenues decreased from RMB25.5 million in 2024 to RMB0.8 million in 2025, reflecting the Company's continued<br>strategic scaling-back of working capital-intensive offline businesses, including charging pile sales and EPC engineering projects. |
| --- | --- |
| ● | NewInitiatives: New initiatives revenues were RMB5.6 million in 2025, compared with RMB6.4 million in 2024. |
| --- | --- |
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Costof Revenues
Total cost of revenues decreased by 84% year-over-year to RMB17.6 million in 2025, from RMB112.4 million in 2024, reflecting the significant cost structure improvement resulting from the Company's shift to an asset-light operating model.
| ● | Costof charging services decreased from RMB84.6 million in 2024 to RMB16.8 million in 2025, primarily attributable to a RMB50.0 million<br>reduction in full station operation costs following the phase-out of that model, and a RMB17.8 million reduction in the cost of providing<br>mobility connectivity solutions driven by operational efficiencies. |
|---|---|
| ● | Costof energy solutions decreased from RMB27.6 million in 2024 to RMB0.3 million in 2025, consistent with the substantial reduction in<br>the scale of the Company's energy solutions business. |
| --- | --- |
| ● | Costof new initiatives was RMB0.5 million in 2025, compared with RMB0.3 million in 2024, reflecting modestly higher operating costs associated<br>with the Company's non-charging service offerings. |
| --- | --- |
GrossMargin
Gross margin expanded by 42 percentage points to 86% in 2025, from 44% in 2024, primarily driven by the significant shift in revenue mix toward the Company's higher-margin, asset-light platform business and the concurrent phase-out of lower-margin full station operation and offline energy solution activities.
OperatingExpenses
Total operating expenses decreased by 59% year-over-year to RMB379.8 million in 2025, from RMB916.5 million in 2024, reflecting the Company's sustained efforts to improve operational efficiency and rationalize its cost base.
| ● | Sellingand marketing expenses were RMB150.5 million in 2025, compared with RMB198.9 million in 2024, a decrease of 24%, primarily reflecting<br>lower employee compensation and share-based compensation expenses. |
|---|---|
| ● | Generaland administrative expenses were RMB133.1 million in 2025, compared with RMB374.6 million in 2024, a decrease of 64%, primarily attributable<br>to significant reductions in employee compensation and share-based compensation expenses. |
| --- | --- |
| ● | Researchand development expenses were RMB14.6 million in 2025, a decrease of 65% from RMB42.1 million in 2024, reflecting a more focused<br>allocation of technical resources in line with the Company's strategic priorities. |
| --- | --- |
ImpairmentLoss
The Company recorded a net impairment loss of RMB81.6 million in 2025, compared with RMB300.9 million in 2024, primarily due to a reduction in impairment loss on prepayments and other financial assets.
NetIncome
Net loss for the year was RMB450.0 million in 2025, compared with RMB914.4 million in 2024, narrowing by 51% year-over-year. Net loss attributable to ordinary shareholders of the Company was RMB439.0 million, compared with RMB913.5 million in 2024, a reduction of 52%.
CashPosition
Cash and cash equivalents were RMB81.2 million as of December 31, 2025, compared with RMB126.6 million as of December 31, 2024. Notably, the Company generated positive net operating cash flow for the full year for the first time, a significant milestone in the Company's path toward financial sustainability. Net cash generated from operating activities was RMB0.5 million in 2025, compared with net cash used in operating activities of RMB179.1 million in 2024.
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ExchangeRate
This Form 6-K contains translations of certain RMB amounts into USD at specified rates solely for the convenience of the reader. Unless otherwise stated, all translations from RMB to USD were made at the rate of RMB6.9931 to US$1.00, the noon buying rate in effect on December 31, 2025, in the H.10 statistical release of the Federal Reserve Board. The Company makes no representation that the RMB or USD amounts referred could be converted into USD or RMB, as the case may be, at any particular rate or at all. For analytical presentation, all percentages are calculated using the numbers presented in the financial statements contained in this Form 6-K.
ForwardLooking Statements
The information in this Form 6-K includes statements of a forward-looking nature. These statements are made under the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. You can identify these forward-looking statements by terminology such as “will,” “expects,” “believes,” “anticipates,” “intends,” “estimates” and similar statements. These forward-looking statements involve known and unknown risks and uncertainties and are based on current expectations, assumptions, estimates and projections about the Company and the industry. All information provided in this Form 6-K is as of the date hereof, and the Company undertakes no obligation to update 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 its expectations will turn out to be correct, and investors are cautioned that actual results may differ materially from the anticipated results. A number of factors could cause actual results to differ materially from those contained in any forward-looking statement, including but not limited to the following: NaaS’ goals and strategies; its future business development, financial conditions and results of operations; its ability to continuously develop new technology, services and products and keep up with changes in the industries in which it operates; growth of China’s EV charging industry and EV charging service industry and NaaS’ future business development; demand for and market acceptance of NaaS’ products and services; NaaS’ ability to protect and enforce its intellectual property rights; NaaS’ ability to attract and retain qualified executives and personnel; the COVID-19 pandemic and the effects of government and other measures that have been or will be taken in connection therewith; U.S.-China trade war and its effect on NaaS’ operation, fluctuations of the RMB exchange rate, and NaaS’ ability to obtain adequate financing for its planned capital expenditure requirements; NaaS’ relationships with end-users, customers, suppliers and other business partners; competition in the industry; relevant government policies and regulations related to the industry; and fluctuations in general economic and business conditions in China and globally. Further information regarding these and other risks is included in NaaS’ filings with the SEC.
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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.
| NaaS Technology Inc. | |
|---|---|
| By: | /s/ Steven Sim |
| Name: | Steven Sim |
| Title: | Chief Financial Officer |
Date: April 16, 2026
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