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6-K

PDD Holdings Inc. (PDD)

6-K 2025-11-18 For: 2025-11-18
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Added on April 07, 2026

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 November 2025

Commission File Number: 001-38591

PDD Holdings Inc.

First Floor, 25 St Stephen’s Green,

Dublin 2, D02 XF99

Ireland

(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       x                   Form 40-F       ¨

Exhibit Index

Exhibit 99.1—Press Release (Earnings Release)

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.

PDDHOLDINGS INC.
By : /s/ Lei Chen
Name : Lei Chen
Title : Chairman of the Board of Directors and Co-Chief Executive Officer

Date: November 18, 2025

Exhibit 99.1

PDD Holdings Announces Third Quarter 2025 Unaudited Financial Results

November 18, 2025

DUBLIN and SHANGHAI, Nov. 18, 2025 (GLOBE NEWSWIRE) -- PDD Holdings Inc. (“PDD Holdings” or the “Company”) (NASDAQ: PDD), today announced its unaudited financial results for the third quarter ended September 30, 2025.

Third Quarter 2025 Highlights

· Total revenues in<br> the quarter were RMB108,276.5 million (US$^1^15,209.5<br> million), an increase of 9% from RMB99,354.4 million in the same quarter of 2024.
· Operating profit in<br> the quarter was RMB25,025.9 million (US$3,515.4 million), compared with RMB24,292.5 million in the same quarter of 2024. Non-GAAP**^2^ operating profit** in the quarter was RMB27,079.4 million (US$3,803.8 million), compared with<br> RMB26,770.5 million in the same quarter of 2024.
--- ---
· Net income attributable to ordinary shareholders in the quarter was RMB29,328.2<br> million (US$4,119.7 million), an increase of 17% from RMB24,980.7 million in the same quarter of 2024. Non-GAAP net income attributable to ordinary shareholders in the quarter was RMB31,381.7 million (US$4,408.2 million), an increase of 14% from<br> RMB27,458.7 million in the same quarter of 2024.
--- ---

“This year marks the tenth anniversary of the company’s founding,” said Mr. Lei Chen, Chairman and Co-Chief Executive Officer of PDD Holdings. “Ten years ago, we set out to create a platform that benefits all. Looking ahead, as we grow in scale, we are prepared to take on greater social responsibility and continue our journey that serves the greater public interest and the long-term outlook of the entire ecommerce ecosystem.”

“In an increasingly competitive environment, we remain steadfast in taking a long-term focus,” said Mr. Jiazhen Zhao, Executive Director and Co-Chief Executive Officer of PDD Holdings. “As a public platform, we will continue to invest in merchant support initiatives, driving industry upgrades and the sustainable development of the platform in the long run.”

“In the third quarter, revenues growth continued to moderate, reflecting the ongoing evolution of the competitive landscape and external uncertainties,” said Ms. Jun Liu, VP of Finance of PDD Holdings. “As we roll out greater merchant support initiatives and ecosystem investments, financial results may continue to fluctuate from quarter to quarter.”

^1^ This announcement contains translations of certain Renminbi (“RMB”) amounts into U.S. dollars (“US$”) at a specified rate solely for the convenience of the reader. Unless otherwise noted, the translation of RMB into US$ has been made at RMB7.1190 to US$1.00, the noon buying rate in effect on September 30, 2025 as set forth in the H.10 Statistical Release of the Federal Reserve Board.

^2^ The Company’s non-GAAP financial measures exclude share-based compensation expenses and fair value change of certain investments. See “Reconciliation of Non-GAAP Measures to the Most Directly Comparable GAAP Measures” set forth at the end of this press release.

Third Quarter 2025 Unaudited Financial Results

Total revenues were RMB108,276.5 million (US$15,209.5 million), an increase of 9% from RMB99,354.4 million in the same quarter of 2024. The increase was primarily due to the increase in revenues from online marketing services and transaction services.

· Revenues from online marketing services and others were RMB53,347.6 million<br> (US$7,493.7 million), an increase of 8% from RMB49,351.0 million in the same quarter of 2024.
· Revenues from transaction services were RMB54,928.9 million (US$7,715.8 million), an<br> increase of 10% compared with RMB50,003.4 million in the same quarter of 2024.
--- ---

Total costs of revenues were RMB46,840.2 million (US$6,579.6 million), an increase of 18% from RMB39,709.2 million in the same quarter of 2024. The increase mainly came from the increased fulfilment fees, bandwidth and server costs, and payment processing fees.

Total operating expenses were RMB36,410.4 million (US$5,114.5 million), compared with RMB35,352.7 million in the same quarter of 2024.

· Sales and marketing expenses were RMB30,322.9 million (US$4,259.4 million), compared with RMB30,483.8 million<br> in the same quarter of 2024.
· General and administrative expenses were RMB1,755.3 million (US$246.6 million), compared with RMB1,805.6 million<br> in the same quarter of 2024.
--- ---
· Research and development expenses were RMB4,332.2 million (US$608.5 million), an increase of 41% from RMB3,063.4<br> million in the same quarter of 2024, primarily due to the increase in staff related costs,<br> and bandwidth and server costs.
--- ---

Operating profit in the quarter was RMB25,025.9 million (US$3,515.4 million), compared with RMB24,292.5 million in the same quarter of 2024.

Non-GAAP operating profit in the quarter was RMB27,079.4 million (US$3,803.8 million), compared with RMB26,770.5 million in the same quarter of 2024.

Net income attributable to ordinary shareholdersin the quarter was RMB29,328.2 million (US$4,119.7 million), an increase of 17% from RMB24,980.7 million in the same quarter of 2024. Non-GAAP net income attributable to ordinary shareholders in the quarter was RMB31,381.7 million (US$4,408.2 million), an increase of 14% from RMB27,458.7 million in the same quarter of 2024.

Basic earnings per ADS was RMB20.96 (US$2.94) and diluted earnings per ADS was RMB19.70 (US$2.77), compared with basic earnings per ADS of RMB18.02 and diluted earnings per ADS of RMB16.91 in the same quarter of 2024. Non-GAAP diluted earnings per ADS was RMB21.08 (US$2.96), compared with RMB18.59 in the same quarter of 2024.

Net cash generated from operating activitieswas RMB45,660.5 million (US$6,413.9 million), compared with RMB27,522.3 million in the same quarter of 2024, mainly due to the increase in net income and the changes in working capitals.

Cash, cash equivalents and short-term investmentswere RMB423.8 billion (US$59.5 billion) as of September 30, 2025, compared with RMB331.6 billion as of December 31, 2024.

Other non-current assets were RMB90.5 billion (US$12.7 billion) as of September 30, 2025, compared with RMB83.4 billion as of December 31, 2024, which mainly included time deposits, held-to-maturity debt securities, and available-for-sale debt securities.

Conference Call

The Company’s management will hold an earnings conference call at 7:30 AM ET on November 18, 2025 (12:30 PM GMT and 8:30 PM HKT on the same day).

The conference call will be webcast live at https://investor.pddholdings.com/investor-events. The webcast will be available for replay at the same website following the conclusion of the call.

Use of Non-GAAP Financial Measures

In evaluating the business, the Company considers and uses non-GAAP measures, such as non-GAAP operating profit, non-GAAP net income attributable to ordinary shareholders, non-GAAP diluted earnings per ordinary share, and non-GAAP diluted earnings per ADS, as supplemental measures to review and assess operating performance. The presentation of these non-GAAP financial measures is not intended to be considered in isolation or as a substitute for the financial information prepared and presented in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). The Company’s non-GAAP financial measures exclude the impact of share-based compensation expenses and fair value change of certain investments.

The Company presents these non-GAAP financial measures because they are used by management to evaluate operating performance and formulate business plans. The Company believes that the non-GAAP financial measures help identify underlying trends in its business by excluding the impact of share-based compensation expenses and fair value change of certain investments, which are non-cash charges. The Company also believes that the non-GAAP financial measures may provide further information about the Company’s results of operations, and enhance the overall understanding of the Company’s past performance and future prospects.

The Company’s non-GAAP financial measures are not defined under U.S. GAAP and are not presented in accordance with U.S. GAAP. The non-GAAP financial measures have limitations as analytical tools. These non-GAAP financial measures do not reflect all items of income and expenses that affect the Company’s operations and do not represent the residual cash flow available for discretionary expenditures. Further, these non-GAAP measures may differ from the non-GAAP information used by other companies, including peer companies, and therefore their comparability may be limited. The Company compensates for these limitations by reconciling the non-GAAP financial measures to the nearest U.S. GAAP performance measure, all of which should be considered when evaluating performance. The Company encourages you to review the Company’s financial information in its entirety and not rely on a single financial measure.

For more information on the non-GAAP financial measures, please see the table captioned “Reconciliation of Non-GAAP Measures to the Most Directly Comparable GAAP Measures” set forth at the end of this press release.

Safe Harbor Statements

This announcement contains forward-looking statements. These statements are made under the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by terminology such as “will,” “expects,” “anticipates,” “aims,” “future,” “intends,” “plans,” “believes,” “estimates,” “confident,” “potential,” “continue” or other similar expressions. Among other things, the business outlook and quotations from management in this announcement, as well as the Company’s strategic and operational plans, contain forward-looking statements. The Company may also make written or oral forward-looking statements in its periodic reports to the U.S. Securities and Exchange Commission (the “SEC”), in its annual report to shareholders, in press releases and other written materials and in oral statements made by its officers, directors or employees to third parties. Statements that are not historical facts, including but not limited to statements about the Company’s beliefs and expectations, are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties. 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: the Company’s growth strategies; its future business development, results of operations and financial condition; its ability to understand buyer needs and provide products and services to attract and retain buyers; its ability to maintain and enhance the recognition and reputation of its brand; its ability to rely on merchants and third-party logistics service providers to provide delivery services to buyers; its ability to maintain and improve quality control policies and measures; its ability to establish and maintain relationships with merchants; trends and competition in the e-commerce markets globally and in the countries or regions where the Company has operations; changes in its revenues and certain cost or expense items; the expected growth of e-commerce markets globally and in the countries or regions where the Company has operations; developments in the relevant governmental policies and regulations relating to the Company’s industry; and general economic and business conditions globally and in the countries or regions where the Company has operations; and assumptions underlying or related to any of the foregoing. Further information regarding these and other risks is included in the Company’s filings with the SEC. All information provided in this press release and in the attachments is as of the date of this press release, and the Company undertakes no obligation to update any forward-looking statement, except as required under applicable law.

About PDD Holdings

PDD Holdings is a multinational commerce group that owns and operates a portfolio of businesses. PDD Holdings aims to bring more businesses and people into the digital economy so that local communities and small businesses can benefit from the increased productivity and new opportunities.

PDD HOLDINGS INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(Amounts in thousands of Renminbi (“RMB”) and U.S. dollars (“US$”))

As of
December<br> 31, 2024 September 30,<br> 2025
RMB RMB US
(Unaudited) (Unaudited)
ASSETS
Current assets
Cash and cash equivalents 57,768,053 92,386,547
Restricted cash 68,426,368 71,002,923
Receivables from online payment platforms 3,679,309 5,998,462
Short-term investments 273,791,856 331,382,740
Amounts due from related parties 7,569,180 9,148,789
Prepayments and other current assets 4,413,466 6,440,356
Total current assets 415,648,232 516,359,817
Non-current assets
Property, equipment and software, net 879,327 1,249,613
Intangible assets 19,170 16,343
Right-of-use assets 5,064,351 4,958,983
Deferred tax assets 15,998 670,254
Other non-current assets 83,407,238 90,469,308
Total non-current assets 89,386,084 97,364,501
Total Assets 505,034,316 613,724,318

All values are in US Dollars.

PDD HOLDINGS INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(Amounts in thousands of Renminbi (“RMB”) and U.S. dollars (“US$”))

As of
December<br> 31, 2024 September 30, 2025
RMB RMB US
(Unaudited) (Unaudited)
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities
Amounts due to related parties 801,859 1,179,075
Customer advances and deferred revenues 2,947,041 3,331,621
Payable to merchants 91,655,947 100,578,026
Accrued expenses and other liabilities 69,141,831 89,065,852
Merchant deposits 16,460,600 17,429,593
Convertible bonds, current portion 5,309,597 5,248,364
Lease liabilities 2,105,978 2,385,651
Total current liabilities 188,422,853 219,218,182
Non-current liabilities
Lease liabilities 3,191,565 3,039,624
Deferred tax liabilities 106,774 63,536
Total non-current liabilities 3,298,339 3,103,160
Total Liabilities 191,721,192 222,321,342
Shareholders’ equity
Ordinary shares 180 181
Additional paid-in capital 117,829,308 124,013,007
Statutory reserves 237,680 237,680
Accumulated other comprehensive income 7,824,545 4,907,227
Retained earnings 187,421,411 262,244,881
Total Shareholders’ Equity 313,313,124 391,402,976
Total Liabilities and Shareholders’ Equity 505,034,316 613,724,318

All values are in US Dollars.

PDD HOLDINGS INC.

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(Amounts in thousands of RMB and US$)

For the three months ended September 30, For the nine months ended September 30,
2024 2025 2024 2025
RMB(Unaudited) RMB(Unaudited) US<br>(Unaudited) RMB(Unaudited) RMB(Unaudited) US<br>(Unaudited)
Revenues 99,354,401 108,276,512 15,209,511 283,225,991 307,933,519 43,255,165
Costs of revenues (39,709,214 ) (46,840,159 ) (6,579,598 (106,101,998 ) (133,646,192 ) (18,773,169
Sales and marketing expenses (30,483,800 ) (30,322,947 ) (4,259,439 (79,943,592 ) (90,935,584 ) (12,773,646
General and administrative expenses (1,805,576 ) (1,755,309 ) (246,567 (5,467,571 ) (4,946,077 ) (694,771
Research and development expenses (3,063,353 ) (4,332,173 ) (608,537 (8,882,183 ) (11,501,280 ) (1,615,575
Total operating expenses (35,352,729 ) (36,410,429 ) (5,114,543 (94,293,346 ) (107,382,941 ) (15,083,992
Operating profit 24,292,458 25,025,924 3,515,370 82,830,647 66,904,386 9,398,004
Interest and investment income, net 5,416,080 8,565,241 1,203,152 15,320,261 19,210,994 2,698,552
Foreign exchange loss, net (547,343 ) (265,200 ) (37,252 (272,660 ) (1,306,690 ) (183,550
Other income/(loss), net 18,606 (48,382 ) (6,796 2,393,112 3,332,016 468,046
Profit before income tax and share of results of equity investees 29,179,801 33,277,583 4,674,474 100,271,360 88,140,706 12,381,052
Share of results of equity investees 2,513 37,287 5,238 (99,500 ) (30,796 ) (4,326
Income tax expenses (4,201,620 ) (3,986,686 ) (560,006 (15,183,985 ) (13,286,440 ) (1,866,335
Net income 24,980,694 29,328,184 4,119,706 84,987,875 74,823,470 10,510,391

All values are in US Dollars.

PDD HOLDINGS INC.

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(Amounts in thousands of RMB and US$, except for per share data)

For the three months ended September 30, For the nine months ended September 30,
2024 2025 2024 2025
RMB<br> <br>(Unaudited) RMB<br> <br>(Unaudited) US (Unaudited) RMB<br> <br>(Unaudited) RMB<br> <br>(Unaudited) US (Unaudited)
Net income 24,980,694 29,328,184 84,987,875 74,823,470
Net income attributable to ordinary shareholders 24,980,694 29,328,184 84,987,875 74,823,470
Earnings per ordinary share:
-Basic 4.51 5.24 15.37 13.40
-Diluted 4.23 4.93 14.37 12.60
Earnings per ADS (4 ordinary shares equals 1 ADS):
-Basic 18.02 20.96 61.48 53.59
-Diluted 16.91 19.70 57.49 50.40
Weighted-average number of ordinary shares outstanding (in thousands):
-Basic 5,543,633 5,597,224 5,529,090 5,584,383
-Diluted 5,909,793 5,953,796 5,913,666 5,938,591

All values are in US Dollars.

PDD HOLDINGS INC.

NOTES TO FINANCIAL INFORMATION

(Amounts in thousands of RMB and US$)

For the three months ended September 30, For the nine months ended September 30,
2024 2025 2024 2025
RMB<br> <br>(Unaudited) RMB<br> <br>(Unaudited) US (Unaudited) RMB<br> <br>(Unaudited) RMB<br> <br>(Unaudited) US (Unaudited)
Revenues
- Online marketing services and others 49,351,022 53,347,570 140,923,131 157,772,963
- Transaction services 50,003,379 54,928,942 142,302,860 150,160,556
Total 99,354,401 108,276,512 283,225,991 307,933,519

All values are in US Dollars.

PDD HOLDINGS INC.

NOTES TO FINANCIAL INFORMATION

(Amounts in thousands of RMB and US$)

For the three months ended September 30, For the nine months ended September 30,
2024 2025 2024 2025
RMB<br> <br>(Unaudited) RMB<br> <br>(Unaudited) US (Unaudited) RMB<br> <br>(Unaudited) RMB<br> <br>(Unaudited) US (Unaudited)
Share-based compensation expenses included in:
Costs of revenues 44,725 81,795 99,945 203,106
Sales and marketing expenses 650,106 525,904 1,960,478 1,647,827
General and administrative expenses 1,158,615 859,155 3,655,344 2,648,390
Research and development expenses 624,559 586,666 1,763,542 1,683,224
Total 2,478,005 2,053,520 7,479,309 6,182,547

All values are in US Dollars.

PDD HOLDINGS INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Amounts in thousands of RMB and US$)

For the three months ended September 30, For the nine months ended September 30,
2024 2025 2024 2025
RMB<br> <br>(Unaudited) RMB<br> <br>(Unaudited) US (Unaudited) RMB<br> <br>(Unaudited) RMB<br> <br>(Unaudited) US (Unaudited)
Net cash generated from operating activities 27,522,313 45,660,545 92,382,132 82,819,144
Net cash used in investing activities (16,898,558 ) (11,555,616 ) ) (87,810,779 ) (44,961,484 ) )
Net cash generated from financing activities 132 551 890 1,123
Effect of exchange rate changes on cash, cash equivalents and restricted cash (1,052,321 ) (616,092 ) ) (663,653 ) (663,734 ) )
Increase in cash, cash equivalents and restricted cash 9,571,566 33,489,388 3,908,590 37,195,049
Cash, cash equivalents and restricted cash at beginning of period 116,116,929 129,900,082 121,779,905 126,194,421
Cash, cash equivalents and restricted cash at end of period 125,688,495 163,389,470 125,688,495 163,389,470

All values are in US Dollars.

PDD HOLDINGS INC.

RECONCILIATION OF NON-GAAP MEASURES TO THE MOST DIRECTLY COMPARABLE GAAP MEASURES

(Amounts in thousands of RMB and US$, except for per share data)

For the three months ended September 30, For the nine months ended September 30,
2024 2025 2024 2025
RMB<br> <br>(Unaudited) RMB<br> <br>(Unaudited) US (Unaudited) RMB<br> <br>(Unaudited) RMB<br> <br>(Unaudited) US (Unaudited)
Operating profit 24,292,458 25,025,924 82,830,647 66,904,386
Add: Share-based compensation expenses 2,478,005 2,053,520 7,479,309 6,182,547
Non-GAAP operating profit 26,770,463 27,079,444 90,309,956 73,086,933
Net income attributable to ordinary shareholders 24,980,694 29,328,184 84,987,875 74,823,470
Add: Share-based compensation expenses 2,478,005 2,053,520 7,479,309 6,182,547
Add: Loss from fair value change of certain investments 2 - 25,456 -
Non-GAAP net income attributable to ordinary shareholders 27,458,701 31,381,704 92,492,640 81,006,017
Non-GAAP diluted weighted-average number of ordinary shares outstanding (in thousands) 5,909,793 5,953,796 5,913,666 5,938,591
Diluted earnings per ordinary share 4.23 4.93 14.37 12.60
Add: Non-GAAP adjustments to earnings per ordinary share 0.42 0.34 1.27 1.04
Non-GAAP diluted earnings per ordinary share 4.65 5.27 15.64 13.64
Non-GAAP diluted earnings per ADS 18.59 21.08 62.56 54.56

All values are in US Dollars.

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