PDD 6-K

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: 001-38591

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.

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

Date: August 25, 2026

Exhibit 99.1

PDD Holdings Announces Second Quarter 2026 Unaudited Financial Results

DUBLIN and SHANGHAI, Aug. 24, 2026 (GLOBE NEWSWIRE) – PDD Holdings Inc. (“PDD Holdings” or the “Company”) (NASDAQ: PDD), today announced its unaudited financial results for the second quarter ended June 30, 2026.

Second Quarter 2026 Highlights

·	Total<br>revenues in the quarter were RMB112.4 billion (US$^1^16.6<br>billion), an increase of 8% from RMB104.0 billion in the same quarter of 2025.
·	Operating<br>profit in the quarter was RMB27.8 billion (US$4.1 billion), an increase of 8%<br>from RMB25.8 billion in the same quarter of 2025. Non-GAAP^2^<br>operating profit in the quarter was RMB29.1 billion (US$4.3 billion), an increase of<br>5% from RMB27.7 billion in the same quarter of 2025.
---	---
·	Net<br>income attributable to ordinary shareholders in the quarter was RMB27.2 billion<br>(US$4.0 billion), a decrease of 12% from RMB30.8 billion in the same quarter of 2025. Non-GAAP<br>net income attributable to ordinary shareholders in the quarter was RMB28.5 billion (US$4.2<br>billion), a decrease of 13% from RMB32.7 billion in the same quarter of 2025.
---	---

“Since the start of the year, global trade and regulatory landscapes have continued to evolve, creating significant challenges while also presenting new opportunities,” said Mr. Lei Chen, Co-Chairman and Co-Chief Executive Officer of PDD Holdings. “We feel a strong sense of responsibility that comes with our unique position in global trade and will work diligently to build a trustworthy platform that consumers can rely on over the long run.”

“During the first half of the year, we continued to strengthen ecosystem governance within our daily operations, rolling out targeted trust and safety initiatives across categories,” said Mr. Jiazhen Zhao, Co-Chairman and Co-Chief Executive Officer of PDD Holdings. “We view compliance as a fundamental priority and are fully committed to safeguarding consumer rights and building lasting trust.”

“We stepped up our ecosystem investments in the second quarter,” said Ms. Jun Liu, VP of Finance of PDD Holdings. “At this stage, our priority is helping merchants thrive and strengthening the broader industry ecosystem. We will continue to focus on these fundamentals to drive the platform’s sustainable development over the long term.”

^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 RMB6.7851 to US$1.00, the noon buying rate in effect on June 30, 2026 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. See “Reconciliation of Non-GAAP Measures to the Most Directly Comparable GAAP Measures” set forth at the end of this press release.

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Second Quarter 2026 Unaudited Financial Results

Total revenues were RMB112.4 billion (US$16.6 billion), an increase of 8% from RMB104.0 billion in the same quarter of 2025. The increase was primarily due to the increase in revenues from transaction services.

·	Revenues<br>from online marketing services and others were RMB57.6 billion (US$8.5 billion),<br>compared with RMB55.7 billion in the same quarter of 2025.
·	Revenues<br>from transaction services were RMB54.7 billion (US$8.1 billion), an increase of<br>13% from RMB48.3 billion in the same quarter of 2025.
---	---

Total costs of revenues were RMB48.0 billion (US$7.1 billion), compared with RMB45.9 billion in the same quarter of 2025.

Total operating expenses were RMB36.6 billion (US$5.4 billion), an increase of 13% from RMB32.3 billion in the same quarter of 2025. The increase was primarily due to the increase in sales and marketing expenses.

·	Sales<br>and marketing expenses were RMB29.7 billion (US$4.4 billion), compared with RMB27.2<br>billion in the same quarter of 2025.
·	General<br>and administrative expenses were RMB2.3 billion (US$345 million), compared with RMB1.5<br>billion in the same quarter of 2025.
---	---
·	Research<br>and development expenses were RMB4.6 billion (US$673 million), compared with RMB3.6<br>billion in the same quarter of 2025.
---	---

2

Operating profit in the quarter was RMB27.8 billion (US$4.1 billion), an increase of 8% from RMB25.8 billion in the same quarter of 2025. Non-GAAP operating profit in the quarter was RMB29.1 billion (US$4.3 billion), an increase of 5% from RMB27.7 billion in the same quarter of 2025.

Net income attributable to ordinary shareholders in the quarter was RMB27.2 billion (US$4.0 billion), a decrease of 12% from RMB30.8 billion in the same quarter of 2025. Non-GAAP net income attributable to ordinary shareholders in the quarter was RMB28.5 billion (US$4.2 billion), a decrease of 13% from RMB32.7 billion in the same quarter of 2025.

Basic earnings per ADS was RMB19.32 (US$2.85) and diluted earnings per ADS was RMB18.45 (US$2.72), compared with basic earnings per ADS of RMB22.01 and diluted earnings per ADS of RMB20.75 in the same quarter of 2025. Non-GAAP diluted earnings per ADS was RMB19.33 (US$2.85), compared with RMB22.07 in the same quarter of 2025.

Net cash generated from operating activities was RMB25.7 billion (US$3.8 billion), compared with RMB21.6 billion in the same quarter of 2025.

Cash, cash equivalents and short-term investments were RMB456.4 billion (US$67.3 billion) as of June 30, 2026, compared with RMB422.3 billion as of December 31, 2025.

Other non-current assets were RMB96.4 billion (US$14.2 billion) as of June 30, 2026, compared with RMB104.7 billion as of December 31, 2025, which mainly included time deposits, held-to-maturity debt securities, and available-for-sale debt securities.

3

Conference Call

The Company’s management will hold an earnings conference call at 7:30 AM ET on August 24, 2026 (12:30 PM IST and 7:30 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.

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, 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.

4

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.

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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.

For investor and media inquiries, please contact:

[email protected]

[email protected]

6

PDD HOLDINGS INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

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

	As of
	December 31,<br>2025		June 30,<br>2026
	RMB		RMB<br><br>(Unaudited)		(Unaudited)
ASSETS
Current assets
Cash and cash equivalents		108,901		128,918	19,000
Restricted cash		73,831		77,274	11,389
Receivables from online payment platforms		5,109		6,079	896
Short-term investments		313,408		327,496	48,267
Amounts due from related parties		10,205		8,432	1,243
Prepayments and other current assets		7,527		8,581	1,265
Total current assets		518,981		556,780	82,060
Non-current assets
Property, equipment and software, net		1,306		4,752	700
Intangible assets		15		14	2
Right-of-use assets		4,863		4,316	636
Deferred tax assets		172		1,162	171
Other non-current assets		104,708		96,383	14,205
Total non-current assets		111,064		106,627	15,714
Total Assets		630,045		663,407	97,774

All values are in US Dollars.

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PDD HOLDINGS INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

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

	As of
	December 31,<br>2025			June 30,<br>2026
	RMB			RMB<br><br>(Unaudited)			(Unaudited)
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities
Amounts due to related parties		1,087			1,266		187
Customer advances and deferred revenues		3,379			3,641		537
Payable to merchants		107,407			109,924		16,201
Accrued expenses and other liabilities		81,658			76,883		11,330
Merchant deposits		17,708			18,545		2,733
Lease liabilities		2,499			2,455		362
Total current liabilities		213,738			212,714		31,350
Non-current liabilities
Lease liabilities		2,880			2,389		352
Other non-current liabilities		42			517		76
Total non-current liabilities		2,922			2,906		428
Total Liabilities		216,660			215,620		31,778
Shareholders’ equity
Ordinary shares		-	*		-	*	-	*
Additional paid-in capital		125,768			128,599		18,953
Statutory reserves		1,338			1,338		197
Accumulated other comprehensive income/(loss)		2,116			(6,042	)	(890	)
Retained earnings		284,163			323,892		47,736
Total Shareholders’ Equity		413,385			447,787		65,996
Total Liabilities and Shareholders’<br>Equity		630,045			663,407		97,774

All values are in US Dollars.

* Absolute value is less than RMB1 million or US$1 million.

8

PDD HOLDINGS INC.

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(Amounts in millions of RMB and US$)

		For<br>the three months ended June 30,											For<br>the six months ended June 30,
		2025				2026							2025				2026
		RMB				RMB							RMB				RMB
		(Unaudited)				(Unaudited)				(Unaudited)			(Unaudited)				(Unaudited)				(Unaudited)
Revenues			103,985				112,358			16,560				199,657				218,587			32,216
Costs of revenues			(45,859	)			(48,017	)		(7,077	)			(86,805	)			(94,910	)		(13,988	)
Sales and marketing expenses			(27,210	)			(29,668	)		(4,373	)			(60,613	)			(63,441	)		(9,350	)
General and administrative<br>expenses			(1,532	)			(2,342	)		(345	)			(3,191	)			(3,921	)		(578	)
Research<br>and development expenses			(3,591	)			(4,567	)		(673	)			(7,169	)			(8,985	)		(1,324	)
Total<br>operating expenses			(32,333	)			(36,577	)		(5,391	)			(70,973	)			(76,347	)		(11,252	)
Operating profit			25,793				27,764			4,092				41,879				47,330			6,976
Interest and investment income,<br>net			10,423				13,505			1,990				10,646				12,873			1,897
Foreign exchange loss			(799	)			(558	)		(82	)			(1,041	)			(703	)		(104	)
Other<br>income/(loss), net			119				(7,399	)		(1,090	)			3,380				(9,430	)		(1,390	)
Profit before income tax<br>and share of results of equity investees			35,536				33,312			4,910				54,864				50,070			7,379
Share of results of equity<br>investees			37				(38	)		(6	)			(68	)			(134	)		(20	)
Income<br>tax expenses			(4,819	)			(6,092	)		(898	)			(9,300	)			(10,207	)		(1,504	)
Net<br>income			30,754				27,182			4,006				45,496				39,729			5,855

All values are in US Dollars.

9

PDD HOLDINGS INC.

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

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

		For<br>the three months ended June 30,											For<br>the six months ended June 30,
		2025				2026							2025				2026
		RMB				RMB							RMB				RMB
		(Unaudited)				(Unaudited)				(Unaudited)			(Unaudited)				(Unaudited)				(Unaudited)
Net<br>income			30,754				27,182			4,006				45,496				39,729			5,855
Net<br>income attributable to ordinary shareholders			30,754				27,182			4,006				45,496				39,729			5,855
Earnings per ordinary share:
-Basic			5.50				4.83			0.71				8.16				7.07			1.04
-Diluted			5.19				4.61			0.68				7.67				6.73			0.99
Earnings<br>per ADS (4 ordinary shares equals 1 ADS):
-Basic			22.01				19.32			2.85				32.63				28.27			4.17
-Diluted			20.75				18.45			2.72				30.69				26.90			3.96
Weighted-average<br>number of ordinary shares outstanding (in millions):
-Basic			5,588				5,627			5,627				5,578				5,622			5,622
-Diluted			5,928				5,894			5,894				5,930				5,907			5,907

All values are in US Dollars.

10

PDD HOLDINGS INC.

NOTES TO FINANCIAL INFORMATION

(Amounts in millions of RMB and US$)

		For<br>the three months ended June 30,											For<br>the six months ended June 30,
		2025				2026							2025				2026
		RMB				RMB							RMB				RMB
		(Unaudited)				(Unaudited)				(Unaudited)			(Unaudited)				(Unaudited)				(Unaudited)
Revenues
- Online marketing<br>services and others			55,703				57,637			8,494				104,425				107,573			15,855
- Transaction<br>services			48,282				54,721			8,066				95,232				111,014			16,361
Total			103,985				112,358			16,560				199,657				218,587			32,216

All values are in US Dollars.

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PDD HOLDINGS INC.

NOTES TO FINANCIAL INFORMATION

(Amounts in millions of RMB and US$)

		For<br>the three months ended June 30,											For<br>the six months ended June 30,
		2025				2026							2025				2026
		RMB				RMB							RMB				RMB
		(Unaudited)				(Unaudited)				(Unaudited)			(Unaudited)				(Unaudited)				(Unaudited)
Share-based compensation expenses<br>included in:
Costs of revenues			65				46			7				122				74			11
Sales and marketing expenses			485				319			47				1,122				680			100
General and administrative expenses			865				645			95				1,789				1,352			199
Research and<br>development expenses			540				297			44				1,096				725			107
Total			1,955				1,307			193				4,129				2,831			417

All values are in US Dollars.

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PDD HOLDINGS INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Amounts in millions of RMB and US$)

		For<br>the three months ended June 30,												For<br>the six months ended June 30,
		2025				2026								2025				2026
		RMB				RMB				RMB				RMB				RMB				RMB
		(Unaudited)				(Unaudited)				(Unaudited)				(Unaudited)				(Unaudited)				(Unaudited)
Net<br>cash generated from operating activities			21,642				25,670				3,783				37,159				42,115				6,207
Net<br>cash used in investing activities			(27,022	)			(19,974	)			(2,944	)			(33,406	)			(17,892	)			(2,638	)
Net<br>cash generated from financing activities			-	*			-	*			-	*			-	*			-	*			-	*
Effect<br>of exchange rate changes on cash, cash equivalents and restricted cash			22				1,242				184				(47	)			(763	)			(111	)
(Decrease)/increase<br>in cash, cash equivalents and restricted cash			(5,358	)			6,938				1,023				3,706				23,460				3,458
Cash,<br>cash equivalents and restricted cash at beginning of period			135,258				199,254				29,366				126,194				182,732				26,931
Cash,<br>cash equivalents and restricted cash at end of period			129,900				206,192				30,389				129,900				206,192				30,389

* Absolute value is less than RMB1 million or US$1 million.

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PDD HOLDINGS INC.

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

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

		For<br>the three months ended June 30,											For<br>the six months ended June 30,
		2025				2026							2025				2026
		RMB				RMB							RMB				RMB
		(Unaudited)				(Unaudited)				(Unaudited)			(Unaudited)				(Unaudited)				(Unaudited)
Operating<br>profit			25,793				27,764			4,092				41,879				47,330			6,976
Add:<br>Share-based compensation expenses			1,955				1,307			193				4,129				2,831			417
Non-GAAP<br>operating profit			27,748				29,071			4,285				46,008				50,161			7,393
Net<br>income attributable to ordinary shareholders			30,754				27,182			4,006				45,496				39,729			5,855
Add:<br>Share-based compensation expenses			1,955				1,307			193				4,129				2,831			417
Non-GAAP<br>net income attributable to ordinary shareholders			32,709				28,489			4,199				49,625				42,560			6,272
Non-GAAP<br>diluted weighted-average number of ordinary shares outstanding (in millions)			5,928				5,894			5,894				5,930				5,907			5,907
Diluted<br>earnings per ordinary share			5.19				4.61			0.68				7.67				6.73			0.99
Add:<br>Non-GAAP adjustments to earnings per ordinary share			0.33				0.22			0.03				0.70				0.47			0.07
Non-GAAP<br>diluted earnings per ordinary share			5.52				4.83			0.71				8.37				7.20			1.06
Non-GAAP<br>diluted earnings per ADS			22.07				19.33			2.85				33.47				28.82			4.24

All values are in US Dollars.

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