6-K

RLX Technology Inc. (RLX)

6-K 2025-08-22 For: 2025-08-22
View Original
Added on April 10, 2026

UNITED STATES

SECURITIES AND EXCHANGECOMMISSION

WASHINGTON, DC 20549

FORM 6-K

REPORT OF FOREIGN PRIVATEISSUER

PURSUANT TO RULE 13a-16OR 15d-16 UNDER

THE SECURITIES EXCHANGEACT OF 1934

For the month of August 2025

Commission File Number: 001-39902

RLX Technology Inc.

35/F, Pearl International Financial Center

No. 9 Jian’an First Road, Financial Street

Third District, Bao’an District

Shenzhen, Guangdong Province 518101

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 x Form 40-F ¨

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ¨

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ¨

EXHIBIT INDEX

Exhibit No. Description
99.1 Press<br> 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.

RLX Technology Inc.
By : /s/ Chao Lu
Name: : Chao Lu
Title: : Chief Financial Officer

Date: August 22, 2025

Exhibit 99.1

RLXTechnology Announces Unaudited Second Quarter 2025 Financial Results

SHENZHEN, August 22, 2025 /PRNEWSWIRE/ - RLX Technology Inc. ("RLX Technology" or the "Company") (NYSE: RLX), a leading global branded e-vapor company, today announced its unaudited financial results for the second quarter ended June 30, 2025.

Second Quarter 2025 FinancialHighlights

· Net revenues were RMB880.0 million (US$122.8 million) in the second quarter of 2025, compared<br> with RMB627.2 million in the same period of 2024.
· Gross margin was 27.5% in the second quarter of 2025, compared with 25.2% in the same period<br> of 2024.
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· Non-GAAP income from operations ^1^ was RMB116.2 million (US$16.2 million) in the second<br> quarter of 2025, compared with RMB46.9 million in the same period of 2024.
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· U.S. GAAP net income was RMB218.5 million (US$30.5 million) in the second quarter of 2025,<br> compared with RMB134.9 million in the same period of 2024.
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· Non-GAAP net income^1^ was RMB291.2 million (US$40.6 million) in the second quarter of<br> 2025, compared with RMB214.8 million in the same period of 2024.
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“We are pleased to deliver another strong performance this quarter, thanks to our effective strategy execution and solid progress in our international expansion amid ongoing transformation in the global e-vapor industry.” commented Ms. Ying (Kate) Wang, Co-founder, Chairperson of the Board of Directors, and Chief Executive Officer of RLX Technology. “Rapid shifts in regulation and consumer behavior are remolding the competitive landscape while unlocking new opportunities for growth, innovation and long-term market development. As a trusted e-vapor brand for adult smokers worldwide, we have reinforced our leadership in this dynamic environment by prioritizing global compliance, implementing data-driven localized strategies, and deepening strategic partnerships to strengthen our international distribution. Moving forward, we remain confident in our ability to navigate complexity and seize emerging opportunities, creating sustainable value and delivering long-term benefits to all stakeholders as we shape the future of the global industry.”

Mr. Chao Lu, Chief Financial Officer of RLX Technology, added, “Our robust second quarter results were led by 40.3% year-over-year and 8.9% sequential net revenues growth to RMB880.0 million, propelled by the sustained momentum in our international expansion. Furthermore, our disciplined cost control and optimized product mix resulted in an impressive 147.6% year-over-year increase in non-GAAP income from operations to RMB 116.2 million. Supported by an effective global growth strategy, efficient operations, and a deep commitment to innovation, we are well-positioned to continue driving sustainable, profitable development and generate long-term shareholder value.”

Second Quarter 2025 FinancialResults

Net revenueswere RMB880.0 million (US$122.8 million) in the second quarter of 2025, compared with RMB627.2 million in the same period of 2024. The increase was mainly driven by our expansion into international markets.

Gross profitwas RMB242.1 million (US$33.8 million) in the second quarter of 2025, compared with RMB157.9 million in the same period of 2024.

Gross marginwas 27.5% in the second quarter of 2025, compared with 25.2% in the same period of 2024. The increase was primarily due to a favorable change in revenue mix and margin improvement in selected Asian countries.

^1^ Non-GAAP net income and non-GAAP income from operations are non-GAAP financial measures. For more information on the Company's non-GAAP financial measures, please see the section “Non-GAAP Financial Measures” and the table captioned "Unaudited Reconciliation of GAAP and Non-GAAP Results" set forth at the end of this press release.

Operating expenseswere RMB203.1 million (US$28.4 million) in the second quarter of 2025, compared with RMB191.2 million in the same period of 2024. The increase was primarily due to an increase in salaries and welfare expenses, slightly offset by an overall decrease in share-based compensation expenses.

Selling expenseswere RMB84.6 million (US$11.8 million) in the second quarter of 2025, compared with RMB62.2 million in the same period of 2024, primarily due to an increase in salaries and welfare, and branding expenses.

General andadministrative expenses were RMB88.4 million (US$12.3 million) in the second quarter of 2025, compared with RMB129.0 million in the same period of 2024, primarily due to a decrease in share-based compensation expenses, slightly offset by an increase in salaries and welfare expenses.

Research anddevelopment expenses were RMB30.1 million (US$4.2 million) in the second quarter of 2025, compared with positive RMB0.04 million in the same period of 2024, primarily due to an increase in share-based compensation expenses

U.S. GAAP incomefrom operations was RMB39.0 million (US$5.4 million) in the second quarter of 2025, compared with U.S. GAAP loss from operations of RMB33.3 million in the same period of 2024.

Non-GAAP incomefrom operations was RMB116.2 million (US$16.2 million) in the second quarter of 2025, compared with RMB46.9 million in the same period of 2024.

Income tax expensewas RMB28.5 million (US$4.0 million) in the second quarter of 2025, compared with RMB21.4 million in the same period of 2024.

U.S. GAAP netincome was RMB218.5 million (US$30.5 million) in the second quarter of 2025, compared with RMB134.9 million in the same period of 2024.

Non-GAAP netincome was RMB291.2 million (US$40.6 million) in the second quarter of 2025, compared with RMB214.8 million in the same period of 2024.

U.S. GAAP basicand diluted net income per American depositary share ("ADS") were RMB0.178 (US$0.025) and RMB0.166 (US$0.023), respectively, in the second quarter of 2025, compared with U.S. GAAP basic and diluted net income per ADS of RMB0.108 and RMB0.103, respectively, in the same period of 2024.

Non-GAAP basicand diluted net income per ADS ^2^ were RMB0.234 (US$0.033) and RMB0.218(US$0.030), respectively, in the second quarter of 2025, compared with non-GAAP basic and diluted net income per ADS of RMB0.173 and RMB0.165, respectively, in the same period of 2024.

Balance Sheet and Cash Flow

As of June 30, 2025, the Company had cash and cash equivalents, restricted cash, short-term bank deposits, net, short-term investments, net, long-term bank deposits, net and long-term investment securities, net of RMB15,524.3 million (US$2,167.1 million), compared with RMB16,159.6 million as of March 31, 2025. In the second quarter of 2025, net cash generated from operating activities was RMB229.6 million (US$32.1 million).

^2^ Non-GAAP basic and diluted net income per ADS is a non-GAAP financial measure. For more information on the Company's non-GAAP financial measures, please see the section “Non-GAAP Financial Measures” and the table captioned "Unaudited Reconciliation of GAAP and Non-GAAP Results" set forth at the end of this press release.

Dividend Payment

The Company announced that its Board of Directors approved a cash dividend of US$0.01 per ordinary share, or US$0.01 per ADS, to holders of ordinary shares and holders of ADSs, respectively, as of the close of business on September 12, 2025 Beijing/Hong Kong Time and New York Time, respectively, payable in U.S. dollars. The payment date is expected to be on or around September 19, 2025 and on or around September 26, 2025 for holders of ordinary shares and holders of ADSs, respectively.

Conference Call

The Company's management will host an earnings conference call at 8:00 AM U.S. Eastern Time on August 22, 2025 (8:00 PM Beijing/Hong Kong Time on August 22, 2025).

Dial-in details for the earnings conference call are as follows:

United States (toll-free): +1-888-317-6003
International: +1-412-317-6061
Hong Kong, China (toll-free): +800-963-976
Hong Kong, China: +852-5808-1995
Mainland China: 400-120-6115
Participant Code: 3841228

Participants should dial in 10 minutes before the scheduled start time and ask to be connected to the call for "RLX Technology Inc." with the Participant Code as set forth above.

Additionally, a live and archived webcast of the conference call will be available on the Company's investor relations website at https://ir.relxtech.com.

A replay of the conference call will be accessible approximately two hours after the conclusion of the call until August 29, 2025, by dialing the following telephone numbers:

United States: +1-877-344-7529
International: +1-412-317-0088
Replay Access Code: 2624638

About RLX Technology Inc.

RLX Technology Inc. (NYSE: RLX) is a leading global branded e-vapor company. The Company leverages its strong in-house technology, product development capabilities and in-depth insights into adult smokers' needs to develop superior e-vapor products.

For more information, please visit: http://ir.relxtech.com.

Non-GAAP Financial Measures

The Company uses non-GAAP net income, non-GAAP income from operations and non-GAAP basic and diluted net income per ADS, each a non-GAAP financial measure, in evaluating its operating results and for financial and operational decision-making purposes. Non-GAAP net income represents net income excluding share-based compensation expenses, amortization and depreciation of assets arising from fair value step up in business acquisitions, and tax effects on non-GAAP adjustments. Non-GAAP income from operations represents net income from operations excluding share-based compensation expenses and amortization and depreciation of assets arising from fair value step up in business acquisitions. Non-GAAP basic and diluted net income per ADS is computed using non-GAAP net income attributable to RLX Technology Inc. and the same number of ADSs used in U.S. GAAP basic and diluted net income per ADS calculation.

The Company presents these non-GAAP financial measures because they are used by the management to evaluate its operating performance and formulate business plans. The Company believes that they help identify underlying trends in its business that could otherwise be distorted by the effect of certain expenses that are included in net income. The Company also believes that the use of the non-GAAP measures facilitates investors' assessment of its operating performance, as they could provide useful information about its operating results, enhances the overall understanding of its past performance and future prospects, and allows for greater visibility with respect to key metrics used by the management in its financial and operational decision making.

The 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. They should not be considered in isolation or construed as an alternative to net income, basic and diluted net income per ADS or any other measure of performance or as an indicator of its operating performance. Investors are encouraged to review its historical non-GAAP financial measures to the most directly comparable U.S. GAAP measures. The non-GAAP financial measures here may not be comparable to similarly titled measures presented by other companies. Other companies may calculate similarly titled measures differently, limiting their usefulness as comparative measures to our data. The Company encourages investors and others to review its financial information in its entirety and not rely on any single financial measure.

For more information on the non-GAAP financial measures, please see the table captioned "Unaudited Reconciliation of GAAP and non-GAAP Results" set forth at the end of this press release.

Exchange Rate Information

This announcement contains translations of certain RMB amounts into U.S. dollars at a specified rate solely for the convenience of the reader. Unless otherwise noted, all translations from RMB to U.S. dollars and from U.S. dollars to RMB are made at a rate of RMB7.1636 to US$1.00, the exchange rate on June 30, 2025, set forth in the H.10 statistical release of the Federal Reserve Board. The Company makes no representation that the RMB or U.S. dollar amounts referred could be converted into U.S. dollars or RMB, as the case may be, at any particular rate or at all.

Safe Harbor Statement

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 "may," "will," "expect," "anticipate," "aim," "estimate," "intend," "plan," "believe," "is/are likely to," "potential," "continue" and similar statements. Among other things, 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, 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; trends and competition in the global e-vapor market; changes in its revenues and certain cost or expense items; governmental policies, laws and regulations across various jurisdictions relating to the Company's industry, and general economic and business conditions globally and in China and assumptions underlying or related to any of the foregoing. Further information regarding these risks, uncertainties or factors is included in the Company's filings with the U.S. Securities and Exchange Commission. All information provided in this press release and in the attachments is current as of the date of this press release, and the Company does not undertake any obligation to update such information, except as required under applicable law.

For more information, please contact:

In China:

RLX Technology Inc.

Head of Capital Markets

Sam Tsang

Email: ir@relxtech.com

Piacente Financial Communications

Jenny Cai

Tel: +86-10-6508-0677

Email: RLX@tpg-ir.com

In the United States:

Piacente Financial Communications

Brandi Piacente

Tel: +1-212-481-2050

Email: RLX@tpg-ir.com

RLXTECHNOLOGY INC.UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS(All amounts in thousands)

As of
December 31, June 30, June 30,
2024 2025 2025
RMB RMB US
ASSETS
Current assets:
Cash and cash equivalents 5,593,492 3,858,010
Restricted cash 50,867 101,346
Short-term bank deposits, net 2,179,886 2,148,125
Receivables from online payment<br> platforms 4,722 8,826
Short-term investments 719,755 1,407,025
Accounts and notes receivable,<br> net 78,484 236,247
Inventories 142,552 227,857
Amounts due from related parties 346,132 161,966
Prepayments<br> and other current assets, net 185,091 216,011
Total<br> current assets 9,300,981 8,365,413
Non-current assets:
Property, equipment and leasehold<br> improvement, net 50,787 171,954
Intangible assets, net 52,796 244,731
Long-term investments, net 8,000 8,330
Deferred tax assets, net 38,067 41,588
Right-of-use assets, net 24,110 56,634
Long-term bank deposits, net 727,448 620,388
Long-term investment securities,<br> net 6,599,365 7,389,444
Goodwill 59,581 572,041
Other non-current<br> assets, net 9,914 15,724
Total<br> non-current assets 7,570,068 9,120,834
Total<br> assets 16,871,049 17,486,247
LIABILITIES AND SHAREHOLDERS’<br> EQUITY
Current liabilities:
Accounts and notes payable 458,538 357,038
Contract liabilities 10,610 94,075
Salary and welfare benefits<br> payable 73,740 52,178
Taxes payable 126,154 191,073
Short-term loan 40,000 104,114
Accrued expenses and other current<br> liabilities 108,816 150,527
Amounts due to related parties 27,401 30,045
Dividend payable 1,144 -
Lease liabilities<br> - current portion 11,447 22,647
Total<br> current liabilities 857,850 1,001,697
Non-current liabilities:
Deferred tax liabilities 16,196 123,092
Lease liabilities - non-current<br> portion 7,050 31,289
Other non-current<br> liability - 90,759
Total<br> non-current liabilities 23,246 245,140
Total<br> liabilities 881,096 1,246,837
Shareholders' Equity:
Total RLX Technology Inc.<br> shareholders' equity 15,988,216 16,151,718
Noncontrolling<br> interests 1,737 87,692
Total<br> shareholders' equity 15,989,953 16,239,410
Total<br> liabilities and shareholders' equity 16,871,049 17,486,247

All values are in US Dollars.

RLXTECHNOLOGY INC.UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME


(Allamounts in thousands, except for share and per share data)

For the three months<br> ended For the six months<br> ended
June 30 March 31, June 30, June 30, June 30, June 30, June 30,
2024 2025 2025 2025 2024 2025 2025
RMB RMB RMB US RMB RMB US
Net revenues 627,176 808,300 879,952 1,178,799 1,688,252
Cost of revenues (400,712 ) (477,526 ) (552,037 ) ) (728,322 ) (1,029,563 ) )
Excise tax on products (68,602 ) (99,823 ) (85,835 ) ) (149,842 ) (185,658 ) )
Gross profit 157,862 230,951 242,080 300,635 473,031
Operating expenses:
Selling expenses (62,235 ) (58,989 ) (84,649 ) ) (115,122 ) (143,638 ) )
General and administrative expenses (128,997 ) (67,468 ) (88,406 ) ) (238,951 ) (155,874 ) )
Research and development expenses 40 (27,055 ) (30,067 ) ) (31,500 ) (57,122 ) )
Total operating expenses (191,192 ) (153,512 ) (203,122 ) ) (385,573 ) (356,634 ) )
(Loss)/income from operations (33,330 ) 77,439 38,958 (84,938 ) 116,397
Other income:
Interest income, net 154,207 135,953 142,851 313,065 278,804
Investment income 12,718 8,386 24,832 25,494 33,218
Others, net 22,739 29,143 40,324 51,682 69,467
Income before income tax 156,334 250,921 246,965 305,303 497,886
Income tax expense (21,389 ) (28,181 ) (28,470 ) ) (37,733 ) (56,651 ) )
Net income 134,945 222,740 218,495 267,570 441,235
Less: net income attributable<br> to noncontrolling interests 2,631 700 1,378 3,348 2,078
Net income attributable<br> to RLX Technology Inc. 132,314 222,040 217,117 264,222 439,157
Other comprehensive income/(loss):
Foreign currency translation adjustments 44,174 (15,671 ) (26,510 ) ) 56,880 (42,181 ) )
Unrealized income<br> on long-term investment securities 705 2,067 698 692 2,765
Total other comprehensive income/(loss) 44,879 (13,604 ) (25,812 ) ) 57,572 (39,416 ) )
Total comprehensive income 179,824 209,136 192,683 325,142 401,819
Less: total comprehensive<br> income/(loss) attributable to noncontrolling interests 2,618 636 632 3,348 1,268
Total<br> comprehensive income attributable to RLX Technology Inc. 177,206 208,500 192,051 321,794 400,551
Net income per ordinary share/ADS
Basic 0.108 0.181 0.178 0.213 0.359
Diluted 0.103 0.170 0.166 0.205 0.335
Weighted average number of ordinary<br> shares/ADSs
Basic 1,228,869,526 1,226,330,482 1,221,705,674 1,239,093,583 1,224,005,302
Diluted 1,284,388,803 1,308,811,866 1,309,486,924 1,290,853,297 1,309,617,920

All values are in US Dollars.

RLXTECHNOLOGY INC.

UNAUDITEDRECONCILIATION OF GAAP AND NON-GAAP RESULTS


(All amounts in thousands, except for share and per share data)


For<br> the three months ended For<br> the six months ended
June 30, March 31, June 30, June 30, June 30, June 30, June 30
2024 2025 2025 2025 2024 2025 2025
(As adjusted) ^(a)^ (As adjusted) ^(a)^ (As adjusted) ^(a)^
RMB RMB RMB US RMB RMB US
(Loss)/income from operations (33,330 ) 77,439 38,958 (84,938 ) 116,397
Add: share-based<br> compensation expenses
Selling expenses 9,172 3,310 13,262 13,775 16,572
General and administrative expenses 93,026 24,271 38,368 159,440 62,639
Research and development expenses (24,074 ) 745 7,188 (20,193 ) 7,933
Amortization<br> and depreciation of assets arising from fair value step up in business acquisitions
Cost of revenues - - 13,347 - 13,347
Selling expenses 2,103 2,003 4,881 4,263 6,884
General and<br> administrative expenses 30 28 167 60 195
Non-GAAP income<br> from operations 46,927 107,796 116,171 72,407 223,967
Net income 134,945 222,740 218,495 267,570 441,235
Add: share-based compensation expenses 78,124 28,326 58,818 153,022 87,144
Amortization<br> and depreciation of assets arising from fair value step up in business acquisitions 2,133 2,031 18,395 4,323 20,426
Tax<br> effects on non-GAAP adjustments (446 ) (425 ) (4,513 ) ) (904 ) (4,938 ) )
Non-GAAP net<br> income 214,756 252,672 291,195 424,011 543,867
Net<br> income attributable to RLX Technology Inc. 132,314 222,040 217,117 264,222 439,157
Add: share-based<br> compensation expenses 78,124 28,326 58,818 153,022 87,144
Amortization<br> and depreciation of assets arising from fair value step up in business acquisitions^(b)^ 2,133 2,031 13,002 4,323 15,033
Tax<br> effects on non-GAAP adjustments^(b)^ (446 ) (425 ) (3,164 ) ) (904 ) (3,589 ) )
Non-GAAP<br> net income attributable to RLX Technology Inc. 212,125 251,972 285,773 420,663 537,745
Non-GAAP<br> net income per ordinary share/ADS
- Basic 0.173 0.205 0.234 0.339 0.439
- Diluted 0.165 0.193 0.218 0.326 0.411
Weighted<br> average number of ordinary shares/ADSs
- Basic 1,228,869,526 1,226,330,482 1,221,705,674 1,239,093,583 1,224,005,302
- Diluted 1,284,388,803 1,308,811,866 1,309,486,924 1,290,853,297 1,309,617,920

All values are in US Dollars.

Note (a): TheCompany completed the acquisition of the acquired company on May 31, 2025, which was accounted for as a business combination. Beginningin Q2 2025, the Company included the amortization and depreciation of assets arising from fair value step up in business acquisitions,as well as the associated tax impact, in the reconciliation items for GAAP and Non-GAAP results. The Company has retrospectively adjustedthe above unaudited reconciliation of GAAP and Non-GAAP results for the prior quarter. The Company believes these changes provide managementand investors with more useful information to evaluate the operations of its business.

Note (b): Theamortization and depreciation expense and related tax effect attributable to noncontrolling interests has been excluded from the presentationin the reconciliation items for GAAP and Non-GAAP results.

RLXTECHNOLOGY INC.

UNAUDITEDCONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (All amounts in thousands)

**** For the three months ended For the six months ended
June 30, March 31, June 30 June 30, June 30, June 30, June 30,
2024 2025 2025 2025 2024 2025 2025
RMB RMB RMB US RMB RMB US
Net cash generated from operating activities 196,764 207,165 229,616 32,053 200,784 436,781 60,972
Net cash generated/(used in) from<br> investing activities 557,132 (987,166 ) (816,501 ) (113,979 977,797 (1,803,667 ) (251,782
Net cash generated/(used in) from<br> financing activities - 14,435 (326,948 ) (45,640 (472,885 ) (312,513 ) (43,625
Effect<br> of foreign exchange rate changes on cash, cash equivalents and restricted cash 10,032 (8,040 ) 2,436 339 12,935 (5,604 ) (783
Net increase<br> in cash and cash equivalents and restricted cash 763,928 (773,606 ) (911,397 ) (127,227 718,631 (1,685,003 ) (235,218
Cash, cash equivalents and<br> restricted cash at the beginning of the period 2,374,761 5,644,359 4,870,753 679,931 2,420,058 5,644,359 787,922
Cash, cash equivalents and restricted<br> cash at the end of the period 3,138,689 4,870,753 3,959,356 552,704 3,138,689 3,959,356 552,704

All values are in US Dollars.