WYHG 6-K
Wing Yip Food Holdings Group Ltd (WYHG)
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 July 2026
Commission File Number: 001-42407
Wing Yip Food Holdings Group Limited
No. 9, Guanxian North Rd
Huangpu Town, Zhongshan City
Guangdong, People’s Republic of China 528429
(Address of principal executive office)
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 ☐
Extraordinary General Meeting
On June 29, 2026, Wing Yip Food Holdings Group Limited (the “Company”) furnished a Report on Form 6-K (the “Prior 6-K”) announcing that the Board of Directors of the Company had resolved by written resolutions to convene the 12th Extraordinary General Meeting of the Company (the “EGM”), to be held at E-room Center, 22 Uisadang-daero, Yeongdeungpo-gu, Seoul, Korea.
On July 22, 2026, the Board of Directors adopted further written resolutions amending certain proposals for the EGM, including changes to the number of new shares to be issued, the identity of the subscribers, the total issue size, the payment date and the expected issuance date. The EGM will now be held on Thursday, August 6, 2026, at 10:00 a.m. at the venue stated above. The record date for determining shareholders entitled to exercise voting rights at the EGM remains July 14, 2026, pursuant to Article 128 of the Articles of Association of the Company (the “Articles of Association”).
The amended proposals, as set forth in the Board’s written resolutions dated July 22, 2026, are summarized below.
Resolution No. 1 — Authorization to the Board of Directors to Issue New Shares, Bonds and Other Securities
The Company proposes that, pursuant to Article 8(b) of the Articles of Association and the circumstances specified therein (including the applicable allottees, where relevant), full authority to issue and allot new shares, bonds and other securities be delegated to the Board of Directors.
Resolution No. 2 — Approval of the Proposed Private Placement of New Shares
The Board of Directors proposes to issue an aggregate of 23,000,000 new ordinary shares (the “New Shares”) by way of private placement to the following subscribers on the following terms:
| Subscriber | Number of Shares | Amount (KRW) | Amount (HKD) | |||||||||
| WANG TINGFENG | 13,000,000 | 20,800,000,000 | 110,047,087.46 | |||||||||
| WONG SIO CHAN | 5,000,000 | 8,000,000,000 | 42,325,802.87 | |||||||||
| ZHAO JIN HUA | 5,000,000 | 8,000,000,000 | 42,325,802.87 | |||||||||
| Total | 23,000,000 | 36,800,000,000 | 194,698,693.20 | |||||||||
The New Shares will be issued at a price of KRW 1,600 per share for a total issue size of KRW 36,800,000,000 (HKD 194,698,693.20). Payment is due on August 6, 2026, with the New Shares expected to be issued on September 7, 2026, subject to the approval by the Company’s shareholders and the progress of Hong Kong registration and other regulatory filing procedures. The New Shares will be delivered through the Securities Agency Department of the Korea Securities Depository (KSD) and will be subject to a lock-up period of one (1) year.
The intended use of proceeds is as follows:
| Purpose | Description | 2026 | 2027 | After 2027 | Total | |||||
| Working Capital | Procurement Costs | 5,888 million KRW | 5,888 million KRW | 2,944 million KRW | 14,720 million KRW | |||||
| Working Capital | Marketing Expenses | 5,888 million KRW | 5,888 million KRW | 2,944 million KRW | 14,720 million KRW | |||||
| Working Capital | Research & Development | 2,944 million KRW | 2,944 million KRW | 1,472 million KRW | 7,360 million KRW | |||||
| Total | 14,720 million KRW | 14,720 million KRW | 7,360 million KRW | 36,800 million KRW |
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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.
| Wing Yip Food Holdings Group Limited | ||
| Date: July 22, 2026 | By: | /s/ Xiantao Wang |
| Name: | Xiantao Wang | |
| Title: | Director and Chairman of the Board | |
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