6-K
Xinyuan Real Estate Co., Ltd. (XINRY)
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
of the Securities Exchange Act of 1934
FOR THE MONTH OF September 2025
COMMISSION FILE NUMBER: 001-33863
XINYUAN REAL ESTATE CO., LTD.
27/F, China Central Place, Tower II
79 Jianguo Road, Chaoyang District
Beijing 100025
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): ¨
XINYUAN Real Estate, Co. Ltd. (the “Company”) announces the following information regarding its share repurchase program:
In light of the confidence in the Company’s long-term intrinsic value, the Board of Directors of the Company has reviewed and approved the continuation of the Company’s share repurchase program to further enhance shareholder returns.
Exhibit Index
| Exhibit<br><br>No. | Description |
|---|---|
| 99.1 | Executed Resolution of the board directors of the Company |
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.
| XINYUAN REAL ESTATE CO., LTD. | ||
|---|---|---|
| (Registrant) | ||
| Date: September 3, 2025 | By: | /s/ Yong Zhang |
| Name: Yong Zhang | ||
| Title: Chief Executive Officer |
Exhibit 99.1
XINYUAN REAL ESTATE CO., LTD.(the “Company”)
鑫苑地产控股有限公司
UNANIMOUS WRITTEN RESOLUTION OF THE BOARD OF DIRECTORS OF THE
COMPANY MADE ON September 3, 2025
董事会2025年 9 月 3日书面一致决议
The undersigned, being the directors (collectively, “Directors”, each a “Director”) of board of Directors (“Board”) of the Company acting by written resolutions without a meeting DO HEREBY CONSENT to the adoption of the following resolutions.
董事以书面一致决议的形式批准下列决议。
| 1. | IT IS NOTED that<br>in light of the confidence in the Company’s long-term intrinsic<br>value, the Board of Directors has reviewed and approved the continuation of the Company’s<br>share repurchase program to further enhance shareholder returns. |
|---|---|
| 鉴<br> 于对公司长期价值的信心，经公司董事会审议，公司计划继续开展股票回购计划，以更好的提升股东回报。 | |
| --- |
(Signature page to follow, 以下无正文，为签字页)
We, the undersigned, being the Directors, hereby consent to the passing of the foregoing resolution with effect from the date of these resolutions:
我们，以下签字人，作为董事，特此同意自这些决议之日起通过上述决议：
| /s/ Yong ZHANG | /s/ Yuyan YANG |
|---|---|
| Yong ZHANG 张勇 | Yuyan YANG 杨玉岩 |
| /s/ Fei XIE | /s/ Haifei HE |
| --- | --- |
| Fei XIE 谢菲 | Haifei HE 贺海飞 |
| /s/ Yong CUI | /s/ Frank LI |
| --- | --- |
| Yong CUI 崔勇 | Frank LI 李轶梵 |
| Ji<br> LUO 罗辑 | |
| --- |