6-K 1 ea0239139-6k_topking.htm REPORT OF FOREIGN PRIVATE ISSUER

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 April 2025

Commission File Number: 001-41672

Top KingWin Ltd

Room 1304, Building No. 25, Tian’an Headquarters Center

No. 555, North Panyu Avenue, Donghuan Street

Panyu District, Guangzhou, Guangdong Province, China

(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 ☐

Submission of Matters to a Vote of Security Holders.

Top KingWin Ltd, a Cayman Islands exempted company (the “Company”) held an extraordinary general meeting of the holders of the Company’s ordinary shares (the “Meeting”) on April 22, 2025 at 9:00 AM ET at the Company’s headquarters located at Room 1304, Building No. 25, Tian’an Headquarters Center, No. 555, North Panyu Avenue, Donghuan Street, Panyu District, Guangzhou, Guangdong Province, China. Holders of a total of 161,131,346 class A ordinary shares of the Company, par value $0.0001 each (the “Class A Ordinary Shares”) and 3,786,960 class B ordinary shares of the Company, par value $0.0001 each (the “Class B Ordinary Shares”), out of a total of 180,211,267 Class A Ordinary Shares and 3,786,960 Class B Ordinary Shares issued and outstanding and entitled to vote at the Meeting, voted at the Meeting, and the quorum for the transaction of business was present at the Meeting. Each Class A Ordinary Share is entitled to one vote and each Class B Ordinary Share is entitled to twenty votes. The final voting results for each matter submitted to a vote of shareholders at the meeting are as follows:

It is resolved as an ordinary resolution, that: (a) with the exact effective date to be determined by the board of directors of the Company (the “Board”) in its sole discretion, every twenty-five (25) issued and unissued class A ordinary shares of par value USD0.0001 each in the share capital of the Company be consolidated into one (1) consolidated class A ordinary share of par value USD0.0025 each and every twenty-five (25) issued and unissued class B ordinary shares of par value USD0.0001 each in the share capital of the Company be consolidated into one (1) consolidated class B ordinary share of par value USD0.0025 each so that following the Share Consolidation, the authorized share capital of the Company will be changed from USD50,000 divided into (i) 300,000,000 class A ordinary shares of par value USD0.0001 each and (ii) 200,000,000 class B ordinary shares of par value USD0.0001 each to USD50,000 divided into (i) 12,000,000 class A ordinary shares of par value USD0.0025 each and (ii) 8,000,000 class B ordinary shares of par value USD0.0025 each (together with 1(b), the “Share Consolidation”); and

SEC Form 6-K filed by Top KingWin Ltd