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6-K 1 tm2615739d1_6k.htm FORM 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 May 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: May 28, 2026

 

 

 

EX-99.1 2 tm2615739d1_ex99-1.htm EXHIBIT 99.1

Exhibit 99.1

 

PDD Holdings Announces First Quarter 2026 Unaudited Financial Results

 

DUBLIN and SHANGHAI, May 27, 2026 (GLOBE NEWSWIRE) – PDD Holdings Inc. (“PDD Holdings” or the “Company”) (NASDAQ: PDD), today announced its unaudited financial results for the first quarter ended March 31, 2026.

 

First Quarter 2026 Highlights

 

· Total revenues in the quarter were RMB106.2 billion (US$115.4 billion), an increase of 11% from RMB95.7 billion in the same quarter of 2025.

 

· Operating profit in the quarter was RMB19.6 billion (US$2.8 billion), an increase of 22% from RMB16.1 billion in the same quarter of 2025. Non-GAAP2 operating profit in the quarter was RMB21.1 billion (US$3.1 billion), an increase of 15% from RMB18.3 billion in the same quarter of 2025.

 

· Net income attributable to ordinary shareholders in the quarter was RMB12.5 billion (US$1.8 billion), a decrease of 15% from RMB14.7 billion in the same quarter of 2025. Non-GAAP net income attributable to ordinary shareholders in the quarter was RMB14.1 billion (US$2.0 billion), a decrease of 17% from RMB16.9 billion in the same quarter of 2025.

 

“This quarter marks the start of deep transformations in our business, our internal processes and our organization,” said Mr. Lei Chen, Co-Chairman and Co-Chief Executive Officer of PDD Holdings. “We are actively stepping up to our responsibilities as a platform enterprise to create greater value for our users, the industries and the society as a whole.”

 

“As we head into the next decade of our journey, supply chain investments will be our core strategic priority,” said Mr. Jiazhen Zhao, Co-Chairman and Co-Chief Executive Officer of PDD Holdings. “We will commit significant resources to building the first-party brand business, unlocking new opportunities for our supply chain partners, and driving exceptional value for our customers.”

 

“We are investing resolutely in our supply chain capabilities,” said Ms. Jun Liu, VP of Finance of PDD Holdings. “These investments are the cornerstone of a resilient and thriving platform ecosystem, and we are prepared to invest 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 RMB6.8980 to US$1.00, the noon buying rate in effect on March 31, 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.

 

1


 

First Quarter 2026 Unaudited Financial Results

 

Total revenues were RMB106.2 billion (US$15.4 billion), an increase of 11% from RMB95.7 billion in the same quarter of 2025. The increase was primarily due to the increase in revenues from transaction services.

 

· Revenues from online marketing services and others were RMB49.9 billion (US$7.2 billion), compared with RMB48.7 billion in the same quarter of 2025.

 

· Revenues from transaction services were RMB56.3 billion (US$8.2 billion), an increase of 20% from RMB47.0 billion in the same quarter of 2025.

 

Total costs of revenues were RMB46.9 billion (US$6.8 billion), an increase of 15% from RMB40.9 billion in the same quarter of 2025. The increase mainly came from the increased fulfilment fees, bandwidth and server costs, and payment processing fees.

 

Total operating expenses were RMB39.8 billion (US$5.8 billion), compared with RMB38.6 billion in the same quarter of 2025. The increase was primarily due to the increase in research and development expenses.

 

· Sales and marketing expenses were RMB33.8 billion (US$4.9 billion), compared with RMB33.4 billion in the same quarter of 2025.

 

· General and administrative expenses were RMB1.6 billion (US$229 million), compared with RMB1.7 billion in the same quarter of 2025.

 

· Research and development expenses were RMB4.4 billion (US$640 million), compared with RMB3.6 billion in the same quarter of 2025.

 

2


 

Operating profit in the quarter was RMB19.6 billion (US$2.8 billion), an increase of 22% from RMB16.1 billion in the same quarter of 2025. Non-GAAP operating profit in the quarter was RMB21.1 billion (US$3.1 billion), an increase of 15% from RMB18.3 billion in the same quarter of 2025.

 

Net income attributable to ordinary shareholders in the quarter was RMB12.5 billion (US$1.8 billion), a decrease of 15% from RMB14.7 billion in the same quarter of 2025. Non-GAAP net income attributable to ordinary shareholders in the quarter was RMB14.1 billion (US$2.0 billion), a decrease of 17% from RMB16.9 billion in the same quarter of 2025.

 

Basic earnings per ADS was RMB8.94 (US$1.30) and diluted earnings per ADS was RMB8.48 (US$1.23), compared with basic earnings per ADS of RMB10.59 and diluted earnings per ADS of RMB9.94 in the same quarter of 2025. Non-GAAP diluted earnings per ADS was RMB9.51 (US$1.38), compared with RMB11.41 in the same quarter of 2025.

 

Net cash generated from operating activities was RMB16.4 billion (US$2.4 billion), compared with RMB15.5 billion in the same quarter of 2025.

 

Cash, cash equivalents and short-term investments were RMB436.1 billion (US$63.2 billion) as of March 31, 2026, compared with RMB422.3 billion as of December 31, 2025.

 

Other non-current assets were RMB95.2 billion (US$13.8 billion) as of March 31, 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 May 27, 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.

 

5


 

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:

 

investor@pddholdings.com

media@pddholdings.com

 

6


 

PDD HOLDINGS INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

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

 

    As of  
    December 31, 2025     March 31, 2026  
    RMB     RMB
(Unaudited)
    US$
(Unaudited)
 
ASSETS                        
                         
Current assets                        
Cash and cash equivalents     108,901       123,041       17,837  
Restricted cash     73,831       76,213       11,049  
Receivables from online payment platforms     5,109       5,758       835  
Short-term investments     313,408       313,030       45,380  
Amounts due from related parties     10,205       9,768       1,416  
Prepayments and other current assets     7,527       8,745       1,268  
Total current assets     518,981       536,555       77,785  
                         
Non-current assets                        
Property, equipment and software, net     1,306       1,153       167  
Intangible assets     15       15       2  
Right-of-use assets     4,863       4,600       667  
Deferred tax assets     172       202       29  
Other non-current assets     104,708       95,179       13,798  
Total non-current assets     111,064       101,149       14,663  
Total Assets     630,045       637,704       92,448  

 

7


 

PDD HOLDINGS INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

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

 

    As of  
    December 31, 2025     March 31, 2026  
    RMB     RMB
(Unaudited)
    US$
(Unaudited)
 
LIABILITIES AND SHAREHOLDERS’ EQUITY                        
                         
Current liabilities                        
Amounts due to related parties     1,087       1,254       182  
Customer advances and deferred revenues     3,379       3,521       510  
Payable to merchants     107,407       109,151       15,824  
Accrued expenses and other liabilities     81,658       77,309       11,207  
Merchant deposits     17,708       17,905       2,596  
Lease liabilities     2,499       2,502       363  
Total current liabilities     213,738       211,642       30,682  
                         
Non-current liabilities                        
Lease liabilities     2,880       2,620       380  
Deferred tax liabilities     42       15       2  
Total non-current liabilities     2,922       2,635       382  
Total Liabilities     216,660       214,277       31,064  
                         
Shareholders’ equity                        
Ordinary shares     - *     - *     - *
Additional paid-in capital     125,768       127,292       18,453  
Statutory reserves     1,338       1,338       194  
Accumulated other comprehensive income/(loss)     2,116       (1,913 )     (277 )
Retained earnings     284,163       296,710       43,014  
Total Shareholders’ Equity     413,385       423,427       61,384  
                         
Total Liabilities and Shareholders’ Equity     630,045       637,704       92,448  

 

* 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 the three months ended March 31,  
    2025     2026  
    RMB     RMB     US$  
    (Unaudited)     (Unaudited)     (Unaudited)  
Revenues     95,672       106,229       15,400  
Costs of revenues     (40,946 )     (46,893 )     (6,798 )
                         
Sales and marketing expenses     (33,403 )     (33,773 )     (4,896 )
General and administrative expenses     (1,659 )     (1,579 )     (229 )
Research and development expenses     (3,578 )     (4,418 )     (640 )
Total operating expenses     (38,640 )     (39,770 )     (5,765 )
                         
Operating profit     16,086       19,566       2,837  
                         
Interest and investment income/(loss), net     223       (632 )     (92 )
Foreign exchange loss     (242 )     (145 )     (21 )
Other income/(loss), net     3,261       (2,031 )     (294 )
                         
Profit before income tax and share of results of equity investees     19,328       16,758       2,430  
Share of results of equity investees     (105 )     (96 )     (14 )
Income tax expenses     (4,481 )     (4,115 )     (597 )
Net income     14,742       12,547       1,819  

 

9


 

PDD HOLDINGS INC.

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

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

 

    For the three months ended March 31,  
    2025     2026  
    RMB     RMB     US$  
    (Unaudited)     (Unaudited)     (Unaudited)  
Net income     14,742       12,547       1,819  
Net income attributable to ordinary shareholders     14,742       12,547       1,819  
                         
Earnings per ordinary share:                        
-Basic     2.65       2.23       0.32  
-Diluted     2.49       2.12       0.31  
                         
Earnings per ADS (4 ordinary shares equals 1 ADS):                        
-Basic     10.59       8.94       1.30  
-Diluted     9.94       8.48       1.23  
                         
Weighted-average number of ordinary shares outstanding (in millions):                        
-Basic     5,568       5,616       5,616  
-Diluted     5,932       5,920       5,920  

 

10


 

PDD HOLDINGS INC.

NOTES TO FINANCIAL INFORMATION

(Amounts in millions of RMB and US$)

 

    For the three months ended March 31,  
    2025     2026  
    RMB     RMB     US$  
    (Unaudited)     (Unaudited)     (Unaudited)  
Revenues                  
- Online marketing services and others     48,722       49,936       7,239  
- Transaction services     46,950       56,293       8,161  
Total     95,672       106,229       15,400  

 

11


 

PDD HOLDINGS INC.

NOTES TO FINANCIAL INFORMATION

(Amounts in millions of RMB and US$)

 

    For the three months ended March 31,  
    2025     2026  
    RMB     RMB     US$  
    (Unaudited)     (Unaudited)     (Unaudited)  
Share-based compensation expenses included in:                  
Costs of revenues     57       28       4  
Sales and marketing expenses     637       361       52  
General and administrative expenses     924       707       103  
Research and development expenses     556       428       62  
Total     2,174       1,524       221  

  

12


 

PDD HOLDINGS INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Amounts in millions of RMB and US$)

 

    For the three months ended March 31,  
    2025     2026  
    RMB     RMB     US$  
    (Unaudited)     (Unaudited)     (Unaudited)  
Net cash generated from operating activities     15,517       16,445       2,384  
Net cash (used in)/generated from investing activities     (6,384 )     2,082       301  
Net cash generated from financing activities     - *     - *     - *
Effect of exchange rate changes on cash, cash equivalents and restricted cash     (69 )     (2,005 )     (290 )
                         
Increase in cash, cash equivalents and restricted cash     9,064       16,522       2,395  
Cash, cash equivalents and restricted cash at beginning of period     126,194       182,732       26,491  
Cash, cash equivalents and restricted cash at end of period     135,258       199,254       28,886  

 

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

 

13


 

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 the three months ended March 31,  
    2025     2026  
    RMB     RMB     US$  
    (Unaudited)     (Unaudited)     (Unaudited)  
Operating profit     16,086       19,566       2,837  
Add: Share-based compensation expenses     2,174       1,524       221  
Non-GAAP operating profit     18,260       21,090       3,058  
                         
Net income attributable to ordinary shareholders     14,742       12,547       1,819  
Add: Share-based compensation expenses     2,174       1,524       221  
Non-GAAP net income attributable to ordinary shareholders     16,916       14,071       2,040  
                         
Non-GAAP diluted weighted-average number of ordinary shares outstanding (in millions)     5,932       5,920       5,920  
Diluted earnings per ordinary share     2.49       2.12       0.31  
Add: Non-GAAP adjustments to earnings per ordinary share     0.36       0.26       0.03  
Non-GAAP diluted earnings per ordinary share     2.85       2.38       0.34  
Non-GAAP diluted earnings per ADS     11.41       9.51       1.38  

 

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