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: 001-41663
Chanson International Holding
B9 Xinjiang Chuangbo Zhigu Industrial Park
No. 100 Guangyuan Road, Shuimogou District
Urumqi, Xinjiang, 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 ☐
EXPLANATORY NOTE
Chanson International Holding, a company incorporated under the laws of the Cayman Islands, hereby furnishes its press release titled “Chanson International Holding Announces 100 for 1 Share Consolidation” that was published on May 5, 2026.
Incorporation by Reference
The contents of this Report on Form 6-K are hereby incorporated by reference into (i) the Company’s registration statement on Form S-8 (File No. 333-288739) filed with the SEC on July 18, 2025 and (ii) the Company’s registration statement on Form F-3 (File No. 333-289600) that was initially filed with the SEC on August 14, 2025 and declared effective by the SEC on September 30, 2025.
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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.
| Chanson International Holding | ||
| Date: May 6, 2026 | By: | /s/ Gang Li |
| Name: | Gang Li | |
| Title: |
Chief Executive Officer, Director, and Chairman of the Board of Directors | |
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EXHIBIT INDEX
| Exhibit No. | Description | |
| 99.1 | Press Release titled “Chanson International Holding Announces 100 for 1 Share Consolidation” |
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Exhibit 99.1
Chanson International Holding Announces 100 for 1 Share Consolidation
URUMQI, China, May 5, 2026 (GLOBE NEWSWIRE) – Chanson International Holding (NASDAQ: CHSN) (the “Company” or “Chanson”), a provider of bakery, seasonal, and beverage products through its chain stores in China and the United States, today announced that the authorised, issued, and outstanding shares of the Company would be consolidated on a 100 for 1 ratio with the marketplace effective date of May 7, 2026.
Beginning with the opening of trading on May 7, 2026, the Company’s Class A ordinary shares will trade on the Nasdaq Capital Market on a split-adjusted basis, under the same symbol “CHSN” but under a new CUSIP number, G2104U115.
As a result of the share consolidation, each 100 ordinary shares outstanding will automatically combine and convert to one issued and outstanding ordinary share without any action on the part of the shareholders. No fractional shares will be issued to any shareholders in connection with the share consolidation, and each shareholder will be entitled to receive one share of the Company in lieu of the fractional share of that class that would have resulted from the share consolidation.
At the time the share consolidation is effective, the Company’s authorised share capital will be changed from US$412,500 divided into 4,110,000,000 Class A ordinary shares of US$0.0001 par value each and 15,000,000 Class B ordinary shares of US$0.0001 par value each, to US$412,500 divided into 41,100,000 Class A ordinary shares of US$0.01 par value each and 150,000 Class B ordinary shares of US$0.01 par value each. The Company’s total issued and outstanding Class A ordinary shares will be changed from 363,907,905 Class A ordinary shares of US$0.0001 par value each as of May 4, 2026 (including 132,070,000 Class A ordinary shares that have been issued but reserved for at-the-market offering program) to approximately 3,639,079 Class A ordinary shares of US$0.01 par value each (including 1,320,700 Class A ordinary shares that have been issued but reserved for at-the-market offering program). The Company’s total issued and outstanding Class B ordinary shares will be changed from 70,875 Class B ordinary shares of US$0.0001 par value each as of May 4, 2026 to approximately 708 Class B ordinary shares of US$0.01 par value each.
About Chanson International Holding
Founded in 2009, Chanson International Holding is a provider of bakery, seasonal, and beverage products through its chain stores in China and the United States. Headquartered in Urumqi, China, Chanson directly operates stores in Xinjiang, China and New York, United States. Chanson currently manages 63 stores in China, and three stores in New York City while selling on digital platforms and third-party online food ordering platforms. Chanson offers not only packaged bakery products but also made-in-store pastries and eat-in services, serving freshly prepared bakery products and extensive beverage products. Chanson aims to make healthy, nutritious, and ready-to-eat food through advanced facilities based on in-depth industry research, while creating a comfortable and distinguishable store environment for customers. Chanson’s dedicated and highly-experienced product development teams constantly create new products that reflect market trends to meet customer demand. For more information, please visit the Company’s website: http://ir.chanson-international.net/.
Forward-Looking Statements
Certain statements in this announcement are forward-looking statements. These forward-looking statements involve known and unknown risks and uncertainties and are based on the Company’s current expectations and projections about future events that the Company believes may affect its financial condition, results of operations, business strategy and financial needs. Investors can find many (but not all) of these statements by the use of words such as “approximates,” “believes,” “hopes,” “expects,” “anticipates,” “estimates,” “projects,” “intends,” “plans,” “will,” “would,” “should,” “could,” “may” or other similar expressions. The Company undertakes no obligation to update or revise publicly any forward-looking statements to reflect subsequent occurring events or circumstances, or changes in its expectations, except as may be required by law. Although the Company believes that the expectations expressed in these forward-looking statements are reasonable, it cannot assure you that such expectations will turn out to be correct, and the Company cautions investors that actual results may differ materially from the anticipated results and encourages investors to review other factors that may affect its future results in the Company’s registration statement and other filings with the SEC.
For investor and media inquiries, please contact:
Chanson International Holding
Investor Relations Department
Email: IR@chansoninternational.com
Ascent Investor Relations LLC
Tina Xiao
Phone: +1-646-932-7242
Email: investors@ascent-ir.com