Form 6-K - Report of foreign issuer [Rules 13a-16 and 15d-16]

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 December 2024

Commission File Number: 001-35016

TROOPS, Inc.

Unit A, 18/F, 8 Fui Yiu Kok Street,

Tsuen Wan, New Territories,

Hong Kong

(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 x Form 40-F ¨

Indicate by check mark if the registrant is submitting the Form 6-xK 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): ¨

This report is hereby incorporated by reference to the Registration Statement on Form F-3 (File No. 333-273175) of the Company.

Other Information

On December 4, 2024 TROOPS, Inc. (the “Company”) held an Annual Meeting of Shareholders to vote on the following proposals, each of which was approved by the shareholders:

1. To ratify and approve the appointment of Audit Alliance LLP as auditor of the Company for the fiscal year ending December 31, 2024, and to authorize the board of directors of the Company to fix the remuneration of the auditor.

Shares voting For	Shares voting Against	Shares voting Abstain
68,331,363	551	921

2. To elect each of the following persons as a Director of the Company, pursuant to the Company’s Articles of Association:

Jason Che Wai AU

Yong Li HUANG

Wood Shing Kei SZE

Dominic Wang Tai LI

Rui WU

Name	Shares voting For	Shares voting Against	Shares voting Abstain
Jason Che Wai AU	68,330,542	1,886	407
Yong Li HUANG	68,330,906	1,408	521
Wood Shing Kei SZE	68,329,421	2,482	932
Dominic Wang Tai LI	68,330,377	2,051	407
Rui WU	68,329,962	2,452	421

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.