SEC Form 6-K filed by Gorilla Technology Group Inc.

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 January 2025

Commission File Number: 001-41448

Gorilla Technology Group Inc.

(Translation of registrant’s name into English)

Meridien House

42 Upper Berkeley Street

Marble Arch

London, United Kingdom W1H 5QJ

(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 ☒       Form 40-F ☐

Explanatory Note

On January 6, 2025, Gorilla Technology Group Inc., a Cayman Islands exempted company (the “Company”), issued a press release announcing updates to the Company’s capitalization following the conversion of the Company’s preference shares and the exercise of certain outstanding warrants of the Company. The press release is furnished as Exhibit 99.1 to this report on Form 6-K.

As of January 3, 2025, the Company has 18,464,651 ordinary shares outstanding, excluding treasury shares. This reflects the full conversion of all the Company’s preference shares, as well as the exercise of a combined total of 2,663,750 Series A, Series B, and Series C warrants.

INCORPORATION BY REFERENCE

Only the information included in the “Explanatory Note” section of this Report of Foreign Private Issuer on Form 6-K is hereby incorporated by reference into the Company’s Registration Statements on Form F-3 (File Nos. 333-274053, 333-267838 and 333-276708) and on Form S-8 (File No. 333-275749) (including any prospectuses forming a part of such registration statements) and shall be a part thereof from the date on which this Report of Foreign Private Issuer on Form 6-K is filed, to the extent not superseded by documents or reports subsequently filed or furnished. The information included in Exhibit 99.1 of this Report of Foreign Private Issuer on Form 6-K is not incorporated by reference into the foregoing registration statements (nor into any prospectuses forming a part thereof).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this amended report to be signed on its behalf by the undersigned, thereunto duly authorized.

Exhibit Index