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

of the Securities Exchange Act of 1934

FOR THE MONTH OF ~~January~~ May 2026

COMMISSION FILE NUMBER: 001-33863

XINYUAN REAL ESTATE CO., LTD.

27/F, China Central Place, Tower II
79 Jianguo Road, Chaoyang District
Beijing 100025
People’s Republic of China

(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 ¨

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

OnXinyuan ~~January 9, 2026, following the conclusion of an appeals process, the New York Stock Exchange (“NYSE”) announced that the American Depository Shares (the “Securities”) of XINYUAN~~ Real Estate, Co., Ltd. (~~the~~ “Company”) ~~would~~provides bethe following ~~delisted~~update ~~from~~regarding the ~~NYSE.~~filing ~~The~~status ~~delisting is a result~~ of ~~the~~its ~~NYSE’s~~annual ~~determination~~report on ~~September 3,~~Form ~~2025~~20-F ~~that~~for the ~~Company~~fiscal noyear ~~longer~~ended ~~satisfied~~December ~~the~~31, ~~NYSE’s continued listing standard relating to market capitalization~~2025.

As adisclosed ~~result~~in of the ~~delisting,~~Company’s Form 12b-25 filed on ~~January 19~~April 30, 2026, the Company ~~began~~extended the ~~process~~filing ofdeadline ~~completing~~for ~~the~~its ~~initial~~annual ~~steps~~report ~~and required disclosures~~ to ~~facilitate~~May ~~trading~~15, of2026. ~~its~~However, ~~Securities on~~ the ~~OTC Markets platform. The~~ Company ~~intends~~will ~~for~~not ~~its Securities to~~ be ~~quoted~~able ~~on the OTCID Basic Market, subject~~ to ~~completion of the~~complete ~~applicable~~the ~~onboarding~~filing ~~and~~by ~~eligibility~~such ~~processes with OTC Markets Group, Inc~~date.

The Company’s ~~will~~management ~~provide~~team ~~further~~is ~~disclosures~~still in the process of compiling ~~regarding~~the ~~its~~information ~~trading~~required ~~activity~~for onthe annual report and requires additional time to finalize the ~~OTC~~consolidated ~~Markets~~financial ~~platform~~statements. asThe Company and its independent registered public accounting firm also require additional ~~information~~time ~~becomes~~to ~~available~~conduct further audit testing and complete the necessary documentation.

The Company will continue to work diligently with all relevant parties to advance the foregoing process and expects to file the annual report as soon as practicable.

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.

	XINYUAN REAL ESTATE CO., LTD.
	(Registrant)
Date: January 20, 2026	By:	/s/ Yong Zhang
Date: May 15, 2026	By:	/s/ Yong Zhang
		Name:	Yong Zhang
		Title:	Chief Executive Officer

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