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: 001-42466

3 E NETWORK TECHNOLOGY GROUP LIMITED

(Exact name of registrant as specified in its charter)

No.118 Connaught Road West, 3003-2

Hong Kong, China, 999077

(Address of Principal Executive Offices)

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

Form 20-F ☒ Form 40-F ☐

~~CONTENTS~~Amendment of Memorandum and Articles of Association; Increase of Number of Authorized Shares

OnEffective as of May 120, 2026, 3 E Network Technology Group Limited (the “Company”) ~~entered~~amended ~~into~~its amemorandum ~~Securities~~and ~~Purchase~~articles ~~Agreement~~of ~~(the “Purchase Agreement”)~~association ~~with an institutional investor~~ (the “~~Investor~~M&A”), ~~pursuant~~ to ~~which~~increase the ~~Company~~number ~~agreed~~of toauthorized ~~sell~~shares ~~and~~from ~~issue~~20,000,000 ~~(i)~~shares with a ~~senior~~par ~~secured 8%~~value ~~original issue discount convertible promissory note in the principal amount~~ of upUSD0.0025 ~~to $1~~each,~~300,000~~ comprising (~~the “Note”~~i) ~~for aggregate gross proceeds of $1~~16,~~196~~000,000 ~~(collectively, the “Subscription Amount”) and (ii) a Class A ordinary~~ shares ~~purchase~~of ~~warrant (the “Warrant”) to purchase up to 265,198~~ Class A ordinary shares ~~of the Company~~, par value $0USD0.0025 per share; ~~(the~~and ~~“Shares”~~(ii)~~. The~~ ~~Note~~4,000,000 isshares ~~convertible~~of ~~into~~ Class AB ordinary shares ~~of the Company~~, par value $0USD0.0025 per share, ~~(the~~to ~~“Shares”).~~150,000,000 ~~The~~shares ~~initial closing~~with ~~for~~a ~~aggregate~~par ~~gross~~value ~~proceeds~~ of ~~$920~~USD0.0025 each,~~000~~ ~~and~~comprising a(i) ~~principal amount of $1~~100,000,000 shares of ~~Note~~Class ~~occurred~~A ordinary onshares, ~~the~~par ~~same~~value ~~date (the “Closing”)~~USD0. ~~The~~0025 ~~Purchase~~per ~~Agreement~~share; ~~provides~~and ~~for~~(ii) ~~a second closing of $300~~50,000 ~~in principal of Note for $276~~,000 inshares ~~gross proceeds to occur upon effectiveness~~ of ~~the~~Class ~~resale~~B ~~registration~~ordinary ~~statement for the Shares underlying the Note~~shares, ~~subject~~par tovalue ~~certain~~USD0.0025 ~~additional~~per ~~terms~~share. This ~~and~~amendment ~~conditions.~~was ~~The~~approved ~~Warrant is~~by ~~exercisable~~the atboard ~~any~~of ~~time~~directors on ~~or after~~ May 120, 2026 ~~(the “Initial Exercise Date”)~~ and onbecame oreffective ~~prior to 5:00 p.m. (New York, NY time)~~ on May 120, ~~2030~~2026 orupon ~~such~~the ~~later~~completion ~~date as extended, at an initial exercise price~~ of ~~$5.00 per share (~~the ~~“Exercise Price”),~~ ~~subject~~filing towith ~~adjustments~~the ~~for~~British ~~share~~Virgin ~~splits,~~Islands ~~share~~Registrar ~~dividends,~~of ~~and~~Corporate ~~similar~~Affairs ~~transactions.~~in ~~During~~accordance with the ~~continuance~~BVI ofBusiness anCompanies ~~Event~~Act, ofRevised ~~Default under~~Edition ~~the Note~~2020, ~~the~~together ~~Investor~~with ~~may~~any ~~elect~~other tofilings ~~exercise~~as ~~the~~required ~~Warrant~~pursuant ~~at an alternative exercise price equal~~ to ~~80% of~~ the ~~VWAP~~laws ~~for~~of the ~~trading~~British ~~day immediately~~Virgin ~~preceding the date of exercise~~Islands. ~~The~~This ~~Warrant~~amendment ~~also~~was ~~provides~~adopted ~~for~~to ~~"cashless exercise" if there is no effective registration~~support ~~statement registering~~ the ~~Shares~~Company’s ~~underlying~~long-term ~~the~~commercial ~~Warrant,~~benefit orand ~~the~~overall ~~prospectus~~commercial ~~contained therein is not available for the issuance of the Warrant Shares to the Holder~~objectives.

The ~~Company and the Investor~~ ~~also~~M&A ~~entered~~was ~~into~~amended aby ~~Registration~~deleting ~~Rights~~Clause ~~Agreement,~~7 ~~which~~in ~~stipulates~~its ~~that~~entirety ~~the Company will file a registration statement on Form F-3, or, if the Company is not then eligible to use Form F-3, on Form F-1, or any successor form with the U.S. Securities~~ and ~~Exchange~~replacing ~~Commission (“SEC”)~~it ~~within 15 business days upon the Closing, which will cover the resale of Shares issuable upon conversion of the Note and exercise of the Warrant.~~with:

~~In addition, to secure~~“The ~~the~~Company ~~transactions~~is ~~and~~authorized asto issue a ~~condition~~maximum ~~precedent~~of ~~to the Closing~~150,000,000 ~~the~~shares ~~Company,~~with ~~its~~a ~~subsidiaries,~~par ~~and~~value ~~the~~of ~~Investor~~USD0.0025 ~~also~~each, ~~entered~~comprising ~~into~~(i) a100,000,000 ~~Guarantee~~shares of ~~Agreement~~Class atA ~~the~~ordinary ~~Closing~~shares, topar ~~guarantee~~value ~~the~~USD0.0025 ~~Company’s~~per ~~payment~~share and ~~performance~~(ii) 50,000,000 shares of ~~all~~Class ~~obligations~~B ~~under~~ordinary ~~the~~shares, ~~Purchase~~par ~~Agreement~~value USD0.0025 per share.

~~Boustead Securities,~~Shares ~~LLC~~may ~~acted~~be issued in one or more series of shares as the ~~placement~~directors ~~agent~~may inby ~~connection~~resolution ~~with~~of ~~the~~directors ~~offering.~~determine from time to time,

~~The foregoing description~~No ofClass ~~the~~B ~~Purchase~~Ordinary ~~Agreement,~~Share ~~the~~may ~~Note, the Warrant, the Registration Rights Agreement, the Guarantee Agreement and the transactions contemplated thereby does not purport to~~ be ~~complete~~issued ~~and~~unless isapproved ~~qualified~~(x) inby ~~its~~a ~~entirety~~resolution passed by ~~reference~~at toleast ~~the~~seventy-five ~~full~~percent ~~text~~(75%) of ~~such~~the ~~documents, forms~~ directors of ~~which are~~the ~~filed~~Company asvoting ~~Exhibits~~at toa ~~this~~meeting ~~Current~~of ~~Report~~directors onor ~~Form~~(y) ~~6-K~~by asa ~~Exhibits~~written ~~10.1,~~resolution ~~4.1,~~passed ~~4.2,~~by ~~10.2~~at ~~and~~least ~~10.3~~seventy-five ~~hereto,~~percent ~~respectively,~~(75%) ~~and~~of ~~incorporated~~all directors byin ~~reference~~office.”

This report does not constitute an offer to sell, or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or jurisdiction.

Safe Harbor Statements

This report contains statements that may constitute “forward-looking” statements pursuant to the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements include, without limitation, statements regarding the expected use of proceeds, the Company’s ability to satisfy conditions to future closings, and the Company’s future plans and strategies. Words such as “may,” “will,” “expects,” “plans,” “intends,” “believes,” “estimates,” “anticipates,” “targets,” and similar expressions are intended to identify such forward-looking statements. These statements are based on current expectations and assumptions that are subject to risks and uncertainties. Actual results may differ materially from those expressed or implied in the forward-looking statements. Additional information regarding these and other risks is included in the Company’s filings with the SEC. The Company undertakes no obligation to update any forward-looking statement to reflect events or circumstances after the date of this report, except as required by law.

EXHIBITS

Exhibit No.		Description
4.1		Form of Note
4.2		Form of Warrant
10.1		Form of Securities Purchase Agreement
10.2		Form of Registration Rights Agreement
10.3		Form of Guarantee Agreement

Signature

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.

	3 E Network Technology Group Limited

	By:	/s/ Tingjun Yang
	Name:	Tingjun Yang
	Title:	Chief Executive Officer, Director

Date: May 422, 2026

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