UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

February 1726, 2026 Date of Report (Date of earliest event reported)

FINGERMOTION, INC.
(Exact name of registrant as specified in its charter)

Delaware	001-41187	46-4600326
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

111 Somerset Road, Level 3 Singapore	238164
(Address of principal executive offices)	(Zip Code)

(347) 349-5339
Registrant’s telephone number, including area code

Not applicable.
(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol (s)	Name of each exchange on which registered
Common Stock	FNGR	The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (Section 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (Section 240.12b-2 of this chapter).

Emerging growth company ¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

SECTION 75 – ~~REGULATION~~CORPORATE FDGOVERNANCE AND MANAGEMENT

Item 75.0107. ~~Regulation~~Submission FDof ~~Disclosure~~Matters to a Vote of Security Holders

OnResults ~~February~~of ~~17, 2026, FingerMotion, Inc. (~~the ~~“Company”~~ orAnnual ~~“FingerMotion”)~~Meeting ~~issued a news release to announce that it has entered into a non-binding Memorandum~~ of ~~Understanding (“MOU”) with Digital Landia Ltd. (“DL”) to explore the development of a minimum viable product (“MVP”) and marketplace initiative for North America.~~Stockholders

DLAn ~~specializes~~Annual inMeeting ~~building~~of ~~proprietary~~Stockholders ~~artificial intelligence technology and blockchain-based protocols and frameworks designed to extend B2B platforms into B2C marketplaces. Under~~ (the ~~terms~~ “AGM”) of the ~~MOU,~~Company ~~the~~was ~~parties~~held ~~intend~~on toFebruary ~~evaluate~~26, ~~the~~2026 ~~feasibility of integrating DL’s proposed protocol framework with FingerMotion’s existing mobility data infrastructure~~ to ~~support~~approve athe ~~potential~~agenda ~~North~~items ~~American~~described ~~market entry~~below.

~~The~~Proxies ~~proposed~~for ~~MVP~~the ~~initiative~~AGM ~~would~~were ~~include:~~solicited pursuant to Regulation 14A under the Securities Exchange Act of 1934, as amended, and there was no solicitation in opposition to the Company’s solicitation.

·A ~~Development~~total of 27,126,232 shares (44.26% of the 61,281,308 issued and outstanding shares of the Company’s common stock entitled to vote as of January 14, 2026, the record date for the AGM) were present in person or by proxy, constituted a ~~North~~quorum ~~American~~for ~~B2C~~the ~~marketplace~~transaction ~~utilizing~~of AIbusiness and ~~blockchain-based~~were ~~architecture;~~voted at the AGM. The agenda items submitted at the AGM were passed as described below. Percentages indicated below reflect the percentage of the total number of shares voted at the AGM with respect to that agenda item.

·Agenda ~~Design~~Item of1. aTo ~~compliant~~elect ~~monetization~~six ~~strategy and customer acquisition cost framework; and~~directors:

· Demonstration of MVP functionality, including performance monitoring and data collection to evaluate monetization potential.

Nominee	For		Withheld
Martin Shen	13,368,562	99.00%	134,676	1.00%
Hsien Loong Wong	12,986,865	96.18%	516,373	3.82%
Yew Poh Leong	11,147,903	82.56%	2,355,335	17.44%
Eng Ho Ng	12,256,451	90.77%	1,246,787	9.23%
Tuck Seng Low	12,826,958	94.99%	676,280	5.01%
Yang Yeat Choe	13,071,869	96.81%	431,369	3.19%

~~The~~There ~~parties~~were ~~intend to conduct due diligence and assess the technical~~13, ~~regulatory~~622,994 ~~and~~broker ~~commercial~~non-votes ~~feasibility~~with ofrespect to ~~the~~this ~~proposed~~agenda ~~integration~~item. ~~Subject~~Votes tothat ~~satisfactory~~were ~~completion~~withheld ~~of due diligence~~ and ~~mutual~~broker ~~agreement~~non-votes onwere ~~terms,~~counted for the ~~parties~~purposes ~~may~~of ~~negotiate~~determining ~~and~~the ~~enter~~presence ~~into~~or absence of a ~~definitive~~quorum ~~cooperation~~but ~~agreement~~had ~~within~~no ~~approximately~~other ~~sixty (60)~~effect ~~days~~on ~~from~~this ~~the~~agenda ~~date of the MOU~~item.

~~The~~Agenda ~~MOU~~Item is2. ~~non-binding~~To ~~and~~ratify ~~does~~the ~~not obligate either~~appointment ~~party~~of toCT ~~enter~~International ~~into~~LLP aas ~~definitive~~the ~~agreement.~~Company’s ~~There~~independent ~~can~~registered bepublic noaccounting ~~assurance~~firm ~~that~~for athe ~~definitive~~fiscal ~~cooperation~~year ~~agreement~~ending ~~will~~February be28, ~~executed~~2025. The orvotes ~~that any~~cast ~~transaction~~for or ~~collaboration~~against ~~will~~this beagenda ~~completed.~~item, ~~Any~~and ~~future~~the ~~arrangement~~number ~~would be subject to further due diligence, negotiation~~ of ~~final documentation~~abstentions, ~~and~~were ~~applicable~~as ~~approvals.~~follows:

A copy of the news release is attached as Exhibit 99.1 hereto.

For		Against		Abstain
26,816,321	98.86%	122,198	0.45%	187,713	0.69%

~~The~~There ~~information~~were ~~contained in~~no ~~this~~broker ~~Item~~non-votes ~~7.01~~with ofrespect to this ~~Current~~agenda ~~Report on Form 8-K, including Exhibit 99~~item.1, isAbstentions ~~being~~were ~~furnished~~counted ~~and shall not be deemed “filed”~~ for purposes of ~~Section~~determining ~~18 of~~ the ~~Securities~~presence ~~Exchange~~or ~~Act~~absence of ~~1934,~~a ~~as amended (the “Exchange Act”)~~quorum, orand ~~otherwise~~abstentions ~~subject~~were todeemed ~~the~~to ~~liabilities of that section, nor shall it~~ be ~~deemed~~“votes ~~incorporated~~cast” byand ~~reference~~had ~~in any filing under~~ the ~~Securities~~same ~~Act~~effect ~~of 1933,~~ as ~~amended, or~~a ~~the~~vote ~~Exchange~~against ~~Act,~~this ~~except~~agenda ~~as expressly set forth by specific reference in such filing~~item.

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~~SECTION~~Agenda 9Item –3. ~~FINANCIAL~~To ~~STATEMENTS~~approve, ~~AND~~on ~~EXHIBITS~~a non-binding advisory basis, the compensation of the Company’s named executive officers. The votes cast for or against this agenda item, and the number of abstentions, were as follows:

Item 9.01	Financial Statements and Exhibits
For		Against		Abstain
(d)	Exhibits
12,561,438	93.03%	534,317	3.95%	407,483	3.02%

Exhibit		Description
99.1		News Release dated February 17, 2026
104		Cover Page Interactive Data File (the cover page XBRL tags are embedded within the inline XBRL document)

There were 13,622,994 broker non-votes with respect to this agenda item. Broker non-votes and abstentions were counted for purposes of determining the presence or absence of a quorum. Abstentions were deemed to be “votes cast” and had the same effect as a vote against this agenda item. Broker non-votes were not deemed to be “votes cast”, and therefore had no effect on the vote with respect to this agenda item.

~~- 3 -~~SECTION 8 – OTHER EVENTS

~~SIGNATURES~~Item 8.01 Other Events

~~Pursuant~~Effective toon ~~the~~February ~~requirements~~26, of2026, ~~the~~following ~~Securities~~the ~~Exchange~~annual ~~Act~~meeting ~~of 1934,~~ the ~~registrant~~Company’s ~~has~~Board ~~duly~~of ~~caused~~Directors ~~this~~re-appointed ~~report to be signed on its behalf by~~ the ~~undersigned~~following ~~hereunto duly authorized.~~officers:

	FINGERMOTION, INC.
DATE: February 17, 2026	By:	/s/ Martin J. Shen
		Martin J. Shen
		CEO and Director

Martin Shen	President and Chief Executive Officer; and

Yew Hon Lee	Chief Financial Officer, Secretary and Treasurer.

~~- 4 -~~In addition, on March 2, 2026, the Company issued a news release announcing the results of the AGM. A copy of the news release is attached as Exhibit 99.1 hereto.

SECTION 9 – FINANCIAL STATEMENTS AND EXHIBITS

Item 9.01	Financial Statements and Exhibits

(d)	Exhibits

Exhibit		Description

99.1		News Release dated March 2, 2026

104		Cover Page Interactive Data File (the cover page XBRL tags are embedded within the inline XBRL document)

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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 hereunto duly authorized.

	FINGERMOTION, INC.

DATE: March 3, 2026	By:	/s/ Martin J. Shen
		Martin J. Shen CEO and Director

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