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Form 8-K

sec.gov

8-K — FingerMotion, Inc.

Accession: 0001520138-26-000200

Filed: 2026-06-02

Period: 2026-06-02

CIK: 0001602409

SIC: 7372 (SERVICES-PREPACKAGED SOFTWARE)

Item: Regulation FD Disclosure

Item: Financial Statements and Exhibits

Documents

8-K — fngr-06022026_8k.htm (Primary)

EX-99 (fngr-06022026_8kex99z1.htm)

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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

June 2, 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 7 – REGULATION

FD

Item 7.01 Regulation FD Disclosure

On June 2, 2026, FingerMotion, Inc. (the “Company”

or “FingerMotion”) issued a news release to announce a strategic evolution of its corporate direction designed to position

the Company for long-term growth through diversification, international expansion, and emerging technology initiatives.

Management has outlined a long-term strategic direction

to evolve toward a more diversified corporate growth platform, with implementation activities intended to be progressively phased in over

future fiscal periods.

As market conditions and capital allocation priorities

evolve, the Company continues to view its telecommunications, platform, and technology businesses as foundational and expects to strengthen

these areas through initiatives aimed at improving efficiency, streamlining operations, and enhancing operating performance.

As part of its broader strategy, FingerMotion is evaluating

a range of potential future growth opportunities, including possible participation in artificial intelligence and high-performance computing

(AI-HPC) related sectors. Any such initiatives would be considered alongside other strategic opportunities that management believes may

support long-term shareholder value creation. As of the date of this announcement, the Company has not entered into any definitive agreements

related to such initiatives.

The Company also intends to continue evaluating opportunities

that align with its objective of generating diversified revenue streams, including pursuing opportunities designed to derive increasing

portions of future revenue from markets outside Asia. The Company believes expanding its geographic reach may create additional opportunities

to diversify operational exposure, broaden strategic partnerships, and access emerging technology markets globally.

“We are excited about the evolution of FingerMotion’s

long-term strategy and the opportunities we believe it can create for our shareholders,” said Martin Shen, Chief Executive Officer

of FingerMotion. “Importantly, we remain fully committed to our current operating businesses and will continue working to grow and

strengthen those operations to the best of our ability. At the same time, we believe it is prudent to evaluate additional opportunities

that may complement our existing business portfolio and support long-term shareholder value. This may include selective participation

in emerging sectors such as AI and high-performance computing infrastructure where we believe long-term demand trends could create attractive

opportunities. We also believe expanding beyond our traditional regional focus may provide new avenues for growth and diversification

over time.”

The Company emphasized that these strategic initiatives

remain subject to ongoing evaluation, market conditions, financing availability, and regulatory considerations. There can be no assurance

that any contemplated transactions, or expansion initiatives will be completed.

A copy of the news release is attached as Exhibit

99.1 hereto.

The information contained

in this Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1, is being furnished and shall not be deemed “filed”

for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to

the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended,

or the Exchange Act, except as expressly set forth by specific reference in such filing.

SECTION 9 – FINANCIAL STATEMENTS AND EXHIBITS

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

Exhibit

Description

99.1

News Release dated June 2, 2026

104

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

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:  June 2, 2026

By: /s/ Martin J. Shen

Martin J. Shen

CEO and Director

EX-99

EX-99

Filename: fngr-06022026_8kex99z1.htm · Sequence: 2

FINGERMOTION ANNOUNCES STRATEGIC

EVOLUTION TOWARD DIVERSIFIED GROWTH FRAMEWORK

New strategic direction focused on business

diversification, geographic expansion, and evaluation of growth opportunities in emerging technology sectors

SINGAPORE / Newsfile Corp. / June 2, 2026

— FingerMotion, Inc. (NASDAQ: FNGR) (“FingerMotion” or the “Company”), a mobile services,

data and technology company, today announced a strategic evolution of its corporate direction designed to position the Company for long-term

growth through diversification, international expansion, and emerging technology initiatives.

Management has outlined a long-term strategic

direction to evolve toward a more diversified corporate growth platform, with implementation activities intended to be progressively phased

in over future fiscal periods.

As market conditions and capital allocation priorities

evolve, the Company continues to view its telecommunications, platform, and technology businesses as foundational and expects to strengthen

these areas through initiatives aimed at improving efficiency, streamlining operations, and enhancing operating performance.

As part of its broader strategy, FingerMotion

is evaluating a range of potential future growth opportunities, including possible participation in artificial intelligence and high-performance

computing (AI-HPC) related sectors. Any such initiatives would be considered alongside other strategic opportunities that management believes

may support long-term shareholder value creation. As of the date of this announcement, the Company has not entered into any definitive

agreements related to such initiatives.

The Company also intends to continue evaluating

opportunities that align with its objective of generating diversified revenue streams, including pursuing opportunities designed to derive

increasing portions of future revenue from markets outside Asia. The Company believes expanding its geographic reach may create additional

opportunities to diversify operational exposure, broaden strategic partnerships, and access emerging technology markets globally.

“We are excited about the evolution of FingerMotion’s

long-term strategy and the opportunities we believe it can create for our shareholders,” said Martin Shen, Chief Executive Officer

of FingerMotion. “Importantly, we remain fully committed to our current operating businesses and will continue working to grow and

strengthen those operations to the best of our ability. At the same time, we believe it is prudent to evaluate additional opportunities

that may complement our existing business portfolio and support long-term shareholder value. This may include selective participation

in emerging sectors such as AI and high-performance computing infrastructure where

we believe long-term demand trends could create

attractive opportunities. We also believe expanding beyond our traditional regional focus may provide new avenues for growth and diversification

over time.”

The Company emphasized that these strategic initiatives

remain subject to ongoing evaluation, market conditions, financing availability, and regulatory considerations. There can be no assurance

that any contemplated transactions, or expansion initiatives will be completed.

About FingerMotion, Inc.

FingerMotion is an evolving technology company

with a core competency in mobile payment and recharge platform solutions in China. As the user base of its primary business continues

to grow, the Company is developing additional value-added technologies to market to its users. The vision of the Company is to rapidly

grow the user base through organic means and have this growth develop into an ecosystem of users with high engagement rates utilizing

its innovative applications. Developing a highly engaged ecosystem of users would strategically position the Company to onboard larger

customer bases. FingerMotion eventually hopes to serve over 1 billion users in the China market and eventually expand the model to other

regional markets.

For more information on FingerMotion, visit: https://fingermotion.com/

Company Contact:

FingerMotion, Inc.

For further information e-mail: info@fingermotion.com

Phone: 718-269-3366

Safe Harbor Statement

Except for the statements of historical

fact contained herein, the information presented in this news release constitutes "forward-looking statements" as such term

is used in applicable United States securities laws. These statements relate to analysis and other information that are based on forecasts

or future results, estimates of amounts not yet determinable and assumptions of management. Any other statements that express or involve

discussions with respect to predictions, expectations, beliefs, plans, projections, objectives, assumptions or future events or performance

(often, but not always, using words or phrases such as "expects", or "does not expect", "is expected",

"anticipates" or "does not anticipate", "plans", "estimates" or "intends", or stating

that certain actions, events or results "may", "could", "would", "might" or "will"

be taken, occur or be achieved) are not statements of historical fact and should be viewed as "forward-looking statements".

We have based these forward-looking statements on our current expectations about future events or performance. While we believe these

expectations are reasonable, such forward-looking statements are inherently subject to risks and uncertainties, many of which are beyond

our control. Our actual future results may differ materially from those discussed or implied in our forward-looking statements for various

reasons. Factors that could contribute to such differences include, but are not limited to: international, national and local general

economic and market conditions; demographic changes; the ability of the Company to sustain, manage or forecast its growth; the ability

of the Company to manage its VIE contracts; the ability of the Company to maintain its relationships and licenses in China; adverse publicity;

competition and changes in the Chinese telecommunications market; fluctuations and difficulty in forecasting operating results; business

disruptions, such as technological failures and/or cybersecurity breaches; and the other factors discussed in the Company's periodic

reports that are filed with the Securities and Exchange Commission and available on its website (http://www.sec.gov).

There can be no assurance that such statements will prove to be accurate as actual results and future events could differ materially

from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements contained

in this news release and in any document referred to in this news release. The forward-looking statements included in this release are

made only as of the date hereof. For forward-looking statements in this news release, the Company claims the protection of the safe harbor

for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995. The Company assumes no obligation to

update or supplement any forward-looking statements whether as a result of new information, future events or otherwise. This news release

shall not constitute an offer to sell or the solicitation of any offer to buy our securities.

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