Form 6-K Boqii Holding Ltd Due: May 20

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UNITED STATES

SAFETY AND EXCHANGES COMMISSION

Washington, D.C. 20549

FORM 6-K

FOREIGN ISSUER REPORT
PURSUANT TO RULE 13a-16 OR 15d-16 OF THE
THE SECURITIES EXCHANGE ACT OF 1934

For the month of May 2022

Board file number: 001-39547

Boqii Holding Limited

Building 9, No. 388, Shengrong Road, Pudong

New district, Shanghai 201210

The People’s Republic of China

(Address of main executive offices)

Indicate with a tick whether the registered person files or will file annual reports in 20-F or 40-F envelopes. Form 20-F Form 40-F

Indicate with a check mark if the filer is submitting the Form 6-K on paper, as permitted by ST Rule 101(b)(1):

Indicate with a check mark if the filer is submitting the Form 6-K on paper, as permitted by ST Rule 101(b)(7):

Contents

Exposure
99.1 Press release of May 20, 2022

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, duly authorized thereto.in Shanghai, People’s Republic of China.

Boqii Holding Limited
Date: May 20, 2022 By: /s/ Yingzhi (Lisa) Tang
Name: Yingzhi (Lisa) Tang
Title: Director, Co-Chief Executive Officer and Chief Financial Officer

PART 99.1

Boqii Announces ADS Ratio Change Implementation Plan

SHANGHAI, China, May 20, 2022 (PRNewswire) — Boqii Holding Limited (“Boqii” or the “Company”) (NYSE: BQ), a leading pet-focused platform in China, today announced plans to to change the ratio of its American Depositary Shares (“ADS”) to Class A common stock from one (1) ADS representing three-quarters (0.75) of Class A common stock to one (1) ADS representing six (6) shares of Class A common stock (the “Ratio Change ADS”). The ADS ratio change is expected to become effective on or about May 31, 2022 (US Eastern Time).

For holders of Boqii ADSs, the ADS ratio change will have the same effect as a one-for-eight reverse split on existing ADSs. Each ADS holder of record at the close of business on the effective date of the ADS Ratio Change will be required to surrender and exchange eight (8) existing ADSs then held for one (1) new ADS . The Bank of New York Mellon (“BNY Mellon”), as depositary bank for Boqii’s ADS program, will arrange for the exchange of current ADSs for new ADSs (subject to receipt of applicable ADS fees by holders of ads that exchange). No action is required on the part of non-certified ADS holders to effect the ADS ratio change, as the change will be made on the books of the ADS custodian.

No new fractional ADSs will be issued as part of the ADS Ratio Change. Instead, BNY Mellon will attempt to sell all fractional rights to the new ADSs and the net cash proceeds from the sale of the fractional ADS rights (after deducting fees, taxes and expenses) will be distributed to the relevant ADS holders. by BNY Mellon. Boqii’s ADSs will continue to trade on the New York Stock Exchange under the symbol “BQ”. The change in the ADS ratio will have no impact on the underlying Class A ordinary shares of Boqii, and no Class A ordinary shares will be issued or canceled in connection with the change in the ADS ratio.

As a result of the change in the ADS ratio, our ADS price is expected to increase proportionally, although the Company cannot guarantee that the ADS price after the change in the ADS ratio will be equal to or greater than eight (8) times the ADS price before the change. .

About Boqii Holding Limited

Boqii Holding Limited (NYSE: BQ) is one of China’s leading pet-focused platforms. We are the leading online destination for pet products and supplies in China with our wide selection of high quality products, including global top brands, local emerging brands and our own house brand, Yoken and Mocare, offered. at competitive prices. Our online shopping platforms, including Boqii Mall and our flagship stores on third-party e-commerce platforms, provide customers with convenient access to a wide selection of high-quality pet products and an engaging shopping experience. personalized. Our Boqii community provides an informative and interactive content platform for users to share their knowledge and love for pets.

For more information, please visit: http://ir.boqii.com/.

Safe Harbor Statement

This press release contains forward-looking statements. These statements are made pursuant to the “safe harbor” provisions of the United States Private Securities Litigation Reform Act of 1995. Statements that are not historical facts, including statements about the Company’s beliefs and expectations , are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties, and a number of factors could cause actual results to differ materially from those contained in any forward-looking statement. In some instances, forward-looking statements may be identified by words or phrases such as “may”, “will”, “expect”, “anticipate”, “target”, “aim”, “estimate”, ” intends to”, “plan”, “believe”, “potential”, “continue”, “is/are likely”

to” or other similar expressions. The Company may also make written or oral forward-looking statements in its reports filed with or furnished to the United States Securities and Exchange Commission (the “SEC”), in its annual reports to shareholders, in press releases and other written materials and in oral statements made by its officers, directors or employees to third parties. Statements that are not historical facts, including statements about the Company’s beliefs and expectations, are forward-looking statements Forward-looking statements involve risks and uncertainties.

Further information regarding such risks, uncertainties or factors is included in the Company’s filings with the SEC. All information provided in this press release speaks as of the date of this press release, and the Company undertakes no obligation to update such information except as required by applicable law.

For investor and media inquiries, please contact:

Boqii Holding Limited

Investor Relations

Tel: +86-21-6882-6051

E-mail: [email protected]

DLK Advisory Limited

Tel: +852-2857-7101

E-mail: [email protected]

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