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 July 2026
Commission File Number: 000-30666
NETEASE, INC.
Room 802, 8/F, China Life Centre
Tower A, One HarbourGate
No. 18 Hung Luen Road
Kowloon, Hong Kong
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 ¨
EXPLANATORY NOTE
In connection with the Company’s conversion to dual primary listing status on the Stock Exchange of Hong Kong Limited, the Company has amended and restated the NetEase, Inc. Amended and Restated 2019 Share Incentive Plan as the NetEase, Inc. Second Amended and Restated 2019 Share Incentive Plan (the “Second Amended and Restated 2019 Plan”), with effect from June 30, 2026. A copy of the Second Amended and Restated 2019 Plan is attached as Exhibit 99.1 to this report on Form 6-K.
This report on Form 6-K, including Exhibit 99.1 hereto, is hereby incorporated by reference into our Registration Statement on Form S-8 (File No. 333-234189), as amended.
EXHIBIT INDEX
| Exhibit 99.1 | NetEase, Inc. Second Amended and Restated 2019 Share Incentive Plan. |
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.
| NETEASE, INC. |
| By | : | /s/ William Lei Ding | |
| Name | : | William Lei Ding | |
| Title | : | Chief Executive Officer |
Date: July 15, 2026