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: 001-40300

 

KAROOOOO LTD.

(Exact name of registrant as specified in its charter)

 

1 Harbourfront Avenue
Keppel Bay Tower #14-07
Singapore 098632

+65 6255 4151

(Address of principal executive office)

 

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 ☒      Form 40-F ☐

 

 

 

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.

 

	Karooooo Ltd.
	By:	/s/ Isaias (Zak) Jose Calisto
		Name:	Isaias (Zak) Jose Calisto
		Title:	Chief Executive Officer

 

Date: July 28, 2026

 

 

EXHIBIT INDEX

 

Exhibit No.		Description
99.1		Results of the Annual General Meeting of Karooooo Limited, held on July 28, 2026

 

 

Exhibit 99.1

 

 

SINGAPORE (July 28, 2026) - Karooooo Limited (NASDAQ: KARO) (“Karooooo” or “The Company”) today held its Annual General Meeting of Shareholders.

 

There were 30,893,300 ordinary shares in issue as at the date of the AGM. In accordance with the constitution of the Company, two members present or represented at the AGM constitutes a quorum. We confirm that a quorum was present at the AGM.

 

Shareholders voted on all the resolutions relating to the ordinary business and all the resolutions relating to the special business as set out in the notice of the AGM, dated July 3, 2026. All resolutions were duly passed.

 

Each ordinary share carries one vote. Details of all votes validly cast at the AGM are set out below:

 

Resolution number and details			For(1) Number of shares				Against(1) Number of shares				Abstentions(1) Number of shares				Shares Voted
Routine Business			%				%				%				%(2)
1.	To re-appoint Mrs K White, who retires pursuant to Regulation 89 of the Constitution of the Company, as Director of the Company.			26,130,722				116,695				974
				99.56				0.44				0.00				84.58
2.	To receive and adopt the Directors’ Statement, the  Auditors’ Report and the Audited Financial Statements of the Company for the financial year ended February 28, 2026.			26,191,386				2,003				55,002
				99.78				0.01				0.21				84.77
3.	To approve the remuneration of Non-executive Directors of the Company from time to time during the year ending February 28, 2026 in accordance with the following annual fee rates as may be relevant to each Non-executive Director: (i) Chairman’s/Lead Independent Directors’ fee of SGD63,500; (ii) Director’s fee of
	SGD42,500; (iii) Audit Committee Chairman’s fee of SGD31,500; (iv) Compensation Committee Chairman’s fee of SGD17,500; (v) Audit Committee member’s fee of			26,193,205				18,361				36,825
	SGD21,000; and (vi) Compensation Committee member’s fee of SGD12,000.			99.79				0.07				0.14				84.78
4.	To re-appoint Deloitte & Touche LLP (located in Singapore) and Deloitte & Touche (located in South Africa) as the auditors of the Company for the financial year ending February 28, 2026 and to empower the Directors to fix the auditors’			26,234,457				12,806				1,128
	remuneration in their absolute discretion.			99.95				0.05				0.00				84.92
Special business
5.	To authorize the Directors to purchase or otherwise acquire issued ordinary shares in			25,516,128				694,679				37,584
	the capital of the Company.			97.21				2.65				0.14				82.59
6.	To authorize the Directors to issue and allot shares.			25,369,942				841,319				37,130
				96.65				3.21				0.14				82.12

 

Notes:

 

(1)	The calculation of the percentage of votes cast in favour of, or against, the resolution includes abstained votes.

 

(2)	Shares Voted is calculated as all the votes cast for the resolutions,  divided by the total eligible votes.

 

For more information, visit www.karooooo.com.

 

Investor Relations Contact: IR@karooooo.com.