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 October 2018

Commission file number: 001-34958

6/F., Block 1, Hubei Daily Cultural and Creative Industry Park,

No. 181 Donghu Road, Wuchang District,

Wuhan City, Hubei Province, 430000

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  ¨  

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulations S-T Rule 101(b)(1): ¨  

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulations S-T Rule 101(b)(7): ¨  

  INFORMATION CONTAINED IN THIS FORM 6-K REPORT

Grant of Restricted Stock Units Awards

On April 12, 2018, the Board of Directors (the “Board”) of Dunxin Financial Holdings Limited (the “Company”) approved the grant of restricted stock units (“RSU”) under the Company’s 2010 Equity Incentive Plan to the following independent directors and executive officers in the amounts and the vesting schedule indicated below:

Each RSU represents the right to receive one ordinary shares of the Company upon vesting.

The Board ratified and granted of the RSU on August 1, 2018. As of the date of this Form 6-K report, 646,611 RSU have vested and the underlying 646,611 ordinary shares have been issued. The form of Restricted Stock Unit Award Agreement is attached as Exhibit 10.1 and is incorporated by reference to this Form 6-K.

The securities referenced above were offered and sold pursuant to an exemption from registration under Section 4(a)(2) of the Securities Act of 1933 (“Securities Act”) , as amended, and/or Regulation S promulgated under the Securities Act.