GD Culture Group Ltd

You will receive this proxy statement and our annual report on Form 10-K for the year ended December 31, 2024 (the “2024 Annual Report”) because our Board is soliciting your proxy to vote your shares at the Annual Meeting. But the 2024 Annual Report is not deemed to be part of the proxy statement. We intend to file our annual report on Form 10-K for the year ended December 31, 2025 as soon as practicable, within 90 days after the end of the fiscal year, as may be extended according to relevant laws, regulations and policies. This proxy statement includes information that we are required to provide to you under the rules of the U.S. Securities and Exchange Commission (“SEC”) and that is designed to assist you in voting your shares.