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~~UNDER ~~month~~THE ofSECURITIES ~~October~~EXCHANGE ~~2024~~ACT OF 1934

For the month of August 2025

Commission File Number: 001-39088

Aesthetic Medical International Holdings Group Limited

1122 ~~Nanshan~~ ~~Boulevard~~ Nanshan ~~District, Shenzhen Guangdong Province, China 518052 (Address of principal executive offices)~~Boulevard

Nanshan District, Shenzhen

Guangdong Province, China 518052

(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  ¨

~~EXHIBIT~~Aesthetic ~~INDEX~~Medical International Reports First Half of 2025 Unaudited Financial Results

Exhibit No.		Description
99.1		Aesthetic Medical International Announces Change of Director

Shenzhen, China, August 19, 2025 — Aesthetic Medical International Holdings Group Limited (OTCQX: PAIYY) (the “Company” or “AIH”), a leading provider of aesthetic medical services in China, announced its unaudited financial results for the six months ended June 30, 2025.

Mr. Zhang Chen, the Chairman of the Company, commented, “Looking back at the first half of 2025, we are pleased with the positive feedback received on our operational optimization and service quality improvements over the past period. In the first half of this year, our revenue decreased by 3.5% year-on-year, and the total number of treatment cases dropped by 2.3% compared to the same period last year. Despite the overall trend of downgraded market consumption in the first half of 2025, we experienced only a minor decline in performance. We remain confident that, with the continued dedication of all our employees, the Company is well-positioned to gradually improve its performance. To accommodate a higher volume of patient visits, we have implemented the 7S On-Site Management Method, which stands for the initials of seven Japanese and English terms: Seiri (Sort), Seiton (Set in Order), Seiso (Shine), Seiketsu (Standardize), Shitsuke (Sustain), Service, and Saving. By introducing this management system, we have significantly improved the cleanliness and organization of various functional areas, including public spaces, consultation rooms, doctors’ examination rooms, and treatment rooms. As a result, our customers can experience an orderly and comfortable environment even during peak times. Looking ahead, we plan to further explore innovation and customer service improvements to strengthen our competitive positioning.”

First Half 2025 Financial Highlights

·	Total revenue was RMB350.6 million (USD48.9 million), a decrease of 3.5% from RMB363.4 million in the first half of 2024.

·	Gross profit was RMB149.7 million (USD20.9 million), a decrease of 6.1% from RMB159.5 million in the first half of 2024.

·	Selling, general and administrative (“SG&A”) expenses were RMB145.6 million (USD20.3 million), a decrease of 17.8% from RMB177.2 million in the first half of 2024. SG&A expenses as a percentage of revenue decreased from 48.8% to 41.5%.

·	EBITDA¹was RMB26.4 million (USD3.7 million), compared with RMB13.9 million in the first half of 2024.

·	Adjusted EBITDA¹ was RMB35.3 million (USD4.9 million), compared with RMB16.0 million in the first half of 2024.

¹ EBITDA and adjusted EBITDA are not prepared in accordance with International Financial Reporting Standards as issued by the International Accounting Standard Board, or IFRS. For more information regarding non-IFRS financials, please refer to “Non-IFRS Financial Measures” and “Reconciliations of IFRS and Non-IFRS Results” appearing elsewhere in this report.

First Half 2025 Operational Highlights

New and repeat customers

	For the Six Months Ended June 30,
	2024					2025
	Number		% of Total			Number		% of Total			% Change
New Customers		55,636		41.8	%		50,097		40.3	%		-10	%
Repeat Customers		77,329		58.2	%		74,245		59.7	%		-4	%
Total Active Customers		132,966		100.0	%		124,342		100.0	%		-6	%

·	In the first half of 2025, the Company’s total number of active customers decreased by 6% year over year, primarily due to reduced advertising expenditures and changes in marketing strategy that emphasized experienced senior physicians.

Number of aesthetic medical treatment cases

	For the Six Months Ended June 30,
	2024					2025
	Number		% of Total			Number		% of Total			% Change
Energy-based Treatments		242,118		73.2	%		243,928		75.5	%		0.7	%
Minimally Invasive Aesthetic Treatments		50,897		15.4	%		53,834		16.7	%		5.8	%
Surgical Treatments		14,956		4.5	%		13,269		4.1	%		-11.3	%
General healthcare services and other aesthetic medical services		22,688		6.9	%		11,880		3.7	%		-47.6	%
Total number of treatment cases		330,659		100.0	%		322,911		100.0	%		-2.3	%

·	As a result of the reduced advertising expenditures in the first half of 2025, the Company experienced a 2.3% year-on-year decline in the number of treatment cases.

·	The proportion of non-surgical aesthetic medical treatments increased by 3.6 percentage points as a share of total aesthetic treatments.

Average spending per customer

Average spending per customer decreased by 1.2% from RMB1,099 in the first half of 2024 to RMB1,086 in the first half of 2025. This decline was primarily attributed to the implementation of more promotional campaigns, including discounted live streaming e-commerce offers, aimed at driving customer engagement.

First Half 2025 Unaudited Financial Results

	For the Six Months Ended June 30,
(RMB millions, except per share data and percentages)	2024			2025			% Change
Revenue		363.4			350.6			-3.5	%
Non-surgical aesthetic medical services		264.4			266.1			0.6	%
Minimally invasive aesthetic treatments		116.2			121.5			4.6	%
Energy-based treatments		148.2			144.6			-2.4	%
Surgical aesthetic medical services		66.3			55.8			-15.8	%
General healthcare services and other aesthetic medical services		32.7			28.7			-12.2	%
Gross profit		159.5			149.7			-6.1	%
Gross margin		43.9	%		42.7	%		-1.2	p.p.²
(Loss) for the period		(22.4	)		(9.8	)		-56.3	%
(Loss) margin		(6.2	)%		(2.8	)%		3.4	%
EBITDA⁴		13.9			26.4			89.9	%
Adjusted EBITDA⁴		16.0			35.3			120.6	%
Adjusted EBITDA margin		4.4	%		10.1	%		5.7	p.p.²
Adjusted profit/(loss)⁴		(20.3	)		(0.9	)		-95.6	%
Adjusted profit/(loss) margin		(5.6	)%		(0.2	)%		5.4	p.p.²
Basic (loss) per share		(0.15	)		(0.06	)		-60.0	%
Diluted (loss) per share		(0.15	)		(0.06	)		-60.0	%

Notes:

²p.p. represents percentage points

³N.M. represents not meaningful

⁴ Refer to below “Non-IFRS Financial Measures”

Revenue

Total revenue was RMB350.6 million (USD48.9 million), representing a decrease of 3.5% from RMB363.4 million in the first half of 2024, primarily attributable to reduced advertising expenditures in the first half of 2025.

Cost of sales and services rendered

Cost of sales and services rendered was RMB200.9 million (USD28.0 million), representing a decrease of 1.5% from RMB203.9 million in the first half of 2024, imarily attributable to the reduction of sales and treatment cases.

Gross profit

Gross profit was RMB149.7 million (USD20.9 million), representing a decrease of 6.1% from RMB159.5 million in the first half of 2024. Gross profit margin was 42.7%, down 4.8 percentage points from 47.5% in the first half of 2024. The decrease in gross profit margin was primarily due to a higher proportion of non-surgical aesthetic treatments, which typically generate lower average spending per customer and incur higher medical consumable costs.

Selling expenses

Selling expenses were RMB98.3 million (USD13.7 million), accounting for 28.0% of the Company’s total revenue in the first half of 2025, compared with RMB116.9 million, or 32.2% of total revenue, in the first half of 2024. The year-on-year decrease of 4.2 percentage points was mainly a result of the Company's strategic reduction in online advertising budgets.

General and administrative expenses

General and administrative expenses were RMB47.3 million (USD6.6 million), representing a decrease of 21.4% from RMB60.2 million in the first half of 2024, primarily due to the optimization of the Company’s organizational structure and management efficiency.

Other gains/(losses), net

Other gains/(losses), net amounted to a loss of RMB8.6 million (USD1.2 million), compared with a loss of RMB2.2 million in the first half of 2024. The increase in net loss was primarily due to the deregistration of a subsidiary and the disposal of property.

Loss for the period

As a result of the foregoing, the Company recorded a net loss of RMB9.8 million (USD1.4 million) for the first half of 2025, compared with a net loss of RMB22.4 million in the first half of 2024. Basic and diluted loss per share were both RMB0.06 (USD0.01) for the first half of 2025, compared with RMB0.15 for both basic and diluted loss per share in the first half of 2024.

Certain Non-IFRS items⁵

EBITDA for the first half of 2025 was RMB26.4 million (USD3.7 million), compared with RMB13.9 million for the first half of 2024.

Adjusted EBITDA for the first half of 2025 was RMB35.3 million (USD4.9 million), compared with RMB16.0 million for the first half of 2024.

Adjusted loss after tax for the first half of 2025 was RMB0.9 million (USD0.1 million), compared with a loss of RMB20.3 million for the first half of 2024.

⁵ EBITDA, adjusted EBITDA, and adjusted profit/(loss) are not prepared in accordance with International Financial Reporting Standards as issued by the International Accounting Standard Board, or IFRS. For more information regarding non-IFRS financials, please refer to “Non-IFRS Financial Measures” and “Reconciliations of IFRS and Non-IFRS Results” included elsewhere in this report.

Cash and cash equivalents

Cash and cash equivalents amounted to RMB23.4 million (USD3.3 million) as of June 30, 2025, compared with RMB44.5 million as of June 30, 2024. The decrease in cash and cash equivalents was primarily attributable to the repayment of bank borrowings, which is reflected under “Borrowings” on our Consolidated Balance Sheet.

Liquidity and capital resources

The Company had a net current liability of RMB300.3 million (USD41.9 million) as of June 30, 2025, which included current borrowings of RMB75.9 million.

Exchange Rate

Solely for the convenience of the reader, this report contains translations of certain Renminbi (RMB) amounts into U.S. dollars (USD). Unless otherwise specified, all translations from RMB to USD are made at the exchange rate of RMB7.1721 to USD1.0, the noon buying rate published by the Federal Reserve Bank of New York on June 27, 2025. Such translations should not be construed as representations that RMB amounts could be converted into USD at that rate or any other rate.

Non-IFRS Financial Measures

EBITDA represents profit before income tax, adjusted to exclude finance costs and amortization and depreciation. Adjusted EBITDA represents EBITDA, adjusted to exclude professional fee, loss on disposal of subsidiaries, and government grant.

Adjusted profit/(loss) represents profit/(loss) for the period, adjusted to exclude professional fee, loss on disposal of subsidiaries, and government grant. We believe these items are not indicative of our core operating performance because they are either non-recurring in nature or not directly related to our business operations.

EBITDA, adjusted EBITDA and adjusted profit/(loss) are non-IFRS financial measures. These non-IFRS measures should not be considered as a substitute for, or superior to, measures of financial performance prepared in accordance with IFRS. Furthermore, because non-IFRS measures are not determined in accordance with IFRS, they are susceptible to varying calculations and may not be comparable to other similarly titled measures presented by other companies. You are encouraged to review the Company’s financial information in its entirety and not rely on a single financial measure. A reconciliation of EBITDA, adjusted EBITDA and adjusted profit/(loss) to the most directly comparable IFRS measures is included in the section titled “RECONCILIATIONS OF IFRS AND NON-IFRS RESULTS” below.

The Company presents EBITDA, adjusted EBITDA and adjusted profit/(loss) as supplemental performance measures because it believes that such measures provide useful information to the investors in understanding and evaluating the Company’s results of operations, and facilitate operating performance comparisons from period to period and company to company.

About Aesthetic Medical International Holdings Group Limited

AIH, known as “Peng’ai” in China, is a leading provider of aesthetic medical services in China. AIH operates through treatment centers that are spread across major cities in mainland China, with a major focus on the Guangdong-Hong Kong-Macau Greater Bay area and the Yangtze River Delta area. Leveraging over 20 years of clinical experience, AIH provides one-stop aesthetic service offerings, including surgical aesthetic treatments, non-surgical aesthetic treatments, general medical services, and other aesthetic services. For more information regarding the Company, please visit https://ir.aihgroup.net/.

Cautionary Statements

This report contains “forward-looking statements.” These statements are made under the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by terminology such as “will”, “expects”, “anticipates”, “aims”, “future”, “intends”, “plans”, “believes”, “estimates”, “likely to” and similar statements. Statements that are not historical facts, including statements about the Company’s beliefs, plans and expectations, are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties. These risks and uncertainties and others that relate to the Company’s business and financial condition are detailed from time to time in the Company’s SEC filings, and could cause the actual results to differ materially from those contained in any forward-looking statement. These forward-looking statements are made only as of the date indicated, and the Company undertakes no obligation to update or revise the information contained in any forward-looking statements, except as required under applicable law.

Investor Relations Contacts

For investor and media inquiries, please contact:

Aesthetic Medical International Holdings Group Limited

Email: ir@pengai.com.cn

Website: https://ir.aihgroup.net

AESTHETIC MEDICAL INTERNATIONAL HOLDINGS GROUP LIMITED

CONSOLIDATED BALANCE SHEETS

	30 June			30 June			30 June
	2024			2025			2025
		RMB’000			RMB’000			USD’000
ASSETS
Non-current assets
Property, plant and equipment		275,106			258,629			36,060
Investment properties		22,911			35,058			4,888
Intangible assets		36,842			36,313			5,063
Prepayments and deposits		8,010			7,913			1,103
Deferred income tax assets		81,881			52,494			7,319
		424,750			390,407			54,433

Current assets
Inventories		14,419			14,676			2,046
Trade receivables		11,408			8,565			1,194
Other receivables, deposits and prepayments		25,992			44,397			6,190
Amounts due from related parties		1,500			1,500			209
Amounts due from non-controlling interests		656			656			91
Restricted cash		49			2,899			404
Asset held-for-sale		-			-			-
Cash and cash equivalents		44,458			23,404			3,263
		98,482			96,097			13,397
Total assets		523,232			486,504			67,830

EQUITY AND LIABILITIES
Equity attributable to owners of the Company
Share capital		978			998			136
Treasury shares		(2,023	)		(2,023	)		(282	)
Accumulated losses		(1,199,268	)		(1,207,273	)		(168,328	)
Other reserves		1,228,175			1,231,919			171,765
		27,862			23,621			3,291
Non-controlling interests		(17,591	)		(21,731	)		(3,030	)
Total equity		10,271			1,890			261

AESTHETIC MEDICAL INTERNATIONAL HOLDINGS GROUP LIMITED

CONSOLIDATED BALANCE SHEETS (CONTINUED)

	30 June		30 June		30 June
	2024		2025		2025
		RMB’000		RMB’000		USD’000
LIABILITIES
Non-current liabilities
Borrowings		30,732		3,494		487
Lease liabilities		68,257		84,757		11,818
		98,989		88,251		12,305

Current liabilities
Trade payables		43,646		37,862		5,279
Accruals, other payables and provisions		36,711		58,917		8,214
Contingent consideration and consideration payable		-		-		-
Contract liabilities		184,628		185,303		25,837
Borrowings		81,837		75,880		10,580
Lease liabilities		34,657		27,640		3,854
Current income tax liabilities		12,987		10,761		1,500
Convertible note		19,506		—		—
		413,972		396,363		55,264
Total liabilities		512,961		484,614		67,569

Total equity and liabilities		523,232		486,504		67,830

AESTHETIC MEDICAL INTERNATIONAL HOLDINGS GROUP LIMITED

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

	30 June			30 June			30 June
	2024			2025			2025
		RMB’000			RMB’000			USD’000
Revenue		363,383			350,605			48,885
Cost of sales and services rendered		(203,851	)		(200,910	)		(28,013	)

Gross profit		159,532			149,695			20,872
Selling expenses		(116,944	)		(98,254	)		(13,699	)
General and administrative expenses		(60,248	)		(47,319	)		(6,598	)
Finance income		78			78			11
Finance costs		(6,800	)		(3,978	)		(555	)
Other gains/(losses), net		(2,174	)		(8,618	)		(1,202	)
(Loss) before income tax		(26,556	)		(8,396	)		(1,171	)
Income tax credit		4,126			(1,355	)		(189	)
(Loss) for the period		(22,430	)		(9,751	)		(1,360	)
Other comprehensive income/(loss):
Currency translation differences		41			1,501			209
Total other comprehensive income/(loss) for the year, net of tax		41			1,501			209
Total comprehensive (loss)/income for the period		(22,389	)		(8,250	)		(1,151	)

(Loss)/profit attributable to:
Owners of the Company		(21,067	)		(9,130	)		(1,273	)
Non-controlling interests		(1,363	)		(621	)		(87	)
(Loss)/profit for the period		(22,430	)		(9,751	)		(1,360	)

AESTHETIC MEDICAL INTERNATIONAL HOLDINGS GROUP LIMITED

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (CONTINUED)

	30 June			30 June			30 June
	2024			2025			2025
	RMB’000			RMB’000			USD’000
(Loss)/earnings per share for (loss)/profit attributable to owners of the Company (in RMB per share)
—Basic		(0.15	)		(0.06	)		(0.01	)
—Diluted		(0.15	)		(0.06	)		(0.01	)

Total comprehensive (loss)/income attributable to:
Owners of the Company		(21,026	)		(7,629	)		(1,064	)
Non-controlling interests		(1,363	)		(621	)		(87	)
Total comprehensive (loss)/income for the year		(22,389	)		(8,250	)		(1,151	)
EBITDA		13,866			26,441			3,687
Adjusted EBITDA		16,031			35,336			4,927
Adjusted profit/(loss)		(20,265	)		(856	)		(119	)

AESTHETIC MEDICAL INTERNATIONAL HOLDINGS GROUP LIMITED

RECONCILIATIONS OF IFRS AND NON-IFRS RESULTS

EBITDA and Adjusted EBITDA	For the Six Months Ended June 30,
	2024			2025			2025
	RMB’000			RMB’000			USD’000
(Loss)/profit before income tax for the period		(26,556	)		(8,396	)		(1,171	)
Adjustments
+ Finance costs		6,800			3,978			555
+ Amortization and depreciation		33,622			30,859			4,303
EBITDA		13,866			26,441			3,687

+ Professional fees		1,709			932			130
+ Loss on disposal of subsidiaries		2,106			3,156			440
+ Loss on disposal of property		—			4,807			670
- Government grant		(227	)		—			—
Adjusted EBITDA		16,031			35,336			4,927

AESTHETIC MEDICAL INTERNATIONAL HOLDINGS GROUP LIMITED

RECONCILIATIONS OF IFRS AND NON-IFRS RESULTS (CONTINUED)

Adjusted Profit/(Loss)	For the Six Months Ended June 30,
	2024			2025			2025
		RMB’000			RMB’000			USD’000
(Loss)/profit for the period		(22,430	)		(9,751	)		(1,360	)
Adjustments
+ Professional fees		1,709			932			130
+ Loss on disposal of subsidiaries		2,106			3,156			440
+ Loss on disposal of property		—			4,807			671
- Government grant		(1,650	)		—			—
Adjusted profit/(loss)		(20,265	)		(856	)		(119	)

SIGNATURES

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.

Date: October 31, 2024	Aesthetic Medical International Holdings Group Limited
	By:	/s/ Guanhua Wu
	Name:	Guanhua Wu
	Title:	Chief Financial Officer

	Aesthetic Medical International Holdings Group Limited

	By:	/s/ Guanhua Wu
	Name:	Guanhua Wu
	Title:	Chief Financial Officer

Date: August 19, 2025

Filing Compare · Aesthetic Medical International Holdings Group Ltd