UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): October ~~July 1~~15, 2025

SINGULARITY FUTURE TECHNOLOGY LTD. ~~(Exact name of registrant as specified in its charter)~~

(Exact name of registrant as specified in its charter)

Virginia		001-34024		11-3588546
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

48 Wall Street, Suite 1100 New York, NY 10005

New York, NY 10005

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (718) 888-1814

Not Applicable ~~(Former name or former address, if changed since last report)~~

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act:

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common stock, no par value		SGLY		The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 51.0701. ~~Submission~~Entry ofinto ~~Matters to~~ a ~~Vote~~Material ofDefinitive ~~Security Holders.~~Agreement

On ~~July~~October 115, 2025, Singularity Future Technology Ltd. (the “Company”) entered ~~held~~into ~~its~~a ~~annual~~securities ~~meeting~~purchase ofagreement ~~shareholders~~(the ~~for~~“SPA”) ~~its~~with ~~fiscal~~certain ~~year~~investors, ~~ended~~under ~~June~~which 30the Company agrees to sell to the investors an aggregate of 3,000,000 ~~2024.~~shares ~~The~~of the Company’s common stock, without par value (the “Common Stock”) ~~voting~~at ~~results~~a ~~for~~price ~~each~~of ~~matter~~$0.70 ~~submitted~~per toshare, in a ~~vote~~private atplacement to certain “non-U.S. Persons” as defined in Regulation S of the ~~meeting~~Securities Act ~~are~~of 1933, as ~~follows:~~amended (the “Regulation S”), for an aggregate purchase price of approximately $2.1 million (the “Offering”).

1The parties to the SPA have each made customary representations, warranties and covenants, including, among other things, (a) the Purchasers are “non-U.S. Persons” ~~Election~~as defined in Regulation S and are acquiring the Shares for the purpose of ~~One~~investment, ~~Class~~(d) ~~III~~the ~~Director~~absence of any undisclosed material adverse effects, and (e) the absence of legal proceedings that affect the completion of the transaction contemplated by the Securities Purchase Agreement, except as disclosed in the Company’s filings with the SEC.

~~The~~On ~~following~~October ~~nominee~~20, 2025, ~~was~~upon ~~elected~~satisfaction asof athe ~~Class~~closing ~~III~~conditions, ~~Director~~the toOffering ~~serve~~was onconsummated, and the ~~Board~~shares ofwere ~~Directors~~issued ofin ~~the~~reliance ~~Company~~on (the ~~“Board”)~~exemption ~~until~~from ~~the~~registration ~~annual~~provided ~~meeting of~~by ~~shareholders~~Regulation ~~for~~S. ~~the~~The ~~fiscal~~Company ~~year~~currently ofintends ~~2027~~to oruse ~~until~~the ~~his~~net orproceeds ~~her~~from ~~successor~~the isOffering for ~~duly~~working ~~elected~~capital and ~~qualified~~general corporate purposes.

		For				Against				Abstain
Yangyang Xu		1,860,816					2,309				633

The form of the SPA is attached hereto as Exhibit 10.1 and incorporated herein by reference.

2Item 3.02. ~~Shareholders~~Unregistered ~~ratified~~sales ~~the appointment~~ of ~~Audit~~equity ~~Alliance LLP as the Company’s independent registered public accounting firm for the fiscal year ended June 30, 2025~~securities.

For		Against		Abstain
1,924,104		1,194		206

The disclosure set forth in Item 1.01 above is incorporated herein by reference.

3Item 9.01 ~~Shareholders~~Financial ~~approved~~Statements ~~the~~and ~~adoption of the Company’s 2025 equity incentive plan~~Exhibits.

For		Against		Abstain
1,843,270		20,415		73

(d) Exhibits.

4. Shareholders approved, on an advisory, non-binding basis, the Company’s executive compensation.

Exhibit No.		Document
10.1		Form of the SPA
104		Cover Page Interactive Data File the cover page XBRL tags are embedded within the Inline XBRL.

For		Against		Abstain
1,851,680		11,733		345

1SIGNATURE

~~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 hereunto duly authorized.

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 hereunto duly authorized.

Dated: October 22, 2025	Singularity Future Technology Ltd.

	By:	/s/ Jia Yang
	Name:	Jia Yang
	Title:	Chief Executive Officer

Dated: July 1, 2025	Singularity Future Technology Ltd.
	By:	/s/ Jia Yang
	Name:	Jia Yang
	Title:	Chief Executive Officer

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