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 ~~December~~January ~~2025~~2026

Commission File Number: 001-42724

Rich Sparkle Holdings Limited

(Registrant’s Name)

Portion 2, 12th Floor, The Center, 99 Queen’s Road Central, Hong Kong

99 Queen’s Road Central,

Hong Kong

(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 ☒ Form 40-F ☐

When used in this Form 6-K, unless otherwise indicated, the terms “the Company,” “Rich Sparkle,” “we,” “us” and “our” refer to Rich Sparkle Holdings Limited and its subsidiaries.

~~Change~~Entry ininto ~~Registrant’s~~a ~~Certifying~~Material ~~Accountant~~Definitive Agreement

On ~~December~~January 159, ~~2025~~2026, ~~the~~Rich ~~audit~~Sparkle ~~committee~~Holdings ~~(the~~Limited, ~~“Audit~~a ~~Committee”)~~business ofcompany limited by shares incorporated in the ~~board~~British ofVirgin ~~directors~~Islands (the “~~Board~~Company”) ~~of Rich~~, ~~Sparkle~~entered ~~accepted~~into ~~the~~a ~~resignation~~sale ofand ~~Wei,~~purchase ~~Wei~~agreement ~~& Co., LLP~~ (the “~~Wei~~SPA”) ~~Wei~~with &Serigne ~~Co.”)~~Khabane asLame, ~~its~~Dominant ~~independent~~Action ~~registered~~Limited, ~~public~~Pink13 ~~accounting~~Group ~~firm~~Inc., ~~effective~~Anhui ~~immediately.~~Xiaoheiyang ~~Wei~~Network ~~Wei~~Technology &Company ~~Co.~~Limited, ~~had~~Develop ~~served~~Master asLimited ~~the~~and ~~Company’s~~Ace ~~independent~~Fantasy ~~registered~~Limited ~~public~~(the ~~accounting~~“Vendors”), ~~firm since~~pursuant ~~December~~to ~~28,~~which ~~2023.~~the OnCompany ~~December~~intends ~~15,~~to ~~2025,~~purchase the ~~Audit~~entire ~~Committee~~issued ~~approved~~share ~~the~~capital ~~appointment~~ of ~~FundCertify~~Step ~~CPA~~Distinctive ~~Professional~~Limited ~~Corporation~~ (the “~~FundCertify~~Target Company”) at asthe ~~Rich~~consideration ~~Sparkle’s~~of ~~independent registered public accounting firm~~US$975,000,000, ~~effective~~which ~~immediately.~~shall ~~The services~~be ~~previously~~satisfied ~~provided~~ by ~~Wei~~way ~~Wei~~of &issuance ~~Co.~~of ~~will~~75,000,000 beOrdinary ~~provided~~Shares byof ~~FundCertify,~~the ~~effective~~Company asto ofthe Vendors ~~December~~(the ~~15, 2025~~“Transaction”).

The ~~reports~~ ofTarget ~~Wei~~Company ~~Wei~~is &incorporated ~~Co.~~in on the ~~financial~~British ~~statements~~Virgin ofIslands ~~Rich~~and ~~Sparkle~~holds ~~for~~100% of the ~~years~~issued ~~ended~~share ~~September~~capital ~~30,~~in ~~2024~~Hong ~~and~~Kong ~~2023~~Prosperous ~~did not contain~~Sheep ~~any~~Corporation ~~adverse~~Limited, ~~opinion~~a orcompany ~~disclaimer~~limited ofby ~~opinion~~shares ~~and~~incorporated ~~were~~in ~~not~~Hong ~~qualified~~Kong. orSerigne ~~modified as to uncertainty, audit scope or accounting principles.~~Khabane ~~Furthermore~~Lame, ~~during~~a ~~the~~world-known ~~years~~Senegalese/Italian ~~ended~~Tiktok ~~September 30~~influencer, ~~2024~~directly and ~~2023,~~indirectly through ~~December~~Dominant ~~15,~~Action ~~2025~~Limited, ~~there~~a ~~were~~company noowned ~~disagreements~~as ~~with~~to ~~Wei~~95% ~~Wei~~by &Serign ~~Co. on~~Khabane ~~any~~Lame, ~~matters~~controlled 49% of ~~accounting~~the issued ~~principles~~share orcapital ~~practices,~~of ~~financial~~the ~~statement~~Target ~~disclosure,~~Company. orThe ~~auditing~~Target ~~scope~~Company orand ~~procedures~~its ~~which,~~subsidiary ifoperates ~~not~~in ~~resolved to~~e-commerce ~~the~~live ~~satisfaction~~streaming ofwith ~~Wei~~well-developed supply ~~Wei & Co.~~chain, ~~would~~live ~~have~~streaming ~~caused~~operation ~~Wei~~and ~~Wei~~commercialization &and ~~Co.~~will continue to ~~make~~be ~~reference~~led toby ~~the~~top ~~subject~~influencer ~~matter~~Serigne ofKhabane ~~the~~Lame ~~disagreement~~after inthe ~~connection with its reports on Rich Sparkle’s financial statements for such periods~~Transaction.

~~There were~~Because nothe ~~reportable~~Transaction ~~events~~is ~~(as~~a ~~that~~transaction ~~term~~whereby isthe ~~described~~Company incombines with ~~Item~~a ~~16F(~~non-Nasdaq entity resulting in a~~)(1)(v)~~ potential change of ~~Form~~control ~~20-F)~~of ~~during~~the Company, the ~~two~~Company ~~years~~is ~~ended~~required ~~September~~to ~~30,~~apply ~~2024~~for initial listing ~~and~~in ~~2023~~connection ~~and~~with ~~through~~the ~~December~~Transaction ~~15,~~pursuant ~~2025~~to Rule 5110(a) of the Nasdaq Stock Market.

~~Rich~~Pursuant ~~Sparkle~~to ~~provided~~the ~~Wei~~SPA, ~~Wei & Co. with a copy of~~ the ~~forgoing~~Transaction ~~disclosure~~is ~~and~~conditional ~~requested~~upon, ~~Wei~~among ~~Wei~~others, &(i) ~~Co.~~completion toof ~~furnish~~the ~~Rich~~valuation ~~Sparkle with a letter addressed~~ to the ~~Securities~~satisfaction ~~and~~of ~~Exchange~~the ~~Commission~~Company ~~stating~~of the ~~whether~~Target orCompany at not ~~Wei~~less ~~Wei~~than &US$900 ~~Co.~~million, ~~agrees~~(ii) ~~with~~ the ~~above~~completion ~~statements and,~~of ifa ~~not,~~due ~~stating~~diligence ~~the~~investigation ~~respects~~ in ~~which~~respect itof ~~does~~the ~~not~~Target ~~agree.~~Company and Aits ~~copy~~subsidiary; ofand ~~Wei~~(iii) ~~Wei~~the &stock ~~Co.’s~~exchange ~~letter,~~having ~~dated~~grant ~~December~~approval ~~15,~~for ~~2025,~~dealing isin ~~filed~~the ~~as Exhibit~~consideration 99share.~~1 to this Form 6-K.~~

~~During~~The ~~the~~foregoing ~~years~~summary ~~ended~~of ~~September 30, 2024 and 2023 and through December 15, 2025, neither Rich Sparkle nor anyone acting on Rich Sparkle’s behalf, consulted FundCertify with respect to (i)~~ the ~~application~~SPA ofdoes ~~accounting~~not ~~principles~~purport to ~~a specified transaction, either completed or proposed; or the type of audit opinion that might~~ be ~~rendered~~complete ~~on Rich Sparkle’s consolidated financial statements,~~ and ~~neither~~is asubject ~~written report was provided~~ to ~~Rich~~and ~~Sparkle~~is ~~nor~~qualified ~~oral~~in ~~advice~~its ~~was~~entirety ~~provided~~by ~~that~~ the ~~new~~copy ~~independent~~of ~~registered~~such ~~public accounting firm concluded~~document ~~was~~filed anas ~~important~~Exhibit ~~factor~~10.1 ~~considered by Rich Sparkle in reaching a decision as~~ to ~~the~~this ~~accounting,~~current ~~auditing~~report oron ~~financial reporting issue; nor (ii) any matter that was either the subject of a disagreement as defined in Item 16F(a)(1)(iv) of~~ Form 206-FK orand aincorporate ~~reportable~~herein ~~event as~~by ~~described in Item 16F(a)(1)(v) of Form 20-F~~reference.

Financial Statements and Exhibits.

Exhibit No.		Description
99.1		Letter from Wei, Wei & Co., LLP dated December 15, 2025
10.1		Sale and Purchase Agreement dated January 9, 2026

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.

	Rich Sparkle Holdings Limited
Date: December 16, 2025	By:	/s/ Ka Wo, NG
Date: January 9, 2026	By:	/s/ Ka Wo, NG
	Name:	Ka Wo, NG
	Title:	Director and Chairman of the Board

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