UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

~~FORM~~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 ~~February~~March 2026

Commission File Number: 001-42293

PTL ~~LIMITED~~ Limited

(Translation of registrant’s name into English)

21 Bukit Batok Crescent

#24-71, WCGEGA Tower

Singapore 658065

(Address of principal executive ~~offices~~office)

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 ☐

~~Acquisition~~PTL ofLimited ~~Twocap~~Has ~~Limited~~Regained Compliance with Nasdaq Minimum Bid Price Requirement

On ~~February~~March 2313, 2026, PTL Limited (~~NASDAQ: PTLE) (~~the “Company”), received a ~~Cayman~~formal ~~Islands~~notification ~~exempted~~from ~~company,~~the ~~entered~~Listing ~~into~~Qualifications aStaff ~~sale~~of ~~and~~The ~~purchase~~Nasdaq ~~agreement~~Stock ~~(the~~Market ~~“Agreement”)~~LLC ~~with Lam Kwok Wah Eric~~ (~~the~~ “~~Seller~~Nasdaq”), ~~pursuant~~indicating tothat ~~which~~ the Company ~~agreed~~has toregained ~~acquire~~compliance ~~100%~~with ofNasdaq ~~the~~Listing ~~issued~~Rule ~~share capital of Twocap Limited~~ 5550(~~“Twocap”),~~ a ~~privately held company incorporated in Hong Kong, whose wholly-owned subsidiary, Sisworld Credit One Limited, a company incorporated in Hong Kong with limited liability~~ )(~~the “License Subsidiary”~~2), ~~holds~~which arequires ~~money~~listed ~~lender~~securities ~~license~~to ~~granted~~maintain bya ~~the~~minimum ~~Licensing~~bid ~~Court~~price of ~~Hong Kong pursuant to the Money Lenders Ordinance (Cap~~$1.00 ~~163)~~per ofshare ~~Hong Kong~~ (the “~~Money~~Nasdaq ~~Lending~~Minimum ~~License”),~~Bid ~~for~~Price ~~a total cash consideration of US$100,000 (the “Acquisition~~Requirement”). Completion of the Acquisition is expected to occur no later than 30 business days from the date of the Agreement. Upon completion, Twocap will become a wholly owned subsidiary of the Company, and its financial results will be consolidated with those of the Company from the date of completion.

~~The~~As ~~Board~~previously ofdisclosed, ~~Directors of~~ the Company ~~(the~~was ~~“Board”)~~notified ~~has been~~by ~~evaluating~~Nasdaq ~~opportunities~~on toJuly 18, ~~diversify~~2025 that the Company’s ~~business~~was ~~operations~~not ~~and~~in ~~broaden~~compliance ~~its~~with ~~revenue~~the ~~base~~Nasdaq ~~beyond~~Minimum ~~its~~Bid ~~existing~~Price ~~marine fuel~~Requirement ~~bunkering~~because ~~facilitation~~the ~~business.~~closing ~~Following~~bid aprice ~~review~~ of ~~potential~~its ~~targets, the Board identified Twocap as a suitable candidate, principally~~Class onA ~~account~~ordinary ofshares ~~the~~was ~~Money~~below ~~Lending~~$1.00 ~~License~~per ~~held~~share byfor ~~the~~30 ~~License~~consecutive ~~Subsidiary~~business days. The ~~Board~~Company ~~believes~~had ~~that~~been ~~the~~granted ~~Acquisition~~a ~~provides~~180-day ~~the~~extension ~~Company~~until ~~with~~January a14, ~~regulated~~2026 ~~platform~~ to ~~enter~~regain ~~the~~compliance ~~money~~with ~~lending~~the ~~business~~Nasdaq inMinimum ~~Hong~~Bid ~~Kong~~Price Requirement, ~~without~~which ~~the~~period ~~time~~was ~~and~~extended ~~cost~~by ~~associated with making~~ a ~~fresh~~second ~~license~~notification received ~~application.~~from ~~The~~Nasdaq ~~Company~~on ~~intends~~January ~~to commence money lending operations through Twocap~~20, ~~which~~2026 ~~will~~for ~~provide~~an ~~financing~~additional ~~services~~180 ~~such~~calendar ~~as trade finance~~days, ~~accounts~~or ~~receivable~~until ~~financing,~~July ~~and factoring. Ultimately~~13, ~~the~~2026 ~~Company aims~~ to ~~offer~~regain ~~a one-stop solution combining fuel and financing services~~compliance.

~~The~~Nasdaq ~~total~~has ~~consideration~~now ~~of US$100,000 was~~ determined ~~on an arm’s length basis~~that, ~~paid~~for ~~in full in cash on~~ the ~~date~~last of10 ~~completion~~consecutive business days, ~~and funded~~ from ~~the~~February ~~Company’s~~27, ~~existing~~2026 ~~working capital. Pursuant~~ to ~~the~~ ~~terms~~March of12, ~~the Agreement~~2026, the ~~completion~~closing isbid ~~expected~~price toof ~~occur~~the noCompany’s ~~later~~Class ~~than~~A 30ordinary ~~business~~shares ~~days~~was ~~from~~at ~~the~~or ~~date~~above of$1.00 per ~~the Agreement~~share, ~~being~~and ~~on or before April 7~~accordingly, ~~2026.~~the ~~The~~Company ~~Acquisition~~has ~~does~~regained ~~not~~compliance ~~meet~~with ~~the~~Listing ~~significance thresholds under~~ Rule ~~3-05 of Regulation S-X. Accordingly~~5550(a)(2), ~~separate financial~~and ~~statements~~the ofprior ~~Twocap~~minimum ~~are~~bid ~~not~~price ~~required~~deficiency matter tois benow ~~filed~~closed.

No director or officer of the Company has any material interest in the Acquisition.

FORWARD-LOOKING STATEMENTS

This report contains forward-looking statements within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995 and other Federal securities laws. All statements other than statements of historical facts included in this report are forward-looking statements. Forward-looking statements are neither historical facts nor assurances of future performance. Instead, they are based only on the Company’s current beliefs, expectations and assumptions regarding the future of its business, future plans and strategies, projections, anticipated events and trends, the economy and other future conditions. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict and many of which are outside of the Company’s control. The Company’s actual results and financial condition may differ materially from those indicated in the forward-looking statements. Therefore, you should not rely on any of these forward-looking statements. Important factors that could cause our actual results and financial condition to differ materially from those indicated in the forward-looking statements include the risks and uncertainties described in the Company’s annual report on Form 20-F for the year ended December 31, 2024, filed with the Commission on May 15, 2025, and the Company’s other filings with the Commission. The Company undertakes no obligation to publicly update any forward-looking statement, whether written or oral, that may be made from time to time, whether as a result of new information, future developments or otherwise.

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.

	PTL Limited
Date: March 16, 2026	PTL Limited
Date: February 27, 2026	By:	/s/ Ying Ying Chow
	By:	/s/ Ying Ying Chow
	Name:	Ying Ying Chow
	Title:	Chief Executive Officer

Filing Compare · PTL Ltd