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 OF THE SECURITIES EXCHANGE ACT OF 1934~~

PURSUANT TO RULE 13a-16 OR 15d-16

OF THE SECURITIES EXCHANGE ACT OF 1934

For the month of April 2025

Commission File Number 001-40613

DigiAsia Corp.

(Translation of registrant’s name into English)

One Raffles Place #28-02

Singapore 048616

(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 ☐

INFORMATION CONTAINED IN THIS FORM 6-K REPORT

~~Entry~~Notice ~~into~~of ~~Third~~Delisting ~~Forbearance~~or ~~Agreement~~Failure ~~with~~to ~~Helena~~Satisfy ~~Special~~a ~~Opportunities~~Continued ~~LLC~~Listing ~~and~~Rule ~~Scieniti~~or ~~LLC~~ Standard

AsOn ~~disclosed~~April in22, a2025, ~~filing on Form 6-K filed by~~ DigiAsia Corp. (the “Company”) onreceived ~~June~~a ~~26,~~letter ~~2024,~~from the ~~Company~~Listing ~~previously~~Qualifications ~~entered~~staff ~~into a Securities Purchase Agreement, dated as~~ of ~~June~~The ~~17,~~Nasdaq ~~2024~~Stock ~~(the~~Market ~~“Securities Purchase Agreement”), with Helena Special Opportunities LLC~~ (“~~Helena~~Nasdaq”) ~~and~~notifying ~~Scieniti LLC (“Scieniti” collectively with Helena,~~ the ~~“Investors”),~~Company ~~pursuant~~that tobased ~~which~~on the ~~Company~~Market ~~(i)~~Value ~~issued~~of toListed ~~Helena~~Securities ~~a Class A Convertible Promissory Note, dated June 28, 2024~~ (~~the~~ “~~Class A Note~~MVLS”), inof the ~~original~~Company ~~principal~~for ~~amount~~the ofperiod ~~$3,636,500.00,~~from ~~(ii)~~March ~~issued~~10, 2025 to ~~Scieniti~~April ~~a Class B Convertible Promissory Note~~21, ~~dated June 28~~2025, ~~2024 (~~the ~~“Class~~Company Bno ~~Note”~~longer ~~collectively~~meets ~~with~~ the ~~Class~~continued Alisting ~~Note,~~requirement ~~the~~of ~~“Notes”),~~Nasdaq inunder ~~the~~Nasdaq ~~original~~Listing ~~principal~~Rules ~~amount of $5,227,028.24, and~~ 5550(~~iii~~b)(2), ~~issued~~ to ~~Helena~~maintain a ~~warrant~~minimum toMVLS ~~purchase ordinary shares~~ of ~~the~~$35 ~~Company dated June 28, 2024~~million.

AsNasdaq ~~disclosed~~has inprovided athe ~~filing~~Company onwith ~~Form~~a ~~6-K~~180 ~~filed~~calendar bydays ~~the~~compliance ~~Company~~period, onor ~~November~~until 4October 20, ~~2024~~2025, ~~the~~in ~~Company~~which ~~entered~~to ~~into~~regain ~~that~~compliance ~~certain~~with ~~forbearance~~Nasdaq ~~agreement,~~continued ~~dated~~listing asrequirement. ofIn ~~October~~the ~~29,~~event ~~2024~~that ~~(as~~the ~~amended,~~Company ~~restated,~~does ~~amended~~not ~~and~~regain ~~restated~~compliance in the compliance period, ~~supplemented~~Nasdaq orwill ~~otherwise~~provide ~~modified~~notice ~~from~~that ~~time~~the Company’s securities will be subject to ~~time~~delisting. In that event, the ~~“First~~Company ~~Forbearance~~may ~~Agreement”)~~appeal ~~with~~such ~~Helena~~determination ~~and~~to ~~Scieniti~~a hearing panel.

AsThe ~~disclosed~~Company inis acurrently ~~filing~~evaluating onoptions ~~Form~~to ~~6-K~~regain bycompliance ~~the~~and ~~Company~~intends onto ~~January~~timely ~~24,~~regain ~~2025,~~compliance with Nasdaq’s continued listing requirement. Although the Company ~~entered~~will ~~into~~use ~~that~~all ~~certain~~reasonable ~~second~~efforts ~~forbearance~~to ~~agreement,~~achieve ~~dated~~compliance ~~January~~with ~~21,~~Rule ~~2025~~ 5550(~~as amended~~b)(2), ~~restated,~~there ~~amended~~can ~~and~~be ~~restated,~~no ~~supplemented~~assurance orthat ~~otherwise~~the ~~modified~~Company ~~from~~will ~~time~~be able to ~~time,~~regain ~~the~~compliance ~~“Second~~with ~~Forbearance~~that ~~Agreement”~~rule ~~together~~or ~~with~~will ~~the~~otherwise ~~First~~be ~~Forbearance~~in ~~Agreement,~~compliance ~~the~~with ~~“Forbearance~~other ~~Agreements”)~~Nasdaq continued listing requirement.

On April 15, 2025, the Company entered into a third forbearance agreement (the “Third Forbearance Agreement”) with Helena and Scieniti, pursuant to which the Investors agreed to temporarily refrain and forbear from exercising any of their rights and remedies under the Securities Purchase Agreement and Notes with respect to the defaults and events of defaults which occurred and continue to exist under and pursuant to the Securities Purchase Agreement and Notes (the “Forbearance”). In exchange for the Forbearance, the Company agreed to cause to be issued to the Investors 5,000,000 additional ordinary shares of the Company to each Investor (the “Forbearance Shares”). The Forbearance Shares to be issued to each Investor (for an aggregate total of 10,000,000 Forbearance Shares) will be provided by separate thirdForward-~~party~~Looking ~~investors of the Company.~~Statements

~~The~~Matters ~~Forbearance~~discussed ~~will~~in ~~terminate~~this ~~upon~~report ~~the~~may ~~Company’s~~constitute ~~failure~~forward-looking tostatements. ~~comply~~Forward-looking ~~with~~statements ~~certain~~include ~~terms~~statements ~~and~~concerning ~~conditions~~plans, ~~set~~objectives, ~~forth~~goals, instrategies, ~~the~~future ~~Third~~events ~~Forbearance~~or ~~Agreement.~~performance, ~~Upon~~and ~~termination~~underlying ofassumptions ~~the~~and ~~Forbearance~~other statements, ~~the~~which ~~Investors~~are ~~may~~other ~~seek~~than ~~all~~statements ~~recourse~~of ~~available~~historical tofacts. ~~them~~The ~~under~~words ~~the~~“believe,” ~~terms~~“anticipate,” of“aims,” ~~the~~“intends,” ~~Notes~~“estimate,” ~~the~~“potential,” ~~Security~~“may,” ~~Purchase Agreement~~“should,” ~~the~~“expect” ~~Third~~“pending” ~~Forbearance~~and ~~Agreement,~~similar ~~and~~expressions ~~any~~identify ~~other~~forward-looking ~~documents~~statements. ~~entered~~The ~~into~~forward-looking statements in ~~conjunction~~this ~~therewith,~~report orare ~~applicable~~based ~~laws.~~upon Invarious ~~addition,~~assumptions. ~~except~~Although asthe ~~expressly~~Company ~~set~~believes ~~forth~~that inthese ~~the~~assumptions ~~Third~~were ~~Forbearance~~reasonable ~~Agreement~~when made, ~~the~~because ~~Forbearance~~these ~~does~~assumptions ~~not~~are ~~constitute~~inherently asubject ~~waiver~~to ~~of,~~significant oruncertainties anand ~~amendment~~contingencies which are difficult or impossible to, ~~any~~predict ~~rights,~~and ~~powers,~~are orbeyond ~~remedies~~its ofcontrol, the ~~Investors~~Company ~~under~~cannot ~~the~~assure ~~Notes~~you orthat ~~all~~it ~~other~~will ~~documents~~achieve ~~entered~~or ~~into~~accomplish inthese ~~conjunction~~expectations. ~~therewith~~The asCompany inassumes ~~effect~~no ~~prior~~obligation to ~~the~~update ~~date~~or ofrevise ~~the~~these ~~Third~~forward-looking ~~Forbearance~~statements ~~Agreement~~for any reason, even if new information becomes available in the future.

The foregoing descriptions of the Third Forbearance Agreement does not purport to be complete and are qualified in their entirety by reference to the full text of the Third Forbearance Agreement, a copy of which is filed as Exhibit 10.1 and incorporated by reference herein.

Exhibits No.		Description
10.1		Third Forbearance Agreement, dated April 15, 2025, by and among DigiAsia Corp. and the Investors party thereto.

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.

		DigiAsia Corp.
	DigiAsia Corp. (Registrant)
		(Registrant)
Date: April 23, 2025	By:	/s/ Prashant Gokarn
Date: April 16, 2025		By:	/s/ Subir Lohani
	Name:	Prashant Gokarn
		Name:	Subir Lohani
	Title:	Co-Chief Executive Officer
		Title:	Chief Financial Officer and Chief Strategy Officer

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