UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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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): ~~September~~July 193, ~~2025~~2026

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NEOLARA CORP.

(Exact name of registrant as specified in its charter)

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Wyoming	000-56687	98-1674969
(State or Other Jurisdiction	(Commission	(I.R.S. Employer
of Incorporation)	File Number)	Identification No.)

Contiguo a la Guardia de Asistencia Rural,

San Vito, Coto Brus,

Puntarenas, 60801, Costa Rica

(Address of Principal Executive Offices) (Zip Code)

+1 852 4427 8912

(Registrant’s telephone number, including area code)

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:

Title of each class	Trading Symbol (s)	Name of each exchange on which registered
N/A	N/A	N/A

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 57.01 ~~Changes~~Regulation inFD ~~Control of Registrant~~Disclosure.

~~Effective~~The ~~September 19,~~information ~~2025, Julio Antonio Quesada Murillo, the~~contained ~~previous~~in ~~Chief~~this ~~Executive~~Item ~~Officer, director and majority shareholder of Neolara Corp~~7.01 (the “Company”), entered into a stock purchase agreement for the sale of 2,000,000 shares of Common Stock of the Company, representing approximately 63% of the issued and outstanding shares of Common Stock of the Company as of such date, to Cao Wei, and as such Mr. Cao able to unilaterally control the election of our board of directors, all matters upon which shareholder approval is ~~required~~being ~~and,~~furnished ~~ultimately,~~in ~~the~~accordance ~~direction~~with ofRegulation ~~our Company~~FD.

~~Also~~On ~~effective~~July ~~September 19~~3, ~~2025~~2026, ~~Julio~~Neolara ~~Antonio~~Corp. (the ~~Quesada~~“Company”) ~~Murillo,~~issued ~~Luis~~a ~~Diego~~press ~~Chavarria~~release ~~Arce~~announcing ~~and Carlos~~that ~~Alvarez~~it ~~Rojas~~has ~~resigned~~entered ~~from~~into ~~all~~a ~~executive~~non-binding ~~officer~~letter ~~positions~~of ~~with~~intent (the ~~Company,~~“LOI”) with ~~including~~respect ~~Chief Executive~~to ~~Officer~~a ~~and~~potential ~~President,~~acquisition ~~and~~of asa ~~members~~Hong ofKong-based company (the ~~Board,~~“Target”) that specializes in AI-assisted photo restoration and ~~effective~~digital ~~the~~image ~~same~~enhancement ~~day,~~services. ~~Cao~~A ~~Wei~~copy ~~was~~of ~~appointed~~the press release is attached as ~~Chief~~Exhibit ~~Executive~~99.1 ~~Officer, Chief~~to ~~Financial~~this ~~Officer,~~Current ~~Secretary~~Report on Form 8-K and ~~sole~~is ~~Director.~~incorporated herein by reference.

The information in this Item 7.01, 5including Exhibit 99.021, ~~Departure~~is being furnished and shall not be deemed “filed” for purposes of ~~Directors~~Section 18 of the Securities Exchange Act of 1934, as amended, or ~~Principal~~otherwise ~~Officers;~~subject ~~Election~~to the liabilities of ~~Directors;~~that ~~Appointment~~section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of ~~Principal~~1933, ~~Officers~~as amended, except as expressly set forth by specific reference in such a filing.

~~The disclosures set forth in~~ Item 59.01 ~~above~~Financial ~~are incorporated~~Statements byand ~~reference into this Item 5~~Exhibits.~~02(a).~~

~~The~~(d) ~~business background descriptions of the newly appointed officer and director is as follows:~~Exhibits.

Cao Wei - President, Chief Executive Officer, Secretary, and Director

Exhibit Number	Description
99.1	Press Release dated July 3, 2026

From 2022 to 2024, Cao Wei served as Senior Architectural Designer of Wuhan Shangjian Construction Co., Ltd. From 2019 to 2022, he served as Senior Architect of Hubei Xinjie Construction Engineering Co., Ltd. From 2015 to 2018, he was Senior Architectural Design Manager of Hubei Fuhua Construction and Installation Co., Ltd. From 2014 to 2015, he served as Construction Project Manager of Jingzhou Junyu Construction Engineering Co., Ltd.2

~~Mr. Cao holds a Bachelor of Civil Engineering from Hubei University of Technology.~~SIGNATURE

LiPursuant ~~Yan~~to -the ~~Director~~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.

Since 2021, Li Yan has served as Senior Biomedical Engineer at Hubei Bokang Medical Technology Co., Ltd., leading clinical validation of medical devices to meet regulatory requirements, optimizing flagship products to reduce failure rates, and mentoring junior engineers. From 2018 to 2021, he/she was Product Development Engineer at Wuhan Huakang Century Clean Technology Co., Ltd., where he/she enhanced system stability, authored technical documentation, and improved customer satisfaction. From 2016 to 2018, he/she was Technical Support Engineer at Jingzhou Yihai Technology Ltd., contributing to new product launches, clinical trials, and compliance testing.

	NEOLARA CORP.

Date: July 6, 2026	By:	/s/ Cao Wei
	Name:	Cao Wei
	Title:	Chief Executive Officer

~~Li Yan received a Bachelor’s degree in Biomedical Engineering from Hubei University of Science and Technology.~~3

Lloveras Amador Ricado - Director

From 2021 to 2025, Mr. Lloveras served as Senior Software Developer of Softtek Digital Solutions SL, where he led Java and JavaScript web application development, established automated testing frameworks, and mentored junior developers. From 2019 to 2021, he served as Software Project Manager of Indra Sistemas, S.A., overseeing large-scale IT and defense projects across the public administration, transportation, and security sectors, and contributing to digital transformation initiatives through cloud computing, big data, and cybersecurity adoption. From 2016 to 2019, Mr. Lloveras served as Senior Software Engineer of Amadeus IT Group, S.A., where he directed cross-functional teams to enhance Air IT and Hospitality platforms, implemented scalable cloud-based systems, and introduced continuous integration and delivery pipelines.

Mr. Ricardo received a Bachelor’s degree in Computer Engineering from the University of Barcelona.

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.

	NEOLARA CORP.
Date: September 19, 2025	By:	/s/ Cao Wei
	Name:	Cao Wei
	Title:	CEO

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