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 ~~June~~July 2026

Commission File Number: 001-42877

LEIFRAS Co., Ltd.

(Translation of registrant’s name into English)

Ebisu Garden Place Tower Floor 2017 4-20-3, Ebisu, Shibuya-ku Tokyo, Japan +81-303-6451-1341

(Address of principal executive 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 ☐

~~Entry~~Closing ~~into~~of Stock Transfer ~~Agreement~~ in Respect of SWIFT JAPAN Co., Ltd.

On ~~June~~July 231, 2026, LEIFRAS Co., Ltd. (the “Company”) completed ~~entered into~~ a stock transfer ~~agreement~~ (the “Stock Transfer”) pursuant to that certain Stock Transfer Agreement dated June 23, 2026 (the “Stock Transfer Agreement”) with an individual (the “Seller”), ~~with~~in respect ~~to the acquisition~~ of SWIFT JAPAN Co., Ltd. (the “Target Company”), a Japanese corporation. (In connection with the “Stock Transfer, the Company paid the transaction consideration to the Seller in cash and acquired all rights, title, and interests in and to the Target Company”)’s issued and outstanding shares, free and clear of all liens and encumbrances. The Company has commenced operations of the Target Company’s childcare businesses.

~~Pursuant~~The toforegoing ~~the Stock Transfer~~description ~~Agreement, the Seller agreed to transfer to the Company all outstanding shares~~ of the ~~Target Company for a cash consideration of JPY454,580,040 (US$2,857,556) (the “~~Stock Transfer~~”).~~ ~~The Target Company is a childcare facility operator in Aichi Prefecture, Japan. Under the terms of the Stock Transfer~~ Agreement, ~~the~~does ~~Company~~not ~~will~~purport ~~acquire all rights, title and interests in and~~ to ~~the~~be ~~Target~~complete ~~Company’s issued~~ and ~~outstanding~~ ~~shares~~is ~~free~~qualified ~~and~~in ~~clear~~its ofentirety ~~liens~~by ~~and~~reference ~~encumbrances. As part of the transaction structure, prior~~ to ~~closing,~~ the ~~Target~~full ~~Company will~~text ~~transfer certain investment-related assets and activities to SWIFT ESTATE Co., Ltd. through an absorption-type company split. Following completion~~ of the ~~company split, the Company will acquire the remaining operating business of the Target Company. Following completion~~ ~~of the~~ Stock Transfer, ~~the Target Company will become a wholly owned subsidiary of the Company. The Stock Transfer~~ Agreement ~~contains customary representations~~, ~~warranties,~~which ~~covenants~~was ~~and~~filed ~~indemnification~~as ~~provisions~~Exhibit ~~by the parties~~10. ~~The Stock Transfer is expected to become effective on July~~ 1, ~~2026. The completion of the Stock Transfer is subject~~ to the ~~satisfaction or waiver of customary closing conditions, including the approval of the share transfer by the Target~~ Company’s ~~shareholders~~Form ~~and~~6-K ~~the~~dated ~~delivery~~June of23, ~~customary closing documents~~2026.

The Stock Transfer Agreement and the transactions contemplated thereby were approved and authorized by the board of directors of the Company on June 15, 2026.

The foregoing description of the Stock Transfer Agreement does not purport to be complete and is qualified in its entirety by reference to the English translation of the full text of the Stock Transfer Agreement, which is filed as Exhibit 10.1 to this Form 6-K.

On June 23, 2026, the Company issued a press release to announce the Stock Transfer Agreement. A copy of the press release is furnished herewith as Exhibit 99.1.

Exhibit Index

Exhibit No.		Description
10.1		English Translation of Stock Transfer Agreement by and between Yukitoshi Nakagawa and LEIFRAS Co., Ltd dated June 23, 2026
99.1		Press Release dated June 23, 2026

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, thereunto duly authorized.

	LEIFRAS Co., Ltd.
Date: June 23, 2026	By:	/s/ Kiyotaka Ito
Date: July 1, 2026	By:	/s/ Kiyotaka Ito
	Name:	Kiyotaka Ito
	Title:	Representative Director and Chief Executive Officer

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