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
For the month of September 2025
Commission File Number: 001-42553
Baiya International Group Inc.
(Registrant’s Name)
Room 18022, Floor 18
112 W. 34th Street, New York, NY 10120
(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 ☐
Entry into Material Definitive Agreements
On
September 19, 2025, BAIYA INTERNATIONAL GROUP INC. (the “Company”) entered into a stock purchase agreement (the “Agreement”)
with STARFISH TECHNOLOGY-FZE, a software development company formed pursuant to the laws of the United Arab Emirates (“Starfish”)
and each of the holders of Starfish’s outstanding capital shares, to acquire 100% of the equity interests in Starfish. The purchase
price will be paid in the form of 2,320,000 newly-issued Class A ordinary shares of the Company. The transaction is expected to close
in the fourth quarter of 2025, subject to customary closing conditions.
The
foregoing description of the Agreement does not purport to be complete and is qualified in its entirety by reference to the Agreement,
the form of which is filed as Exhibit 4.1 hereto and is incorporated herein by reference.
EXHIBIT INDEX
| Exhibit No. |
|
Description |
| 4.1 |
|
Form of Stock Purchase Agreement |
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.
| Date: September 26, 2025 |
BAIYA INTERNATIONAL GROUP INC. |
| |
|
| |
By: |
/s/ Siyu Yang |
| |
|
Siyu Yang |
| |
|
Chief Executive Officer |
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