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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
Form
8-K
Current
Report
Pursuant
to Section 13 or 15(d) of the Securities Exchange Act of 1934
November 11, 2025
Date
of Report (Date of earliest event reported)
Blueport Acquisition Ltd
(Exact name of Registrant as specified in its
charter)
| Cayman Islands |
|
001-42947 |
|
N/A |
(State
or other jurisdiction
of incorporation) |
|
(Commission
File Number) |
|
(I.R.S.
Employer
Identification Number) |
366 Madison Ave 3rd Floor
New York, NY |
|
10017 |
| (Address
of Principal Executive Offices) |
|
(Zip
Code) |
Registrant’s
telephone number, including area code: (212) 829-8937
N/A
(Former
name or former address, if changed since last report)
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 |
| |
|
| ☐ |
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act |
| |
|
| ☐ |
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act |
| |
|
| ☐ |
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act |
Securities
registered pursuant to Section 12(b) of the Act:
| Title
of each class |
|
Trading
Symbol(s) |
|
Name
of each exchange on which registered |
| Class A Ordinary Shares, par value of $0.0001 per share |
|
BPAC |
|
The
Nasdaq Stock Market LLC |
| Rights, each entitling the holder to receive one-sixth (1/6) of one Class A Ordinary Share |
|
BPACR |
|
The
Nasdaq Stock Market LLC |
| Units, each consisting of one Class A Ordinary Share and one Right to receive one-sixth (1/6) of one Class A Ordinary Share |
|
BPACU |
|
The
Nasdaq Stock Market LLC |
Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405)
or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
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 5.02. Departure
of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On November 11, 2025, Blueport Acquisition
Ltd (the “Company”) entered into a consulting agreement (the “Consulting Agreement”) with Hurricane
Corporate Services Ltd. (the “Consultant”), a consulting company controlled by Kulwant Sandher, the Company’s Chief Financial Officer. Pursuant to the Consulting Agreement, the Company has engaged the
Consultant to provide Chief Financial Officer services to the Company, at the monthly fee of $3,000 plus reimbursable expenses
actually incurred by the Consultant. The Agreement has a duration of three months commencing on the execution date and
automatically renewed for an additional three months on February 11, 2026 in accordance with its terms. The Consulting
Agreement provides that each party will indemnify the other for any breach of the agreement or any negligent or wrongful act or
omission by the indemnifying party.
In November 2025, the Company orally agreed to
pay each of its directors $7,500 per quarter as compensation for board services. Such agreement may be terminated by the Company at any
time.
Item 9.01. Financial
Statements and Exhibits.
| Exhibit No. |
|
Description |
| 10.1 |
|
Consulting Agreement |
| 104 |
|
The cover page from this Current Report on Form 8-K, formatted in Inline XBRL |
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 hereunto duly authorized.
| Dated: March 4, 2026 |
|
|
| |
Blueport Acquisition Ltd |
| |
|
|
| |
By: |
/s/ William Rosenstadt |
| |
Name: |
William Rosenstadt |
| |
Title: |
Chief Executive Officer |
