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 November 2025
Commission File Number: 001-39258
BTC Digital Ltd.
61 Robinson Road Level 6 & 7
#738, Singapore 068893
(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 ☐
This Form 6-K, including the exhibit hereto, is
incorporated by reference into Registration Statement No. 333-283367 on Form S-3.
SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS
Statements in this current
report with respect to the Company’s current plans, estimates, strategies and beliefs and other statements that are not historical
facts are forward-looking statements about the future performance of the Company. Forward-looking statements include, but are not limited
to, those statements using words such as “believe,” “expect,” “plans,” “strategy,” “prospects,”
“forecast,” “estimate,” “project,” “anticipate,” “aim,” “intend,”
“seek,” “may,” “might,” “could” or “should,” and words of similar meaning
in connection with a discussion of future operations, financial performance, events or conditions. From time to time, oral or written
forward-looking statements may also be included in other materials released to the public. These statements are based on management’s
assumptions, judgments and beliefs in light of the information currently available to it. The Company cautions investors that a number
of important risks and uncertainties could cause actual results to differ materially from those discussed in the forward-looking statements,
including but not limited to, product and service demand and acceptance, changes in technology, economic conditions, the impact of competition
and pricing, government regulation, and other risks contained in reports filed by the company with the Securities and Exchange Commission.
Therefore, investors should not place undue reliance on such forward-looking statements. Actual results may differ significantly from
those set forth in the forward-looking statements.
All such forward-looking
statements, whether written or oral, and whether made by or on behalf of the company, are expressly qualified by the cautionary statements
and any other cautionary statements which may accompany the forward-looking statements. In addition, the company disclaims any obligation
to update any forward-looking statements to reflect events or circumstances after the date hereof.
EXHIBIT INDEX
| Exhibit No. |
|
Description |
| 99.1 |
|
Unaudited Consolidated Financial Statements as of June 30, 2025 and for the six months ended June 30, 2025 and 2024 |
| 99.2 |
|
Management’s Discussion and Analysis of Financial Condition and Results of Operation |
| 99.3 |
|
Consent of Audit Alliance LLP |
| 101.INS |
|
Inline XBRL Instance Document. |
| 101.SCH |
|
Inline XBRL Taxonomy Extension Schema Document. |
| 101.CAL |
|
Inline XBRL Taxonomy Extension Calculation Linkbase Document. |
| 101.DEF |
|
Inline XBRL Taxonomy Extension Definition Linkbase Document. |
| 101.LAB |
|
Inline XBRL Taxonomy Extension Label Linkbase Document. |
| 101.PRE |
|
Inline XBRL Taxonomy Extension Presentation Linkbase Document. |
| 104 |
|
Cover Page Interactive Data File (Embedded as Inline XBRL document and contained in Exhibit 101). |
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.
| |
BTC Digital Ltd. |
| |
|
|
| Date: November 12, 2025 |
By: |
/s/ Siguang Peng |
| |
Name: |
Siguang Peng |
| |
Title: |
Chief Executive Officer |
