Big Tree Cloud (DSY) co-CEO Xiaoxuan Zhu steps down from board

Rhea-AI Filing Summary

Big Tree Cloud Holdings Limited reported that Xiaoxuan Zhu resigned as a member of its Board of Directors and as Co-Chief Executive Officer, effective May 2, 2026. The company states her resignation was for personal reasons and not due to any disagreement over operations, policies, or financial reporting. Big Tree Cloud thanked Ms. Zhu for her service and noted that this report is incorporated by reference into its existing Form S-8 and Form F-3 registration statements.

Insights

Corporate governance analyst

Big Tree Cloud’s co-CEO and director resigns for personal reasons, with no stated dispute.

Big Tree Cloud Holdings Limited disclosed that co-Chief Executive Officer and director Xiaoxuan Zhu resigned effective May 2, 2026. The company explicitly attributes the move to personal reasons and clarifies there was no disagreement concerning operations, policies, accounting, or financial disclosures.

Leadership changes at the co-CEO and board level can affect strategic direction, but the filing does not describe any transition issues or disputes. The report is also incorporated by reference into existing Form S-8 and Form F-3 registrations, keeping those offering documents current with the updated management lineup.

Key Figures

Resignation effective date: May 2, 2026

1 metrics

Resignation effective date May 2, 2026 Effective date of Xiaoxuan Zhu’s resignation as director and co-CEO

Key Terms

Form 6-K, foreign private issuer, Form S-8, Form F-3, +1 more

5 terms

Form 6-K regulatory

"FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16"

A Form 6-K is a report that companies listed in certain countries file to provide important updates, such as financial results, corporate changes, or other significant information, to regulators and investors. It functions like an official company update or news release, helping investors stay informed about developments that could affect their investment decisions.

foreign private issuer regulatory

"REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16"

A foreign private issuer is a company organized outside the United States that meets tests showing it is primarily foreign-controlled and therefore qualifies for a different set of U.S. reporting rules. For investors, that means the company files less frequent or differently formatted disclosures with U.S. regulators and may follow home-country accounting and governance practices, so buying its stock is like dining at a well-reviewed restaurant that follows its home kitchen’s rules instead of the local menu — you get access but should check what standards apply.

Form S-8 regulatory

"incorporated by reference into (i) the registration statement on Form S-8"

A Form S-8 is a U.S. Securities and Exchange Commission registration that lets a public company set aside shares for employee benefit plans and stock-based compensation. Think of it as opening a dedicated account that authorizes the company to issue or reserve stock for workers and directors; it matters to investors because it enables share dilution when those awards are granted or exercised and signals how management is compensated and incentivized.

Form F-3 regulatory

"and (ii) the Company’s registration statement on Form F-3"

Form F-3 is a U.S. securities filing that lets eligible foreign companies pre-register and then quickly sell shares or other securities to raise money, because they already meet ongoing reporting and size tests. For investors it signals that the company is up-to-date with regulatory disclosure and has an efficient way to issue new securities — similar to a pre-approved credit line — which can mean faster capital raises but also potential dilution of existing holdings.

Board of Directors financial

"her resignation as a member of the Board of Directors"

The Board of Directors is a group of people chosen by a company's owners to help make big decisions and oversee how the company is run. They act like a team of advisors or managers, making sure the company stays on track and meets its goals. Their choices can influence the company's success and how it grows.

Form 6-K: How Foreign Companies Report to the SEC →

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 May 2026

Commission File Number: 001-42114

Big Tree Cloud Holdings Limited 

Building B4, Qianhai Shengang Fund Town

Nanshan District, Shenzhen, China 518052

+86 0755 2759-5623

(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 ☐

Departure of Director and Co-Chief Executive Officer

On May 2, 2026, Xiaoxuan Zhu notified the Board of Directors (the “Board”) of Big Tree Cloud Holdings Limited (the “Company”) of her resignation as a member of the Board and as Co-Chief Executive Officer of the Company, effective as of the same date.

Ms. Zhu’s resignation was for personal reasons and was not the result of any disagreement with the Company relating to the Company’s operations, policies or practices, including any matters relating to its accounting principles or practices or financial statement disclosure.

The Company thanks Ms. Zhu for her service and contributions during her tenure and wishes her the best in her future endeavors.

The contents of this Report on Form 6-K are hereby incorporated by reference into (i) the registration statement on Form S-8 (Registration No. 333-284468) of Big Tree Cloud Holdings Limited (the “Company”), filed with the U.S. Securities and Exchange Commission (the “SEC”) on January 24, 2025, and (ii) the Company’s registration statement on Form F-3 (Registration No. 333-289941) of the Company, that was initially filed with the SEC on August 29, 2025, and declared effective by the SEC on September 9, 2025.

1

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.

Date: May 7, 2026
	Big Tree Cloud Holdings Limited
	By:	/s/ Wenquan Zhu
	Name:	Wenquan Zhu
	Title:	Chairman of the Board of Directors and Chief Executive Officer

2

FAQ

What leadership change did Big Tree Cloud (DSY) disclose in this 6-K?

Big Tree Cloud disclosed that co-Chief Executive Officer and director Xiaoxuan Zhu resigned effective May 2, 2026. Her departure covers both roles: member of the Board of Directors and Co-Chief Executive Officer of the company, marking a significant management change.

Why did Big Tree Cloud’s co-CEO Xiaoxuan Zhu resign?

The filing states that Xiaoxuan Zhu resigned for personal reasons. It further clarifies that her decision was not due to any disagreement with Big Tree Cloud regarding operations, company policies, accounting principles, financial reporting practices, or disclosure of its financial statements.

Did Big Tree Cloud report any disagreement related to Ms. Zhu’s resignation?

Big Tree Cloud explicitly states that Ms. Zhu’s resignation did not result from any disagreement with the company. This includes no disputes over operations, corporate policies, accounting principles, financial practices, or financial statement disclosure, suggesting an orderly, non-contentious leadership transition.

When did Xiaoxuan Zhu’s resignation from Big Tree Cloud become effective?

The filing states that May 2, 2026 is both the date Ms. Zhu notified the Board and the effective date of her resignation. From that date, she no longer serves as a member of the Board of Directors or as Co-Chief Executive Officer of Big Tree Cloud.

How does this 6-K relate to Big Tree Cloud’s existing registration statements?

The report is incorporated by reference into Big Tree Cloud’s Form S-8 registration statement (No. 333-284468) and its Form F-3 registration statement (No. 333-289941). This keeps those securities registration documents aligned with the company’s updated leadership information.

Who signed Big Tree Cloud’s 6-K reporting the co-CEO’s resignation?

The 6-K was signed on behalf of Big Tree Cloud Holdings Limited by Wenquan Zhu, identified as Chairman of the Board of Directors and Chief Executive Officer. This signature confirms the company’s authorization of the disclosed leadership change and related regulatory statements.