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 April 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
☐
EXPLANATORY NOTE
On April 7, 2026, the Company received approval
from The Nasdaq Stock Market LLC (“Nasdaq”) of the Company’s application to transfer the listing of its Class A Ordinary
Shares to The Nasdaq Capital Market (the “Capital Market”).
Nasdaq has informed the Company that its Class
A Ordinary Shares will be transferred to the Capital Market at the opening of business on April 9, 2026. The transfer of
listing does not affect the trading of the Company’s securities, and the Company’s Class A Ordinary Shares will
continue to trade under their existing ticker symbol.
On April 8, 2026, the Company issued a press release
announcing Nasdaq’s approval of the transfer to the Capital Market. A copy of the press release is attached hereto as Exhibit 99.1.
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 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.
EXHIBIT INDEX
| Exhibit No. |
|
Description |
| 99.1 |
|
Big Tree Cloud Holdings Limited Announces Transfer of Listing to Nasdaq Capital Market |
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: April 8, 2026 |
|
| |
|
| |
Big Tree Cloud Holdings Limited |
| |
|
| |
By: |
/s/ Wenquan Zhu |
| |
Name: |
Wenquan Zhu |
| |
Title: |
Chairman of the Board of Directors and
Co-Chief Executive Officer |
Exhibit 99.1
Big Tree Cloud Holdings Limited Announces Transfer
of Listing to Nasdaq Capital Market
SHENZHEN, China, April
8, 2026 /PRNewswire/ -- Big Tree Cloud Holdings Limited (the “Company”) (NASDAQ: DSY) today announced that on April 7, 2026,
it received approval from The Nasdaq Stock Market LLC (“Nasdaq”) to transfer the listing of its Class A Ordinary Shares from
the Nasdaq Global Market to the Nasdaq Capital Market. The transfer will become effective at the opening
of business on April 9, 2026. The Company’s Class A Ordinary Shares will continue to trade under the existing ticker symbol “DSY”
without interruption.
About Big Tree Cloud Holdings Limited
Founded in 2020, Big Tree Cloud is positioned
as an international capital platform focused on industrial integration and strategic investment in China’s personal care industry.
The Company is committed to empowering industries through capital operations. Currently, Big Tree Cloud is accelerating its expansion
into the AI sector. This new business line aims to capture the growing market demand for AI skills, injecting fresh momentum into the
Company’s development.
Forward-Looking Statements
This announcement contains forward-looking statements.
These statements are made under the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995.
These forward-looking statements can be identified by terminology such as “will,” “expects,” “anticipates,”
“future,” “intends,” “plans,” “believes,” “estimates,” “confident”
and similar statements. Statements that are not historical facts, including but not limited to statements about the Company’s beliefs
and expectations, are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties. A number of factors
could cause actual results to differ materially from those contained in any forward-looking statement, including but not limited to the
following: the Company’s ability to achieve its goals and strategies; its future business development, financial condition and results
of operations; the growth of, and trends in, the markets in which the Company operates; its ability to successfully expand into the AI
sector and capture market demand; its ability to maintain and enhance its brand and reputation; its reliance on its relationship with
its customers and end-users; changes in laws and regulations affecting its business; general economic and business conditions globally
and in China; and assumptions underlying or related to any of the foregoing. Further information regarding these and other risks is included
in the Company’s filings with the U.S. Securities and Exchange Commission. All information provided in this press release is as
of the date of this press release, and the Company undertakes no duty to update such information, except as required under applicable
law.
Investor Relations Contact
Ting Yan
Phone: +86 15986815865
Email: yanting@bigtreeclouds.com
