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 August 2025
Commission File Number: 001-42523
GCL Global Holdings Ltd
(Exact Name of Registrant as Specified in its Charter)
29 Tai Seng Avenue, #02-01
Singapore 534119
(Address of Principal Executive Offices and Zip
Code)
Registrant’s telephone number, including
area code: +65 80427330
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 ☐
On
August 29, 2025, in connection with the recently completed acquisition (the “Acquisition”) of Ban Leong Technologies Limited
(“Ban Leong”) by GCL Global Holdings Ltd (“GCL” or the “Company”), the Company published Ban Leong’s
audited financial statements for the fiscal years ended March 31, 2024 and 2025, and certain unaudited pro forma financial information
about the Acquisition, a copy of which is being furnished as Exhibit 99.1 and 99.2, respectively hereto. It also published Ban Leong’s
Management’s Discussion and Analysis of Financial Condition and Results of Operations for the last two fiscal years, a copy of which
is being furnished as Exhibit 99.3 hereto.
On
August 28, 2025, the Company issued a press release relating to its subsidiary, 2Game Digital Limited, a copy of which is furnished as
Exhibit 99.4 hereto.
Exhibit
Index
| No. |
|
Description
of Exhibit |
| 99.1 |
|
Ban Leong’s audited financial statements for the fiscal years ended March 31, 2024 and 2025 |
| 99.2 |
|
Unaudited Pro Forma Condensed Combined Financial Information |
| 99.3 |
|
Ban Leong’s Management’s Discussion and Analysis of Financial Condition and Results of Operations |
| 99.4 |
|
Press release dated August 28, 2025 |
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: August 29, 2025 |
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GCL Global Holdings Ltd. |
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By: |
/s/ Sebastian Toke |
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Name: |
Sebastian Toke |
| |
Title: |
Group CEO |
