[6-K] Golden Heaven Group Holdings Ltd. Current Report (Foreign Issuer)

Rhea-AI Filing Summary

Marsh & McLennan Companies, Inc. (MMC) has filed a Form 8-K dated July 9, 2025 announcing that the Board has appointed Bruce Broussard, 63, as an independent director effective immediately. He will also join the Board’s Audit Committee after the directors determined that he meets all applicable independence and financial-literacy requirements. As a non-management director, Mr. Broussard will receive the standard compensation package previously disclosed for independent directors (see Exhibit 10.1 to MMC’s Q2-2024 Form 10-Q). A press release detailing the appointment is furnished as Exhibit 99.1 and incorporated by reference. No other material changes, financial results, or transactions are reported in this filing.

Positive

• Appointment of independent director Bruce Broussard adds experience and strengthens Audit Committee oversight.

Negative

• None.

Insights

Corporate Governance Analyst

TL;DR – New independent director improves governance; financial impact is negligible.

The 8-K is narrowly focused on board composition. Adding Bruce Broussard increases the number of independent directors and fills a seat on the Audit Committee, supporting best-practice oversight and SOX requirements. Because compensation follows the existing non-employee director schedule, cash expense is immaterial. While the move is strategically positive from a governance standpoint, it does not alter MMC’s earnings outlook, capital structure, or strategy. Investors may view the appointment as a modest credibility enhancer with regulators and proxy advisers, but no near-term valuation catalyst is evident.

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 July 2025

Commission File Number: 001-41675

GOLDEN HEAVEN GROUP HOLDINGS LTD.

No. 8 Banhouhaichuan Rd

Xiqin Town, Yanping District

Nanping City, Fujian Province, China 353001

(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 ☐

Entry into a Material Definitive Agreement

On July 9, 2025, Golden Heaven Group Holdings Ltd. (the “Company”) entered into a share purchase agreement (the “Share Purchase Agreement”) with investors listed thereto (the “Investors”). Pursuant to the Share Purchase Agreement, the Investors in aggregate agreed to purchase, and the Company agreed to issue and sell to the Investors a total of 20,000,000 Class A ordinary shares of the Company, par value of US$0.125 per share (the “Shares”), at a purchase price of US$1.27 per share (the “Offering”). The Shares were offered under the Company’s registration statement on Form F-3 (File No. 333-279942), initially filed with the U.S. Securities and Exchange Commission on June 4, 2024, and declared effective on June 27, 2024 (the “Registration Statement”). A prospectus supplement to the Registration Statement in connection with the Offering dated as of July 7, 2025 was filed with the U.S. Securities and Exchange Commission on July 8, 2025.

The closing of the transactions contemplated by the Share Purchase Agreement took place on July 9, 2025. The Company received gross proceeds of approximately US$25,400,000 from the issuance and sale of the Shares and intends to use the net proceeds from the Offering for working capital and other general corporate purposes.

The foregoing description of the Agreement are qualified in their entirety by reference to the full texts of the Form of Agreement, which is filed as Exhibit 10.1 to this Form 6-K, and is incorporated herein by reference. 

1

EXHIBIT INDEX

Exhibit No.		Description
5.1		Opinion of Ogier
10.1		Form of Share Purchase Agreement
23.2		Consent of Ogier (included in Exhibit 5.1)

2

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.

	Golden Heaven Group Holdings Ltd.
Date: July 9, 2025	By:	/s/ Jin Xu
	Name:	Jin Xu
	Title:	Chief Executive Officer and Chairman of the Board of Directors
		(Principal Executive Officer)

3

FAQ

Who was appointed to MMC's Board on July 9, 2025?

Bruce Broussard, age 63, was appointed as an independent director.

Which Board committee will Bruce Broussard join?

He will serve on the Audit Committee.

When is the appointment effective?

The appointment is effective immediately as of July 9, 2025.

How will the new director be compensated?

He will receive the standard independent-director compensation package described in Exhibit 10.1 to MMC’s Q2-2024 Form 10-Q.

Does the 8-K include financial results or earnings data?

No, the filing is limited to the director appointment; no financial statements or earnings information are provided.

What form type covers this disclosure?

The disclosure is made via a Form 8-K current report.