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Golden Heaven to issue 6M Class B shares for advisory

Golden Heaven Group Holdings Ltd. will issue 6,000,000 Class B shares for a one-year advisory engagement, with the shares locked up for twelve months.

(Neutral)
(Neutral)
Form Type
6-K

Rhea-AI Filing Summary

Golden Heaven Group Holdings Ltd. (GDHG) entered into an Advisory Agreement with YITONG ASIA INVESTMENT PTE. LTD., under which the advisor will provide corporate strategy, capital markets, investment, and M&A advisory services for twelve months. As consideration, Golden Heaven will issue 6,000,000 Class B ordinary shares, par value US$0.00001 per share, to the advisor. These shares will be subject to a twelve‑month transfer restriction from the issuance date, aside from customary exceptions. The disclosure is also incorporated by reference into several existing and pending registration statements on Forms S-8 and F-3.

Positive

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Negative

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Consideration Shares 6,000,000 Class B ordinary shares Issued to the advisor as consideration under the Advisory Agreement
Par value per Class B ordinary share US$0.00001 per share Par value of the Consideration Shares issued to the advisor
Advisory term 12 months Duration of advisory services covering strategy, capital markets, investments, and M&A
Lock-up period 12 months Period during which the advisor agrees not to transfer or sell Consideration Shares, subject to customary exceptions
Number of referenced registration statements 5 registration statements Form S-8 and Form F-3 filings into which this Form 6-K is incorporated by reference
Advisory Agreement financial
"entered into an advisory agreement (the “Advisory Agreement”) with YITONG"
An advisory agreement is a written contract that spells out the responsibilities, fees and length of time a company hires an outside advisor — such as a financial, strategic or legal consultant — to provide ongoing guidance. For investors, it matters because the agreement sets costs, performance expectations, and any limits or conflicts that can affect a company’s strategy and financial results, similar to seeing the terms of a hired expert before judging their influence.
Class B ordinary shares financial
"issue to the Advisor 6,000,000 Class B ordinary shares of the Company"
Class B ordinary shares are a type of ownership stake in a company that typically come with different voting rights or privileges compared to other share classes. For investors, they represent a way to hold part of the company’s value and influence its decisions, often with fewer voting rights than Class A shares. Understanding these shares helps investors assess their level of control and potential returns within a company.
Consideration Shares financial
"par value US$0.00001 per share (the “Consideration Shares”)"
Incorporation by Reference regulatory
"Incorporation by Reference The contents of this Form 6-K are hereby"
Incorporation by reference is a legal shortcut used in regulatory filings where one document makes another document part of itself by pointing to it instead of repeating its content—like telling readers “see chapter 3 of another book” and treating that chapter as if printed in the current file. Investors care because information included this way is legally binding for disclosure and can change the view of a company’s risks, obligations and value, so the referenced material must be reviewed to understand the full picture.
Form 6-K regulatory
"The contents of this Form 6-K are hereby incorporated by reference"
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.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What advisory deal did GDHG announce in this Form 6-K?

Golden Heaven Group Holdings Ltd. entered into an Advisory Agreement with YITONG ASIA INVESTMENT PTE. LTD. for twelve months of corporate strategy, capital markets, investment, and M&A advisory services starting from September 11, 2026.

How many shares will GDHG issue under the Advisory Agreement?

Golden Heaven will issue 6,000,000 Class B ordinary shares, with a par value of US$0.00001 per share, to YITONG ASIA INVESTMENT PTE. LTD. as consideration for the advisory services.

Are the new GDHG shares issued to the advisor subject to lock-up?

Yes. The advisor agrees that, subject to customary exceptions, it will not transfer, sell, or otherwise dispose of any of the 6,000,000 Consideration Shares for a period of twelve months from the issuance date.

Who owns the GDHG advisor YITONG ASIA INVESTMENT PTE. LTD.?

YITONG ASIA INVESTMENT PTE. LTD., the advisory counterparty to Golden Heaven, is described as an exempt private company limited by shares incorporated in Singapore and is wholly owned by Cuizhang Gong.

How is this GDHG Form 6-K used in the company’s registration statements?

The contents of this Form 6-K are incorporated by reference into Golden Heaven’s registration statements on Forms S-8 and F-3, including File Nos. 333-279423, 333-279942, 333-283714, 333-292462, and 333-295337.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Learn about SEC filing dates

 

 

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 September 2026

 

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

 

 

 

 

 

 

On September 11, 2026, Golden Heaven Group Holdings Ltd. (the “Company”) entered into an advisory agreement (the “Advisory Agreement”) with YITONG ASIA INVESTMENT PTE. LTD. (the “Advisor”), an exempt private company limited by shares incorporated in Singapore and wholly owned by Cuizhang Gong. Pursuant to the Advisory Agreement, the Advisor will provide the Company with advisory services relating to corporate strategy, capital markets, investments, and mergers and acquisitions for a period of twelve months (the “Advisory Services”). As consideration for the Advisory Services, the Company will issue to the Advisor 6,000,000 Class B ordinary shares of the Company, par value US$0.00001 per share (the “Consideration Shares”). The Advisor agrees that, subject to customary exceptions, for a period of twelve months from the issuance date, it shall not transfer, sell or other dispose of any Consideration Share. The foregoing description of the Advisory Agreement does not purport to describe all terms and conditions thereof and is qualified in its entirety by reference to the form of Advisory Agreement which is filed as Exhibits 10.1 hereto, and is incorporated herein by reference.

 

Incorporation by Reference

 

The contents of this Form 6-K are hereby incorporated by reference into (i) the Company’s registration statement on Form S-8 (File No. 333-279423) filed with the U.S. Securities and Exchange Commission (the “SEC”) on May 15, 2024, (ii) the Company’s registration statement on Form F-3 (File No. 333-279942) filed with the SEC on June 4, 2024 and declared effective by the SEC on June 27, 2024, (iii) the Company’s registration statement on Form S-8 (File No. 333-283714) filed with the SEC on December 10, 2024, (iv) the Company’s registration statement on Form F-3 (File No. 333-292462) filed with the SEC on December 29, 2025 and declared effective by the SEC on February 6, 2026, and (v) the Company’s registration statement on Form F-3 (File No. 333-295337) initially filed with the SEC on April 27, 2026.

 

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EXHIBIT INDEX

 

Exhibit No.   Description of Exhibit
10.1   English Translation of Advisory Agreement dated September 11, 2026 between Golden Heaven Group Holding Ltd. and YITONG ASIA INVESTMENT PTE. LTD.

 

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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 Holding Ltd.
     
Date: September 11, 2026 By: /s/ Jin Xu
  Name:  Jin Xu
  Title:

Chief Executive Officer,

Chairman of the Board of Directors, and

Director

 

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Filing Exhibits & Attachments

1 document

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