[6-K] CytoMed Therapeutics Limited Current Report (Foreign Issuer)

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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: 001-41677

CytoMed Therapeutics Limited

(Exact name of registrant as specified in its charter)

1 Commonwealth Lane

#08-22

Singapore 149544

(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 ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐

Annual Shareholders Meeting

On June 26, 2025, at 12:00 p.m. local time (12:00 a.m. EST on , June 26, 2025), CytoMed Therapeutics Limited (the “Company”) held its 2025 annual meeting of shareholders (the “Annual Meeting”). Holders of zero ordinary shares of the Company were present in person and 7,624,197 ordinary shares of the Company were present by proxy at the annual meeting, representing approximately 66.06% of the total 11,540,000 outstanding ordinary shares and therefore constituting a quorum of at least two shareholders with ordinary shares outstanding and entitled to vote at the annual meeting as of the record date of June 23, 2025. The final voting results for each matter submitted to a vote of shareholders at the meeting are as follows:

	1.	By an ordinary resolution, to receive and adopt the Directors’ Statement, the audited financial statements of the Company for the financial year ended December 31, 2024;
	2.	By an ordinary resolution, to receive and adopt the audited financial statements in relation to Form 20-F for the financial year ended December 31, 2024;
	3.	By an ordinary resolution, to approve the re-election of Dr. ZENG Jieming, who is retiring by rotation pursuant to Regulation 117 of the Constitution of the Company and who, being eligible, offers himself for re-election as Director;
	4.	By an ordinary resolution, to approve the re-election of Mr. Mark LEONG Kei Wei who is retiring by rotation pursuant to Regulation 117 of the Constitution of the Company and who, being eligible, offers himself for re-election as Director;
	5.	By an ordinary resolution, to approve the re-election of Prof. LOH Yuin Han who is retiring by rotation pursuant to Regulation 117 of the Constitution of the Company and who, being eligible, offers himself for re-election as Director;
	6.	By an ordinary resolution, to ratify the appointment of WWC, P.C., as the Company’s independent registered public accounting firm for the financial year ending December 31, 2025 and that the Directors be empowered to fix the auditors’ remuneration in their absolute discretion;
	7.	By an ordinary resolution, to ratify the appointment of KE Trust PAC as the Company’s independent registered public accounting firm for the financial year ending December 31, 2025 and that the Directors be empowered to fix the auditors’ remuneration in their absolute discretion;
	8.	By an ordinary resolution, to approve payment of Directors’ fees of US$70,000 for the financial year ending December 31, 2025.
	9.	By an ordinary resolution, to adjourn the Annual General Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, the approval of Proposal One, Proposal Two, Proposal Three, Proposal Four, Proposal Five, Proposal Six, Proposal Seven, Proposal Eight, Proposal Ten, and Proposal Eleven.

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10. By an ordinary resolution, to resolve that:

(a) Pursuant to Section 161 of the Singapore Companies Act 1967 (the “Singapore Companies Act”) the Directors be and are hereby authorized to issue such number of new ordinary shares in the capital of the Company as may be approved by the board of Directors (the “Board”), such shares to rank pari passu in all respects with the existing issued ordinary shares in the capital of the Company in connection with the initial public offering of the Company at the price(s) to be determined by the Board and on such terms and conditions as the Board may at any time and from time to time think fit and allot the same to such members of the public and/or private places who shall have applied for the shares in connection with the admission of the Company to Nasdaq, as the Board may decide.

(b) Pursuant to Section 161 of the Companies Act 1967 and all applicable laws (including but not limited to the listing rules of Nasdaq (the “Nasdaq Listing Rules”)), the Directors be and are hereby authorized to: (a) (i) issue (in addition to the new ordinary shares referred to in paragraph (a) above) new ordinary shares whether by way of rights, bonus or otherwise; and/or (ii) make or grant offers, agreements or options (collectively “Instruments”) that might or would require new ordinary shares to be issued during the continuance of this authority or thereafter, including but not limited to the creation and issue of (as well as adjustments to) options, warrants, debentures or other instruments convertible into new ordinary shares, at any time and upon such terms and conditions and for such purposes and to such persons as the Directors may in their absolute discretion deem fit; and (b) (notwithstanding this authorization conferred may have ceased to be in force) issue new ordinary shares in pursuance of any Instruments made or granted by the Directors while this authorization was in force, provided that:

(1) the aggregate number of new ordinary shares to be issued pursuant to such authority (including new ordinary shares to be issued in pursuance of the Instruments, made or granted pursuant to this authorization but excluding new ordinary shares which may be issued pursuant to any adjustments (“Adjustments”) effected under any relevant Instrument, which Adjustments shall be made in compliance with all applicable laws (including the Nasdaq Listing Rules) for the time being in force (unless such compliance has been waived by the Nasdaq) and the Constitution for the time being of the Company;

(2) in exercising such authority, the Company shall comply with all applicable laws, including the provisions of the Act, the Nasdaq Listing Rules for the time being in force (unless such compliance has been waived by the Nasdaq) and the Constitution for the time being of the Company; and

(3) unless revoked or varied by the Company in a general meeting by ordinary resolution, such authority shall continue in force until (i) the conclusion of the next annual general meeting of the Company or (ii) the date by which the next annual general meeting of the Company is required by law to be held, whichever is earlier.

11. By a special resolution, alter Regulation 63(1) of the Constitution to remove the requirement to publish notice of general meetings in the daily press.

All matters voted on at the Annual Meeting were approved as recommended by the Board of Directors of the Company. The number of votes cast with respect to each proposal, as applicable, is set forth below. The Company’s inspector of election reported the final vote of the stockholders as follows: 

PROPOSAL #001 RECEIVE AND ADOPT THE DIRECTORS STATEMENT

***		FOR				AGAINST				ABS/WHD				BROKER NON-VOTES
BENEFICIAL			311,681				12,683				1,000				1,633,492
REGISTERED			5,665,341				0				0
TOTAL SHARES VOTED			5,977,022				12,683				1,000
% OF VOTED			99.78	%			0.21	%
% OF OUTSTANDING			51.79	%			0.10	%
% OF VOTED W/ABS/WHD			99.77	%			0.21	%			0.01	%
% OF OUTSTNDG W/ABS/WHD			51.79	%			0.10	%			0.00	%

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PROPOSAL #002 RECEIVE AND ADOPT THE AUDITED FINANCIAL STATEMENTS

***		FOR				AGAINST				ABS/WHD				BROKER NON-VOTES
BENEFICIAL			311,681				12,683				1,000				1,633,492
REGISTERED			5,665,341				0				0
TOTAL SHARES VOTED			5,977,022				12,683				1,000
% OF VOTED			99.78	%			0.21	%
% OF OUTSTANDING			51.79	%			0.10	%
% OF VOTED W/ABS/WHD			99.77	%			0.21	%			0.01	%
% OF OUTSTNDG W/ABS/WHD			51.79	%			0.10	%			0.00	%

PROPOSAL #003 APPROVE THE RE-ELECTION OF DR. ZENG JIEMING

***		FOR				AGAINST				ABS/WHD				BROKER NON-VOTES
BENEFICIAL			322,559				383				2,422				1,633,492
REGISTERED			5,665,341				0				0
TOTAL SHARES VOTED			5,987,900				383				2,422
% OF VOTED			99.99	%			0.00	%
% OF OUTSTANDING			51.88	%			0.00	%
% OF VOTED W/ABS/WHD			99.95	%			0.00	%			0.04	%
% OF OUTSTNDG W/ABS/WHD			51.88	%			0.00	%			0.02	%

PROPOSAL #004 APPROVE THE RE-ELECTION OF MR. MARK LEONG KEI WEI

***		FOR				AGAINST				ABS/WHD				BROKER NON-VOTES
BENEFICIAL			322,559				383				2,422				1,633,492
REGISTERED			5,665,341				0				0
TOTAL SHARES VOTED			5,987,900				383				2,422
% OF VOTED			99.99	%			0.00	%
% OF OUTSTANDING			51.88	%			0.00	%
% OF VOTED W/ABS/WHD			99.95	%			0.00	%			0.04	%
% OF OUTSTNDG W/ABS/WHD			51.88	%			0.00	%			0.02	%

PROPOSAL #005 APPROVE THE RE-ELECTION OF PROF. LOH YUIN HAN

***		FOR				AGAINST				ABS/WHD				BROKER NON-VOTES
BENEFICIAL			322,559				383				2,422				1,633,492
REGISTERED			5,665,341				0				0
TOTAL SHARES VOTED			5,987,900				383				2,422
% OF VOTED			99.99	%			0.00	%
% OF OUTSTANDING			51.88	%			0.00	%
% OF VOTED W/ABS/WHD			99.95	%			0.00	%			0.04	%
% OF OUTSTNDG W/ABS/WHD			51.88	%			0.00	%			0.02	%

PROPOSAL #006 RATIFY THE APPOINTMENT OF WWC, P.C. AS INDEP. REG. PUB. ACCT.

***		FOR				AGAINST				ABS/WHD				BROKER NON-VOTES
BENEFICIAL			1,926,452				5,247				27,157
REGISTERED			5,665,341				0				0
TOTAL SHARES VOTED			7,591,793				5,247				27,157
% OF VOTED			99.93	%			0.06	%
% OF OUTSTANDING			65.78	%			0.04	%
% OF VOTED W/ABS/WHD			99.57	%			0.06	%			0.35	%
% OF OUTSTNDG W/ABS/WHD			65.78	%			0.04	%			0.23	%

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PROPOSAL #007 RATIFY THE APPOINTMENT OF KE TRUST PAC AS INDEP. REG. PUB. ACCT.

***		FOR				AGAINST				ABS/WHD				BROKER NON-VOTES
BENEFICIAL			1,924,798				1,754				32,304
REGISTERED			5,665,341				0				0
TOTAL SHARES VOTED			7,590,139				1,754				32,304
% OF VOTED			99.97	%			0.02	%
% OF OUTSTANDING			65.77	%			0.01	%
% OF VOTED W/ABS/WHD			99.55	%			0.02	%			0.42	%
% OF OUTSTNDG W/ABS/WHD			65.77	%			0.01	%			0.27	%

PROPOSAL #008 APPROVE PAYMENT OF DIRECTORS FEES OF US$70,000

***		FOR				AGAINST				ABS/WHD				BROKER NON-VOTES
BENEFICIAL			321,758				1,606				2,000				1,633,492
REGISTERED			5,665,341				0				0
TOTAL SHARES VOTED			5,987,099				1,606				2,000
% OF VOTED			99.97	%			0.02	%
% OF OUTSTANDING			51.88	%			0.01	%
% OF VOTED W/ABS/WHD			99.93	%			0.02	%			0.03	%
% OF OUTSTNDG W/ABS/WHD			51.88	%			0.01	%			0.01	%

PROPOSAL #009 ADJOURN THE ANNUAL GENERAL MEETING TO A LATER DATE OR DATES

***		FOR				AGAINST				ABS/WHD				BROKER NON-VOTES
BENEFICIAL			1,907,144				51,712				0
REGISTERED			5,665,341				0				0
TOTAL SHARES VOTED			7,572,485				51,712				0
% OF VOTED			99.32	%			0.67	%
% OF OUTSTANDING			65.61	%			0.44	%
% OF VOTED W/ABS/WHD			99.32	%			0.67	%			0.00	%
% OF OUTSTNDG W/ABS/WHD			65.61	%			0.44	%			0.00	%

PROPOSAL #010 AUTHORIZE THE DIRECTORS TO ISSUE ORDINARY SHARES

***		FOR				AGAINST				ABS/WHD				BROKER NON-VOTES
BENEFICIAL			302,384				22,980				0				1,633,492
REGISTERED			5,665,341				0				0
TOTAL SHARES VOTED			5,967,725				22,980				0
% OF VOTED			99.61	%			0.38	%
% OF OUTSTANDING			51.71	%			0.19	%
% OF VOTED W/ABS/WHD			99.61	%			0.38	%			0.00	%
% OF OUTSTNDG W/ABS/WHD			51.71	%			0.19	%			0.00	%

PROPOSAL #011 REMOVE THE REQUIREMENT TO PUBLISH NOTICE OF GENERAL MEETINGS

***		FOR				AGAINST				ABS/WHD				BROKER NON-VOTES
BENEFICIAL			307,384				17,980				0				1,633,492
REGISTERED			5,665,341				0				0
TOTAL SHARES VOTED			5,972,725				17,980				0
% OF VOTED			99.69	%			0.30	%
% OF OUTSTANDING			51.75	%			0.15	%
% OF VOTED W/ABS/WHD			99.69	%			0.30	%			0.00	%
% OF OUTSTNDG W/ABS/WHD			51.75	%			0.15	%			0.00	%

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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.

Date: July 3, 2025	CytoMed Therapeutics Limited
	By:	/s/ CHOO Chee Kong
	Name:	CHOO Chee Kong
	Title:	Director and Chairman

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