UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K/A
(Amendment No. 1)
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO
RULE 13a-16 OR 15d-16
OF THE SECURITIES EXCHANGE ACT OF 1934
For the month of August 2025
Commission File Number: 001-41425
Golden Sun Health Technology Group Limited
金太阳健康科技集团有限公司
(Translation of registrant’s name into English)
Room 503, Building C2, No. 1599
Xinjinqiao Road, Pudong New Area
Shanghai, China
(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 ☐
EXPLANATORY NOTE
This report on the amended Form 6-K (“Amended
Form 6-K”) of Golden Sun Health Technology Group Limited, a Cayman Islands exempted company (the “Company”),
is being filed to amend the previously Form 6-K filed with the Securities and Exchange Commission (the “SEC”) on December
6, 2024 (“Initial Form 6-K”), to include an amendment, dated August 15, 2025 (the “Note Amendment”),
to amend a certain Senior Secured Convertible Note (“Convertible Note”), originally issued to certain investors on
October 28, 2024, and to provide a description of such Note Amendment. Except as set forth herein, no modifications have been made to
the information contained in the Initial Form 6-K.
INCORPORATION BY REFERENCE
The Amended Form 6-K shall be deemed to be incorporated
by reference into the registration statement on Form
F-1, as amended (Registration Number: 333-285857) of Golden Sun Health Technology Group Limited, a Cayman Islands exempted company
(the “Company”), declared effective by the SEC on March 25, 2025 (“Registration Statement”), and
into each prospectus or prospectus supplement outstanding under the Registration Statement, to the extent not superseded by documents
or reports subsequently filed or furnished by the Company under the Securities Act of 1933, as amended, or the Securities Exchange Act
of 1934, as amended.
INFORMATION CONTAINED IN THIS FORM 6-K REPORT
Entry Into a Material Definitive Agreement.
Amendment No. 1 to Senior Secured Convertible
Note
As previously reported in the Initial Form 6-K,
pursuant to certain Securities Purchase Agreement, dated October 28, 2024, entered into by and between the Company and two accredited
investors (the “Investors”), the Company has issued and sold to the Investors the Convertible Note in the aggregate
principal amount of $5,000,000 at the closing held on December 3, 2024.
On August 15, 2025, the Company and the Investors
signed the Note Amendment, to remove the Adjusted Floor Price (as defined in the Convertible Note) and any adjustments related therein.
The above description of the Note Amendment is
qualified in its entirety by the text of the Note Amendment, a copy of which is attached as Exhibit 4.1 to this Amended Form 6-K.
EXHIBIT INDEX
| Exhibit Number |
|
Description |
| 4.1 |
|
Amendment No. 1 to Senior Secured Convertible Note, dated August 15, 2025 |
SIGNATURES
Pursuant to the requirements
of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this Report to be signed on its behalf by the undersigned,
thereunto duly authorized.
| |
Golden Sun Health Technology Group Limited |
| |
|
|
| |
By: |
/s/ Xueyuan Weng |
| |
|
Name: |
Xueyuan Weng |
| |
|
Title: |
Chief Executive Officer |
Date: August 15,
2025
