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 2025
Commission File Number: 001-42468
Hong Kong Pharma Digital Technology Holdings
Limited
(Exact name of registrant as specified in its charter)
Room B1, 5/F., Well Town Industrial Building,
13 Ko Fai Road, Yau Tong, Kowloon
Hong Kong
(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 ☐
Appointment of Independent Director
Effective September 9, 2025, the board
(“Board”) of directors of Hong Kong Pharma Digital Technology Holdings Limited (the “Company”) appointed Mr. Zhou
Mike Yao (“Mr. Zhou”) as an independent director (“Independent Director”) of the Company and a member of the nomination
committee of the Board.
Mr. Zhou, aged 34, has extensive
experience in investment, capital markets, and corporate development. He has served as the regional director of Norwich Capital Limited
since March 2024. Since 2019, Mr. Zhou has also been the owner and president of MYZ Corporate Relations Ltd., a private investment and
consulting firm focused on the North American capital markets.
From May 2021 to March 2024,
Mr. Zhou served as a director of Direct Communication Solutions Inc. (CNSX: DCSI). He was also a member of the board of directors of Explorex
Resource Inc. (which now known as Raffles Financial Group Limited), a natural resources exploration company, from August 2019 to April
2021.
Earlier in his career, Mr.
Zhou served as an analyst and associate with PI Financial, a privately-owned Canadian brokerage firm, from 2017 to 2018.
Mr. Zhou holds the Project
Management Professional designation from the Project Management Institute, and a Bachelor of Science Degree in Statistics and Economics
from the University of British Columbia.
There are no arrangements
or understandings between Mr. Zhou and any other persons pursuant to which he was selected as a director, and there are no related party
transactions involving Mr. Zhou that are reportable under Item 7.B of Form 20-F. There are and have been no transactions in
which Mr. Zhou has an interest requiring disclosure under Item 404(a) of Regulation S-K. The Board has determined that Mr. Zhou is an
“independent director” as defined under Nasdaq Listing Rule 5605(a)(2).
The Company agrees to pay
Mr. Zhou an annual compensation of HK$100,000, payable in arrears, in equal installments quarterly. Under an indemnification agreement
between the Company and Mr. Zhou in the Company’s standard form for officers or directors of the Company (the “Indemnification
Agreement”), the Company will indemnify Mr. Zhou if Mr. Zhou is a party to or threatened to be made a party in any proceedings in
connection with Mr. Zhou’s service as a director of the Company.
The Board believes Mr. Zhou
will bring broad management experience to the Company and would like to take this opportunity to welcome Mr. Zhou on joining the Board.
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.
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HONG KONG PHARMA DIGITAL TECHNOLOGY HOLDINGS LIMITED |
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By: |
/s/ Lap Sun Wong |
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Name: |
Lap Sun Wong |
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Title: |
Chief Executive Officer and Chairman |
Date: September 11, 2025
