UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
6-K
Report
of Foreign Issuer
Pursuant
to Rule 13a-16 or 15d-16 of
the
Securities Exchange Act of 1934
For
August 15, 2025
Commission
File Number: 001-42596
MASTERBEEF
GROUP
(Exact
name of registrant as specified in its charter)
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 ☐
Dual Listing
MasterBeef
Group (“MasterBeef”) is announcing by this Form 6-K that management will seek to dual list its ordinary shares (“Shares”)
on the Quotation Board of the Frankfurt Stock Exchange (the “Secondary Listing”). This Secondary Listing is intended to enhance
the liquidity of the Shares currently traded on the Nasdaq Capital Market and broaden MasterBeef’s shareholder base.
This
report on Form 6-K contains forward-looking statements within the meaning of the U.S. Private Securities Litigation Reform Act of 1995.
We intend such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements as contained in
Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements
contained in this filing other than statements of historical fact, including, without limitation, statements regarding the Company’s
expectations relating to plans, projections, predicted or anticipated future results, are forward-looking statements. The words “may,”
“might,” “will,” “will seek,” “could,” “would,” “should,” “expect,”
“plan,” “anticipate,” “intend,” “target,” “seek,” “believe,”
“estimate,” “predict,” “potential,” “continue,” “contemplate,” “possible,”
“forecasts,” “aims” or the negative of these terms and similar expressions are intended to identify forward-looking
statements, though not all forward-looking statements use these words or expressions; the unknown effect of the potential dual listing
of our ordinary shares on the price of our ordinary shares; and other risk factors set forth in the section titled “Risk factors”
in our Annual Report on Form 20-F for the fiscal year ended December 31, 2024, filed with the Securities and Exchange Commission (the
“SEC”) and our other documents filed with or furnished to the SEC.
Exhibits
None
SIGNATURE
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:
August 15, 2025 |
Masterbeef
group |
| |
|
|
| |
By: |
/s/
Ka Chun Lam |
| |
Name:
|
Ka
Chun Lam |
| |
Title: |
Chief
Executive Officer |
