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 November, 2026
Commission
File Number: 001-42155
Ping An Biomedical Co., Ltd.
(Registrant’s Name)
22/F,
China United Plaza, 1002-1008, Tai Nan West Street,
Cheung
Sha Wan, Kowloon, Hong Kong
(Address
of Principal Executive Offices)
Indicate
by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.
Form
20-F ☒ Form 40-F ☐
INFORMATION
CONTAINED IN THIS REPORT ON FORM 6-K
On
November 4, 2026, Ping An Biomedical Co., Ltd. (the “Company”) entered into a patent transfer and purchase agreement (the
“Purchase Agreement”) with Future Biotechnology Group Co., Limited, for the acquisition of three certain tumor cell-related
medical technology patents, for an aggregate consideration of USD 2.3 million. The closing of this transaction is subject to the satisfaction
of all of the closing conditions set forth in the Purchase Agreement.
On
November 4, 2026, Ping An Biomedical Co., Ltd. (the “Company”) issued a press release, a copy of which is filed as Exhibit
99.1 hereto, and incorporated herein by reference.
Exhibit
Index
| Exhibit No. |
|
Description |
| 99.1 |
|
Press Release dated November 4, 2026 |
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.
| |
PING AN BIOMEDICAL CO., LTD. |
| |
|
|
| Date: November 5, 2026 |
By: |
/s/ Pijun Liu |
| |
Name: |
Pijun Liu |
| |
Title: |
Chairperson of the Board of Directors |
Exhibit
99.1
Ping
An Biomedical Enters into Patent Purchase Agreement with Future Biotechnology Group for Tumor Cell Technologies
The
patent acquisition is intended to support the Company’s longer-term healthcare and biomedical research and development strategy.
Separately, the Company continues to advance negotiations regarding its proposed strategic investment in Future Biotechnology Group Co.,
Limited, as previously announced.
FOR
IMMEDIATE RELEASE
HONG
KONG, November 4, 2026 — Ping An Biomedical Co., Ltd. (Nasdaq: PASW) (the “Company”) today announced that it has entered
into a definitive purchase agreement (the “Agreement”) with Future Biotechnology Group Co., Limited for the acquisition (the
“Acquisition”) of three tumor cell-related medical technology patents covering areas including oncology diagnosis and treatment,
cell detection and bioengineering, and biomarker and DNA probe technologies, for a consideration of US$2.3 million. The Agreement follows
the Company’s previously announced letter of intent dated October 22, 2026. The Acquisition is intended to support the Company’s
longer-term healthcare and biomedical R&D strategy and to establish a core intellectual property portfolio in oncology and biotechnology.
Strategic
Rationale
Execution
of the Agreement marks a shift from preliminary intent to a definitive contractual framework in advancing the Company’s healthcare
technology. Upon completing the acquisition of the patents spanning oncology diagnosis and treatment, cell detection and bioengineering,
and biomarker and DNA probe technologies, the Company seeks to strengthen its position in tumor-related science. Management views these
assets as building blocks for a multi-use intellectual property portfolio—supporting proprietary programs where appropriate, while
leaving room for co-development or outbound licensing if it will better serve capital efficiency.
Significance
and Next Steps
With
the Agreement in place, the Company’s near-term focus is to complete the closing steps and applicable registration procedures required
to acquire the three patents. Upon acquisition, the Company will evaluate each patent against potential priority applications, in which
process may include technical diligence, freedom-to-operate screening, and sequencing of internal pilots versus external partnerships.
Any commercialization path will be staged and subject to technical, legal, regulatory and commercial evaluation and applicable approvals;
the Company is not positioning the Acquisition as a near-term revenue driver, but as a capacity-building move that expands the option
set for its biomedical agenda over a longer horizon. Separately, the Company continues to advance negotiations regarding its proposed
strategic investment in Future Biotechnology Group Co., Limited, as previously announced.
Statement
from Management
“Building
a focused healthcare technology IP reserve is a measured step aligned with our long-term view of the medical market,” said Mr.
Pijun Liu, Chief Executive Officer and Chairman of the Board of the Company. “Entering into this definitive purchase agreement
is a concrete milestone in our healthcare and biomedical strategy. We will actively study how these newly secured technologies can be
applied to create tangible value for the Company—whether through internal development, collaboration, or other commercialization
pathways. By combining disciplined capital allocation with rigorous compliance oversight, we aim to turn this intellectual property into
practical advantages that support the future growth of our healthcare businesses.”
About
Ping An Biomedical Co., Ltd.
Ping
An Biomedical Co., Ltd. is a one-stop supply chain management (SCM) service provider in the apparel industry. It is also a forward-thinking
company dedicated to delivering innovative solutions in healthcare and biomedical technology.
Safe
Harbor and Informational Statement
This
announcement contains “forward-looking” statements within the meaning of Section 27A of the Securities Act of 1933 and Section
21E of the Securities Exchange Act of 1934. These statements are made under the “safe harbor” provisions of the U.S. Private
Securities Litigation Reform Act of 1995. All statements other than statements of historical fact—including, without limitation,
those with respect to the objectives, plans, and strategies of the Company set forth herein, and those preceded by or that include the
words “believe,” “expect,” “anticipate,” “future,” “will,” “intend,”
“plan,” “estimate,” or similar expressions—are forward-looking statements. Although the Company’s
management believes that such forward-looking statements are reasonable, it cannot guarantee that such expectations are, or will be,
correct. These forward-looking statements involve a number of risks and uncertainties that could cause the Company’s future results
to differ materially from those anticipated. These forward-looking statements can change as a result of many possible events or factors,
not all of which are known to the Company, which may include, without limitation: our ability to respond timely and accurately to changes
in fashion trends and consumer preferences; management of customer concentration risk; reliance on third parties for supplies of raw
materials, manufacturing services, and transport infrastructure; changes in government policy in China; China’s overall economic
conditions and local market economic conditions; our ability to expand through strategic acquisitions and the establishment of new locations;
compliance with government regulations; legislation or regulatory environments; geopolitical events; and other events and/or risks outlined
in Ping An Biomedical Co., Ltd.’s filings with the U.S. Securities and Exchange Commission. All information provided in this press
release is as of the date of issuance, and Ping An Biomedical Co., Ltd. does not undertake any obligation to update any forward-looking
statement, except as required under applicable law.
For
more information, please contact:
Ping
An Biomedical Co., Ltd.
Email:
corpsec@pingan365.vip
Celestia
Investor Relations
Email:
investors@celestiair.com