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 2026
Commission
File Number: 001-42557
RedCloud
Holdings plc
(Registrant’s
Name)
50
Liverpool Street,
London,
EC2M 7PY, United Kingdom
(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 ☐
On
July 28, 2026, RedCloud Holdings plc (the “Company”) issued a press release announcing the appointment of David Sturgeon
as Chief Financial Officer of the Company, effective August 1, 2026. A copy of the press release is furnished as Exhibit 99.1 to this
Report on Form 6-K.
The
information contained in this Report on Form 6-K, other than Exhibit 99.1, is hereby incorporated by reference into the Company’s
Registration Statements on Form F-3 (File No. 333-296836) and Form F-1 (File Nos. 333-296419, 333-296419 and 333-296420). Exhibit 99.1
shall not be incorporated by reference into any registration statement or other filing under the Securities Act of 1933, as amended,
unless expressly incorporated by reference therein.
Exhibit
Index
| Exhibit
No. |
|
Description |
| 99.1 |
|
Press Release, dated July 28, 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.
| |
RedCloud
Holdings plc |
| |
|
|
| |
By: |
/s/
Justin Floyd |
| |
Name:
|
Justin
Floyd |
| |
Title: |
Chief
Executive Officer |
Date:
July 28, 2026
Exhibit
99.1
RedCloud
Appoints David Sturgeon as Chief Financial Officer
Seasoned
Nasdaq-listed CFO joins RedCloud to help lead the next phase of growth for its RedAI intelligent trade infrastructure
LONDON,
July 28, 2026 — RedCloud Holdings plc (Nasdaq: RCT) (“RedCloud” or the “Company”), the company building
intelligent infrastructure for global trade, today announced the appointment of David Sturgeon as Chief Financial Officer, effective
August 1, 2026.
Mr.
Sturgeon joins RedCloud after more than three decades of leadership roles in finance at international businesses, including nearly ten
years previously serving as Chief Financial Officer at Nasdaq-listed companies. A Fellow of the Institute of Chartered Accountants in
England and Wales (FCA/ICAEW), he qualified as a Chartered Accountant early in his career with Arthur Andersen and holds an MA in Philosophy,
Politics and Economics from the University of Oxford.
His
background provides the right expertise for RedCloud’s current stage as a recently-listed, high-growth public company investing
to scale rapidly. Over his career he has led financing transactions across public markets globally, managed international finance operations
across multiple jurisdictions, and brings deep experience of U.S. Securities and Exchange Commission reporting, investor relations, treasury,
financial planning and analysis, internal audit and risk management, tax, and corporate governance. He has also worked first hand with
early-stage, newly-listed growth companies that require financial resources and shared confidence across all stakeholders — precisely
the environment in which RedCloud is now operating.
“Dave
arrives at exactly the right moment for RedCloud,” said Justin Floyd, Founder and Chief Executive Officer. “We are a young
public company solving a problem of civilisational scale, and doing that well demands financial leadership that understands both the
discipline of the public markets and the realities of scaling an early-stage business. Dave has done precisely this — repeatedly,
internationally, and under pressure. His experience rebuilding investor confidence and financing companies through their most demanding
phases of growth makes him the ideal partner as we scale RedAI and move toward the launch of CORE.”
“RedCloud
is tackling one of the largest and least-digitised problems in global commerce, and it is doing so with genuinely differentiated technology
and data,” said Mr. Sturgeon. “I have spent my career helping ambitious companies navigate capital markets, sharpen their
financial discipline, and fund their growth. RedCloud is at an important inflection point where that combination matters most, and I
am delighted to join Justin and the team to help build the financial foundations for the Company to scale rapidly.”
Mr.
Sturgeon’s appointment reinforces RedCloud’s commitment to best practices in finance and corporate governance while the Company
progresses the significant RedAI release first announced in November 2025 and prepares for the planned launch of its CORE trade-execution
engine.
About
RedCloud
RedCloud’s
mission is to build the intelligence infrastructure of global trade, through generation and aggregation of proprietary trading and market
data from across the FMCG industry through its RedAI infrastructure and associated products (“RedAI”). RedCloud provides
market intelligence based on proprietary trading data across categories in each of its markets. The Company also delivers a trading infrastructure
and related products for use by its customers, to enable intelligent digital exchange of everyday consumer supplies across business supply
chains, supported by a payments and lending ecosystem intended to streamline trade.
RedCloud
is a British company registered in London, co-founded by serial entrepreneur Justin Floyd and Soumaya Hamzaoui. For more information
about RedCloud and its RedAI infrastructure, please visit www.redcloudtechnology.com and connect on LinkedIn.
Forward-Looking
Statements
This
press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements
include, without limitation, statements regarding the appointment of Dave Sturgeon as Chief Financial Officer and its expected benefits,
RedCloud’s strategy and growth plans, the continued development and deployment of its RedAI infrastructure, and the Company’s
ability to scale across its markets and joint ventures. Forward-looking statements are identified by words such as “expects,”
“intends,” “anticipates,” “believes,” “plans,” “may,” “could,”
“should,” and similar expressions. Actual results may differ materially from those expressed or implied as a result of risks
including, without limitation, the other risk factors set forth in the Company’s most recent Annual Report on Form 20-F and subsequent
filings with the U.S. Securities and Exchange Commission. RedCloud undertakes no obligation to update or revise any forward-looking statements
except as required by law.
Contacts
Investor
Relations
Investor.relations@redcloudtechnology.com
Media
Relations
media@redcloudtechnology.com