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 OF THE
SECURITIES EXCHANGE ACT OF 1934
For the month of November 2026
Commission File Number: 001-40724
RIDGETECH, INC.
(Translation of registrant’s name into English)
5th Floor, Building 6, No. 100, 18th Street,
Baiyang Sub-district,
Qiantang District, Hangzhou City, Zhejiang Province, People’s Republic of China, 310018
(Address of principal executive offices)
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 ☐
INCORPORATION BY REFERENCE
This
report is incorporated by reference in our registration statements on Form F-3 (No. 333-291941)
and S-8 (No. 333-264505,
No. 333-268809 and
No. 333-277849), and shall
be deemed to be a part thereof from the date on which this report is furnished to the Securities and Exchange Commission, to the extent
not superseded by documents or reports subsequently filed or furnished.
Appointment of Chief Executive Officer
On November 5, 2026, the board
of directors (the “Board”) of Ridgetech, Inc. (the “Company”) approved the appointment of Mr. Lingtao
Kong, the Chair of the Board, as the Company’s Chief Executive Officer, effective as of November 1, 2026. Mr. Kong will continue
serving as Chair of the Board.
In connection with Mr. Kong’s
appointment, Mr. Ming Zhao ceased serving as the Company’s Interim Chief Executive Officer, effective as of November 1, 2026. Mr.
Zhao will continue serving as the Company’s Chief Financial Officer.
In connection with his appointment,
Mr. Kong entered into an employment agreement with the Company, dated as of November 1, 2026 (the “Employment Agreement”).
Pursuant to the Employment Agreement, Mr. Kong will serve as the Company’s Chief Executive Officer for a two-year term commencing
on November 1, 2026 and expiring on October 31, 2028. Mr. Kong will receive annual cash compensation of HK$840,000, payable in equal monthly
installments, and will be entitled to reimbursement of reasonable and necessary business expenses and coverage under the Company’s
directors’ and officers’ liability insurance policy.
The foregoing description of the Employment Agreement
does not purport to be complete and is qualified in its entirety by reference to the full text of the Employment Agreement, which is furnished
as Exhibit 99.1 to this Form 6-K and incorporated herein by reference.
EXHIBIT INDEX
| Exhibit No. |
|
Description |
| 99.1 |
|
Employment Agreement, dated as of November 1, 2026, by and between Ridgetech, Inc. and Lingtao Kong |
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.
| Date: November 6, 2026 |
RIDGETECH, INC. |
| |
|
| |
By: |
/s/ Ming Zhao |
| |
Name: |
Ming Zhao |
| |
Title: |
Chief Financial Officer |
Exhibit 99.1
CEO EMPLOYMENT AGREEMENT
This CEO Employment Agreement (the “Agreement”)
is entered into on November 1, 2026, by and between Ridgetech, Inc., a corporation organized and existing under the laws of its jurisdiction
of incorporation (hereinafter referred to as “Party A” or the “Company”), and Lingtao Kong (hereinafter referred to
as “Party B” or the “CEO”).
WHEREAS, the Company desires to engage the services
of Party B as the Chief Executive Officer, and Party B desires to accept such engagement under the terms and conditions set forth herein;
NOW, THEREFORE, in consideration of the mutual covenants contained herein, the parties agree as follows:
1. Position and Duties
Party A hereby engages Party B to serve as the
Chief Executive Officer of Ridgetech, Inc. Party B accepts such appointment and agrees to serve subject to the terms of this Agreement.
Party B’s duties include:
(a) managing the day-to-day operations and implementing
the long-term business strategy of the Company;
(b) ensuring corporate governance, regulatory
compliance, and adherence to Nasdaq listing requirements;
(c) overseeing financial performance, budgeting,
internal controls, and risk management;
(d) leading the executive team and fostering
effective relations with shareholders, board members, and other stakeholders, and fulfilling all other duties customarily associated with
the role of a Chief Executive Officer of a publicly traded company.
Party B shall report directly to the Board of
Directors and devote the majority of his business time to the performance of his duties.
2. Term of Employment
The term of this Agreement shall be for a period
of two (2) years, commencing on November 1, 2026, and expiring on October 31, 2028 (the “Term”). Upon expiration, this Agreement
may be renewed upon mutual written agreement of the parties.
3. Compensation
Party A shall pay Party B a cash compensation
of HK$840,000 per annum (approximately USD108,000), payable in equal monthly installments in accordance with the Company’s standard payroll
practices.
4. Directors’ and Officers’ Insurance
During the Term, Party A shall maintain Party
B under the Company’s directors’ and officers’ liability insurance policy with an aggregate maximum coverage limit of USD 5,000,000.
5. Business Expenses
Party A shall reimburse Party B for all reasonable
and necessary business-related expenses incurred in the performance of his duties, subject to the submission of appropriate documentation
and the Company’s expense reimbursement policies.
6. Termination
This Agreement may be terminated
as follows:
(a) For Disability: If Party B is unable to perform his material duties due to disability for a continuous period exceeding
two (2) months within any twelve (12) month period, Party A may terminate upon thirty (30) days’ prior written notice.
(b) For Cause: Party A may terminate immediately
upon written notice if Party B engages in fraud, illegal conduct, gross negligence, willful misconduct, willfully and continuously fails
to perform his duties, or materially violates the Company’s policies or this Agreement.
(c) Without Cause: Party A may terminate without
cause upon thirty (30) days’ prior written notice to Party B.
7. Consequences of Termination
Upon termination (i) for disability, Party A
shall pay Party B accrued but unpaid salary through the effective date and reimburse approved business expenses incurred through such
date; (ii) for cause, Party A shall reimburse Party B for approved business expenses incurred through the effective date, with no further
compensation due; (iii) without cause, Party A shall reimburse Party B for approved business expenses incurred through the effective date.
8. Assignment
This Agreement is personal to Party B and shall
not be assigned by either party without the prior written consent of the other; provided, however, that Party A may assign this Agreement
in connection with a merger, asset purchase, consolidation, or similar corporate transaction without Party B’s consent.
9. Notices
All notices required or permitted under this
Agreement shall be in writing and directed to:
Party A: Ridgetech, Inc.
Party B: Lingtao Kong
10. Confidentiality and Restrictive Covenants
(a) Confidentiality: Party B shall hold in strict
confidence all proprietary information, trade secrets, and confidential business matters of the Company disclosed to or acquired by Party
B during the Term.
(b) Non-Competition: For one (1) year following
termination, Party B shall not directly or indirectly serve as an officer, director, or consultant to any competitor of the Company without
prior written consent.
(c) Non-Solicitation: Party B shall not use any
employee, customer, or vendor information obtained from the Company for any purpose other than the performance of his duties.
(d) Return of Property: Upon termination, Party
B shall promptly return all Company property and materials.
(e) Indemnification: Party B shall not be liable
for consequences arising from wrongful acts of the Company or its subsidiaries unless directly caused by Party B’s gross negligence or
willful misconduct. Party A shall provide indemnification to the fullest extent permitted by law.
(f) The provisions of this Section 10 shall survive
the termination or expiration of this Agreement.
IN WITNESS WHEREOF, the parties have executed this Agreement as
of the date first above written.
| RIDGETECH, INC. |
|
| |
|
| /s/ Frank Ming Zhao |
|
| By: |
Mr. Frank Ming Zhao |
|
| Title: |
Chief Financial Officer |
|
| |
|
| CEO |
|
| |
|
| /s/ Lingtao Kong |
|
| By: |
Mr. Lingtao Kong |
|
