SAIHEAT (SAITW) reshapes board with new independent directors and chair

Rhea-AI Filing Summary

SAIHEAT Limited reported board changes following the resignations of independent directors Heung Ming Henry Wong and Haotian Li on August 17, 2025, for personal reasons, stating there were no disputes or disagreements with the company, its board, or management.

Effective September 2, 2025, the board appointed Lulu Zhou as an independent director, chair of the Audit Committee, and member of the Nominating and Corporate Governance and Compensation Committees, and Junfei Ren as an independent director and member of the Nominating and Corporate Governance and Audit Committees. The board also appointed Jianwei Li as chair of the board and chair of the Compensation Committee.

The company determined that Ms. Zhou and Mr. Ren are independent under Securities and Exchange Commission and NASDAQ rules. They have no family relationships with current directors or executives and no related party transactions that would be reportable under Item 404(a) of Regulation S-K.

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- 40368

SAIHEAT Limited

(Exact name of registrant as specified in its charter)

c/o #01-05 Pearl’s Hill Terrace, Singapore, 168976

(Address of principal executive office)

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  ☐

EXPLANATORY NOTE 

Resignation of independent directors

On August 17, 2025, Heung Ming Henry Wong (“Mr. Wong”) and Haotian Li (“Mr. Li”) resigned from the board of directors (the “Board”) of SAIHEAT Limited (the “Company”) and all committees thereof, including chair of the Audit Committee and member of the Nominating and Corporate Governance Committee and Compensation Committee with respect to Mr. Wong, and chair of the Compensation Committee and member of the Audit Committee and Nominating and Corporate Governance Committee with respect to Mr. Li. The departures of Mr. Wong and Mr. Li were for personal reasons and were not a result of any dispute or disagreement with the Company, the Board or its management, or any matter related to the operations, policies, procedures or practices of the Company.

Appointment of independent directors

On September 2, 2025, the Board appointed (i) Lulu Zhou (“Ms. Zhou”) as an independent director, chair of the Audit Committee, member of the Nominating and Corporate Governance Committee and the Compensation Committee of the Company; (ii) Junfei Ren (“Mr. Ren”) as an independent director, member of the Nominating and Corporate Governance Committee and the Audit Committee of the Company; and (iii) Jianwei Li as the chair of the Board and the chair of the Compensation Committee of the Company, all effective from September 2, 2025, to fill the vacancies created by the resignations of Mr. Wong and Mr. Li. The Company has determined that each of Ms. Zhou and Mr. Ren is independent under the applicable rules of the Securities and Exchange Commission and NASDAQ.

There is no family relationship between each of Ms. Zhou and Mr. Ren and any director or executive officer of the Company, and they were not selected by the Board to serve as a director pursuant to any arrangement or understanding with any person. Each of Ms. Zhou and Mr. Ren has not engaged in any transaction that would be reportable as a related party transaction under Item 404(a) of Regulation S-K.

1

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.

	SAIHEAT LIMITED
Date: September 3, 2025	By:	/s/ Jianwei Li
	Name:	Jianwei Li
	Title:	Chief Executive Officer

2

FAQ

What board changes did SAIHEAT (SAITW) disclose in this 6-K filing?

SAIHEAT Limited reported that independent directors Heung Ming Henry Wong and Haotian Li resigned from the board and all its committees on August 17, 2025, and that new independent directors and a new board chair were appointed effective September 2, 2025.

Which SAIHEAT independent directors resigned, and what roles did they hold?

Heung Ming Henry Wong resigned as a director, chair of the Audit Committee, and member of the Nominating and Corporate Governance and Compensation Committees. Haotian Li resigned as a director, chair of the Compensation Committee, and member of the Audit and Nominating and Corporate Governance Committees.

Who were appointed to the SAIHEAT board to replace the resigning directors?

Effective September 2, 2025, SAIHEAT appointed Lulu Zhou as an independent director, chair of the Audit Committee, and member of the Nominating and Corporate Governance and Compensation Committees, and Junfei Ren as an independent director and member of the Nominating and Corporate Governance and Audit Committees. Jianwei Li was appointed chair of the board and chair of the Compensation Committee.

What reasons did SAIHEAT give for the resignations of Mr. Wong and Mr. Li?

SAIHEAT stated that the departures of Mr. Wong and Mr. Li were for personal reasons and were not due to any dispute or disagreement with the company, the board, management, or its operations, policies, procedures, or practices.

Are the newly appointed SAIHEAT directors considered independent?

Yes. The company determined that Lulu Zhou and Junfei Ren are independent under applicable rules of the Securities and Exchange Commission and NASDAQ.

Do the new SAIHEAT directors have any related party transactions or family ties with management?

SAIHEAT reported that there is no family relationship between each of Ms. Zhou and Mr. Ren and any director or executive officer, and that they have not engaged in any transaction that would be reportable as a related party transaction under Item 404(a) of Regulation S-K.