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, 2025
Commission
File Number: 001-41798
SIMPPLE
LTD.
(Registrant’s Name)
71
Ayer Rajah Crescent
#03-07
Singapore
139951
(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 ☐
Indicate
by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐
Indicate
by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐
Item
1.01. Entry into a Material Definitive Agreement.
Private
Placement in June, 2025
On
June 30, 2025, SIMPPLE LTD. (“we,” “our,” “us,” or the “Company”), entered into a series
of securities purchase agreements (the “Purchase Agreements”) with 10 purchasers (the “Purchasers”), pursuant
to which the Company agreed to issue and sell, in a private offering (the “Private Placement”), an aggregate of $2,000,001
of securities, consisting of 1,333,334 ordinary shares of the Company, par value $0.0008 per share (the “Ordinary Shares”).
The Private Placement closed on June 30, 2025. As part of the Private Placement, the Company will receive gross proceeds of $2,000,001
before deducting related offering expenses.
The
Purchase Agreements contained customary representations and warranties of the Company and the Purchasers and customary indemnification
rights and obligations of the parties. The foregoing summary of the Purchase Agreements do not purport to be complete and are subject
to, and qualified in their entirety by, such document attached as Exhibit 99.1, to this Report on Form 6-K, which is incorporated herein
by reference.
Exhibit
Index
| Exhibit Number |
|
Description |
| |
|
|
| 99.1 |
|
Form of Securities Purchase Agreement |
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.
| |
SIMPPLE LTD. |
| |
|
|
| Date: July 7, 2025 |
By: |
/s/ Schroeder Norman |
| |
Name: |
Schroeder Norman |
| |
Title: |
Chief Executive Officer and Director |
