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: October 2025
Commission
File Number: 001-39557
Core
AI Holdings, Inc.
(Translation
of registrant’s name into English)
25
SE 2nd Ave. Ste 550 Miami, FL 33131
(Address
of principal executive office)
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
On
October 23, 2025, Core AI Holdings, Inc., a British Columbia (Canada) company (the “Company”), issued a press release which
provided an operating performance update for the first half of 2025.
The
information and documents furnished in this Report shall not be deemed to be “filed” for the purposes of Section 18 of the
Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section.
Forward
Looking Statements
This
Report of Foreign Private Issuer on Form 6-K and the exhibit furnished herewith contains forward-looking statements within the meaning
of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995 and other Federal securities laws.
For example, the Company is using forward-looking statements in the press release when it discusses its goal of achieving $300 million
in full year annual revenue based on successful execution of its growth strategy, continued growth being fueled by AI-powered content
development, and the ability for the Company to grow through joint venture partnerships and mergers and acquisitions. Words such as “expects,”
“anticipates,” “intends,” “plans,” “believes,” “seeks,” “estimates”
and similar expressions or variations of such words are intended to identify forward-looking statements. Because these forward-looking
statements and their implications are neither historical facts nor assurances of future performance and are based on the Company’s
current expectations, they are subject to various risks and uncertainties and changes in circumstances that are difficult to predict
and may be outside of the Company’s control, and actual results, performance or achievements of the Company could differ materially
from those described in or implied by the statements in this Report. The forward-looking statements contained or implied in this Report
are subject to other risks and uncertainties, including those discussed under the heading “Risk Factors” in the Company’s
Annual Report on Form 20-F filed with the Securities and Exchange Commission (“SEC”) on April 21, 2025, and in any subsequent
filings with the SEC. Except as otherwise required by law, the Company undertakes no obligation to publicly release any revisions to
these forward-looking statements to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated
events. References and links to websites and social media have been provided as a convenience, and the information contained on such
websites is not incorporated by reference into this Report. The Company is not responsible for the contents of third party websites.
EXHIBIT
INDEX
| Exhibit
No. |
|
Description |
| 99.1 |
|
Press release dated October 23, 2025. |
Pursuant
to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
| Date: October 23, 2025 |
CORE AI
HOLDINGS, INC. |
| |
|
|
| |
By: |
/s/
Aitan Zacharin |
| |
Name: |
Aitan Zacharin |
| |
Title: |
Chief Executive Officer |
