[8-K] Treasure Global Inc. Reports Material Event

Rhea-AI Filing Summary

Treasure Global Inc. entered into a Sale and Purchase Agreement to sell advanced AI-based graphics processing units, including all related hardware and software, to I Synergy Group Ltd (ASX: IS3). The buyer will pay a total of AUD 300,000 for the Products, with the Purchase Price payable in equal monthly installments of AUD 50,000 over six months. The agreement includes customary representations, warranties, mutual obligations, and termination provisions. The full agreement is filed as Exhibit 10.1 and governs delivery and payment terms.

Insights

Financial Analyst

TL;DR: A contract sale for AUD 300,000 with staged monthly payments provides near-term revenue visibility but limited scale.

The agreement documents a straightforward commercial sale of AI GPUs and related software to an ASX-listed buyer, with total consideration of AUD 300,000 payable as AUD 50,000 per month over six months. For financial reporting this will establish contractual revenue recognition and a receivables schedule; the contract’s customary reps and warranties indicate standard commercial terms. The filing of the full agreement as Exhibit 10.1 supports transparency around obligations and payment timing.

M&A / Commercial Contracts Specialist

TL;DR: The Sale and Purchase Agreement formalizes delivery and payment terms with an ASX-listed counterparty and is filed as Exhibit 10.1.

The contract covers both hardware and software components and sets a fixed purchase price of AUD 300,000 with monthly payments of AUD 50,000. Inclusion of customary representations, warranties, and termination clauses suggests typical commercial risk allocation. The exhibit filing permits third-party review of contractual specifics, which is important for assessing transfer of title, warranties, and any post-closing obligations.

false 0001905956 0001905956 2025-08-12 2025-08-12 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): August 12, 2025

TREASURE GLOBAL INC

(Exact name of registrant as specified in its charter)

Delaware		001-41476		36-4965082
(State or other jurisdiction of Incorporation)		(Commission File Number)		(IRS Employer Identification Number)

276 5th Avenue, Suite 704 #739 New York, New York		10001
(Address of registrant’s principal executive office)		(Zip code)

+6012 643 7688

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading symbol(s)		Name of each exchange on which registered
Common Stock, par value $0.00001 per share		TGL		The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 1.01 Entry into a Material Definitive Agreement.

On August 12, 2025, Treasure Global Inc (the “Company”) entered into a Sale and Purchase Agreement (the “Agreement”) with I Synergy Group Ltd (“I Synergy”), a public listed company incorporated in Australia and traded on the Australian Securities Exchange (ASX: IS3). Pursuant to the Agreement, the Company agreed to sell, and I Synergy agreed to purchase, certain advanced AI-based graphics processing units, including all hardware and software components (“the Products”). I Synergy agreed to pay the Company a total consideration of Three Hundred Thousand Australian Dollars (AUD 300,000.00) (the “Purchase Price”) for the Products under the Agreement. The Purchase Price shall be fulfilled over a period of six (6) months from the date of the Agreement, with payments of Fifty Thousand Australian Dollar (AUD 50,000.00) payable to the Company monthly.

The Agreement contains customary representations, warranties, and agreements by the Company and I Synergy, along with other obligations of the parties and termination provisions.

The above summary of the Agreement is qualified in its entirety by reference to the full texts of the Agreement and, which are attached hereto as Exhibit 10.1 and is incorporated herein by reference.

Item 9.01. Financial Statement and Exhibits.

(d) Exhibits.

Exhibit No.		Description
10.1		Sale and Purchase Agreement Dated July 30, 2025 Between Treasure Global Inc and I Synergy Group Ltd
104		Cover Page Interactive Data File (embedded with the Inline XBRL document)

1

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 hereunto duly authorized.

Date: August 14, 2025	TREASURE GLOBAL INC.
	By:	/s/ Carlson Thow
	Name:	Carlson Thow
	Title:	Chief Executive Officer

2

FAQ

What did Treasure Global (TGL) agree to sell?

The Company agreed to sell advanced AI-based graphics processing units, including all hardware and software components.

Who is the buyer and how is it listed?

The buyer is I Synergy Group Ltd, a public company traded on the Australian Securities Exchange under ticker IS3.

How much is the sale worth and what are the payment terms?

Total consideration is AUD 300,000, payable in six monthly instalments of AUD 50,000 each.

Are the agreement documents available in the filing?

Yes. The Sale and Purchase Agreement is attached to the filing as Exhibit 10.1.

Does the agreement include standard contractual protections?

The filing states the agreement contains customary representations, warranties, and termination provisions for both parties.