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: 001-41987
U-BX
Technology Ltd.
Zhongguan
Science and Technology Park
No. 1 Linkong Er Road, Shunyi District, Beijing
People’s Republic of China
(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 ☐
On
July 21, 2025, Mr. Enze Liang tendered his resignation as a director and the Chair of Audit Committee, a member of Nominating and Corporate
Governance Committee and a member of Compensation Committee of U-BX Technology Ltd. (the “Company”), effective July 21, 2025.
Mr. Enze Liang’s resignation was not a result of any disagreement with the Company’s operations, policies or procedures.
On
July 21, 2025, approved by the Board of Directors, the Nominating Committee and the Compensation Committee of the Company, Mr. Xu Xie
was appointed as a director and the Chair of Audit Committee, a member of Nominating and Corporate Governance Committee and a member
of Compensation Committee, effective July 21, 2025.
The
biographical information of Mr. Xu Xie is set forth below:
Mr.
Xu Xie is a finance professional with over a decade of experience in financial management, accounting, and U.S. GAAP compliance. He holds
a Bachelor of Economics in Finance from Beijing Normal University. He began his career at Xinghe Du’an Technology (Beijing) Co.,
Ltd. as a financial settlement specialist and supervisor from 2012 to 2014. He then held senior roles at Yimax (Beijing) Business Consulting
Co., Ltd. and Beijing Yimeier Medical Cosmetic Hospital Co., Ltd., where he oversaw financial operations, budgeting, and tax management.
In 2019, Mr. Xu became the Chief Financial Officer of Beijing Quanxing Space-Time Technology Co., Ltd., where he led the establishment
of the finance department and supported the company’s U.S. IPO preparation with GAAP-compliant reporting and audit coordination.
Since 2020, he has been an entrepreneur and external financial consultant, advising multiple companies on U.S. GAAP compliance, audit
readiness, and financial reporting improvements.
Mr.
Xu Xie does not have a family relationship with any director or executive officer of the Company. He has not been involved in any transaction
with the Company during the past two years that would require disclosure under Item 404(a) of Regulation S-K.
The
Board has determined that Xu Xie is independent, pursuant to the definition of independence under Rule 5605(a)(2) of the Nasdaq Listing
Rules, based on an evaluation of the relationships between the Company and Xu Xie. The Board has further determined that Xu Xie qualifies
as an “audit committee financial expert” under Item 407(d)(5) of Regulation S-K of the Securities Exchange Act of 1934, as
amended, and satisfies the financial sophistication requirements of Rule 5605(c)(2)(A) of the Nasdaq Listing Rules, based on his education,
experience, and professional background.
Pursuant
to the director offer letter by and between the Company and Mr. Xu Xie, dated July 21, 2025, (the “Director Offer Letter with Xu
Xie”), the term shall continue until his successor is duly elected and qualified. The Board of Directors may terminate the position
as a director for any or no reason. The position shall be up for re-appointment every year by the Board of Directors of the Company.
Mr. Xu Xie is entitled to compensation of CN¥50,000 (equal to approximately US$6,971) for each calendar year, payable on a quarterly
basis. The offer letter is qualified in its entirety by reference to the complete text of the letter, which is filed hereto as Exhibit
10.1.
EXHIBIT
INDEX
| Exhibit No. |
|
Description |
| 10.1 |
|
Director Offer Letter with Xu Xie, dated July 21, 2025 |
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.
| |
U-BX
Technology Ltd. |
| |
|
|
| Date:
July 23, 2025 |
By: |
/s/
Jian Chen |
| |
Name: |
Jian
Chen |
| |
Title: |
Chief
Executive Officer |
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