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 March 2026
Commission
file number 001-40306
UTIME
LIMITED
7th
Floor Building 5A
Shenzhen
Software Industry Base
Nanshan,
Shenzhen
People’s
Republic of China
(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 ☐
INFORMATION
CONTAINED IN THIS FORM 6-K REPORT
On
March 13, 2026, UTime Limited (the “Company”) issued a press release announcing its intention to acquire 100% of the
outstanding equity of Feixiaohao Technology Inc., operator of the “Feixiaohao” Web3 Data Analytics & Asset Pricing Platform
(feixiaohao.ai). A copy of the press release is furnished herewith as Exhibit 99.1.
Exhibit
Index
| Exhibit
No. |
|
Description |
| 99.1 |
|
Press
Release dated March 13, 2026 |
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.
| |
UTIME
LIMITED |
| |
|
| Dated:
March 13, 2026 |
By: |
/s/
Hengcong Qiu |
| |
Name:
|
Hengcong
Qiu |
| |
Title: |
Chief
Executive Officer |
| |
|
(Principal
Executive Officer) |
Exhibit
99.1
Covering
Millions of Crypto Users, UTime Signs Non-Binding Letter of Intent to Acquire Data Platform “Feixiaohao” for Web3 Infrastructure
Expansion
SHENZHEN,
China, March 13, 2026 — UTime Limited (Nasdaq: WTO), a global technology company engaged in the design, development, and
manufacturing of mobile devices and smart hardware products, today announced its intention to acquire 100% of the outstanding equity
of Feixiaohao Technology Inc., operator of the renowned “Feixiaohao” Web3 Data Analytics & Asset Pricing Platform (feixiaohao.ai).
The
proposed transaction is valued at up to USD80 million, structured through a combination of USD64 million in UTime ordinary shares or
convertible preferred shares and USD16 million in cash consideration. This intended acquisition, upon completion, will mark UTime’s
strategic entry into the rapidly growing Web3 and blockchain data infrastructure sector, with the potential to bring millions of cryptocurrency
users into its expanding digital ecosystem.
Feixiaohao:
A Gateway to the Crypto World
Feixiaohao
Technology Inc. owns and operates one of the most comprehensive Web3 data platforms in the industry, serving millions of cryptocurrency
investors and Web3 enthusiasts worldwide. The platform provides essential data services including digital asset pricing, on-chain data
analytics, project tracking, and market sentiment monitoring. With extensive coverage across multiple major public blockchains and thousands
of digital assets, Feixiaohao has established itself as a trusted gateway for users navigating the complex cryptocurrency landscape.
The
proposed acquisition would include all technology platforms, source code, databases, trademark rights, and key employee contracts and
partnerships related to the Feixiaohao platform. UTime believes that this comprehensive asset package would position UTime to leverage
Feixiaohao’s established user base and data infrastructure as a foundation for future growth in Web3 services.
Strategic
Rationale: Bridging Hardware and Data
“With
this intended acquisition, we are taking a significant step toward bringing millions of crypto users into the UTime ecosystem,”
stated Mr. Hengcong Qiu, CEO of UTime Limited. “We believe that Feixiaohao is not merely a data platform—it is the entry
point for millions of users exploring the blockchain world. If completed, this acquisition will enable us to integrate Feixiaohao’s
robust data capabilities with UTime’s hardware expertise, creating innovative applications that bridge physical devices with digital
assets.”
UTime
further believes that the proposed transaction, if completed, would enable UTime to combine its hardware manufacturing capabilities with
Feixiaohao’s data infrastructure, potentially enabling new product categories that integrate blockchain data services directly
into mobile devices and smart hardware.
Next
Steps
Following
execution of the nonbinding term sheet, the parties have commenced preliminary discussions and intend to further negotiate and execute
a definitive agreement, subject to the conditions outlined in the term sheet.
About
UTime Limited
Trading
under the NASDAQ ticker WTO, UTime Limited is engaged in the design, development, production, sales and brand operation of mobile devices
in China and globally. UTime aims to provide cost-effective products and serves to a broad customer base. For more information, visit
UTime’s website at utimemobile.com.
Safe
Harbor Statement
This
press release contains forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended.
All statements other than statements of historical fact are forward-looking statements. These statements involve known and unknown risks,
uncertainties, and other factors that may cause UTime’s actual results, performance, or achievements to be materially different
from any future results, performance, or achievements expressed or implied by the forward-looking statements. Forward-looking statements
in this press release include, without limitation, statements regarding UTime’s proposed acquisition of the data platform “Feixiaohao,”
including whether the parties will negotiate and enter into a definitive agreement, whether the acquisition will be completed, and, if
acquired, whether the Company will be successfully deploy any post-acquisition plans, integration activities, synergies, expected benefits,
or Web3 infrastructure expansion initiatives. These forward-looking statements, and other statements made from time to time by us or
our representatives, may not occur, and actual events and results may differ materially and are subject to risks, uncertainties, and
assumptions about us, including those described in UTime Limited’s Annual Report on Form 20-F and our other filings with the Securities
and Exchange Commission. The Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as
a result of new information, future events, or otherwise, except as required by applicable law.
Contact
Utime
Limited
7th
Floor, Building 5A
Shenzhen
Software Industry Base, Nanshan District
Shenzhen,
People’s Republic of China 518061
Attention:
Hengcong Qiu, Chief Executive Officer
Tel:
(86) 755 86512266
Email:
qhengcong@utimemobile.com
