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 September
2025
Commission File Number: 001-42452
WF
International Limited
(Exact name of registrant
as specified in its charter)
No. 1110, 11th Floor, Unit
1, Building 7, No. 477, Wanxing Road
Chengdu, Sichuan, China, 610041
(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 ☐
INFORMATION CONTAINED IN
THIS FORM 6-K REPORT
This report of foreign private
issuer on Form 6-K is being filed to disclose the home country rule exemption of WF International Limited, a Cayman Islands exempted company
(the “Company”), that it intends to disclose in its annual report on Form 20-F for the fiscal year ending September 30, 2025.
As a company incorporated
in the Cayman Islands that is listed on The Nasdaq Stock Market LLC (“Nasdaq”), the Company is subject to Nasdaq corporate
governance requirements. Under Nasdaq rules, a foreign private issuer may, in general, follow its home country corporate governance practices
in lieu of some of the Nasdaq corporate governance requirements. Pursuant to the home country rule exemption set forth under Nasdaq Listing
Rule 5615(a)(3)(A), which provides (with certain exceptions not relevant to the conclusions expressed herein) that a foreign private issuer
may follow its home country practice in lieu of the requirements of the Nasdaq Listing Rules 5600 Series, 5250(b)(3) and 5250(d), the
Company has elected to be exempt from the Nasdaq Listing Rule 5635(d), which sets forth the circumstances under which shareholder approval
is required prior to an issuance of securities in connection with transactions other than public offerings.
Maples and Calder (Hong Kong)
LLP, the Company’s Cayman Islands counsel, has provided a letter to Nasdaq certifying that under Cayman Islands law, the Company
is not required to comply with above-mentioned requirements.
Except for the foregoing,
there is no significant difference between the Company’s corporate governance practices and what Nasdaq requires of domestic U.S.
companies.
Exhibit Index.
The following
exhibits are being filed herewith:
| Exhibit No. |
|
Description |
| 99.1 |
|
Home Country Exemption Letter |
SIGNATURE
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.
| |
WF International Limited |
| |
|
| |
By: |
/s/ Ke
Chen |
| |
|
Ke Chen
Chief Executive Officer |
Dated: September 30, 2025
