6-K
Bon Natural Life Ltd (BON)
UNITEDSTATES
SECURITIESAND EXCHANGE COMMISSION
WASHINGTON,D.C. 20549
FORM6-K
REPORTOF FOREIGN PRIVATE ISSUER
PURSUANTTO RULE 13a-16 OR 15d-16 OF THE
SECURITIESEXCHANGE ACT OF 1934
Forthe month of December 2025
CommissionFile Number 001-40517
BONNATURAL LIFE LIMITED
(Translation of registrant’s name into English)
Room601, Block C, Gazelle Valley, No.69, Jinye Road
High-TechZone, Xi’an, Shaanxi, China
People’sRepublic 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 ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐
Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐
Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant’s “home country”), or under the rules of the home country exchange on which the registrant’s securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant’s security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.
SupplyAgreement
On December 5, 2025, our subsidiary Xi’an App-Chem Bio (Tech) Co., Ltd (“App-Chem”) entered into a Sales Cooperation Agreement (the “Agreement”) with Shaanxi Qingshengyuan Health Industry Co., Ltd. (“ Qingshengyuan”). Under the Agreement, App-Chem grants Qingshengyuan the non-exclusive right to market, distribute and sell App-Chem’s kombucha tea pigment digestive health products (collectively, the “Products”) in the greater China market. The term of the Agreement is twenty-four (24) months.
App-Chem will be responsible for all research and development, production and quality control such that the Products are compliant with applicable national standards.
Pursuant to the Agreement Qingshengyuan has guaranteed aggregate sales of no less than US$12,000,000 over the term.
In the event the Products fail to conform to the agreed quality standards, App-Chem shall be responsible for all testing expenses, as well as any costs associated with returns and exchanges.
Products will be transported to such sites as designated by Qingshengyuan.
App-Chem must receive full payment from Qingshengyuan for any Products before they are dispatched.
If either party breaches the Agreement and fails to cure such breach within thirty (30) working days after receipt of written notice from the non-breaching party, the non-breaching party may terminate the Agreement. The Agreement may also be terminated at any time by the mutual written consent of both parties.
If either party fails to perform under this Agreement without due cause, or unilaterally terminates this Agreement without authorization, such party shall be liable to pay the other party a penalty equal to 15% of the total contract price. If a party’s attributable default causes partial non-performance under this Agreement, the defaulting party shall pay a penalty equal to 10% of the portion of the contract price associated with the unperformed obligations. Any lawsuits must be filed in a court located in the People’s Republic of China.
The foregoing is a summary of the material terms of the Agreement. The Agreement contains additional terms, covenants and conditions and should be reviewed in its entirety for additional information.
Exhibits
The following exhibits are included in this Form 6-K:
| Exhibit No. | Description of Exhibit |
|---|---|
| 10.1 | Translation of Sales Cooperation Agreement with Shaanxi Qingshengyuan Health Industry Co., Ltd. |
| 99.1 | Press Release dated December 10, 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.
| Date:<br> December 10, 2025 | Bon Natural Life Limited | |
|---|---|---|
| By: | /s/ Yongwei Hu | |
| Yongwei<br> Hu | ||
| Chairman<br> and Chief Executive Officer |
Exhibit10.1
Xi’anApp-Chem Bio (Tech) and Shaanxi Qingshengyuan
SalesCooperation Agreement for Kombucha Tea Pigment Digestive Health Products
| Party<br> A: Xi’an App-Chem Bio (Tech) Co., Ltd. | Date:<br> 20251205 | Place:<br> XI’AN |
|---|---|---|
| Party<br> B: Shaanxi Qingshengyuan Health Industry Co., Ltd. | Agreement<br> No.: BONHHKY20251205 |
Xi’an App-Chem Bio(Tech) Co., Ltd. (NASDAQ: BON, “Party A”) is a supplier of natural health bioactive ingredients and health solutions. Party A specializes in the research, development, production, and sales of natural active ingredients, with a focus on the study and development of ingredients for personal health and care products. Party A’s natural health products are widely sold in China, Japan, South Korea, the United States, the European Union, and other countries and regions, known for their excellent quality and strong reputation.
Shaanxi Qingshengyuan Health Industry Co., Ltd. (“Party B”) is a leading distributor of functional health products in China, specializing in digestive health and metabolic health. It boasts robust market development capabilities in these sectors and excels in a data-driven, efficient, and precision-focused marketing model.
Leveraging a robust biological profile spanning lipid modulation, glycemic control, antioxidant activity, and anti-peptic ulcer, tea pigments exhibits broad applicability across multiple health sectors. The pioneering venture represents a potential blockbuster innovation with a market valuation projection surpassing the $1 billion threshold.
As a global leading innovator in tea pigment ingredients, BON has discovered that specific biotransformation of tea raw materials exerts significant regulatory and optimization effects on the functional activity of tea pigments.Through specific controlled biotransformation
- a controllable optimized fermentation process for tea pigment functional activity - BON has achieved a significant enhancement in the digestive health functional activity of tea pigments. The company has developed a fermented tea extract similar to kombucha, which contains a high concentration of tea pigments. This new product exhibits significantly improved digestive health activity and substantially enhanced market competitiveness.
NOW, THEREFORE, in consideration of the mutual covenants and undertakings set forth herein, the parties hereby agree as follows regarding Party B’s distribution of Party A’s Kombucha Tea Pigment Digestive Health Products(the “Products”) in the Greater China market:
I. Main Matters of the Agreement
| 1. | Party<br> A hereby grants to Party B a non-exclusive priority distribution rights to its Kombucha Tea<br> Pigment Digestive Health Products in the Greater China market for a period of twenty-four<br> (24) months after the signing of this agreement. |
|---|---|
| 2. | Party<br> B hereby agrees to accept the non-exclusive priority distribution rights for Party A’s<br> Kombucha Tea Pigment Digestive Health Products in the Greater China market, valid for a period<br> of twenty-four (24) months from the date of signing this Agreement. |
| 3. | Party<br> A shall be responsible for product research, development, and manufacturing, and shall supply<br> products to Party B. Party A shall ensure consistent and reliable supply of products, as<br> well as continuous and rapid innovation, iteration and upgrading thereof. The products include<br> the Kombucha Tea Pigment Digestive Health Products. |
| 4. | Party<br> B shall be responsible for the sales of the series of the Products under this category in<br> the Greater China market during the term of this agreement. Party B undertakes that the total<br> sales revenue of the said Product shall be no less than US$12,000,000 during such period. |
| 5. | Both<br> parties hereby mutually agree that, in the course of specific business implementation, they<br> may enter into business agreements on product categories, market arrangements, product development<br> and other matters, which shall constitute an integral part of this agreement. |
II. Cooperation Period. Term of this agreement should be twenty-four (24) months from the date of signing herein.
III. Payment. Party B shall prepay the full amount for the goods prior to shipment, and Party A shall deliver the goods only upon receipt of the full payment.
IV. Delivery and Location. Under this agreement, Party B shall periodically and in batches provide shipping documents to Party A, whereupon Party A shall deliver the goods as agreed. The goods shall be delivered to the address in China designated by Party B.
V. Responsibilities and Obligations
| 1. | Party<br> B guarantees that all sales activities shall comply with relevant laws and regulations and<br> shall not engage in illegal sales during the sales process. |
|---|---|
| 2. | Party<br> B shall effect payment on time as stipulated in the agreement. Should Party A’s failure<br> to deliver the goods on schedule result from Party B’s delayed payment or other attributable<br> causes, the delivery date shall be postponed, and Party A shall not bear the liability for<br> breach of agreement |
| 3. | Party<br> A shall deliver the goods on time as required by Party B and ensure that the packaging of<br> the goods meets the requirements of logistics transportation |
| 4. | In<br> the event that the Product quality fails to conform to the agreed standards, Party A<br> shall bear all the testing fees and the costs of returns and exchanges. |
| 5. | If<br> either party fails to perform this agreement without due cause or unilaterally terminates<br> this agreement without authorization, such Party shall be liable to pay the other party<br> a penalty of 15% of the total price of this agreement. Should partial non-performance of<br> this Agreement occur due to a Party’s attributable default, the defaulting Party shall<br> pay the other party a penalty of 10% of the total price of the unperformed part of this agreement. |
VI. Force Majeure. Both Parties shall strictly fulfill their respective responsibilities and obligations hereunder. In the event that performance becomes impossible or delayed due to Force Majeure, the Parties shall negotiate in good faith to reach a mutually agreed solution.
VII. Termination of the Agreement. If one party violates the agreement and fails to make corrections within thirty (30) working days after receipt of written demand from the non-violating party, the non-violating party shall have the right to terminate this agreement. In addition, this agreement may be terminated by mutual consent of both parties.
VIII. Miscellaneous. If there are any matters not covered herein, both parties shall resolve them through friendly consultation and may enter into a separate agreement to stipulate them.
IX. Legal jurisdiction. In the event of any dispute arising during the execution of this contract, if no agreement can be reached through consultation, the dispute shall be settled through litigation and the People’s Court where Party A is located shall have jurisdiction.
X. This agreement shall come into effect upon signatures and seals by both parties. It is executed in quadruplicate, with each party holding two copies, all of which have the same validity.
| Party A: Xi’an App-Chem Bio (Tech) Co., Ltd.<br><br> <br><br><br> <br>Seal:<br><br> <br><br><br> <br>Representative (Signature) :<br><br> <br>December<br> 5, 2025 | Party B: Shaanxi Qingshengyuan Health Industry Co., Ltd.<br><br> <br><br><br> <br>Seal:<br><br> <br><br><br> <br>Representative (Signature) :<br><br> <br>December<br> 5, 2025 |
|---|
Exhibit 99.1
BONUnveils Kombucha-Inspired Product, Inks $12 Million
Strategic Sales Agreement with Qingshengyuan
XI’AN, China, December 10, 2025, (PR NEWSWIRE) - Bon Natural Life Limited (Nasdaq: BON) (“BON” or the “Company”), a leading bio-ingredient solution provider in the natural, health and personal care industry, today announced the launch of a new health-focused kombucha-inspired product and a strategic collaboration with Shaanxi Qingshengyuan Health Industry Co., Ltd. (“Qingshengyuan”), a leading distributor of functional health products in China focusing on digestive and metabolic wellness. The two parties entered into a non-exclusive strategic sales agreement. The term of the agreement is 24 months with a total contract value of $12 million. Pursuant to the agreement, Qingshengyuan will sell and distribute BON’s high-tea-pigment products across Greater China.
As a global innovator in tea-pigment ingredients, BON has observed growing consumer demand for tea-based products that are “more efficient, more pure, and more scientific.” In response, the Company has developed a kombucha-inspired beverage produced from premium tea, sugar, and a Symbiotic Culture of Bacteria and Yeast (“SCOBY”). The product undergoes a controlled natural fermentation process that maintains the tea’s fresh aroma, sweet aftertaste, and lightly effervescent texture, while enhancing the extraction and concentration of tea pigments. As a result, the beverage contains higher levels of tea pigments compared to similar products.
Kombucha has become one of the fastest-growing functional beverage categories in recent years, driven by consumer interest in natural ingredients and perceived health benefits, particularly among younger consumers. BON’s product is designed to align with these market trends and seeks to support category development through its ingredient-focused technology.
Tea pigments are natural, water-soluble pigment complexes formed during the fermentation and oxidation of tea leaves and are considered key functional compounds in tea. Scientific literature indicates that tea pigments contribute to the color and clarity of tea infusions and have been the subject of research regarding potential biological properties, including antioxidant activity and other areas of scientific interest.
As consumer preferences increasingly shift toward natural ingredients and as the functional food and beverage market expands, tea pigments are gaining broader commercial application as an alternative to synthetic additives. They are used in tea beverages, health-oriented consumer products, and other ingredient formulations within the food and beverage industry.
Driven by these trends, the market for tea-pigment-based ingredients has continued to grow. Industry sources project that the overall market opportunity for tea-pigment applications could reach approximately $1 billion in the coming years.
Yongwei Hu, CEO and Chairman of BON, stated: “This strategic cooperation with Qingshengyuan represents an important step in expanding BON’s presence in the functional product industry and supports the development and commercialization of our tea-pigment product portfolio. We expect that combining the resources and capabilities of both parties will help increase market awareness of our ingredient technologies and broaden the reach of our products among targeted consumer groups. Through this collaboration, we aim to advance product innovation, support broader adoption of health-focused concepts in the market, and further strengthen BON’s positioning in both domestic and international markets. We believe this will support the Company’s future revenue and earnings and further enhance long-term shareholder value.”
AboutBon Natural Life Limited (“BON”)
BON is a Cayman Islands company engaged in the business of natural, health, and personal care industries. For more information, please visit the Company’s website at http://www.bnlus.com.
For more information, please contact:
Cindy Liu | IR
Email: bonnatural@appchem.cn
SafeHarbor Statement
This press release contains certain statements that may include “forward-looking statements.” All statements other than statements of historical fact included herein are “forward-looking statements.” These forward-looking statements are often identified by the use of forward-looking terminology such as “believes,” “expects” or similar expressions, involve known and unknown risks and uncertainties. Although the Company believes that the expectations reflected in such forward-looking statements are reasonable, they do involve assumptions, risks, and uncertainties, and these expectations may prove to be incorrect. You should not place undue reliance on these forward-looking statements, which speak only as of the date of this press release. The Company’s actual results could differ materially from those anticipated in these forward-looking statements as a result of a variety of factors, including those discussed in the Company’s periodic reports that are filed with the Securities and Exchange Commission and available on its website (http://www.sec.gov). All forward-looking statements attributable to the Company or persons acting on its behalf are expressly qualified in their entirety by these factors. Other than as required under the securities laws, the Company does not assume a duty to update these forward-looking statements.