6-K

Jiuzi Holdings, Inc. (JZXN)

6-K 2025-09-25 For: 2025-09-25
View Original
Added on April 11, 2026

UNITEDSTATESSECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549

Form 6-K

REPORTOF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of September 2025

JIUZIHOLDINGS INC.

(Exact name of registrant as specified in its charter)

No.168Qianjiang Nongchang Gengwen Road, 15^th^ Floor

Economicand Technological Development Zone

XiaoshanDistrict, Hangzhou City

ZhejiangProvince 310000

People’sRepublic 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 ☐

Appointmentof Officer

Effective September 23, 2025, Mr. Douglas Edward Buerger (“Mr. Buerger”) was appointed as the Chief Operating Officer (“COO”) by the board of directors (the “Board”) of Jiuzi Holdings Inc. (the “Company” or the “Registrant”). In connection with Mr. Buerger’s appointment, the Company and Mr. Buerger entered into an employment agreement, dated September 23, 2025 (the “Employment Agreement”), pursuant to which Mr. Buerger will receive an annual compensation of US$50,000 for his service as the COO of the Company.

Mr. Buerger has over 30 years of experience across the pharmaceutical, life sciences, aerospace, and technology industries. Since 2022, he has served as Staff Engineer–Hazards Analyst at Northrop Grumman Corporation, focusing on hazards analyses of solid rocket motor systems and safety reviews of advanced manufacturing technologies. From 2012 to 2021, he was Manager of Product Development at Hercon Pharmaceuticals (Zydus Cadila), overseeing global combination product development and FDA submissions. Since 2007, he has also led Buerger Consulting, providing scientific consulting services to the medical device and pharmaceutical industries. Earlier, he held senior roles at Edgewater Technology in 2006 and at IBM Corporation from 2001 to 2005, where he drove life sciences technology solutions, compliance, and data management initiatives worldwide. From 1994 to 2000, he was Director and Manager of R&D at Hercon Laboratories, leading formulation development, regulatory filings, and clinical studies, and from 1988 to 1994 he was a Senior Scientist at TheraTech Incorporated (Allergan plc), where he contributed to new drug delivery systems and the company’s public offering. Mr. Buerger earned a B.S. in Chemistry and a Ph.D. in Materials Science and Engineering from the University of Utah.

There is no family relationship between Mr. Buerger and any of our other officers and directors. Except for the Employment Agreement described above, Mr. Buerger has not had any transaction with the Company since the beginning of our last fiscal year.

The foregoing description of the Employment Agreement is a general description only, does not purport to be complete, and is qualified in its entirety by reference to the terms of the Employment Agreement attached hereto as Exhibit 4.1, which is incorporated herein by reference.

Exhibit
4.1 Employment Agreement between Jiuzi Holdings Inc. and Douglas Edward Buerger, dated September 23, 2024
1

SIGNATURES

Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Jiuzi Holdings Inc.
Date: September 25, 2025 By: /s/ Tao Li
Tao Li
Chief Executive Officer
2

Exhibit 4.1

JIUZI HOLDINGS INC.

No.168 Qianjiang NongchangGengwen Road, 15^th^ Floor

Economic and Technological Development Zone

Xiaoshan District, Hangzhou City

ZhejiangProvince 310000

People’s Republic of China


Doug Buerger, PhD


Re: Chief Operating Officer Offer Letter


Dear Dr. Buerger,

Jiuzi Holdings Inc., a Cayman Islands exempted company (the "Company"), is pleased to offer you the position of Chief Operating Officer ("COO") of the Company. We believe your professional background and extensive experience will be a valuable asset to the company, and we look forward to welcoming you as our COO. Should you choose to accept this position, this letter agreement (the "Agreement") shall constitute an agreement between you and the Company and contains all the terms and conditions relating to the services you agree to provide to the Company and the Company’s obligations to you.

1. Term. This Agreement is effective as of September 23, 2025 (the "Effective Date"). Your employment as COO shall continue subject to the provisions in Section 9 below. Notwithstanding the foregoing, this Agreement may be terminated at any time in accordance with Section 9 hereto.

2. Services. You shall serve as the Chief Operating Officer of the Company and shall have such duties, responsibilities, and authority as are customary for such position in companies of similar size and nature, and as may be reasonably assigned to you from time to time by the Company's Chief Executive Officer or the Board of Directors (the "Board"). During the term of this Agreement, you shall devote your full business time and best efforts to the performance of your duties. Your primary responsibilities shall include, but not be limited to, overseeing the Company's day-to-day operations, designing and implementing operational strategies, leading and developing the operations teams, and regularly reporting to the Chief Executive Officer and/or the Board on operational performance.

3.  Servicesfor Others. You shall be free to represent or perform services for other persons during the term of this Agreement only with the prior written consent of the Board. However, you agree that you do not presently perform and do not intend to perform, during the term of this Agreement, similar duties, consulting or other services for companies whose businesses are or would be, in any way, competitive with the Company (except for companies previously disclosed by you to the Company in writing). Should you propose to perform similar duties, consulting or other services for any such company, you agree to notify the Company in writing in advance and to provide information to the Company sufficient to allow it to determine if the performance of such services would conflict with areas of interest to the Company.

  1. Compensation.

4.1. Cash Compensation. Commencing on the Effective Date, you shall receive an annual base salary of $50,000, payable in accordance with the Company's standard payroll practices.

4.2. Stock Award. Upon commencement of employment on the Effective Date, you shall receive a one-time grant of 50,000 shares of the Company’s common stock (the “Initial Stock Grant”). This award will be subject to applicable federal and state securities laws and may be further governed by a separate Stock Option or Restricted Stock Agreement to be entered into between you and the Company.

4.3  Reimbursement of Reasonable Expenses. You shall be reimbursed for reasonable, pre-approved expenses incurred by you in connection with the performance of your duties (including travel and lodging expenses for business purposes).

5. D&O Insurance Policy. During the term under this Agreement, the Company shall use its commercially reasonable efforts to maintain an officers and directors insurance policy and include you as an insured thereunder.

6. No Assignment. Because of the personal nature of the services to be rendered by you, this Agreement may not be assigned by you without the prior written consent of the Company.

7. Confidential Information; Non-Disclosure; Intellectual Property. The terms and conditions set forth in Section 7 of the Director Offer Letter provided to you are hereby incorporated by reference into this Agreement as if fully set forth herein, and you agree to abide by them.

8. Non-Solicitation. During the term of your service to the Company and for a period of one (1) year thereafter, you shall not directly solicit for employment any officer, employee or consultant of the Company with whom you have had contact due to your service. You agree that the provisions of this Section 8 shall survive and remain in full force and effect upon and following any termination of this Agreement.

9. Termination and Resignation. Your employment hereunder may be terminated by either party at any time, with or without cause, upon e.g., 90 days written notice to the other party. Notwithstanding the foregoing, the Company may terminate your employment immediately for Cause (as defined by the Board). Upon termination of your employment for any reason, you shall be entitled to receive any accrued but unpaid base salary and reimbursable expenses incurred prior to the termination date.

2

10. Governing Law; Venue; Waiver of Jury Trial. All questions with respect to the construction and/or enforcement of this Agreement, and the rights and obligations of the parties hereunder, shall be determined in accordance with the law of the State of New York applicable to agreements made and to be performed entirely in the State of New York. The parties hereby irrevocably submit to the exclusive jurisdiction of the state and federal courts sitting in New York County, New York, for the adjudication of any dispute hereunder or in connection herewith. THE PARTIES HEREBY IRREVOCABLY WAIVE ANY RIGHT EITHER MAY HAVE TO, AND AGREE NOT TO REQUEST, A JURY TRIAL FOR THE ADJUDICATION OF ANY DISPUTE HEREUNDER OR IN CONNECTION WITH OR ARISING OUT OF THIS AGREEMENT OR ANY TRANSACTION CONTEMPLATED HEREBY.

11. Entire Agreement; Amendment; Waiver; Counterparts. This Agreement expresses the entire understanding with respect to the subject matter hereof and supersedes and terminates any prior oral or written agreements with respect to the subject matter hereof. Any term of this Agreement may be amended and observance of any term of this Agreement may be waived only with the written consent of the parties hereto.

12. Indemnification. The Company shall, to the maximum extent provided under applicable law on the terms set forth in the Company's memorandum and articles of association (as amended from time to time), indemnify and hold you harmless from and against any expenses, including reasonable attorney's fees, judgments, fines, settlements and other legally permissible amounts, incurred in connection with any proceeding arising out of, or related to, your performance of your duties as an officer of the Company.

Thank you for your agreement to join us, and we look forward to working with you. If you are in agreement with the foregoing, please sign by your name below and return a copy to me, which signature shall signify your agreement.

Sincerely,

Jiuzi HoldingsInc.


By: /s/ Tao Li
Name: Tao Li
Title: Chief Executive Officer
AGREED AND ACCEPTED:
By: /s/ Doug Buerger, PhD
Name: Doug Buerger, PhD

Date: 2025.9.23


3