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6-K

Luda Technology Group Ltd (LUD)

6-K 2025-04-07 For: 2025-04-07
View Original
Added on April 12, 2026

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 April 2025

Commission File Number: 001-42289

LUDA TECHNOLOGY GROUP LIMITED
(Registrant’s Name)

Unit H, 13/F, Kaiser Estate Phase 247-53 Man Yue StreetHung Hom, KowloonHong Kong(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 ☐

Entry into a Material Definitive Agreement.

As previously disclosed, on February 28, 2025, Luda Technology Group Limited (the “Company”) (NYSE: LUD), consummated its initial public offering (the “IPO”) of 2,500,000 ordinary shares, par value HK$0.25 (equivalent to US$0.03) per share (each, an “Ordinary Share” and the Ordinary Shares sold in the IPO are hereafter referred as the “IPO Shares”). The Company has also granted the underwriters a 45-day option to purchase up to an additional 375,000 Ordinary Shares to cover over-allotments (the “Over-Allotment Shares”), if any (the “Over-Allotment Option”).

On April 7, 2025, the Company issued and sold to the underwriter 190,000 Ordinary Shares at a price of $4.00 per share, pursuant to the partial exercise of the Over-Allotment Option, resulting in additional gross proceeds of approximately $760,000. As a result, the Company has raised aggregate gross proceeds of $10,760,000 in the IPO, including the exercise of the Over-Allotment Option, prior to deducting underwriting discounts and commissions and estimated offering expenses payable by the Company.

The Company issued a press release announcing the issuance and sale of the Over-Allotment Shares on April 7, 2025. A copy of the press release is furnished herewith as Exhibit 99.1 and is incorporated by reference herein.

This report does not constitute an offer to sell, or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or jurisdiction.

Financial Statements and Exhibits.

The following exhibits are being filed herewith:

Exhibit No. Description
99.1 Press Release, dated April 7, 2025
* Filed Previously.
--- ---
1

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.

LUDA TECHNOLOGY GROUP LIMITED
Date: April 7, 2025 By: /s/ Ma Biu
Name: Ma Biu
Title: Chief Executive Officer
2

Exhibit99.1

LudaTechnology Group Limited Announces Closing of the Underwriter’s Over-Allotment Option in Connection with its Initial Public Offering

Hong Kong, April 07, 2025 (GLOBE NEWSWIRE) -- Luda Technology Group Limited (the “Company” or “Luda Technology”), (NYSE: LUD), a manufacturer and trader of stainless steel and carbon steel flanges and fittings products, today announced that it closed the sale of an additional 190,000 ordinary shares of the Company, pursuant to the partial exercise of the underwriter’s over-allotment option granted in connection with the Company’s initial public offering (“IPO”, together with such over-allotment closing, the “Offering”), at the IPO price of $4.00 per share, less underwriting discounts. As a result, the Company has raised aggregate gross proceeds of $10,760,000, including the previously announced IPO gross proceeds of $10,000,000, prior to deducting underwriting discounts and commissions and estimated offering expenses payable by the Company.

Revere Securities LLC (“Revere”), a full-service broker/dealer, acted as the primary underwriter for the Offering. Pacific Century Securities, LLC (“PCS”), a full-service broker/dealer, acted as the co-manager for the Offering. Loeb & Loeb LLP, CLKW Lawyers LLP in association with Michael Li & Co., China Commercial Law Firm and Conyers Dill & Pearman are acting as U.S., Hong Kong, PRC and Cayman Islands legal counsels to the Company, respectively. ZH CPA, LLC is acting as the reporting accountant of the Company. VCL Law LLP is acting as U.S. legal counsel to Revere and PCS for the Offering.

The Offering is being conducted pursuant to the Company’s registration statement on Form F-1 (File No. 333-283680), as amended, previously filed with, and subsequently declared effective by the U.S. Securities and Exchange Commission (“SEC”) on February 26, 2025. The Offering is being made only by means of a prospectus, forming part of the registration statement. Before you invest, you should read the prospectus and other documents the Company has filed or will file with the SEC for more information about the Company and the Offering. Copies of the final prospectus related to the Offering may be obtained, when available, from Revere Securities LLC, 560 Lexington Ave 16th floor, New York, NY, 10022, by phone at +1 212 688 2350 or by email at [email protected] or Pacific Century Securities, LLC, 60-20 Woodside Avenue Ste 211, Queens, NY 11377, by phone at +1 212 970 8868 or by email at [email protected] In addition, a copy of the final prospectus, when available, relating to the Offering may be obtained via the SEC’s website at www.sec.gov.

Before you invest, you should read the prospectus and other documents the Company has filed or will file with the SEC for more information about the Company and the Offering. This press release shall not constitute an offer to sell or the solicitation of an offer to buy the securities described herein, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

About Luda Technology Group Limited

We are a manufacturer and trader of stainless steel and carbon steel flanges and fittings products. Our history began with Luda Development Limited, which was incorporated in Hong Kong in 2004 and is principally engaged in the trading of steel flanges and fittings. In 2005, the Company’s business expanded further upstream when Luda (Taian) Industrial Company Limited was set up to commence the manufacturing of flanges and fittings with self-owned factory in China. We have established an operation history of over 20 years. We are principally engaged in (i) the manufacture and sale of stainless steel and carbon steel flanges and fittings products, and (ii) trading of steel pipes, valves, and other steel tubing products. We are headquartered in Hong Kong with manufacturing base in Taian City, Shandong Province of the PRC. Our sales network comprises customers from China, South America, Australia, Europe, Asia (excluding China) and North America and our customers comprise manufacturers and traders from the chemical, petrochemical, maritime and manufacturing industries. For more information, please visit https://www.ludahk.com/en.

FORWARD-LOOKING STATEMENTS

Certain statements contained in this press release about future expectations, plans and prospects, as well as any other statements regarding matters that are not historical facts, may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These statements include, but are not limited to, statements relating to the expected trading commencement and closing dates. The words “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,” “potential,” “predict,” “project,” “should,” “target,” “will,” “would” and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. Actual results may differ materially from those indicated by such forward-looking statements as a result of various important factors, including: the uncertainties related to market conditions and the completion of the public offering on the anticipated terms or at all, and other factors discussed in the “Risk Factors” section of the preliminary prospectus filed with the SEC. For these reasons, among others, investors are cautioned not to place undue reliance upon any forward-looking statements in this press release. Any forward-looking statements contained in this press release speak only as of the date hereof, and Luda Technology Group Limited specifically disclaims any obligation to update any forward-looking statement, whether as a result of new information, future events or otherwise, except as required by law.

For more information, please contact:


Luda Technology Group Limited Investor Relations Contact:

Unit H, 13/F, Kaiser Estate Phase 2,

47-53 Man Yue Street, Hung Hom, Kowloon,

Hong Kong SAR, China

Phone: (+852) 2994 8774

Email: [email protected]

Underwriters Inquiries:

Revere Securities LLC

560 Lexington Ave 16th floor, New York, NY, 10022

Phone: +1 212 688 2350

Email: [email protected]

Pacific Century Securities, LLC

Francis Ong, CEO – Investment Banking

60-20 Woodside Avenue Ste 211, Queens, NY 11377

Phone: +1 212 970 8868

Email: [email protected]