MAAS 6-K
Maase Inc. (MAAS)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 OF THE
SECURITIES EXCHANGE ACT OF 1934
For the month of November 2025
Commission File Number 001-38813
Maase Inc.
12F, Block B, Longhu Xicheng Tianjie
No. 399 Huazhaobi Xishun Street, Jinniu District, Chengdu
Sichuan Province, People’s Republic of China
Tel: +86-028-86762596
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 ☐
Departure of Director and Chairperson of Board
On November 28, 2025, Ms. Hong Suong Nguyen, a director and the chairperson of the board of directors (the “Board”) of Maase Inc. (the “Company”), tendered her resignation to the Board, effective on November 28, 2025. Ms. Nguyen’s resignation was not the result of any disagreement with the Company on any matter relating to the Company’s operations, policies or practices. The Board expressed its gratitude for her contributions and dedicated service to the Company.
Appointment of Director and Chairperson of Board
Effective on November 28, 2025, Mr. Jingkai Li was appointed as a director and the chairperson of the Board to fill the vacancy on the Board.
Mr. Jingkai Li, age 61, has over a decade of experience in the environmental protection and resource-recycling industries. Since 2010, he has served as chairman and chief executive officer of Guangxi Qinyuan Environmental Protection Co., Ltd., where he oversaw operations in industrial solid waste treatment, renewable resource utilization, and environmental engineering services. Mr. Li has also served as executive president of the Beiliu Slag Resource Comprehensive Utilization Industry Association since 2022. In addition, he has participated in industrial investment activities involving new energy, smart technology, and other high-tech projects. Mr. Li holds an executive master’s degree in business administration from Macau University of Science and Technology.
There is no arrangement or understanding between Mr. Li and any other person pursuant to which they were selected as an officer and a director of the Company, and there is no family relationship between Mr. Li and any of the Company’s other directors or executive officers. Since the beginning of the Company’s last fiscal year, there have been no transactions, and there are no currently proposed transactions, in which the Company was or is to be a participant and in which Mr. Li had or will have a direct or indirect material interest that would be required to be reported under Item 404(a) of Regulation S-K.
In connection with the appointment, on November 28, 2025, the Company entered into a director agreement and an indemnification agreement with Mr. Li. The terms of these agreements are consistent with the Company’s standard arrangements for its non-employee directors. The forms of the director agreement and the indemnification agreement are filed as Exhibits 10.1 and 10.2, respectively, to this report on Form 6-K.
In connection with the change of the Board, on November 28, 2025, the Company will issue a press release, a copy of which is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
EXHIBIT INDEX
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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.
| Maase Inc. | |||
| Date: November 28, 2025 | By: | /s/ Zhou Min | |
| Name: | Zhou Min | ||
| Title: | Vice-Chairperson of the Board, Chief Executive Officer | ||
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Exhibit 10.1
MAASE INC.
DIRECTOR AGREEMENT
This Director Agreement (the “Agreement”) is made and entered into as of ___ by and between Maase Inc., a Cayman Islands company (the “Company”), and ___, an individual (“Director”).
I. SERVICES
1.1 Board of Directors. Director has been appointed as an Director of the Company’s Board of Directors (the “Board”), effective upon approval by the Board, until the earlier of the date on which Director ceases to be a member of the Board for any reason or the date of termination or expiration of this Agreement in accordance with Section 6.1 and 6.2 hereof (such earlier date being the “Expiration Date”). The Board shall consist of the Director and such other members as nominated and elected pursuant to the then-current Memorandum and Articles of Association of the Company (the “Memorandum and Articles”).
1.2 Director Services. Director’s services to the Company hereunder shall include service on the Board to manage the business of the Company in accordance with applicable law and the Memorandum and Articles, and such other services mutually agreed to by Director and the Company (the “Director Services”).
II. COMPANY OBLIGATION
2.1 Company Obligation. The Company is obliged to buy sufficient Director & Officer Insurance covering the complete term of Director.
III. DUTIES OF DIRECTOR
3.1 Fiduciary Duties. In fulfilling his managerial responsibilities, Director shall be charged with a fiduciary duty to the Company and all of its shareholders. Director shall be attentive and inform himself of all material facts regarding a decision before taking action. In addition, Director’s actions shall be motivated solely by the best interests of the Company and its shareholders.
3.2 Confidentiality. During the term of this Agreement, and for a period of one (1) year after the Expiration Date, Director shall maintain in strict confidence all information he has obtained or shall obtain from the Company, which the Company has designated as “confidential” or which is by its nature confidential, relating to the Company’s business, operations, properties, assets, services, condition (financial or otherwise), liabilities, employee relations, customers (including customer usage statistics), suppliers, prospects, technology, or trade secrets, except to the extent such information (i) is in the public domain through no act or omission of the Company, (ii) is required to be disclosed by law or a valid order by a court or other governmental body, or (iii) is independently learned by Director outside of this relationship (the “Confidential Information”).
3.3 Nondisclosure and Nonuse Obligations. Director will use the Confidential Information solely to perform the Director Services for the benefit of the Company. Director will treat all Confidential Information of the Company with the same degree of care as Director treats his own Confidential Information, and Director will use its best efforts to protect the Confidential Information. Director will not use the Confidential Information for his own benefit or the benefit of any other person or entity, except as may be specifically permitted in this Agreement. Director will immediately give notice to the Company of any unauthorized use or disclosure by or through him, or of which he becomes aware, of the Confidential Information. Director agrees to assist the Company in remedying any such unauthorized use or disclosure of the Confidential Information.
3.4 Return of The Company Property. All materials furnished to Director by the Company, whether delivered to Director by the Company or made by Director in the performance of Director Services under this Agreement (the “Company Property”), are the sole and exclusive property of the Company. Director agrees to promptly deliver the original and any copies of the Company Property to the Company at any time upon the Company’s request. Upon termination of this Agreement by either party for any reason, Director agrees to promptly deliver to the Company or destroy, at the Company’s option, the original and any copies of the Company Property. Director agrees to certify in writing that Director has so returned or destroyed all such Company Property.
IV. COVENANTS OF DIRECTOR
4.1 No Conflict of Interest. During the term of this Agreement, and for a period of one (1) year after the Expiration Date, Director shall not be employed by, own, manage, control or participate in the ownership, management, operation or control of any business entity that is competitive with the Company or otherwise undertake any obligation inconsistent with the terms hereof, provided that Director may continue Director’s current affiliation or other current relationships with the entity or entities described on Exhibit A-1 (all of which entities are referred to collectively as “Current Affiliations”). This Agreement is subject to the current terms and agreements governing Director’s relationship with Current Affiliations, and nothing in this Agreement is intended to be or will be construed to inhibit or limit any of Director’s obligations to Current Affiliations. Director represents that nothing in this Agreement conflicts with Director’s obligations to Current Affiliations. A business entity shall be deemed to be “competitive with the Company” for purpose of this Article IV only if and to the extent it engages in the business substantially similar to the Company’s insurance intermediary business.
4.2 Noninterference with Business. During the term of this Agreement, and for a period of one (1) year after the Expiration Date, Director agrees not to interfere with the business of the Company in any manner. By way of example and not of limitation, Director agrees not to solicit or induce any employee, independent contractor, customer or supplier of the Company to terminate or breach his, her or its employment, contractual or other relationship with the Company.
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V. COMPENSATION
5.1 Compensation. The Director will not receive any director fee from the company and may receive options grant by the Board as it thinks fit.
VI. TERM AND TERMINATION
6.1 Term. This Agreement is effective as of the date first written above and will continue until the Expiration Date or three years whichever is earlier.
6.2 Termination. Either party may terminate this Agreement at any time upon thirty (30) days prior written notice to the other party, or such shorter period as the parties may agree upon.
6.3 Survival. The rights and obligations contained in Articles III and IV will survive any termination or expiration of this Agreement.
VII. MISCELLANEOUS
7.1 Assignment. Except as expressly permitted by this Agreement, neither party shall assign, delegate, or otherwise transfer any of its rights or obligations under this Agreement without the prior written consent of the other party. Subject to the foregoing, this Agreement will be binding upon and inure to the benefit of the parties hereto and their respective heirs, legal representatives, successors and assigns.
7.2 No Waiver. The failure of any party to insist upon the strict observance and performance of the terms of this Agreement shall not be deemed a waiver of other obligations hereunder, nor shall it be considered a future or continuing waiver of the same terms.
7.3 Notices. Any notice required or permitted by this Agreement shall be in writing and shall be delivered as follows with notice deemed given as indicated: (i) by personal delivery when delivered personally; (ii) by overnight courier upon written verification of receipt; (iii) by facsimile transmission upon acknowledgment of receipt of electronic transmission; or (iv) by certified or registered mail, return receipt requested, upon verification of receipt. Notice shall be sent to the addresses set forth on the signature page of this Agreement or such other address as either party may specify in writing.
7.4 Governing Law. This Agreement shall be governed in all respects by the laws of the State of New York, U.S.A., without regard to conflicts of law principles thereof.
7.5 Severability. Should any provisions of this Agreement be held by a court of law to be illegal, invalid or unenforceable, the legality, validity and enforceability of the remaining provisions of this Agreement shall not be affected or impaired thereby.
7.6 Entire Agreement. This Agreement constitutes the entire agreement between the parties relating to this subject matter and supersedes all prior or contemporaneous oral or written agreements concerning such subject matter. The terms of this Agreement will govern all Director Services undertaken by Director for the Company.
7.7 Amendments. This Agreement may only be amended, modified or changed by an agreement signed by the Company and Director. The terms contained herein may not be altered, supplemented or interpreted by any course of dealing or practices.
7.8 Counterparts. This Agreement may be executed in two counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.
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IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first written above.
| Company: | Maase Inc. | |
| Address: | ||
| By: | ||
| Name: | Min Zhou | |
| Title: | Vice chairman of the Board | |
| Director: | ||
| Address: | ||
| By: | ||
| Name: | ||
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EXHIBIT A-1
Director’s Current Affiliations
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Exhibit 99.1
MAAS Announces Change to the Board of Directors
CHENGDU, China, November 29, 2025 (GLOBE NEWSWIRE) -- Maase Inc. (NASDAQ: MAAS) (“MAAS” or the “Company”) today announced the appointment of Mr. Jingkai Li as a director and the chairman of the board of directors (the “Board”), effective November 28, 2025. Mr. Li succeeds Ms. Hong Suong Nguyen, who has resigned from her positions as the chairperson and a director of the Board for personal reasons, effective on the same date.
Mr. Li holds an executive master degree in business administration from Macau University of Science and Technology. His appointment reflects the Board’s confidence in his profound management expertise, forward-looking investment vision, and extensive background in the green industry. Over more than a decade leading Guangxi Qinyuan Environmental Protection Co., Ltd., he successfully built a technology-driven, cross-regional environmental protection industrial group and gained extensive experience in operational management and industrial integration within the resource recycling sector. This background gives him a deep understanding of the “green economy” sector that MAAS focuses on, enabling him to provide strategic guidance for business areas such as energy storage batteries. Furthermore, Mr. Li has experience in industrial investment, having made early and strategic investments in the new energy and smart technology sectors and has been involved in the investment and integration of multiple high-tech projects. His blend of experience positions him as the ideal leader to drive Maase’s next stage of synergistic growth.
“I am honored to assume the role of chairman of the Board at this pivotal moment for MAAS,” said Mr. Li. “The Company has already shown significant potential in smart car wash, energy storage battery, and wellness businesses. I will leverage my experience in the green industry and strategic investment to foster collaborative innovation across our business units and help the Company seize opportunities emerging from new energy and intelligent technology trends. I look forward to working with the team to create sustainable, long-term value for our shareholders and society.”
About Maase Inc.
Founded in 2010 and formerly known as Highest Performances Holdings Inc. and Puyi Inc., we have evolved with a vision to become a leading provider of intelligent technology-driven family and enterprise services. Our mission is to enhance the quality of life for families worldwide by leveraging two primary driving forces: technological intelligence and capital investments. We are dedicated to investing in high-quality enterprises with global potential, focusing on areas such as artificial-intelligence services, advanced deep-tech solutions, science-backed health and wellness products.
Forward-looking Statements
This press release contains forward-looking statements as defined by the Private Securities Litigation Reform Act of 1995. Forward-looking statements include statements concerning plans, objectives, goals, strategies, future events or performance, and underlying assumptions and other statements that are other than statements of historical facts. When MAAS uses words such as “may”, “will”, “intend”, “should”, “believe”, “expect”, “anticipate”, “project”, “estimate” or similar expressions that do not relate solely to historical matters, it is making forward-looking statements. Forward-looking statements are not guarantees of future performance and involve risks and uncertainties that may cause the actual results to differ materially from MAAS’s expectations discussed in the forward-looking statements. These statements are subject to uncertainties and risks including, but not limited to, the following: MAAS’s goals and strategies; MAAS’s future business development; product and service demand and acceptance; changes in technology; economic conditions; reputation and brand; the impact of competition and pricing; government regulations; fluctuations in general economic and business conditions in China and the international markets MAAS serves and assumptions underlying or related to any of the foregoing and other risks contained in reports filed by MAAS with the Securities and Exchange Commission. For these reasons, among others, investors are cautioned not to place undue reliance upon any forward-looking statements in this press release. Additional factors are discussed in MAAS’s filings with the U.S. Securities and Exchange Commission, which are available for review at www.sec.gov. MAAS undertakes no obligation to publicly revise these forward-looking statements to reflect events or circumstances that arise after the date hereof.
For more information, please contact:
Maase Inc.
Tel: +86-028-86762596
Email: [email protected]
Maase Inc.