Charming Medical Ltd 6-K, filed Oct 28, 2025
Charming Medical Ltd (MCTA)
About this 6-K
Charming Medical Ltd filed this 6-K on October 28, 2025.
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 October 2025
Commission File Number: 001-42907
Charming Medical Limited
Units 1803-1806, 18/F, Hang Lung Centre
2-20 Paterson Street, Causeway Bay, Hong Kong
(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 ☐
On October 24, 2025, Cathay Securities, Inc., as the representative (the “Representative”) of the underwriters in the initial public offering of Charming Medical Limited (the “Company”), exercised in full its over-allotment option (the “Over-Allotment Option”) to purchase an additional 240,000 Class A ordinary shares, par value $0.0001 per share, of the Company (the “Additional Shares”) at the public offering price of US$4.00 per share. The closing of the sale of the Additional Shares took place on October 28, 2025.
The Company received gross proceeds of US$960,000 from the full exercise of the Over-Allotment Option, before deducting underwriting discounts and other related expenses. As a result, the total gross proceeds to the Company’s from its initial public offering, including the Over-Allotment Option, were approximately US$7.36 million, before deducting underwriting discounts and other related expenses.
A copy of the press release announcing the full exercise of the Over-Allotment Option is attached as Exhibit 99.1 and incorporated herein by reference. 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.
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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.
| Charming Medical Limited | ||
| Date: October 28, 2025 | By: | /s/ Kit Wong |
| Name: | Kit Wong | |
| Title: | Chief Executive Officer and Chairman of the Board | |
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EXHIBIT INDEX
| Exhibit No. | Description | |
| 99.1 | Press release dated October 28, 2025, announcing the full exercise of the Over-Allotment Option |
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Exhibit 99.1
Charming Medical Limited Announces Full Exercise of Representative's Over-allotment Option
Hong Kong, October 28, 2025 (PR NEWSWIRE)— Charming Medical Limited (Nasdaq: MCTA) (the “Company”), a Hong Kong-based provider of Traditional Chinese Medicine (TCM)-inspired therapies and products, today announced, in connection with its previously announced initial public offering (the “Offering”) of 1,600,000 Class A ordinary shares, par value $0.0001 per share (the “Class A Ordinary Shares”) at a price of $4.00 per share (the “Public Offering Price”), Cathay Securities, Inc., the representative of the underwriters (the “Representative”) of the Offering, has exercised its over-allotment option (the “Over-allotment”) in full to purchase an additional 240,000 Class A Ordinary Shares at the Public Offering Price, and the closing of such issuance.
The Class A Ordinary Shares of the Company commenced trading on the Nasdaq Capital Market on October 21, 2025, under the ticker symbol “MCTA.” The gross proceeds from this Over-allotment closing were US$0.96 million and the aggregate gross proceeds from the Offering increased to approximately US$7.36 million, before deducting underwriting discounts and other offering expenses. The Company intends to use the net proceeds from the Offering for expanding its business and geographic coverage, potential strategic investments and acquisitions, research and development, and for general working capital and corporate purposes.
The Offering was conducted on a firm commitment basis. Cathay Securities, Inc. acted as the representative of the underwriters for the Offering. Ortoli Rosenstadt LLP, Harney Westwood & Riegels, and Fairbairn Catley Low & Kong acted as United States, British Virgin Islands and Hong Kong counsels to the Company, respectively. Kaufman & Canoles, P.C. acted as U.S. counsel to the underwriters for the Offering.
The Offering was conducted pursuant to the Company’s registration statement on Form F-1 (File No. 333-287258), as amended, previously filed with, and subsequently declared effective by the United States Securities and Exchange Commission (the “SEC”) on September 30, 2025. A final prospectus describing the terms of the Offering was filed with the SEC and is available on the SEC’s website at www.sec.gov. The Offering was made only by means of a prospectus, forming a part of the effective registration statement. Alternatively, electronic copies of the prospectus relating to the Offering may be obtained from Cathay Securities, Inc., by standard mail to 40 Wall St., Suite 3600, New York, NY 10005, United States, Attention: Shell Li, or via email at service@cathaysecurities.com, or telephone at +1 (855) 939-3888.
This news release does not constitute an offer to sell or the solicitation of an offer to buy securities, nor will there be any sale of the 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.
About Charming Medical Limited (Nasdaq: MCTA)
Charming Medical Limited (the “Company”) is a Hong Kong-based provider of Traditional Chinese Medicine (TCM)-inspired therapies and products. The Company integrates TCM principles with modern technology to enhance quality of life and promote holistic well-being. Through its four wellness centers in Hong Kong, the Company offers a wide range of services, including womb-warming therapy, pelvic detox therapy, moxibustion, prenatal massage, and traditional abdominal binding, designed to address women’s health issues such as menstrual irregularities, hormonal imbalance, and postpartum recovery. Under its “Beauty Lab” brand, Charming Medical Limited also develops and distributes TCM-inspired supplements and beauty products, such as uterine care patches, probiotic washes, and nourishing herbal formulations, aimed at improving women’s constitution and vitality. In addition, the Company provides technical training, dietary therapy consultancy, and franchise opportunities to extend its wellness philosophy to other practitioners and entrepreneurs. For more information, please visit https://charmingmed.com.
Forward-Looking Statement
This press release contains forward-looking statements. 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 the Company 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. These forward-looking statements include, without limitation, the Company’s intended use of proceeds from the sale of the Company’s Class A Ordinary Shares in the Offering. Forward-looking statements are not guarantees of future performance and involve risks and uncertainties that may cause the actual results to differ materially from the Company’s expectations discussed in the forward-looking statements. These statements are subject to uncertainties and risks including, but not limited to, the uncertainties related to market conditions and other factors discussed in the “Risk Factors” section of the registration statement 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. Additional factors are discussed in the Company’s filings with the SEC, which are available for review at www.sec.gov. The Company undertakes no obligation to publicly revise these forward-looking statements to reflect events or circumstances that arise after the date hereof.
Investor Relations Contacts
Charming Medical Limited
Investor Relations
Tel: +852-3797-8461
Email: ir@hkbeautylab.com
INTELLIGENT JOY LIMITED
IR Consultant to Charming Medical Limited
Anne Lin
Tel: +852 5749 6688
Email: anne.lin@intelligentjoy.com