6-K

UNITEDSTATES

SECURITIESAND EXCHANGE COMMISSION

WASHINGTON,D.C. 20549

FORM6-K

REPORTOF FOREIGN PRIVATE ISSUER

PURSUANTTO RULE 13a-16 OR 15d-16

UNDERTHE SECURITIES EXCHANGE ACT OF 1934

Forthe month of March 2025

CommissionFile Number: 001-42418

MingShing Group Holdings Limited

(Registrant’sName)

8/F,Cheong Tai Factory Building

16Tai Yau Street

SanPo Kong, Kowloon

HongKong

(Addressof 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): ☐

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): ☐

When used in this Form 6-K, unless otherwise indicated, the terms “the Company,” “Ming Shing,” “we,” “us” and “our” refer to Ming Shing Group Holdings Limited and its subsidiaries.

Ming Shing’s wholly-owned Hong Kong subsidiary, Lead Benefit (HK) Limited (“Lead Benefit”), purchased 333 Bitcoins at an average price of US$81,555 per Bitcoin, with a total investment of approximately US$27 million on February 28, 2025. Lead Benefit was incorporated on December 23, 2024, with Lead Benefit International Limited, as its sole shareholder. Lead Benefit International Limited, a BVI business company, was incorporated on December 9, 2024, with Ming Shing as its sole shareholder. Ming Shing intends to use its idle funds to purchase Bitcoins as short-term investment to capture the potential appreciation of Bitcoin and increase its assets. The Company considers that Bitcoin market is highly liquid and the Bitcoins can be easily disposed to fund the Company’s wet trade works business, if required.

FinancialStatements and Exhibits.

| 2 |

| --- |

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.

| 3 |

| --- |

Exhibit99.1

MingShing Group Holdings Limited Announces Subsidiary Lead Benefit (HK) Limited Purchased 333 Bitcoins

Hong Kong, March 11, 2025 – Ming Shing Group Holdings Limited (the “Company” or “Ming Shing”) (NASDAQ: MSW), a Hong Kong-based company mainly engaged in wet trades works whose mission it is to become the leading wet trades works service provider in Hong Kong, announces a significant update in its business development.

Ming Shing is pleased to announce that its wholly-owned Hong Kong subsidiary, Lead Benefit (HK) Limited (“Lead Benefit”), purchased 333 Bitcoins at an average price of US$81,555 per Bitcoin on February 28, 2025, with a total investment of approximately US$27 million. Lead Benefit was incorporated on December 23, 2024, with Lead Benefit International Limited, as its sole shareholder. Lead Benefit International Limited, a BVI business company, was incorporated on December 9, 2024, with Ming Shing as its sole shareholder. Ming Shing intends to use its idle funds to purchase Bitcoins as short-term investment to capture the potential appreciation of Bitcoin and increase its assets. The Company considers that Bitcoin market is highly liquid and the Bitcoins can be easily disposed to fund the Company’s wet trade works business, if required.

“Ming Shing is an active wet trade works service provide in Hong Kong.” Stated Mr. Wenjin Li, director of Ming Shing. “With the further Bitcoin investment, we aim to boost our asset growth. We are devoted to create additional value for our shareholders. We are also actively exploring options for the Company to grow further.”

AboutMing Shing Group Holdings Limited

Ming Shing Group Holdings Limited is a Hong Kong-based company mainly engaged in wet trades works, such as plastering works, tile laying works, brick laying works, floor screeding works and marble works. With a mission to become the leading wet trades works services provider in Hong Kong and the United States, the Company strives to provide quality services that comply with its customers’ quality standards, requirements, and specifications. The Company conducts its business through its two wholly-owned Hong Kong operating subsidiaries, MS (HK) Engineering Limited and MS Engineering Co. Limited. MS (HK) Engineering Limited is a registered subcontractor and a registered specialist trade contractor under the Registered Specialist Trade Contractors Scheme of the Construction Industry Council and undertakes both private and public sector projects, while MS Engineering Co., Limited mainly focuses on private sector projects. For more information, please visit the Company’s website: https://ir.ms100.com.hk.

Forward-LookingStatements

Certain statements in this announcement are forward-looking statements. These forward-looking statements involve known and unknown risks and uncertainties and are based on the Company’s current expectations and projections about future events that may affect its financial condition, results of operations, business strategy and financial needs. Investors can find many (but not all) of these statements by the use of words such as “aim”, “anticipate”, “believe”, “estimate”, “expect”, “going forward”, “intend”, “may”, “plan”, “potential”, “predict”, “propose”, “seek”, “should”, “will”, “would” or other similar expressions in this press release. The Company undertakes no obligation to update or revise publicly any forward-looking statements to reflect subsequent occurring events or circumstances, or changes in its expectations, except as may be required by law. Although the Company believes that the expectations expressed in these forward-looking statements are reasonable, it cannot assure you that such expectations will turn out to be correct, and the Company cautions investors that actual results may differ materially from the anticipated results and encourages investors to review other factors that may affect its future results in the Company’s registration statement and other filings with the SEC.

For more information, please contact:

MingShing Group Holdings Limited

Investor Relations Department

Email: ir@ms100.com.hk