6-K
Ohmyhome Ltd (OMH)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TORULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of June 2026
Commission File Number: 001-41647
OHMYHOME LIMITED
(Translation of registrant’s name into English)
243 Alexandra Road
#02-01 BS Centre
Singapore 159932
(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 ☐
INFORMATION CONTAINED IN THIS REPORT ON FORM6-K
As previously disclosed, on June 17, 2026, Ohmyhome Limited (the “Company”) entered into a share purchase agreement with Sterling Oat Ltd. (the “Buyer”), pursuant to which the Company sold all of its shares in its wholly-owned subsidiary, Ohmyhome (BVI) Limited, to the Buyer for a purchase price of $1 (the “Divestiture”).
The unaudited pro forma condensed combined financial statements of the Company as of December 31, 2025 and for the years ended December 31, 2025, 2024 and 2023, and the notes related thereto, are filed as Exhibit 99.1 and incorporated herein by reference.
Exhibits
| Exhibit No. | Description |
|---|---|
| 99.1 | Unaudited Pro Forma Condensed Combined Financial Statements of Ohmyhome Limited as of December 31, 2025 and for the Years Ended December<br>31, 2025, 2024 and 2023. |
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.
| Date: June<br> 26, 2026 | Ohmyhome Limited | |
|---|---|---|
| By: | /s/ Agus Prasetyo | |
| Name: | Agus Prasetyo | |
| Title: | Chief Executive Officer |
2
Exhibit 99.1
On June 17, 2026, the Company completed the disposal of all issued and outstanding shares of Ohmyhome (BVI) Limited, its wholly-owned subsidiary comprising the former property-related business (the “Disposed Business”), for total cash consideration of $1. The Disposition represents a strategic shift in the Company’s business focus to digital marketing services and qualifies for reporting as discontinued operations.
The following unaudited condensed pro forma consolidated balance sheet and unaudited condensed pro forma consolidated statements of operations and comprehensive income (loss) are derived from the historical financial statements of the Company and give effect to the Disposition. These pro forma financial statements should be read in conjunction with the accompanying notes and the historical consolidated financial statements of the Company included in prior filings with the Securities and Exchange Commission.
The unaudited condensed pro forma consolidated balance sheet as of December 31, 2025 gives effect to the Disposition as if it had occurred on January 1, 2025. The unaudited condensed pro forma consolidated statements of operations and comprehensive income (loss) for the years ended December 31, 2025, 2024 and 2023 give effect to the Disposition as if it had occurred on January 1, 2023, the beginning of the earliest period presented. The pro forma adjustments, as described in the accompanying notes, are based on management’s best available information and reasonable assumptions.
The pro forma financial statements are presented for illustrative purposes only and are not necessarily indicative of the financial position or results of operations that would have been achieved had the Disposition occurred on the dates assumed for presentation, nor are they indicative of the future financial position or results of operations of the Company following the Disposition. They do not reflect any potential income adjustments, cost savings, or other anticipated benefits that may result from the Disposition. Readers are cautioned not to place undue reliance on these pro forma financial statements.
1
OHMYHOME LIMITED
UNAUDITED CONDENSED PRO FORMA CONSOLIDATED BALANCESHEET
| As of 2025/12/31 | ||||||||
|---|---|---|---|---|---|---|---|---|
| Historical | Pro Forma Adjustment(a) | Pro-Forma | ||||||
| ASSETS | ||||||||
| Current assets | ||||||||
| Cash and cash equivalents | 3,566,755 | (341,603 | ) | 3,225,152 | ||||
| Accounts receivable, net | 574,243 | (483,669 | ) | 90,574 | ||||
| Prepayments | 557,465 | (301,755 | ) | 255,710 | ||||
| Other current assets, net | 39,453 | (39,453 | ) | - | ||||
| Current assets of discontinued operations | 1,166,480 | 1,166,480 | ||||||
| Total current assets | 4,737,916 | - | 4,737,916 | |||||
| Non-current assets | ||||||||
| Deposits | 82,780 | (82,780 | ) | - | ||||
| Property and equipment, net | 50,477 | (50,477 | ) | - | ||||
| Deferred tax | - | - | - | |||||
| Operating lease right-of-use assets | - | - | - | |||||
| Other Receivable | 101,374 | (101,374 | ) | - | ||||
| Intangible Asset | 1,428,844 | (1,428,844 | ) | - | ||||
| Goodwill | 712,708 | (712,708 | ) | - | ||||
| Non-current assets of discontinued operations | 2,376,183 | 2,376,183 | ||||||
| Total non-current assets | 2,376,183 | - | 2,376,183 | |||||
| Total assets | 7,114,099 | 7,114,099 | ||||||
| LIABILITIES AND SHAREHOLDERS’ EQUITY | ||||||||
| Current liabilities | ||||||||
| Accounts payable | 899,092 | (677,689 | ) | 221,403 | ||||
| Contract liabilities | 18,964 | (18,964 | ) | - | ||||
| Accrued liabilities and other payables | 2,732,029 | (2,575,137 | ) | 156,892 | ||||
| Bank loans, current portion | 3,008 | (3,008 | ) | - | ||||
| Operating lease obligation | 8,107 | (8,107 | ) | - | ||||
| Taxes payable | 115,816 | (115,816 | ) | - | ||||
| Current liabilities of discontinued operations | 3,398,721 | 3,398,721 | ||||||
| Total current liabilities | 3,777,016 | - | 3,777,016 | |||||
| Non-current liabilities: | ||||||||
| Bank loans, non-current portion | - | - | - | |||||
| Consideration payables | - | - | - | |||||
| Non-current liabilities of discontinued operations | ||||||||
| Total non-current liabilities | - | |||||||
| Total liabilities | 3,777,016 | 3,777,016 | ||||||
| COMMITMENTS AND CONTINGENCIES | ||||||||
| SHAREHOLDERS’ EQUITY | ||||||||
| Ordinary Shares, US0.001 par value, 7,500,000,000 shares authorized, 1,922,138 shares issued and outstanding as of December 31, 2023, and 2,359,030 shares issued and outstanding as of December 31, 2024, 22,259,591 and 841,540 shares issued and outstanding for Class A and Class B as of December 31, 2025, respectively* | 232,484 | - | 232,484 | |||||
| Additional paid-in capital | 28,237,929 | - | 28,237,929 | |||||
| ESOP Reserve | 443,451 | - | 443,451 | |||||
| Accumulated other comprehensive income/(loss) | (187,518 | ) | - | (187,518 | ) | |||
| Accumulated deficit | (24,992,166 | ) | - | (24,992,166 | ) | |||
| Total OHMYHOME LIMITED shareholders’ equity | 3,734,180 | - | 3,734,180 | |||||
| Non-controlling interests | (397,097 | ) | - | (397,097 | ) | |||
| Total shareholders’ equity | 3,337,083 | - | 3,337,083 | |||||
| Total liabilities and shareholders’ equity | 7,114,099 | 7,114,099 |
All values are in US Dollars.
2
OHMYHOME LIMITED
UNAUDITED CONDENSED PRO FORMA CONSOLIDATED STATEMENTSOF OPERATIONS AND COMPREHENSIVE LOSS
| For the year ended December 31, 2025 | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| Historical | Pro Forma Adjustment(b) | Pro-Forma | |||||||
| Operating revenues | |||||||||
| - Brokerage services | |||||||||
| Independent Third Parties | 2,048,069 | (2,048,069 | ) | - | |||||
| Related Parties | - | - | - | ||||||
| 2,048,069 | (2,048,069 | ) | - | ||||||
| - Property Management | |||||||||
| Independent Third Parties | 4,655,020 | (4,655,020 | ) | - | |||||
| Related Parties | - | - | - | ||||||
| 4,655,020 | (4,655,020 | ) | - | ||||||
| - Emerging and other services | |||||||||
| Independent Third Parties | 2,565,094 | (2,565,094 | ) | - | |||||
| Related Parties | - | - | - | ||||||
| 2,565,094 | (2,565,094 | ) | - | ||||||
| - Digital Marketing Services | |||||||||
| Independent Third Parties | 251,594 | - | 251,594 | ||||||
| Related Parties | - | - | - | ||||||
| 251,594 | - | 251,594 | |||||||
| Total operating revenues | 9,519,777 | (9,268,183 | ) | 251,594 | |||||
| Cost of revenues | |||||||||
| - Brokerage services | (1,370,447 | ) | 1,370,447 | - | |||||
| - Property Management | (3,353,883 | ) | 3,353,883 | - | |||||
| - Emerging and other services | (1,534,374 | ) | 1,534,374 | - | |||||
| - Digital Marketing Services | (221,403 | ) | - | (221,404 | ) | ||||
| Total cost of revenues | (6,480,107 | ) | 6,258,704 | (221,402 | ) | ||||
| - Brokerage services | 677,622 | (677,622 | ) | - | |||||
| - Property Management | 1,301,137 | (1,301,137 | ) | - | |||||
| - Emerging and other services | 1,030,720 | (1,030,720 | ) | - | |||||
| - Digital Marketing Services | 30,191 | 30,191 | |||||||
| Gross profit | 3,039,670 | (3,009,479 | ) | 30,191 | |||||
| Operating expenses | |||||||||
| Technology and development expenses | (171,918 | ) | 171,918 | - | |||||
| Selling and marketing expenses | (549,246 | ) | 549,246 | - | |||||
| General and administrative expenses | (5,871,576 | ) | 4,137,718 | (1,733,858 | ) | ||||
| Impairment of intangible assets | - | - | - | ||||||
| Impairment of goodwill | (3,658,135 | ) | 3,658,135 | - | |||||
| Total operating expenses | (10,250,875 | ) | 8,517,017 | (1,733,858 | ) | ||||
| Loss from operations | (7,211,205 | ) | (5,520,301 | ) | (1,703,667 | ) | |||
| Other income (expense): | |||||||||
| Stock Based Compensation | (25,256 | ) | 25,256 | - | |||||
| Interest income | 1,725 | (1,725 | ) | - | |||||
| Interest expense | (12,191 | ) | (572 | ) | - | ||||
| Government grants | 70,511 | (70,511 | ) | - | |||||
| Foreign exchange (loss) gain | (16,878 | ) | 16,878 | - | |||||
| Other income, net | 10,617 | (10,617 | ) | - | |||||
| Total other income, net | 28,528 | (28,528 | ) | - | |||||
| LOSS BEFORE INCOME TAXES | (7,182,677 | ) | (5,479,010 | ) | (1,703,667 | ) | |||
| Income tax expense | - | ||||||||
| Net loss from continuing operations | (7,182,677 | ) | (5,479,010 | ) | (1,703,667 | ) | |||
| Net loss from discontinued operations, net of taxes | - | 5,479,010 | (5,479,010 | ) | |||||
| NET LOSS | (7,182,677 | ) | - | (7,182,677 | ) | ||||
| Less: Net loss attributable to non-controlling interest | (27,598 | ) | 27,598 | - | |||||
| Net loss attributable to OHMYHOMELTD | (7,155,079 | ) | - | - | |||||
| Continuing operations | (7,155,079 | ) | (5,506,608 | ) | (1,648,471 | ) | |||
| Discontinued operations | - | 5,506,608 | (5,506,608 | ) | |||||
| NET LOSS | (7,182,677 | ) | - | (1,703,668 | ) | ||||
| OTHER COMPREHENSIVE INCOME/(LOSS) | - | ||||||||
| Foreign currency translation adjustment | (262,497 | ) | 262,497 | - | |||||
| TOTAL COMPREHENSIVE LOSS | (7,445,174 | ) | - | (1,703,668 | ) | ||||
| Less: Comprehensive loss attributable to non-controlling interests | (27,598 | ) | - | - | |||||
| COMPREHENSIVE LOSS ATTRIBUTABLE TO OHMYHOME LIMITED | (7,417,576 | ) | 5,769,105 | (1,648,471 | ) | ||||
| Continuing operations | (7,417,576 | ) | (5,769,105 | ) | (1,648,471 | ) | |||
| Discontinued operations | 5,769,105 | (5,769,105 | ) | ||||||
| Weighted Average Number of Shares | |||||||||
| Basic and diluted | 14,138,744 | 14,138,744 | 14,138,744 | ||||||
| LOSS PER SHARE – BASIC AND DILUTED | |||||||||
| Continuing operations | -0.52 | -0.41 | -0.11 | ||||||
| Discontinued operations | - | 0.41 | -0.41 | ||||||
| Total | |||||||||
| -0.52 | - | -0.52 |
All values are in US Dollars.
3
OHMYHOME LIMITED
UNAUDITED CONDENSED PRO FORMA CONSOLIDATED STATEMENTSOF OPERATIONS AND COMPREHENSIVE LOSS
| For the year ended December 31, 2024 | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| Historical | Pro Forma Adjustment(b) | Pro-Forma | |||||||
| Operating revenues | |||||||||
| - Brokerage services | |||||||||
| Independent Third Parties | 2,858,186 | (2,858,186 | ) | - | |||||
| Related Parties | 1,537 | (1,537 | ) | - | |||||
| 2,859,723 | (2,859,723 | ) | - | ||||||
| - Property Management | |||||||||
| Independent Third Parties | 3,061,637 | (3,061,637 | ) | - | |||||
| Related Parties | - | - | |||||||
| 3,061,637 | (3,061,637 | ) | - | ||||||
| - Emerging and other services | |||||||||
| Independent Third Parties | 2,043,079 | (2,043,079 | ) | - | |||||
| Related Parties | 3,674 | (3,674 | ) | ||||||
| 2,046,753 | (2,046,753 | ) | - | ||||||
| Total operating revenues | 7,968,113 | (7,968,113 | ) | - | |||||
| Cost of revenues | |||||||||
| - Brokerage services | (1,261,016 | ) | 1,261,016 | - | |||||
| - Property Management | (2,061,262 | ) | 2,061,262 | - | |||||
| - Emerging and other services | (1,420,692 | ) | 1,420,692 | - | |||||
| Total cost of revenues | (4,742,970 | ) | 4,742,970 | - | |||||
| - Brokerage services | 1,598,707 | (1,598,707 | ) | - | |||||
| - Property Management | 1,000,375 | (1,000,375 | ) | - | |||||
| - Emerging and other services | 626,061 | (626,061 | ) | - | |||||
| Gross profit | 3,225,143 | (3,225,143 | ) | - | |||||
| Operating expenses | |||||||||
| Technology and development expenses | (926,402 | ) | 926,402 | - | |||||
| Selling and marketing expenses | (1,387,728 | ) | 1,387,728 | - | |||||
| General and administrative expenses | (4,119,013 | ) | 3,335,647 | (783,366 | ) | ||||
| Total operating expenses | (6,433,143 | ) | 5,649,777 | (783,366 | ) | ||||
| Loss from operations | (3,208,000 | ) | (2,424,634 | ) | (783,366 | ) | |||
| Other income (expense): | |||||||||
| Stock Based Compensation | (68,357 | ) | 68,357 | - | |||||
| Interest income | 55,668 | (55,668 | ) | - | |||||
| Interest expense | (28,194 | ) | 28,194 | - | |||||
| Government grants | 49,857 | (49,857 | ) | - | |||||
| Foreign exchange (loss) gain | (32,333 | ) | 32,333 | - | |||||
| Other income, net | 38,361 | (38,361 | ) | - | |||||
| Total other income, net | 15,002 | (15,002 | ) | - | |||||
| LOSS BEFORE INCOME TAXES | (3,192,998 | ) | (2,409,632 | ) | (783,366 | ) | |||
| Income tax expense | - | - | - | ||||||
| Net loss from continuing operations | (3,192,998 | ) | (2,409,632 | ) | (783,366 | ) | |||
| Net loss from discontinued operations, net of taxes | - | 2,409,632 | (2,409,632 | ) | |||||
| NET LOSS | (3,192,998 | ) | - | (3,192,998 | ) | ||||
| Less: Net loss attributable to non-controlling interest | (19,619 | ) | 19,619 | - | |||||
| Net loss attributable to OHMYHOMELTD | (3,173,379 | ) | |||||||
| Continuing operations | (3,173,379 | ) | (2,390,013 | ) | (783,366 | ) | |||
| Discontinued operations | - | 2,390,013 | (2,390,013 | ) | |||||
| NET LOSS | (3,192,998 | ) | (2,409,632 | ) | (783,366 | ) | |||
| OTHER COMPREHENSIVE INCOME/(LOSS) | |||||||||
| Foreign currency translation adjustment | 95,531 | 95,531 | - | ||||||
| TOTAL COMPREHENSIVE LOSS | (3,097,467 | ) | (2,314,101 | ) | (783,366 | ) | |||
| Less: Comprehensive loss attributable to non-controlling interests | (19,619 | ) | (19,619 | ) | - | ||||
| COMPREHENSIVE LOSS ATTRIBUTABLE TO OHMYHOME LIMITED | (3,077,848 | ) | (2,294,482 | ) | (783,366 | ) | |||
| Continuing operations | (3,077,848 | ) | (2,294,482 | ) | (783,366 | ) | |||
| Discontinued operations | - | 2,294,482 | (2,294,482 | ) | |||||
| Weighted Average Number of Shares | |||||||||
| Basic | 2,250,337 | 2,250,337 | 2,250,337 | ||||||
| Diluted | 2,372,962 | 2,372,962 | 2,372,962 | ||||||
| LOSS PER SHARE – BASIC | |||||||||
| Continuing operations | -1.37 | -1.02 | -0.35 | ||||||
| Discontinued operations | - | 1.02 | -1.02 | ||||||
| Total | -1.37 | - | -1.37 | ||||||
| LOSS PER SHARE – DILUTED | |||||||||
| Continuing operations | -1.30 | -0.97 | -0.33 | ||||||
| Discontinued operations | - | 0.97 | -0.97 | ||||||
| Total | -1.30 | - | -1.30 |
All values are in US Dollars.
4
OHMYHOME LIMITED
UNAUDITED CONDENSED PRO FORMA CONSOLIDATED STATEMENTSOF OPERATIONS AND
COMPREHENSIVE LOSS
| For the year ended December 31, 2023 | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| Historical | Pro Forma Adjustment(b) | Pro-Forma | |||||||
| Operating revenues | |||||||||
| - Brokerage services | |||||||||
| Independent Third Parties | 2,127,590 | (2,127,590 | ) | - | |||||
| Related Parties | 8,338 | (8,338 | ) | - | |||||
| 2,135,928 | (2,135,928 | ) | - | ||||||
| - Property Management | |||||||||
| Independent Third Parties | 641,799 | (641,799 | ) | - | |||||
| Related Parties | - | - | - | ||||||
| 641,799 | (641,799 | ) | - | ||||||
| - Emerging and other services | |||||||||
| Independent Third Parties | 627,991 | (627,991 | ) | - | |||||
| Related Parties | 387,575 | (387,575 | ) | - | |||||
| 1,015,566 | (1,015,566 | ) | - | ||||||
| Total operating revenues | 3,793,293 | (3,793,293 | ) | - | |||||
| Cost of revenues | |||||||||
| - Brokerage services | (1,241,847 | ) | 1,241,847 | - | |||||
| - Property Management | (441,584 | ) | 441,584 | - | |||||
| - Emerging and other services | (806,405 | ) | 806,405 | - | |||||
| Total cost of revenues | (2,489,836 | ) | 2,489,836 | - | |||||
| - Brokerage services | 894,082 | (894,082 | ) | - | |||||
| - Property Management | 200,215 | (200,215 | ) | - | |||||
| - Emerging and other services | 209,160 | (209,160 | ) | - | |||||
| Gross profit | 1,303,457 | (1,303,457 | ) | - | |||||
| Operating expenses | |||||||||
| Technology and development expenses | (989,096 | ) | 989,096 | - | |||||
| Selling and marketing expenses | (1,362,111 | ) | 1,362,111 | - | |||||
| General and administrative expenses | (3,002,074 | ) | 2,441,514 | (560,560 | ) | ||||
| Total operating expenses | (5,353,281 | ) | 4,792,721 | (560,560 | ) | ||||
| Loss from operations | (4,049,824 | ) | (3,489,264 | ) | (560,560 | ) | |||
| Other income (expense): | |||||||||
| Stock-based compensation | (407,607 | ) | 407,607 | - | |||||
| Interest income | 80,363 | (80,363 | ) | - | |||||
| Interest expense | (24,025 | ) | 24,025 | - | |||||
| Government grants | 19,532 | (19,532 | ) | - | |||||
| Foreign exchange (loss) income | 200,384 | (200,384 | ) | - | |||||
| Other income, net | - | - | - | ||||||
| Total other income, net | (131,353 | ) | 131,353 | ||||||
| LOSS BEFORE INCOME TAXES | (4,181,177 | ) | (3,620,617 | ) | (560,560 | ) | |||
| Income tax expense | - | - | - | ||||||
| Net loss from continuing operations | (4,181,177 | ) | (3,620,617 | ) | (560,560 | ) | |||
| Net loss from discontinued operations, net of taxes | - | 3,620,617 | (3,620,617 | ) | |||||
| NET LOSS | (4,181,177 | ) | - | (4,181,177 | ) | ||||
| Less: Net loss attributable to non-controlling interest | (35,241 | ) | 35,241 | - | |||||
| Net loss attributable to OHMYHOMELTD | (4,145,936 | ) | - | - | |||||
| Continuing operations | (4,145,936 | ) | (3,585,376 | ) | (560,560 | ) | |||
| Discontinued operations | - | 3,585,376 | (3,585,376 | ) | |||||
| NET LOSS | (4,181,177 | ) | (3,620,617 | ) | (560,560 | ) | |||
| OTHER COMPREHENSIVE INCOME/(LOSS) | |||||||||
| Foreign currency translation adjustment | (53,249 | ) | (53,249 | ) | - | ||||
| TOTAL COMPREHENSIVE LOSS | (4,234,426 | ) | (3,673,866 | ) | (560,560 | ) | |||
| Less: Comprehensive loss attributable to non-controlling interests | (35,241 | ) | (35,241 | ) | - | ||||
| COMPREHENSIVE LOSS ATTRIBUTABLE TO OHMYHOME LIMITED | (4,199,185 | ) | (3,638,625 | ) | (560,560 | ) | |||
| Continuing operations | (4,199,185 | ) | (3,638,625 | ) | (560,560 | ) | |||
| Discontinued operations | 3,638,625 | (3,638,625 | ) | ||||||
| Weighted Average Number of Shares | |||||||||
| Basic | 17,860,622 | 17,860,622 | 17,860,622 | ||||||
| Diluted | 18,461,340 | 18,461,340 | 18,461,340 | ||||||
| LOSS PER SHARE – BASIC | |||||||||
| Continuing operations | -0.23 | -0.20 | -0.03 | ||||||
| Discontinued operations | - | 0.20 | -0.20 | ||||||
| Total | -0.23 | - | -0.23 | ||||||
| LOSS PER SHARE – DILUTED | |||||||||
| Continuing operations | -0.23 | -0.20 | -0.03 | ||||||
| Discontinued operations | - | 0.20 | -0.20 | ||||||
| Total | -0.23 | - | -0.23 |
All values are in US Dollars.
5
NOTES TO UNAUDITED AND UNREVIEWED PRO FORMACONSOLIDATED
FINANCIAL STATEMENTS
The pro forma adjustments are based on preliminary estimates and assumptions by management that may be subject to change. The following adjustments have been reflected in the unaudited condensed pro forma consolidated financial information:
| (a) | Adjustment to reclassify the assets and liabilities attributable<br>to the discontinued business as of December 31, 2025. |
|---|---|
| (b) | Adjustment to reclassify the results of operations related<br>to the discontinued business for the years ended December 31, 2025, 2024 and 2023, respectively. |
| --- | --- |
6