6-K - RETO - Equibles

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 May 2025

Commission file number: 001-38307

RETO ECO-SOLUTIONS, INC.

(Registrant’s name)

X-702, 60 Anli Road, Chaoyang District, Beijing

People’s Republic of China 100101

(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 FORM 6-K REPORT

Departure and Appointment of Officer and Director

On May 25, 2025, Mr. Hengfang Li tendered his resignation as the Chief Executive Officer and a director of ReTo Eco-Solutions, Inc. (the “Company”). Mr. Li’s resignation was for personal reasons and was not due to any disagreement with the Company. On May 25, 2025, the Board of Directors of the Company (the “Board”) accepted Mr. Li’s resignation and appointed (i) Mr. Xinyang Li to serve as the Company’s Chief Executive Officer and a Class C director, effective on May 25, 2025 and (ii) Mr. Guangfeng Dai, the President, Chief Operating Officer and a director of the Company, to serve as the Chairman of the Board.

Xinyang Li, age 29, has served as Chief Executive Officer and a director of the Company, as well as Chief Executive Officer of Beijing ReTo Hengda Technology Co., Ltd., a wholly owned subsidiary of the Company (“ReTo Hengda”), since May 2025. From July 2021 to December 2024, he served as Assistant to the President at Beijing REIT Technology Development Co., Ltd., formerly a wholly owned subsidiary of the Company prior to its divestiture of REIT Holdings (China) Limited in December 2024. Mr. Li earned his Bachelor’s degree in Economics from University of Nebraska Lincoln in 2019.

Mr. Xinyang Li is the son of Mr. Hengfang Li. There are no family relationships between Mr. Xinyang Li and any other director and executive officer of the Company. There are no transactions between the Company and Mr. Li that will be required to be reported pursuant to Item 404(a) of Regulation S-K.

Pursuant to Mr. Li’s labor contract, dated as of May 25, 2025 (“Labor Contract”), he will serve as the Chief Executive Officer of the Company and ReTo Hengda for a term from May 25, 2025 to May 25, 2028. Mr. Li is entitled to an annual compensation of RMB336,000 (approximately $47,040) and social insurance and other employee benefits (including health insurance, vacation and expense reimbursement), each in accordance with laws in the People’s Republic of China and the Company’s policy. The Labor Contract may be terminated in accordance with the Labor Contract Law of the People’s Republic of China and relevant local regulations in Beijing.

The foregoing description of the Labor Contract is only a summary of the material terms of the Labor Contract and does not purport to be complete and is subject to, and is qualified in its entirety by, the full text of the Labor Contract, which form is filed herewith as Exhibit 10.1 and incorporated herein by reference.

INCORPORATION BY REFERENCE

This Form 6-K and the exhibits thereto, including any amendment and report filed for the purpose of updating such document, shall be deemed to be incorporated by reference into each of (i) the registration statement on Form F-3, as amended (File No. 333-267101), of the Company, (ii) the registration statement on Form S-8, as amended (File No. 333-270355), of the Company, and (iii) the registration statement on Form S-8 (File No. 333-280119), of the Company and to be a part thereof from the date on which this Form 6-K is furnished, to the extent not superseded by documents or reports subsequently filed or furnished.

EXHIBIT INDEX

Exhibit No.	Description
10.1	Translation of Form of Labor Contract

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: May 30, 2025

RETO ECO-SOLUTIONS, INC.
By:	/s/ Xinyang Li
	Name:	Xinyang Li
	Title:	Chief Executive Officer

Exhibit 10.1

Beijing ReTo Hengda Technology Co., Ltd.

Special Statement on Signing the LaborContract

In order to ensure the legal, effective and smooth performance of the Labor Contract signed by the Company with each employee, and fully protect and exercise the rights and interests of both Parties, the Company hereby declares as follows:

1.	Before<br> signing the Labor Contract with the Company, the employee shall terminate/dismiss the labor relationship with the<br> original labor relationship unit. The employee shall provide the certificate of separation issued by the original employer,<br> otherwise the employee shall be solely responsible for the labor dispute and controversy arising from the double labor<br> relationship.
2.	The Company will comply<br> with the provisions of the national laws and regulations as well as the Labor Contract Law of the People’s Republic of China to perform the contract with the employee. In the process of any labor law issues arising in this process, the employee is<br> required to consult with the Company’s Human Resources Administrative Office in a timely manner, and the Human Resources<br> Administrative Office is responsible for consulting and helping employees seek solution through negotiation.
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3.	The text of the Labor Contract is confidential personnel information of the Company. The employee shall keep the Labor Contract in good<br> condition, and the employee is obliged to keep confidential the terms of the Labor Contract with regard to his/her own<br> interests such as salary, subsidy, special agreement clause, etc. In case of the disclosure of the aforesaid provisions caused by<br> the employee’s personal behavior and the adverse consequences thereof, the Company will treat it as serious violation of<br> discipline until the labor relationship is terminated.
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4.	Before signing the Labor Contract with the Company, the employee shall carefully read all the contents of the provisions of the Labor Contract,<br> Company’s rules and regulations mentioned in the Contract and all contents in annexes of the Contract, Labor Contract could be signed with the Company upon all the contents have been confirmed.
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I have carefully readthe Company’s Special Statement on Signing the Labor Contract, understand its content and undertake to fulfill all theterms herein.

Promiser (Signature):
Date: [ ]

According to the Labor Law of the People’s Republic of China, the Labor Contract Law of the People’s Republic ofChina as well as relevant laws and regulations, Party A and Party B shall sign this Contract on an equal, voluntary and consensus basis, and they shall abide by the terms set out in this Contract.

I. Basic Information of Parties to Labor Contract

Article 1 Party A Beijing ReTo Hengda Technology Co., Ltd. and its parent company ReTo Eco-Solutions, Inc.(“ReTo”) (collectively the “Company”).

Legal Representative： [____]

Address [__________]

Article 2 Party B: [____]

Gender: [____]

Household Registration Type (non-agriculture, agriculture): [____]

Resident Identity Card Number:[____]

Mobile Phone: [ ] Home Contact Information:[____]

Address [____]

Residence Address [____]

II. Term of Labor Contract

Article 3 This Contract is a [____] labor contract.

This Contract will take effect on [____] (date)

This Contract shall terminate on [____] (date)

III. Work Content

Article 4 Party B agrees to take the position of [____] (type of work) according to the needs of Party A.

Article 5 Party B shall serve as [____] of Party A and will report to the Board of Directors (“Board”) of the Company. In his capacity as [____], Parry B shall do and perform all services, acts or things necessary or advisable as the [____] of Party B, subject to all times polices established by the Board.

IV. Working Hours and Rest Days

Article 6 Party A shall arrange for Party B to implement the [______] working hour system.

Under the regular working hour system, Party A shall arrange Party B’s daily working hours no more than eight hours and average weekly working hours no more than forty hours. According to the needs of work, Party B shall obey Party A’s working time arrangement.

Under the irregular working hour system, Party B’s work and rest time shall be arranged upon negotiation by both Parties, provided that the completion of Party A’s work tasks is ensured.

Article 7 Party A’s vacation system for Party B shall be [ ].

V. Labor Remuneration

Article 8Party A shall pay Party B’s salary for the previous month in the form of currency before the [____] day of each month, and the monthly salary shall be RMB [____]; RMB [____] annually. The annual base salary will be reviewed by the Company’s Board, specifically its compensation committee annually.

In accordance with the national policy, Party A will withhold and pay the individual contribution to the social insurance of Party B and the personal income tax out of the actual payment of wages of Party B on his or her behalf.

Article 9If Party A’s production tasks are insufficient to enable Party B to wait for task assignment, Party A shall pay Party B’s monthly living expenses at the amount of RMB [____] or according to the [____].

VI. Social Insurance and Other Benefits

Article 10 Both Party A and Party B shall maintain social insurance in accordance with the regulations of the State and Beijing Municipality. Party A shall handle the relevant social insurance procedures for Party B and assume the corresponding social insurance obligations.

Article 11 The medical treatment of Party B’s disease or non-work-related injuries shall be implemented in accordance with the relevant regulations of the State and Beijing Municipality. Party A shall pay Party B’s sick pay in accordance with the relevant provisions of the Company’s management system.

Article 12The treatment of Party B suffering from occupational diseases or injuries caused by work shall be implemented in accordance with the relevant regulations of the State and Beijing Municipality.

Article 13 The welfare benefits provided by Party A for Party B shall be [ ].

VII. Labor Protection, Working Conditions andOccupational Hazard Protection

Article 14 Party A shall provide Party B with necessary safety protection measures and distribute necessary labor protection articles in accordance with the demands of production posts and in accordance with the state regulations on labor safety and health.

Article 15 Party A shall establish the safe production system in accordance with relevant state laws and regulations; Party B shall strictly abide by Party A’s labor safety system, strictly prohibit illegal operations, prevent accidents during labor process and reduce occupational hazards.

VIII. Labor Discipline

Article 16 Party B shall comply with Party A’s rules and regulations (including but not limited to the Management System, the ManagementMeasures for the Block Equipment Marketing and Sales and related management methods); strictly abide by labor safety and health, production processes, operational procedures and work specifications; protect the properties of Party A, safeguard Party A’s interests and image, observe professional ethics; actively participate in the training organized by Party A, and improve ideological awareness and professional skills.

If Party A modifies the contents of the aforesaid documents or formulates new rules and regulations or specifications, the revised documents or new rules and regulations shall be deemed to have been delivered to Party B upon they have been released, and Party B shall comply with and implement them.

Article 17 If Party B violates Party A’s rules and regulations and labor discipline and thus causes economic losses to Party A, Party A shall have the right to handle according to the rules and regulations until the Contract is terminated. (See the Management System, etc. for penalty clause)

Article 18Party B shall not reveal or disclose to any person the trade secrets and other confidential materials obtained during the employment with Party A. (For details of this restriction, please refer to the Non-disclosure Agreement)

Article 19 Without the written approval of Party A, Party B is strictly forbidden to work part-time with an enterprise of the same type or engage in a second occupation related to his or her own work.

IX. Change, Dissolution or Termination of LaborContract

Article 20 If the objective situation on which the signing of the Contract is based has changed significantly, and thus the Contract cannot be performed, the relevant contents of the Contract may be changed with the consent of both Parties upon negotiation.

Article 21 When dissolving, terminating or renewing the labor contract, Party A and Party B shall act in accordance with the Labor Contract Lawof the People’s Republic of China and the relevant regulations of the State and Beijing Municipality.

X. Contents Agreed by the Parties

Article 22 Upon reaching a consensus by Parties through negotiation, the following terms have been entered into:

Training fee: Party B shall sign the Training Agreementwith Party A for all kinds of training courses funded by Party A. If the service period set out in the Training Agreement exceeds the termination date of the Labor Contract, the termination date of Party B’s Labor Contractwill be extended according to the service period set out in the Training Agreement. If Party B terminates the Labor Contract in advance, it shall compensate Party A for the training fee according to the amount as agreed in the Training Agreement.

Other contents agreedby the Parties[____]

XI. Settlement of Labor Disputes and Others

Article 23 If a dispute arises between the Parties due to the performance of this Contract, the parties may apply to the labor dispute mediation committee of Party A for mediation; if the mediation fails, they may apply to the labor dispute arbitration committee for arbitration.

Either party may also apply directly to the labor dispute arbitration committee for arbitration.

Article 24 Party A’s Non-Disclosure Agreement, Employee Manual and Management System are attached to this Contract as Annexes and have legal effect with this Contract.

Other Annexes to this Contract are as follows Nothing

Article 25 In case of any matter not covered by this Contract or in case of any inconsistency with the relevant regulations of the State and Beijing Municipality in the future, the implementations shall be made in accordance with relevant regulations.

Article 26 This Contract is made out in duplicate with each of Party A and Party B keeping one copy respectively.

Party A (Official Seal)：
Party B (Signature or Seal):
Legal Representative (Main Person in Charge) or Entrusted<br> Agent<br><br> <br>(Signature or Seal)
Date of Signing: