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6-K

Linkage Global Inc (UZX)

6-K 2026-05-26 For: 2026-05-26
View Original
Added on May 26, 2026

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 May 2026

Commission File Number: 001-41887

Linkage Global Inc

2-23-3 Minami-Ikebukuro, Toshima-ku

Tokyo, Japan 171-0022

(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 ☐

Entry into Addendum to Securities Purchase Agreement

As disclosed by Linkage Global Inc., a Cayman Islands exempt company (the “Company”) in its Current Report on Form 6-K furnished to the Securities and Exchange Commission (the “SEC”) on March 26, 2026 (the “Previous 6-K”), on March 18, 2026, the Company entered into a Securities Purchase Agreement (the “Purchase Agreement”) with one investor (the “Purchaser”), pursuant to which the Company agreed to issue and sell in a private placement offering (the “Private Placement”) an aggregate of 833,333 Class A ordinary shares (the “Shares”), par value $0.0025 per share, of the Company at a purchase price per share of $0.60, for gross proceeds of $500,000. Pursuant to the Purchase Agreement, no later than 30 business days as of the date of the Closing, as defined in the Purchase Agreement, the Company will file a registration statement on Form F-1, or at the Company’s discretion and eligibility, on Form F-3 with the SEC to register the Shares (the “Registration Deadline”).

On May 22, 2026, the Company entered into an Addendum to Securities Purchase Agreement (the “Addendum Agreement”) with such investor, pursuant to which, the Company and the investor agreed to amend the Registration Deadline, from no later than 30 business days as of the date of the Closing, to no later than 60 business days as of the date of the Closing.

The foregoing description of the Purchase Agreement is not complete and is qualified in its entirety by reference to the text of such document, which is filed as Exhibit 10.1 to the Previous 6-K and which is incorporated herein by reference, and the foregoing description of the Addendum Agreement is not complete and is qualified in its entirety by reference to the text of such document, which is filed as Exhibit 10.1 herein and which is incorporated herein by reference.

Announcement of Share Repurchase Program

On May 26, 2026, the Company announced in a press release that its Company management had approved a share repurchase program under which the Company is authorized to repurchase up to $8,000,000 of the Company’s Class A Ordinary Shares, par value US$0.0025 per share.

The foregoing description of the press release is not complete and is qualified in its entirety by reference to the text of the press release, which is exhibited hereto as Exhibit 99.1, and which is incorporated herein by reference.

1

EXHIBIT INDEX


Exhibit No. Description
10.1 Addendum to Securities Purchase Agreement between Linkage Global Inc. and Minghua Chai, dated May 22, 2026.
99.1 Press release dated May 26, 2026.

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.

Linkage Global Inc
Date: May 26, 2026 By: /s/ Hong Chen
Name: Hong Chen
Title: Chief Executive Officer
3

Exhibit 10.1


证券购买协议补充协议

ADDENDUM TO SECURITIES PURCHASE AGREEMENT

本补充协议(以下简称“本协议”)由以下双方于 2026 年 5 月 22 日签订:

This Addendum (the “Addendum”) is made and entered into as of May 22, 2026, by and between:

投资人 Investor 柴明华 Minghua Chai

发行人 Issuer: 传丞环球股份有限公司/Linkage Global Inc.

鉴于 WHEREAS:

A. 投资人与发行人为 2026 年 3 月 18 日签署的《证券购买协议》(以下简称 “原协议”)的签约方,投资人根据原协议向发行人购买了特定证券。

The Investor and the Issuer are parties to that certain Securities Purchase Agreement dated March 18, 2026 (the “Agreement”), pursuant to which the Investor purchased securities from the Issuer.

B. 原协议第 2.2B 条原要求发行人在本次交易完成后三十(30)个工作日内向美国证券交易委员会(SEC)提交涵盖可注册证券的注册声明(以下简称“原提交期限”)。

Section 2.2B of the Agreement originally required the Issuer to file a registration statement with the U.S. Securities and Exchange Commission (the “SEC”) covering the Registrable Securities within thirty (30) business days after the closing of the transaction contemplated under the Agreement (the “Original Filing Deadline”).

C. 投资人已通过明确的口头沟通与发行人商议推迟前述注册提交期限事宜。

The Investor has expressly and verbally communicated with the Issuer regarding the postponement of the aforementioned registration filing deadline.

D. 经前述口头沟通后,双方最终达成一致协议,将注册提交期限推迟至交易完成后 六十 (60)个工作日 。

Following such verbal discussions, the Investor and the Issuer have mutually agreed to postpone the registration filing deadline to sixty (60) business days after the closing.

现双方约定如下:

NOW, THEREFORE, THE PARTIES AGREE AS FOLLOWS:

第一条 注册提交期限的修改

Section 1. Amendment to Registration Filing Deadline

原协议特此修订,删除原“交易完成后三十(30)个工作日”的提交期限,并替换为“交易完成后六十(60)个工作日”。据此,发行人应在本次交易完成后六十(60)个工作日内向SEC 提交涵盖可注册证券的注册声明。

The Agreement is hereby amended by deleting the Original Filing Deadline of “thirty (30) business days after the closing” and substituting in lieu thereof “sixty (60) business days after the closing.” Accordingly, the Issuer shall file a registration statement with the SEC covering the Registrable Securities within sixty (60) business days following the closing.

第二条 口头沟通及双方协议的确认

Section 2. Confirmation of Verbal Communication and Mutual Agreement

2

投资人与发行人各自确认并承认:在本协议签署之前,投资人已明确、口头地与发行人授权代表就推迟注册提交期限进行了沟通。双方经商议后,最终达成一致协议,将注册提交期限推迟至交易完成后六十(60)个工作日。本补充协议为该双方协议的书面体现。

The Investor and the Issuer each confirm and acknowledge that prior to the execution of this Addendum, the Investor expressly and verbally communicated with an authorized representative of the Issuer regarding the postponement of the registration filing deadline. Following such discussions, the parties mutually agreed to postpone the registration filing deadline to sixty (60) business days after the closing. This Addendum is the written embodiment of that mutual agreement.

第三条 原协议其他条款的效力

Section 3. No Further Modifications

除本协议明确修改的内容外,原协议的所有其他条款和条件,包括发行人与证券注册相关的其他义务,应继续完全有效。

Except as expressly modified by this Addendum, all other terms and conditions of the Agreement, including all other obligations of the Issuer with respect to the registration of securities, shall remain in full force and effect.

第四条 管辖法律

Section 4. Governing Law

本协议应受纽约州法律管辖并据其解释。

This Addendum shall be governed by and construed in accordance with the laws of the State of New York .

第五条 副本

Section 5. Counterparts

本协议可签署多份副本,每份均视为原件,共同构成同一份文件。

This Addendum may be executed in counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.

3


SIGNATURES

Issuer : Linkage Global Inc

Name: Zhihua Wu

Title: Chairman

Investor: Minghua Chai

Name (Print):

4

Exhibit 99.1


Linkage Global Inc. Announces $8 Million ShareRepurchase Program


Following Recent Nasdaq Ticker Change to ‘UZX,’the Share Repurchase Underscores Management’s Long-Term Value Confidence


Tokyo, JAPAN and New York, NY, May 26, 2026 — Linkage Global Inc. (NASDAQ: UZX) (“Linkage Global” or the “Company”), a public company that engages in providing cross-border e-commerce integrated services, today announced that its management team has approved a share repurchase program under which Linkage Global is authorized to repurchase up to $8,000,000 of the Company’s Class A outstanding ordinary shares.

This capital allocation milestone follows the Company’s pivotal corporate rebranding and Nasdaq ticker change to “UZX.” It underscores leadership’s deep confidence that Linkage Global’s proposed fundamental evolution in the business model will provide the Company with ample capacity to opportunistically return capital to shareholders while continuing to invest in durable, long-term growth.

Under the repurchase program, Linkage Global may make repurchases from time to time through open market transactions at prevailing market prices, in privately negotiated transactions, in block trades or through other legally permissible means, depending on the market conditions and in accordance with applicable rules and regulations. In doing so, the Company may enter into one or more trading plans. The Company plans to fund the repurchase program using existing cash and future cash flow. The timing and amount of the shares repurchased pursuant to the repurchase program will be decided by Linkage Global based on various factors, including its capital position, liquidity, financial performance, alternative uses of capital, share trading price, regulatory requirements and general market conditions. Linkage Global is not obligated to acquire any specific number of shares and the Repurchase Program may be modified, suspended or discontinued at any time.


About Linkage Global Inc.

Linkage Global Inc. (NASDAQ: UZX) is a holding company, which engages in providing cross-border e-commerce integrated services. Through its operating entities, it developed a comprehensive service system comprised of two lines of business complementary to each other, including cross-border sales and integrated e-commerce services. It operates through the Extend and Other Subsidiaries segments. The company was founded on March 24, 2022, and is headquartered in Tokyo, Japan. For more information, please visit the Company’s website: https://linkagecc.com


Forward-Looking Statements


Certain statements in this announcement are forward-looking statements, including, but not limited to, the Company's plans, strategies and business development initiatives. There can be no assurance that any potential acquisition will be completed. 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 the Company believes may affect its financial condition, results of operations, business strategy and financial needs. Investors can identify these forward-looking statements by words or phrases such as “approximates,” “believes,” “hopes,” “expects,” “anticipates,” “estimates,” “projects,” “intends,” “plans,” “will,” “would,” “should,” “could,” “may” or other similar expressions. 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 U.S. Securities and Exchange Commission.

For investor and mediainquiries, please contact:

Linkage Global Inc.

Investor Relations

Email: ir@linkagecc.com

Jackson Lin

LLYC

Phone: +1 (646) 717-4593

Email: jian.lin@llyc.global