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~~OR 15d-16 ~~the~~UNDER ~~month~~THE ofSECURITIES ~~October~~EXCHANGE ~~2023~~ACT OF 1934

For the month of June 2024

Commission file number: 001-38206

TDH HOLDINGS, INC.

(Registrant’s name)

ccc/o Beijing ~~Qingdao~~Wenxin ~~Tiandihui Pet Foodstuff~~ Co., Ltd.

~~2521~~Room 1104, Full ~~Tiejueshan~~Tower, 9 East Third Ring Middle Road, Chaoyang ~~Huangdao~~ District, ~~Qingdao, Shandong Province~~Beijing

People’s Republic of China

(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 ☐

Explanatory Note:

On June ~~October~~7, 312024, ~~2023~~pursuant to an Agreement, TDH Holdings, Inc.’s (the “~~Registrant”~~Company’) ~~issued~~wholly-owned subsidiary, TDH Income Corporation (“TDH Income”), a ~~press~~Nevada ~~release~~corporation, ~~announcing~~sold its ~~financial~~51% ~~results~~equity ~~for~~interests ~~the~~in ~~first~~Far ~~half~~Ling’s ~~year 2023~~Inc. A(“Far Ling’s”), ~~copy~~a Missouri Corporation, to Far Ling’s for $428,400 less 51% of the ~~press~~ ~~release~~anticipated istaxes ~~attached~~due ~~hereto~~under asthe ~~Exhibit~~Asset Purchase 99Agreement (defined below).1

~~EXHIBIT~~On June ~~INDEX~~7, 2024, pursuant to an Asset Purchase Agreement (the “Asset Purchase Agreement”) TDH Income sold all its assets to Flying Dragon Cuisine, LLC, a Kansas limited liability company, for $840,000.

Number		Description of Exhibit
99.1		Press Release dated October 31, 2023 announcing financial results for the first half year 2023.

On June 7, 2024, pursuant to a Stock Purchase Agreement (the “Stock Purchase Agreement”), TDH Income sold its 100% equity interests in Bo Ling’s Chinese Restaurant, Inc., a Missouri Corporation, to Richard Ng Living Trust U.D.T., 7/19/95 and Far Ling Ng Living Trust U.D.T., 7/19/95, for $150,000.

In connection with the consummation of the Agreement, Stock Purchase Agreement and Asset Purchase Agreement the Company’s Board of Directors had determined that a new business opportunity existed for the change in its business, and the Company will now focus on the commercial real estate business line and will discontinue its restaurant segment business line. The Board believes this pivot to the commercial real estate business line is in the best interests of its shareholders due to high costs it was experiencing in the restaurant segment business line and the Board believes it can obtain stable revenue from rental income and property appreciation income from the increasing demand in the commercial real estate market from small and medium sized enterprises. Accordingly, on May 20, 2024 a wholly-owned subsidiary of the TDH Income purchased a commercial real estate property located in Independence, Missouri for approximately $1.3 million that it is leasing for approximately $91,648.30 per year.

SIGNATURES

Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	TDH HOLDINGS, INC.
	By:	/s/ Dandan Liu
		Dandan Liu
		Chair and Chief Executive Officer
Dated: November 1, 2023

	TDH HOLDINGS, INC.

	By:	/s/ Dandan Liu
		Dandan Liu
		Chair and Chief Executive Officer

Dated: July 24, 2024

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