UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

~~Washington~~WASHINGTON, D.C. 20549

~~Form~~ 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 ~~June~~ July 2025

Commission File Number: 001-38857

BIT ORIGIN LTD

(Translation of registrant’s name into English)

27F, Samsung Hub

3 Church Street Singapore 049483

T: 347-556-4747

(Address of principal executive ~~office~~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 x

Form 40-F ¨

OnAs previously disclosed in the Reportd on Form 6-K dated on January 38, 2025 and June 30, ~~Bit~~2025 ~~Origin~~of ~~Ltd~~BIT ORIGIN LTD, an exempted company incorporated in the Cayman Islands (the “Company”) , the Company received a written notice from ~~the Listing Qualifications Department of~~ The Nasdaq Stock Market LLC (“Nasdaq”) ~~(the~~Listing ~~“Deficiency Letter”)~~Qualifications ~~indicating~~Department ~~that~~on January 3, 2025, notifying the Company ~~was~~that ~~not~~the inCompany ~~compliance~~no longer complies with Nasdaq Listing Rule 5550(b)(1) ~~(the “Rule”)~~, which requires companies listed ~~companies~~on the Nasdaq Capital Market to maintain a minimum of $2,500,000 in stockholders’ equity offor atcontinued ~~least~~listing, and the Company’s Form 20-F for the year ended June 30, 2024 reported stockholders’ equity of $2909,583.~~5 million.~~

In response, the Company submitted a compliance plan to Nasdaq on February 17, 2025, outlining a series of initiatives intended to restore compliance with the Rule. Based on its review of the submission, Nasdaq granted the Company an extension through June 30, 2025, to demonstrate ~~compliance. This Report on Form 6-K~~ ~~is being furnished in accordance with Nasdaq’s instructions to provide an update on the Company’s efforts and its current~~ compliance ~~status~~.

~~Since~~On ~~receipt~~July of1, 2025, the ~~Deficiency~~Company ~~Letter~~received a letter from Nasdaq, stating that, based on the Company ~~has~~’s ~~undertaken~~Report ~~several~~on ~~measures~~Form 6-K dated June 30, 2025, Nasdaq has determined that ~~have~~the ~~materially~~Company ~~impacted~~complies ~~its~~with ~~financial~~Nasdaq ~~position:~~Listing Rule 5550(b)(1).

~~Conversion~~Nasdaq will continue to monitor the Company’s ongoing compliance with the minimum stockholders’ equity requirement and, if at the time of ~~secured~~its ~~convertible~~next ~~debentures~~periodic report, the Company does not evidence compliance with the minimum stockholders’ equity requirement, the Company may be subject to delisting. At such time, Nasdaq staff will provide written notification to the Company, which may then appeal the Nasdaq staff’s determination to a Hearings Panel.

~~As previously disclosed in a Report on Form 6-K~~On ~~filed~~July ~~by the Company on April 18~~3, 2025, the Company’s ~~outstanding convertible debentures~~ issued ina ~~December~~press ~~2023~~release ~~and~~entitled ~~May 2024 (the~~ “~~Notes”)~~Bit inOrigin ~~the~~Ltd ~~amount~~Regains ofCompliance ~~approximately~~with ~~$8.06~~Nasdaq ~~million~~Listing inRequirements ~~principal and accrued interest were converted into Class A ordinary~~of ~~shares,~~Minimum ~~par~~Stockholders’ ~~value $0~~Equity”.30 ~~per~~A ~~share,~~copy ~~resulting in the issuance~~ of ~~12,279,101 ordinary shares. Following~~ the ~~conversions,~~press ~~the~~release ~~Notes~~is ~~were retired.~~furnished ~~The~~herewith ~~conversion~~as ~~resulted in a reduction of the Company’s outstanding indebtedness and a corresponding increase in stockholders’ equity~~Exhibit 99.1.

~~Development~~This report inon ~~operations~~Form 6-K is incorporated by reference into the Company’s Registration Statement on Form F-3 initially filed with the Securities and Exchange Commission on November 21, 2022 (Registration No. 333-268501), as amended, and the Company’s Registration Statement on Form F-3 initially filed with the Securities and Exchange Commission on November 16, 2023 (Registration No. 333-275602), as amended, the Company’s Registration Statement on Form F-3 initially filed with the Securities and Exchange Commission on August 13, 2024 (Registration No. 333-281518).

The Company has continued the execution of its strategic plan with a focus on blockchain infrastructure. Specifically, it entered into three sales agreements for 495 Aethir cloud rendering miners, generating approximately $484,500 in aggregate revenue. The Company believes these transactions demonstrate the commercial viability of its new operational direction and its ability to generate revenue under a capital-constrained environment.2

~~As a result of the foregoing, the Company’s~~EXHIBIT stockholders’ equity as of May 31, 2025, was approximately $3.6 million and, as of the date of this report, the Company believes it has at least $2.5 million in stockholders’ equity as required by the Rule. The Company awaits Nasdaq’s formal confirmation that the Company has evidenced compliance with the Rule. Furthermore, Nasdaq will continue to monitor the Company’s compliance with the Rule. If the Company does not evidence compliance at the time of its next periodic report, including its Annual Report on Form 20-F for the fiscal year ending June 30, 2025, Nasdaq may initiate proceedings to delist the Company’s securities. The Company intends to continue making diligent efforts to maintain ongoing compliance with all applicable Nasdaq listing standards.INDEX

SIGNATURES

Exhibit No.		Description
99.1		Press Release - Bit Origin Ltd Regains Compliance with Nasdaq Listing Requirements of Minimum Stockholders’ Equity

SIGNATURE

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 30, 2025	BIT ORIGIN LTD
	BIT ORIGIN LTD.
	By:	/s/ Jinghai Jiang
Date: July 7, 2025	By:	/s/ Jinghai Jiang
	Name:	Jinghai Jiang
	Title:	Chief Executive Officer, Chief Operating Officer and Chairman of the Board

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