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

~~PURSUANT~~For ~~TO RULE~~the ~~13a-16~~month ORof ~~15d-16~~April ~~UNDER THE SECURITIES EXCHANGE ACT OF 1934~~2025

For the month of December 2024

Commission File Number: 001-41987

U-BX Technology Ltd.

Zhongguan Science and Technology Park

No. 1 Linkong Er Road, Shunyi District, Beijing

People’s Republic of China

+86 10 0651-20297

(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 ☐

OnAs ~~December~~previously ~~13,~~disclosed ~~2024,~~in a Reports on Form 6-K filed by U-BX Technology Ltd. (the “Company”) ~~received~~on December 4, 2024, the Company entered into a ~~letter~~Securities ~~from~~Purchase Agreement (the ~~Listing~~“Securities ~~Qualifications~~Purchase ~~Department~~Agreement”) with several investors (the “Purchasers”) for a private placement (“PIPE Offering”) of (i) 1,425,000 ordinary shares (the ~~Nasdaq~~“Shares”), ~~Stock~~par ~~Market~~value $0.0016 per share (the “~~Nasdaq~~Ordinary Shares”), ~~stating~~and ~~that~~(ii) ~~because~~4,275,000 ~~the~~warrants, ~~Company’s~~each ~~ordinary~~to ~~shares~~initially ~~had~~purchase one Ordinary Share (the “Warrants”), for a ~~closing~~gross ~~bid~~proceeds ~~price~~of at$5.7 million or(assuming ~~above~~the Warrants are not exercised). Each Warrant has an initial exercise price of $14.00 per ~~share~~Ordinary ~~for~~Share, 10subject ~~consecutive business~~to reset and adjustment as discussed below. On the seventh (7th) calendar days, ~~from~~after ~~November~~the 27closing ~~through~~of ~~December~~the 12PIPE Offering, ~~2024~~the exercise price of the Warrants was reset to $0.80, which is 20% of Nasdaq Minimum Price of the Company's ~~had~~Ordinary ~~regained~~Share, ~~compliance~~rounding ~~with~~up to the ~~minimum~~nearest first ~~bid~~decimal ~~price~~place, ~~requirement~~determined on the date of $1the Securities Purchase Agreement.~~00 per~~ ~~share~~In ~~for~~addition, ~~continued~~upon ~~listing~~such onreset of the ~~Nasdaq~~exercise ~~Capital Market~~price, the asnumber ~~set~~of ~~forth~~Ordinary inShares ~~Nasdaq~~underlying ~~Listing~~the ~~Rule~~Warrants ~~5550~~(athe "Warrant Shares")~~(2)~~ issuable immediately prior to such reset was adjusted to 21,375,000 Ordinary Shares, which was determined by multiplying the initial exercise price by the number of Warrant Shares acquirable upon exercise of the Warrants immediately prior to such reset and ~~that~~dividing the ~~matter~~product isthereof ~~now~~by the exercise price resulting from such ~~closed~~reset.

In March and April 2025, the Purchasers exercised the Warrants in full through a cashless exercise option, and the Company issued 17,398,535 Warrant Shares. 6,409,884 of the Warrant Shares were issued pursuant to an exemption from the registration requirement under Section 4(a)(2) of the Securities Act of 1933, as amended, and Regulation S promogulated thereunder. 10,988,651 of the Warran Shares were issued pursuant to the registration statement on Form F-1 (File No. 333-284216) initially filed by the Company on January 10, 2025 and declared effective on March 12, 2025.

As a result of such issuance, the Company has 20,784,142 Ordinary Shares outstanding as of the date of this report.

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.

	U-BX Technology Ltd.
Date: December 17, 2024	By:	/s/ Jian Chen
Date: April 18, 2025	By:	/s/ Jian Chen
	Name:	Jian Chen
	Title:	Chief Executive Officer ~~and Director~~

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