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~~June 2025

Commission File Number: 001-38773

CHINA SXT PHARMACEUTICALS, INC.

(Translation of registrant’s name into English)

178 Taidong Rd North, Taizhou

Jiangsu, 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 ☐

~~Entry~~Change ~~into~~of ~~Material~~total ~~Definitive~~issued ~~Agreement~~and outstanding number of shares of the Company

OnAs previously disclosed, on May 516, 2025, China SXT Pharmaceuticals, Inc. (the “Company”) entered into a securities purchase agreement (the “Securities Purchase Agreement”) with anseveral ~~investor~~investors, pursuant to which the Company agreed to sell and issue ~~200~~(i) 10,000,000 Ordinary Shares (the “Ordinary Shares”), with no par value, of the Company; and (ii) Ordinary Share purchase warrants to purchase up to 100,000,000 Ordinary Shares (the “Warrants”); and (iii) up to 100,000,000 Ordinary Shares issuable upon exercise of the Warrants (the “Underlying Shares”). Each Ordinary Share is being sold together with two associated Warrants, each to purchase one Ordinary Share at a combined offering price of $0.51 per Ordinary Share and associated Warrants.

~~Aggregate~~From ~~gross~~May ~~proceeds~~30 to ~~the~~June ~~Company~~2, in2025, ~~respect~~certain investors of(the “Investors”) have exercised their Warrants under the ~~offering~~alternate iscashless ~~expected~~exercise toprovision. beAccording ~~approximately~~to ~~$100~~which,~~000,~~ the ~~before~~Investors ~~deducting~~may ~~other~~exercise ~~offering~~the ~~expenses~~Warrants ~~payable~~in byexchange ~~the~~for ~~Company~~0.9 ~~The~~times ~~offering was~~the ~~closed~~number onof ~~May~~Ordinary ~~12,~~Shares ~~2025~~they would receive upon a standard cash exercise. AsAccordingly, ofthe ~~May~~Company 12has cancelled the Warrants that were exercisable into 100,000,000 ~~2025~~ordinary shares, 16and issued a total of 90,~~027~~000,~~758~~000 ~~Ordinary~~Underlying Shares ~~are~~to ~~issued~~such ~~and outstanding~~Investors.

~~The~~As ~~Ordinary Shares to be issued in the offering were issued pursuant to a prospectus supplement dated as~~ of ~~May~~June 510, 2025, ~~which was filed with~~ the ~~SEC, in connection with a takedown from the~~ Company’s ~~shelf~~total issued ~~registration~~and ~~statement~~outstanding onnumber ~~Form~~of ~~F-3~~shares ~~(File~~were ~~No. 333-282776)~~116, ~~which became effective on November 4~~027,758 ~~2024,~~Ordinary ~~and the base prospectus dated as of October 22, 2024 contained in such registration statement~~Shares.

~~This~~The ~~Report~~Underlying onShares, ~~Form~~which ~~6-K~~have ~~shall~~been ~~not~~issued, were ~~constitute~~issued ~~an offer~~pursuant to ~~sell~~a orprospectus ~~the~~supplement ~~solicitation~~dated toas ~~buy~~of ~~nor~~May ~~shall~~16, ~~there~~2025, bewhich ~~any~~was ~~sale~~filed ofwith the ~~shares~~SEC, orin ~~warrants~~connection inwith ~~any~~a ~~state~~takedown from orthe ~~jurisdiction~~Company’s inshelf ~~which~~registration ~~such offer,~~statement ~~solicitation~~on orForm ~~sale~~F-3 ~~would~~(File beNo. ~~unlawful~~333-282776), ~~prior~~which tobecame ~~registration~~effective oron ~~qualification~~November ~~under~~4, 2024, and the ~~securities~~base ~~laws~~prospectus dated as of ~~any~~October ~~such~~22, ~~state~~2024 orcontained ~~jurisdiction~~in such registration statement.

The foregoing descriptions of the Securities Purchase Agreement and the Warrants, are not complete, and are qualified in their entireties by reference to the full text of such ~~document~~documents, ~~a copy~~ copies of which ~~is attached~~are ~~hereto~~filed as ~~Exhibit~~exhibits 10to this Report on Form 6-K and are incorporated by reference herein.1.

Exhibits

Exhibit No.		Description
10.1		Form of Securities Purchase Agreement, dated as of April May 516, 2025
10.2		Form of Ordinary Share Purchase Warrant

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.

Dated: ~~May~~June 1316, 2025

	China SXT Pharmaceuticals, Inc.

	By:	/s/ Feng Zhou
	Name:	Feng Zhou
	Title:	Co-Chief Executive Officer

	By:	/s/ Simon Lim Sze Beng
	Name:	Simon Lim Sze Beng
	Title:	Co-Chief Executive Officer

Filing Compare · China SXT Pharmaceuticals, Inc.