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 ~~June~~July 2025

Commission File Number: 001-42000

Zhibao Technology Inc.

(Translation of registrant’s name into English)

Floor 3, Building 6, Wuxing Road, Lane 727

Pudong New Area, Shanghai, China, 201204

(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

Form 20-F ☒ Form 40-F ☐

INFORMATION CONTAINED IN THIS FORM 6-K REPORT

Entry into a Material Definitive Agreement.

~~Equity~~On July 2, 2025, Zhibao Technology Inc. (the “Company”), a Cayman Islands exempted company, announced that one of its subsidiaries, Zhibao Technology Co., Ltd. (“Zhibao China”), a limited liability company incorporated under the laws of the People’s Republic of China (the “PRC” or “China”), entered into a Share Purchase Agreement (the “SPA”) with Xuegeng Zhao and Qin’er Ye (“Sellers”), the shareholders of Zhonglian Jinan Insurance Brokers Co., Ltd. (“Zhonglian” or “Target”), and the Target, pursuant to which, subject to the terms and conditions set forth in the SPA, Zhibao China agreed to acquire an aggregate of 51% of the equity interest in Zhonglian (the “Acquired Assets”), including 23% of the equity interest from Xuegeng Zhao and 28% of the equity interest from Qin’er Ye, for a total purchase price of RMB25.5 million (approximately $3.5 million) (“Purchase Price”), subject to adjustment as provided in the SPA (the “Acquisition”).

OnThe ~~June~~Purchase ~~22,~~Price ~~2025,~~is ~~Zhibao Technology~~based ~~Inc.,~~on aan ~~Cayman~~evaluation ~~Islands~~of ~~exempted~~RMB ~~company~~50 ~~(the~~million ~~“Company”),~~for ~~entered~~the ~~into~~100% anof ~~Equity~~the ~~Purchase~~equity ~~Agreement~~interest ~~with~~in ~~Hudson~~Zhonglian ~~Global Ventures,~~mutually ~~LLC,~~agreed aby ~~Nevada~~Zhibao ~~limited~~China ~~liability~~and ~~company~~Sellers ~~(“Hudson”~~ and ~~the~~shall be ~~agreement,~~paid ~~the~~in ~~“Hudson~~four ~~EPA”) in~~installments. ~~connection~~The ~~with~~first ~~setting~~three upinstallments, ~~certain~~each ~~equity~~in ~~line~~the amount of ~~credit~~RMB7.65 ~~facility~~million (~~the~~approximately ~~“Hudson~~$1.05 ~~ELOC”~~million)., ~~Pursuant~~shall be topayable ~~the~~on ~~Hudson~~July ~~EPA~~31, ~~Hudson~~ ~~has~~2025, ~~agreed~~July to31, ~~purchase~~2025 upand toJanuary ~~$15~~31,~~000~~ 2026,~~000~~ ~~(the~~respectively. ~~“Aggregate~~The ~~Limit”)~~fourth ofinstallment, in the ~~Company’s~~amount ~~Class~~of ARMB ~~ordinary~~2.55 ~~shares,~~million ~~par~~(approximately ~~value~~ $0.~~0001~~35 ~~per share (the “Class A Ordinary Shares”~~million) ~~over a two-year period commencing on June 22~~, ~~2025,~~is subject to ~~earlier~~adjustment ~~terminations~~in (the ~~“Commitment~~event ~~Period”).~~that ~~Under~~ the ~~Hudson~~revenue ~~EPA,~~generated by the ~~Company~~Target ~~may,~~is byless ~~delivering~~than aRMB ~~written~~140 ~~notice~~million ~~to Hudson~~ (~~each~~approximately ~~such~~$19.18 ~~notice,~~million) awithin ~~“Put~~one ~~Notice”)~~year ~~setting~~following ~~forth~~ the ~~shares~~full ~~(such~~payment ~~shares,~~of the ~~“Put~~first ~~Shares”, and~~instalment of the ~~date~~Purchase onPrice ~~which such Put Notice is delivered,~~ (the “~~Put~~ Delivery Date”),. ~~directing~~The ~~Hudson~~adjustment toshall ~~purchase~~be ~~the~~calculated ~~Class~~based Aon ~~Ordinary Shares~~the infollowing anformula: ~~amount~~RMB ~~(i)~~25.5 ~~not~~million ~~lower~~times ~~than $25,000~~ (~~calculated~~RMB ~~using~~140 ~~the~~million ~~“Initial~~minus ~~Purchase Price”, which is equal to 90~~100% of ~~closing price of~~ the ~~Class~~Target’s Arevenue ~~Ordinary~~within ~~Shares~~one onyear ~~Nasdaq~~following on the ~~trading~~Delivery ~~day~~Date) ~~immediately~~divided ~~preceding~~by ~~the~~RMB ~~respective~~140 ~~Put~~million, ~~Date))~~ and ~~(ii) up~~shall tobe ~~the~~capped ~~lesser~~at ~~of (~~a) ~~$2,000,000.00,~~maximum adjustment oramount ~~(b) 200%~~ of ~~the~~RMB ~~average~~1 ~~daily~~million ~~trading value~~ (~~calculated~~approximately as$0.14 ~~the~~million). ~~average~~The ~~trading~~fourth ~~volume~~installment ofis ~~the Class~~payable Awithin ~~Ordinary~~30 ~~Shares on Nasdaq during the three (3) trading~~ days ~~immediately~~following ~~preceding~~ the ~~respective Put Date multiplied by the lowest~~first ~~closing~~anniversary ~~price~~ of the ~~Class~~Delivery ~~A Ordinary Shares during the three (3) trading days immediately preceding the respective Put~~ Date. ~~Hudson~~Failure ~~is not obligated~~ to ~~purchase~~pay ~~any~~the ~~Class~~Purchase APrice ~~Ordinary~~on ~~Shares~~time ~~which~~as ~~would~~stipulated ~~result~~ in ~~Hudson~~the ~~beneficially~~SPA ~~owning,~~will ~~directly~~subject orZhibao ~~indirectly,~~China atto ~~the~~liquidated ~~time~~damages ofat ~~the~~a ~~proposed~~rate ~~issuance,~~of ~~more than 4~~0.9905% of the ~~Class~~unpaid Aamount ~~Ordinary~~for ~~Shares~~each ~~issued~~overdue ~~and outstanding~~day. ~~Hudson~~If ~~will~~payment ~~pay~~is anot ~~purchase~~made ~~price per~~within ~~share~~90 ~~equal~~days ~~to the lesser~~ of ~~(i)~~ the ~~Initial~~due ~~Purchase~~date, ~~Price or (ii)~~ the ~~“Market~~Sellers may ~~Price,”~~elect ~~which is equal~~ to ~~90%~~demand ~~of the~~continued ~~average~~performance, ~~closing~~accelerated ~~price~~lump-sum ofpayment, ~~the~~or ~~Class~~retain Aamounts ~~Ordinary~~paid ~~Shares~~and onconvert ~~Nasdaq~~such ~~during~~amounts, ~~period~~net ~~commencing~~of ~~on the Put Date and continuing through the~~liquidated ~~date~~damages, ~~that~~into isequity ~~three~~in ~~(3)~~Zhonglian ~~trading~~based ~~days~~on ~~immediately~~a ~~following~~RMB ~~the~~50 ~~date~~million ~~when Hudson receives the Put Shares in its brokerage account (such date~~valuation, ~~the~~plus ~~“Clearing~~additional ~~Date”)~~compensation ~~associated~~if ~~with~~ the ~~applicable~~liquidated ~~Put~~damages ~~Notice~~are ~~(the~~insufficient to ~~“Valuation~~cover ~~Period”)~~losses.

~~Additionally,~~Under the ~~Company is~~SPA, ~~obligated~~Zhibao toChina also ~~issue~~has toa ~~Hudson~~right anof ~~aggregate~~first ~~amount~~refusal ofto ~~Class~~acquire Aan ~~Ordinary~~additional ~~Shares~~34% ~~equal~~equity tointerests ~~(i)~~in ~~140,000~~Zhonglian ~~Class~~by Athe ~~Ordinary~~end ~~Shares~~of 2027 (the “~~Initial~~Subsequent ~~Commitment Shares~~Acquisition”), ~~plus~~provided ~~(ii)~~that ~~any “Make-Whole Commitment Shares” (together with~~ the ~~Initial~~Sellers ~~Commitment~~and ~~Shares, the~~Zhonglian ~~“Commitment~~have ~~Shares”)~~fulfilled ~~calculated~~their byrespective ~~dividing~~obligations ~~140,000~~under by the ~~closing~~SPA, ~~price~~and ~~of Class A Ordinary Shares on the date~~Zhibao ~~that~~China ishas ~~the~~not ~~earlier~~deliberately ~~of (i) December 21~~obstructed, ~~2025~~whether ~~(being~~through ~~the~~affirmative ~~six~~acts ~~(6)~~or ~~calendar~~passive ~~months~~omissions, ~~after~~ the ~~date~~normal ofoperation ~~Hudson~~and ~~EPA)~~management ~~or (ii) the first date that~~of ~~the~~Zhonglian. ~~initial~~Notwithstanding ~~resale registration statement registering~~ the ~~Initial Committee Shares~~foregoing, ~~Make-Up~~if ~~Commitment~~Zhibao ~~Shares~~China ~~and~~fails ~~shares~~to ~~underlying~~complete the ~~Aggregate~~ ~~Limit~~Subsequent ~~(the~~Acquisition ~~“Resale~~despite ~~Registration~~Zhonglian ~~Statement”)~~having isfulfilled its ~~declared~~obligations ~~effective~~under by the ~~SEC (the “Measurement Date”)~~SPA, if ~~the~~Zhibao ~~closing~~China ~~price~~shall ofbe ~~Class~~deemed Ato ~~Ordinary~~be ~~Shares~~in onbreach ~~the~~of ~~Measurement Date is less than~~ the ~~closing~~SPA ~~price~~and ofshall ~~the~~be ~~Class~~required Ato ~~Ordinary~~pay ~~Shares~~liquidated damages onto the ~~date of the Hudson EPA~~Sellers.

The ~~Hudson~~SPA ~~EPA~~may ~~contains~~be ~~customary~~terminated ~~representations,~~by ~~warranties~~mutual agreement of the parties. In addition, ~~agreements~~the ~~and~~Sellers ~~conditions~~may tounilaterally ~~completing~~terminate ~~future~~the ~~sale~~SPA ~~transactions,~~if ~~indemnification~~Zhibao ~~rights~~China ~~and~~fails ~~obligations~~to pay the first ofinstallment within the ~~parties~~timeline specified in the SPA.

Registration Rights Agreement

On June 22, 2025, the Company also entered into a Registration Rights Agreement with Hudson (the “Hudson RRA”). Pursuant to the Hudson RRA, the Company is required to, as soon as practicable but no later than One Hundred and Eighty (180) calendar days following June 22, 2025 (the “Filing Deadline”), file with the U.S. Securities and Exchange Commission the Resale Registration Statement registering the resale of the Class A Ordinary Shares that Hudson is entitled to receive pursuant to the Hudson EPA, including any Class A Ordinary Shares issued or issuable upon any share split, dividend or other distribution, recapitalization or similar event with respect to the foregoing, and to use its commercially reasonable efforts to have such registration statement declared effective within two hundred ten (210) calendar days from June 22, 2025 and as soon as practicable after the filing thereof.

~~Hudson~~The ~~represented~~Acquisition toand ~~the~~related ~~Company,~~transactions ~~among~~shall ~~other~~be ~~things,~~registered ~~that~~with itthe ~~was~~relevant anPRC ~~“accredited~~governmental ~~investor”~~authorities ~~(as~~within ~~such~~a ~~term~~specified isperiod ~~defined~~following ~~in Regulation D under~~ the ~~U.S. Securities~~Delivery ~~Act of 1933~~Date, as ~~amended~~set ~~(the~~forth ~~“Securities~~in ~~Act’)), and~~ the ~~Company~~SPA. ~~would~~After ~~rely~~such ~~upon~~Acquisition, anZhonglian ~~exemption~~will ~~from~~become ~~registration contained~~a inPRC ~~Section~~subsidiary ~~4(a)(2)~~ of the ~~Securities~~Company, ~~Act~~with ~~and~~Zhibao ~~Rule~~China ~~506~~directly holding 51% of ~~Regulation~~its Dequity ~~promulgated~~interest ~~thereunder~~and ~~when~~Xuegeng ~~issuing~~Zhao ~~Class~~holding ~~A Ordinary Shares under~~ the ~~Hudson~~balance ~~EPA~~of 49%.

~~The~~Zhonglian, ~~foregoing~~established ~~descriptions~~on ofJune ~~the~~8, ~~Hudson~~2005, ~~EPA~~is ~~and~~a ~~Hudson~~professional ~~RRA~~insurance dobrokerage ~~not~~firm ~~purport~~headquartered toin beNingbo, ~~complete~~China, ~~and~~primarily ~~are~~engaged ~~qualified~~ in ~~its~~the ~~entirety~~provision byof ~~reference~~insurance brokerage services to ~~the~~end ~~complete~~customers. ~~text~~As of the ~~Hudson~~date ~~EPA~~of ~~and~~this ~~Hudson~~filing, ~~RRA~~it has 58 branches nationwide, ~~which~~including ~~are~~28 ~~filed~~provincial-level ~~herewith~~branches across major regions such as ~~Exhibits~~Beijing, ~~10.1~~Shanghai, Guangdong, and 10Sichuan.2 Zhonglian’s business spans three primary segments: property insurance, ~~respectively~~life insurance, and ~~incorporated~~internet-based ~~herein~~e-commerce byinsurance. ~~reference~~It has established close partnerships with over 30 leading domestic property insurance companies and more than 10 life insurance providers.

InZhonglian’s ~~addition, in April, 2025,~~brokerage ~~the~~activities ~~Company~~are ~~entered~~primarily ~~into~~concentrated ~~that~~on ~~certain~~non-auto ~~Financing~~insurance ~~Consulting~~lines, ~~Agreement~~including ~~(the~~liability ~~“Consulting Agreement”) with a consultant (the “Consultant”)~~insurance, ~~pursuant~~accident ~~to which the Company shall issue 153~~insurance,~~846~~ ~~Class~~enterprise ~~A Ordinary Shares (the “Consulting~~property ~~Shares”)~~insurance, tocargo ~~the~~transportation ~~Consultant when the Company entered into any financing project brought to the Company by the Consultant~~insurance, ~~including the~~and ~~Hudson~~short-term ~~ELOC~~health insurance. InIts ~~addition,~~revenue ~~the Consultant~~ is ~~entitled~~derived tofrom ~~10%~~brokerage ofcommissions ~~the~~paid ~~cash the Company receives in each and all closings of such financings,~~by ~~including~~insurance ~~the Hudson ELOC~~companies.

~~The~~Zhonglian ~~Consulting~~provides ~~Agreement~~comprehensive services ~~contains~~to policyholders, including risk identification and assessment, insurance plan design tailored to clients’ needs and budgets, ~~customary~~multi-company ~~representations~~policy comparison, ~~warranties~~and negotiation of underwriting terms. After engagement, ~~agreements~~Zhonglian assists with application submissions, policy renewals, amendments, and ~~conditions~~provides toprofessional ~~completing~~claims ~~future~~support ~~sale~~and ~~transactions~~coordination. Its clientele includes large and medium-sized enterprises, ~~indemnification~~business ~~rights~~owners, government agencies, public institutions such as provincial emergency departments and ~~obligations~~municipal hospitals, ofhigh-net-worth ~~the~~individuals, ~~parties~~and specialized industry groups.

~~Unregistered~~The ~~Sales~~foregoing summary of ~~Equity~~the SPA ~~Securities~~is not complete and is qualified in its entirety by reference to the full text of the SPA, a copy of which is attached hereto as Exhibit 10.1 to this report on Form 6-K and is incorporated herein by reference.

~~Based~~Attached inas ~~part~~Exhibit ~~upon~~99.1 ~~the representations~~to ofthis ~~Hudson~~report ~~in the Hudson EPA, the issuance of Commitment Shares was made in reliance~~ on ~~the~~Form ~~exemption~~6-K ~~afforded~~is ~~by Section 4(a)(2) of~~ the ~~Securities~~ ~~Act,~~unaudited ~~and/or~~pro ~~Regulation~~forma Dcondensed ~~promulgated~~combined ~~thereunder~~financial ~~and~~statements ~~corresponding provisions~~ of ~~state securities or “blue sky” laws. The issuance of~~ the ~~Consulting~~Company ~~Shares~~combining ~~was made in reliance on~~ the ~~exemption~~financial ~~afforded by Section 4(a)(2)~~ statements of ~~the~~Company ~~Securities~~and ~~Act~~Zhonglian ~~and corresponding~~Jinan ~~provisions~~as of ~~state~~December ~~securities~~31, ~~or “blue sky” laws~~2024.

~~Financial~~Attached ~~Statements~~as Exhibit 99.2 to this report on Form 6-K is the audited financial statements of Zhonglian for the years ended June 30, 2023 and ~~Exhibits~~2024 (“Zhonglian’s Audited Financial Statements”).

~~Exhibits~~Attached as Exhibit 99.3 to this report on Form 6-K is the unaudited financial statements of Zhonglian for the six months ended December 31, 2023 and 2024 (“Zhonglian’s Interim Financial Statements”).

Exhibit Number		Exhibit
10.1*		Equity Purchase Agreement by and between the Company and Hudson
10.2*		Registration Rights Agreement by and between the Company and Hudson

Attached as Exhibit 99.4 to this report on Form 6-K is the Operating and Financial Review and Prospects of Zhonglian in connection with Zhonglian’s Audited Financial Statements and Zhonglian’s Interim Financial Statements.

*On ~~Filed~~July ~~herewith~~2, 2025, the Company issued a press release announcing the entry of the SPA. A copy of such release is furnished hereto as Exhibit 99.5 to this report on Form 6-K.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned ~~hereunto~~, thereunto duly authorized.

	Zhibao Technology Inc.
Date: June 26, 2025	By:	/s/ Botao Ma
		Name:	Botao Ma
		Title:	Chief Executive Officer

	Zhibao Technology Inc.

	By:	/s/ Botao Ma
	Name:	Botao Ma
	Title:	Chief Executive Officer

Date: July 2, 2025

EXHIBIT INDEX

Exhibit No.		Description
10.1*		Share Purchase Agreement, dated as of July 2, 2025, by and among Zhibao China and Sellers
23.1		Consent of HYYH CPA. LLC
99.1		Unaudited Pro Forma Condensed Combined Financial Statements of the Registrant combining the Financial Statements of Registrant and Target as of December 31, 2024
99.2		Audited Financial Statements of Target for the Years Ended June 30, 2023 and 2024
99.3		Unaudited Financial Statements of Target for the Six Months Ended December 31, 2023 and 2024
99.4		Operating and Financial Review and Prospects of Target in connection with the Unaudited Financial Statements of Target for the Six Months Ended December 31, 2023 and 2024 and Audited Financial Statements of Target for the Years Ended June 30, 2023 and 2024
99.5		Press Release, dated July 2, 2025

*	Certain portions of the exhibit have been omitted pursuant to Item 601(a)(6) of Regulations S-K. The Company hereby agrees to furnish a copy of any omitted portion to the SEC upon request.

Filing Compare · Zhibao Technology Inc.