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 July 2025

Commission File Number: 001-41872

DDC Enterprise Limited

368 9^th Ave., New York, NY 10001 USA

+ 852-2803-0688

(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 ☐

Information Contained in this Form 6-K Report

When used in this Form 6-K (this “Report”), unless otherwise indicated, the terms, “DDC,” “Company,” and “we” refer to DDC Enterprise Limited.

AsEntry ofinto ~~July~~Material 1, 2025, the Company has 8,307,583 Class A Ordinary shares issued and outstanding (which includes 1,513,520 Class A Ordinary shares that the Company is obligated to issue but which are pending issuance.) Agreements

~~Entry into~~As ~~Material~~of ~~Definitive~~July ~~Agreements~~11, 2025, the Company has 8,307,583 class A Ordinary shares, par value $0.40 per share (“Ordinary Shares”) issued and outstanding.

~~Subscription~~As announced on June 17, 2025, the Company entered ~~Agreements~~into three agreements to expand its Bitcoin treasury.

~~On June~~Securities ~~20,~~Purchase 2025, DDC Enterprise Limited (the “Company”) entered into three separate subscription agreements (the “Subscription Agreements”) with three investors (the “Investors”). Pursuant to the Subscription Agreements, the Investors agreed to subscribe for and purchase, and the Company agreed to sell to the three Investors, (i) an aggregate of 266,444 Class A ordinary shares, par value $0.40 per share (the “Class A Ordinary A Shares”), at a purchase price of $9.00; (ii) an aggregate of 308,833 Class A Ordinary Shares at a purchase price of $12.00; and (iii) an aggregate of 259,244 Class A Ordinary Shares at a purchase price of $18.50, respectively (collectively, the “Shares”), to be paid in bitcoin cryptocurrency, for aggregate consideration of 100 bitcoins (the “Offering”). The closing of the Offering requires satisfaction of all NYSE American requirements related to the Offering.Agreement

~~The Investors~~On ~~have~~June ~~agreed~~16, to2025, bethe ~~bound~~Company byentered ~~lock-up~~into ~~provisions~~a Securities Purchase Agreement (the “SPA”) with ~~respect~~certain topurchasers ~~their~~(collectively, ~~subscribed~~the ~~shares~~“Purchasers”) and Anson Investments Master Fund L.P., ~~The~~acting ~~lock-up~~through ~~periods~~its general partner AIMF GP LLC, as collateral agent for ~~Investors~~the ~~are~~Purchasers (the “Agent”). ~~subject~~The toSPA ~~certain~~provides ~~conditions~~for the issuance and sale of securities, ~~depending~~as onfurther described herein, of the Company’s ~~attainment~~to ofthe Purchasers, pursuant to an exemption from the registration requirements under Section 4(a)(2) ~~designated~~of ~~market~~the ~~capitalization~~Securities Act of 1933, as amended (the “Securities Act”), and/or Regulation D promulgated thereunder.

~~Each investor~~Initial ~~has~~Closing. ~~represented~~Under ~~and~~the ~~warranted~~terms toof the ~~Company~~SPA, on the Initial Closing Date (as defined in ~~separate~~the ~~letters~~SPA), ~~that,~~the ~~among~~Company ~~other~~agreed ~~things~~to sell, ~~they~~and ~~are~~the ~~not~~Purchasers aagreed ~~“U.S.~~to ~~Person”~~purchase, securities for asan ~~defined~~aggregate ~~under~~subscription ~~Rule~~amount ~~902~~of $27,000,000, comprising of ~~the~~senior ~~Securities~~secured ~~Act~~convertible ofnotes ~~1933~~(“Initial Notes”), warrants (“Initial Warrants”), and ~~were~~ordinary ~~outside~~shares, ~~the~~par Uvalue $0.S.40 ~~during~~per ~~the~~share ~~offer~~(“Ordinary ~~and~~Shares”). The ~~sale~~closing of the ~~Shares;~~foregoing ~~they~~transactions ~~are~~is ~~acquiring the~~referred ~~Shares~~to ~~for~~as ~~investment,~~the ~~not~~“Initial ~~for~~Closing.” ~~resale~~The toobligations ~~U.S.~~of ~~persons,~~the Company and the ~~will~~Purchasers ~~comply~~at ~~with~~the ~~Regulation~~Initial S,Closing ~~registration,~~were orsubject ~~exemptions~~to ~~for~~certain ~~any~~customary ~~subsequent sales;~~closing ~~and~~conditions. ~~they~~The ~~have~~SPA noalso ~~plan~~included tomutual ~~sell~~representations and inwarranties, ~~the~~covenants ~~U.S~~ and ~~are~~indemnification ~~not~~provisions ~~distributors~~customary for similar transactions.

The Initial Notes mature on July 1, 2027, are convertible into Ordinary Shares at the conversion price set forth therein, subject to customary anti-dilution adjustments. The Initial Warrants are exercisable for Ordinary Shares immediately and expire five years from the date of issuance, at an exercise price set forth therein, subject to customary anti-dilution adjustments. Holders are subject to beneficial ownership limitations consistent with market practice.

The Initial Closing took place on July 1, 2025. At the Initial Closing, the parties also executed certain security agreements.

Maxim Partners LLC (“Maxim”) acted as placement agent for the transaction. At the Initial Closing, the Company issued a warrant to Maxim to purchase Ordinary Shares, on terms set forth therein, which warrant is exercisable immediately and expires five years from the date of issuance.

Additional Closing. The SPA also contemplates an optional additional closing (“Additional Closing”), pursuant to which the Company may sell, and the Purchasers may purchase, upon mutual written consent, additional securities for an aggregate subscription amount of up to $275,000,000, comprising additional Senior Secured Convertible Notes and warrants. The obligations of the Company and the Purchasers at the Additional Closing are subject to conditions similar to those for the Initial Closing, with the additional condition for the Purchasers that no Event of Default (as defined in the Notes) shall have occurred or be continuing.

Pursuant to the SPA, net proceeds from the offering are to be used exclusively for purchasing Bitcoin, are required to be deposited into a cash collateral account, and are subject to release only under specified conditions.

The notes are secured by a first-priority security interest in certain assets of the Company, including cash and Bitcoin holdings, pursuant to customary security agreements. Release of the collateral is subject to customary conditions.

The ~~issuance~~ offoregoing ~~securities~~description ~~pursuant~~of to the ~~Subscription~~SPA ~~Agreements~~does not ~~will~~purport to be ~~made~~complete and is qualified in ~~reliance~~its onentirety ~~the~~by ~~exemptions~~reference ~~from~~to ~~registration~~the ~~provided by~~full ~~Section~~text ~~4(a)(2)~~of ~~under~~the SPA, the ~~Securities~~Initial ~~Act~~Notes ofand ~~1933~~the Initial Warrants, which are attached hereto as ~~amended~~Exhibits 10.1, 10.2 and ~~Regulation~~10.3, Drespectively, ~~promulgated~~and ~~thereunder~~are incorporated herein by reference.

~~The foregoing~~ELOC ~~description~~Ordinary ofShare ~~the~~Purchase Subscription Agreements does not purport to be complete and is subject to, and qualified in its entirety by, the full text of the Subscription Agreements, a form of which is filed hereto as Exhibit 10.1 and incorporated herein by reference.Agreement

~~Additional~~As announced on June 17, 2025, on June 16, 2025, the ~~Agreements~~Company entered into an Ordinary Share Purchase Agreement (the “ELOC SPA”) with Anson Investments Master Fund LP and Anson East Master Fund LP (each a “Co-Investor” and the Co-Investors together, the “Investor”). Pursuant to the ELOC SPA, the Company may issue and sell to the Investor, from time to time, up to $200,000,000 (the “Total Commitment”) in aggregate gross purchase price of newly issued Ordinary Shares, in reliance on Section 4(a)(2) of the Securities Act and Rule 506(b) of Regulation D.

~~In connection~~The ~~and~~Company ~~simultaneously~~has ~~with~~the right, but not the ~~execution~~obligation, to ofsell shares under the ~~Subscription~~ELOC ~~Agreements~~SPA, ~~the~~subject ~~Company~~to ~~entered~~customary ~~into~~conditions, ~~separate~~including ~~option~~effectiveness ~~agreements~~of a registration statement covering the resale ~~(“Option~~of ~~Agreements”)~~such ~~and~~shares. ~~collateral~~The ~~agreements~~Company ~~(“Collateral~~expects ~~Agreements”)~~to ~~with~~use ~~each~~the ofnet proceeds from any sales under the ~~three~~ELOC ~~Investors~~SPA primarily to acquire additional bitcoin for its corporate treasury.

~~Pursuant to~~The ~~the~~foregoing ~~Option~~description ~~Agreements,~~of the ~~Company~~ELOC ~~agreed~~SPA todoes ~~grant~~not topurport ~~the Investors the right~~ to ~~require~~be ~~the Company to direct the purchase or re-purchase~~complete ofand ~~the~~is ~~Shares~~qualified ~~or a part of the Shares at the applicable exercise price set forth~~ in ~~the~~its ~~Option~~entirety ~~Agreements~~by ~~(referred~~reference to ~~herein as~~ the ~~“Put~~ ~~Option”).~~full ~~The~~text ~~Investors~~of ~~may exercise~~ the ~~Put~~ELOC ~~Option by submitting a put option exercise notice to the Company at any time during a thirty-six months period (“Put Option Exercise Period”)~~SPA, ~~when~~which ~~the~~is ~~Company’s~~attached ~~market~~hereto ~~capitalization~~as ~~falls below~~Exhibit ~~$500 million~~10.4 ~~The Put Option may be exercised not more than twice during the Put Option Exercise Period~~ and ~~not~~is ~~more than once~~incorporated inherein ~~any~~by ~~period of twelve consecutive months~~reference. The Investors may also exercise the Put Option requiring the Company to purchase all of the Shares after the occurrence of an event of default or bankruptcy events, as set forth in the Option Agreements.

~~Pursuant to~~Registration ~~the~~Rights Collateral Agreements, the Company agreed to charge all of its rights, title and interest from time to time in a Bitcoin wallet (the “Charged Wallet”) and all Bitcoin and other cryptocurrencies and digital currency standing to the credit of the Charged Wallet (together with the Charged Wallet, the “Charged Property”), by way of a first fixed charge in favor of the Investors. Upon the occurrence of an event of default set forth in the Option Agreements, the Investors shall have absolute and full control over the Charged Property, and to require release and delivery of password and private key of the Charged Wallet.Agreement

~~The foregoing~~Concurrently ~~description~~with the execution of the ~~Option~~SPA ~~Agreements~~ and the ELOC ~~Collateral~~SPA, ~~Agreements~~on ~~does~~June ~~not~~16, ~~purport~~2025, tothe beCompany ~~complete~~ and isthe ~~subject~~Investors also entered into a Registration Rights Agreement to, ~~and~~register ~~qualified~~under the Securities inAct, ~~its~~among ~~entirety~~other bythings, the ~~full~~resale ~~text~~ of the ~~Option~~Shares ~~Agreements~~issued pursuant to the SPA and the ~~Collateral~~ELOC ~~Agreements~~SPA, ~~forms~~as ofwell ~~which~~as ~~are~~all ~~filed~~warrant ~~hereto~~shares asand ~~Exhibit~~shares ~~10.2~~issued ~~and~~upon ~~10.3,~~conversion ~~respectively~~under the SPA, ~~and~~as ~~incorporated~~well ~~herein~~as byany ~~reference~~capital stock issued or issuable with respect to the foregoing due to stock splits, dividends, recapitalizations, or similar events.

Pursuant to the Registration Rights Agreement, the Company is required to register the resale of such securities by filing a registration statement with the SEC within 15 days of the applicable closing date and to use its reasonable best efforts to have the registration statement declared effective by the SEC by the earlier of (i) the 45th calendar day after the closing date (or 60th day if subject to SEC full review) or (ii) the 2nd business day after SEC notification that the registration statement will not be reviewed.

The foregoing description of the Registration Rights Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Registration Rights Agreement, which is attached hereto as Exhibit 10.5 and incorporated herein by reference.

Safe Harbor Statements

This filing contains forward-looking statements. These statements are made under the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by terminology such as “in the process of,” “will,” “expects,” “anticipates,” “aims,” “future,” “intends,” “plans,” “believes,” “estimates,” “confident,” “potential,” “continue” or other similar expressions. Among other things, completion of the reverse split and removal of the trade halt are forward-looking statements. DDC may also make written or oral forward-looking statements in its periodic reports to the U.S. Securities and Exchange Commission (the “SEC”), in its annual report to shareholders, in press releases and other written materials and in oral statements made by its officers, directors or employees to third parties. Statements that are not historical facts, including but not limited to statements about DDC’s beliefs and expectations, are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties. A number of factors could cause actual results to differ materially from those contained in any forward-looking statement, including but not limited to the following: DDC’s Bitcoin strategy, performance of JV’s; DDC’s growth strategies; its future business development, ~~results~~ results of operations and financial condition; its ability to understand buyer needs and provide products and services to attract and retain buyers; its ability to maintain and enhance the recognition and reputation of its brand; its ability to rely on merchants and third-party logistics service providers to provide delivery services to buyers; its ability to maintain and improve quality control policies and measures; its ability to establish and maintain relationships with merchants; trends and competition in China’s e-commerce market; changes in its revenues and certain cost or expense items; the expected growth of China’s e-commerce market; PRC governmental policies and regulations relating to DDC’s industry, and general economic and business conditions globally and in China and assumptions ~~underlying~~ underlying or related to any of the foregoing. Further information regarding these and other risks is included in DDC’s filings with the SEC. All information provided in this report and in the attachments is as of the date of this report, and DDC undertakes no obligation to update any forward-looking statement, except as required under applicable law.

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.

	DDC Enterprise Limited
Date: July 3, 2025
Date: July 11, 2025	By:	/s/ Norma Ka Yin Chu
	By:	/s/ Norma Ka Yin Chu
	Name:	Norma Ka Yin Chu
	Title:	Chief Executive Officer

EXHIBIT INDEX

Exhibit No.		Description
10.1		Form of Subscription Agreement
10.1*		Securities Purchase Agreement dated June 16, 2025
10.2		Form of ~~Option~~Initial ~~Agreement~~Notes
10.3		Form of ~~Collateral~~Initial ~~Agreement~~Warrant
10.4		ELOC Ordinary Share Purchase Agreement dated June 16, 2025
10.5		Registration Rights Agreement dated June 16, 2025
10.6*		Security Agreement dated July 1, 2025
10.7		Subsidiary Guarantee dated July 1, 2025
10.8		Warrant dated July 1, 2025 issued to Maxim Partners LLC

*	Certain schedules and exhibits have been omitted pursuant to Item 601(a)(5) of Regulation S-K. A copy of any omitted schedule and/or exhibit will be furnished to the SEC upon request.

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