Big Tree Cloud Holdings Sells Shares for $2.5M

TL;DR

Big Tree Cloud Holdings just raised $2.5M from an institutional investor by selling shares at $0.31 each.

AI Summary

On September 29, 2025, Big Tree Cloud Holdings Limited entered into a securities purchase agreement with an institutional investor to sell 8,064,516 ordinary shares at a price of $0.31 per share, for a total gross proceeds of approximately $2.5 million. The company is a Cayman Islands exempted company.

Why It Matters

This capital raise provides Big Tree Cloud Holdings with additional funds, potentially for operational expansion or strategic initiatives, which could impact its future growth and market position.

Risk Assessment

Risk Level: medium — The company is raising capital through a direct offering, which can sometimes indicate a need for funds or a strategy to dilute existing shareholders.

Key Numbers

• $2.5M — Gross Proceeds (Raised from the sale of ordinary shares to an institutional investor.)
• 8,064,516 — Shares Sold (Number of ordinary shares sold in the registered direct offering.)
• $0.31 — Price Per Share (The price at which each ordinary share was sold.)

Key Players & Entities

• Big Tree Cloud Holdings Limited (company) — Registrant and seller of securities
• September 29, 2025 (date) — Date of the securities purchase agreement
• 8,064,516 (number) — Number of ordinary shares sold
• $0.31 (dollar_amount) — Price per ordinary share
• $2.5 million (dollar_amount) — Total gross proceeds from the sale

FAQ

Key Financial Figures

• $0.0001 — of 8,064,516 ordinary shares, par value $0.0001 per share (the “Ordinary Shares&r
• $0.62 — Shares”), at a purchase price of $0.62 per Ordinary Share, in a registered dir
• $5.0 m — ceeds to the Company were approximately $5.0 million, before deducting placement agent

Filing Documents

• ea0259149-6k_bigtree.htm (6-K) — 20KB
• ea025914901ex1-1_bigtree.htm (EX-1.1) — 74KB
• ea025914901ex10-1_bigtree.htm (EX-10.1) — 205KB
• ea025914901ex10-2_bigtree.htm (EX-10.2) — 22KB
• ea025914901ex99-1_bigtree.htm (EX-99.1) — 9KB
• ea025914901ex99-2_bigtree.htm (EX-99.2) — 7KB
• ex1-1_001.jpg (GRAPHIC) — 5KB
• ex1-1_002.jpg (GRAPHIC) — 2KB
• 0001213900-25-094165.txt ( ) — 347KB

Forward-Looking Statements

Forward-Looking Statements This Report on Form 6-K contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and other U.S. securities laws. Forward-looking statements are based on the Company’s current expectations, beliefs and assumptions regarding future events and performance. In some cases, you can identify forward-looking statements by terminology such as “may,” “will,” “expect,” “plan,” “intend,” “estimate,” or “continue,” or the negatives of these terms or other comparable terminology.

Forward-looking statements

Forward-looking statements in this Report on Form 6-K include, among other things, statements about the completion of the Offering, the expected gross proceeds therefrom, the anticipated closing date, and the intended use of proceeds. These forward-looking statements are subject to risks, uncertainties, and assumptions that are difficult to predict. Actual results may differ materially from those expressed or implied in the forward-looking market conditions, satisfaction of closing conditions, and other risks described in the Company’s filings with the SEC. The Company undertakes no obligation to update or revise any forward-looking statements contained herein, except as required by applicable law. EXHIBIT INDEX Exhibit No. Description 1.1 Placement Agent Agreement, dated September 29, 2025, between the Company and Aegis Capital Corp. 10.1 Securities Purchase Agreement dated September 29, 2025, between the Company and the purchaser identified on the signature page thereto 10.2 Form of Lock-Up Agreement 99.1 Press Release, dated September 29, 2025 99.2 Press Release, dated September 30, 2025 2 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. Big Tree Cloud Holdings Limited Date: September 30, 2025 By: /s/ Wenquan Zhu Name: Wenquan Zhu Title: Chairman of the Board of Directors and Chief Executive Officer 3

View Full Filing

View this 6-K filing on SEC EDGAR