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 2025

Commission File Number: 001-40086

PORTAGE BIOTECH INC.

(Translation of registrant's name into English)

Clarence Thomas Building, P.O. Box 4649, Road Town, Tortola, BritishVirgin Islands, VG1110

(Address of principal executive office)

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

Form 20-F [ X ]             Form40-F [ ]

INCORPORATION BY REFERENCE

This report on Form 6-K (including any exhibitsattached hereto) shall be deemed to be incorporated by reference into the registration statement on Form S-8 (File No. 333-275842) andForm F-3 (File No. 333-286961) of Portage Biotech Inc. (including any prospectuses forming a part of such registration statement) andto be a part thereof from the date on which this report is filed, to the extent not superseded by documents or reports subsequently filedor furnished.

On June 25, 2025, Portage Biotech Inc. (the “Company”) issued a pressrelease announcing that on June 24, 2025, the Company received notice from The Nasdaq Stock Market, LLC, indicating that the Company hasregained compliance with the minimum stockholders’ equity requirement for continued listing on The Nasdaq Capital Market. Accordingly,the previously announced listing matter has been closed. A copy of the press release is filed herewith as Exhibit 99.1.

Exhibits

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registranthas duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

EXHIBIT 99.1

Portage Biotech Regains Full Compliance with Nasdaq Continued Listing Requirements

DOVER, Del., June 25, 2025 (GLOBE NEWSWIRE) -- Portage Biotech Inc. (“Portage” or the “Company”) (NASDAQ: PRTG), a clinical-stage immuno-oncology company formed under the laws of the British Virgin Islands (“Portage”), announced today that on June 24, 2025, the Company received formal notice from The Nasdaq Stock Market LLC that the Company has evidenced compliance with all applicable requirements for continued listing on The Nasdaq Capital Market.

About Portage Biotech
Portage Biotech is a clinical-stage immuno-oncology company advancing a pipeline of novel biologics to transform the immune system’s ability to fight cancer. For more information, visit www.portagebiotech.com.

Forward-Looking Statements
All statements in this news release, other than statements of historical facts, including without limitation, statements regarding the Company’s business strategy, plans and objectives of management for future operations and those statements preceded by, followed by or that otherwise include the words “believe,” “expects,” “anticipates,” “intends,” “estimates,” “will,” “may,” “plans,” “potential,” “continues,” or similar expressions or variations on such expressions are forward-looking statements. As a result, forward-looking statements are subject to certain risks and uncertainties, including, but not limited to: the risk that the Company may not secure financing, the uncertainty of the Company’s ability to continue as a going concern, scientific results may not be as expected, and other factors set forth in “Item 3 - Key Information-Risk Factors” in the Company’s Annual Report on Form 20-F for the year ended March 31, 2024 and “Business Environment – Risk Factors” in the Company’s Management’s Discussion and Analysis for the Three and Six Months ended September 30, 2024, filed as Exhibit 99.2 to the Company’s Form 6-K. Although the Company believes that the expectations reflected in these forward-looking statements are reasonable, undue reliance should not be placed on them as actual results may differ materially from these forward-looking statements. The forward-looking statements contained in this news release are made as of the date hereof, and the Company undertakes no obligation to update publicly or revise any forward-looking statements or information, except as required by law.

For More Information:
Portage Biotech
Alexander Pickett, Chief Executive Officer
ir@portagebiotech.com