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: 001-41426

 

Nano Labs Ltd

(Exact name of registrant as specified in its charter)

 

China Yuangu Hanggang Technology Building

509 Qianjiang Road, Shangcheng District,

Hangzhou, Zhejiang, 310000

People’s Republic of China

(Address of principal executive office)

 

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

 

Form 20-F ☒         Form40-F ☐

 

 

 

 

 

 

EXPLANATORY NOTE

 

Thedocument attached as Exhibit 99.1 to this report on Form 6-K is hereby incorporated by referenceinto the Company’s Registration Statement on Form F-3, as amended, initially filed with the U.S. Securities andExchange Commission on August 14, 2023 (Registration No. 333-273968) andshall be a part thereof from the date on which this current report is furnished, to the extent not superseded by documents or reportssubsequently filed or furnished.

 

1

 

 

SIGNATURES

 

Pursuant to the requirementsof the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereuntoduly authorized.

 

Date: July 3, 2025 Nano Labs Ltd
     
  By: /s/ Jianping Kong
  Name:  Jianping Kong
  Title: Chairman and Chief Executive Officer

 

2

 

 

EXHIBIT INDEX

 

Exhibit No.   Description
     
99.1   Press Release

 

 

3

 

 

Exhibit 99.1

 

Nano Labs Has Purchased About US$50 MillionBNB, Expands Digital Asset Reserves to around US$160 Million

 

Hong Kong, July 3, 2025 (GLOBE NEWSWIRE) --Nano Labs Ltd (Nasdaq: NA) (“we,” the “Company” or “Nano Labs”), a leading Web 3.0infrastructure and product solution provider in China, today announced the purchase of 74,315 Binance Coin (BNB) tokens through theOTC (Over-The-Counter) format at an average price of approximately US$672.45, with a total transaction value of about US$50 million.Following this transaction, the Company’s cumulative reserve of mainstream digital currencies, including Bitcoin and BNB, hasaround US$160 million, marking a successful initial step in Nano Labs’ BNB strategic plan and underscoring its commitment toincreasing BNB holdings over time.

 

The Company committed to thoroughly evaluatingthe security and long-term value of BNB, aiming to acquire up to US$1 billion worth of BNB through convertible notes and private placementsin the initial phase. Over the long run, Nano Labs intends to hold 5% to 10% of BNB’s total circulating supply.

 

About Nano Labs Ltd

 

Nano Labs Ltd is a leading Web 3.0 infrastructureand product solution provider in China. Nano Labs is committed to the development of high throughput computing (“HTC”) chipsand high performance computing (“HPC”) chips. Nano Labs has built a comprehensive flow processing unit (“FPU”)architecture which offers solution that integrates the features of both HTC and HPC. In addition, it has established Bitcoin value investmentand adopted Bitcoin as primary reserve asset. Nano Labs has established an integrated solution platform covering three main business verticals,including HTC solutions and HPC solutions. The HTC solutions feature its proprietary Cuckoo series chips, which havebecome alternative Application-Specific Integrated Circuit (“ASIC”) solutions for traditional GPUs. Nano Lab’s Cuckooseries are one of the first near-memory HTC chips available in the market*. For more information, please visit the Company’s websiteat: ir.nano.cn.

 

*According to an industry report prepared by Frost & Sullivan.

 

Forward-Looking Statements

 

This press release contains forward-lookingstatements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and as defined in theU.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements include, without limitation, the Company’splan to appeal the Staff’s determination, which can be identified by terminology such as “may,” “will,”“expect,” “anticipate,” “aim,” “estimate,” “intend,” “plan,” “believe,”“potential,” “continue,” “is/are likely to” or other similar expressions. Such statements are basedupon management’s current expectations and current market and operating conditions, and relate to events that involve known or unknownrisks, uncertainties and other factors, all of which are difficult to predict and many of which are beyond the Company’s control,which may cause the Company’s actual results, performance or achievements to differ materially from those in the forward-lookingstatements. Further information regarding these and other risks, uncertainties or factors is included in the Company’s filings withthe Securities and Exchange Commission. The Company does not undertake any obligation to update any forward-looking statement as a resultof new information, future events or otherwise, except as required under law.

 

For investor inquiries, please contact:

 

Nano Labs Ltd

ir@nano.cn

 

Ascent Investor Relations LLC

Tina Xiao

Phone: +1-646-932-7242

Email: investors@ascent-ir.com