Future FinTech Group Inc.

Item 1.01 Entry into a Material Definitive Agreement. On June 12, 2026, Future FinTech Group Inc. (the “Company”), through its wholly-owned subsidiary, Future Commercial Group Limited (the “Buyer”), entered into a Share Purchase Agreement (the “SPA”) with Zhang Shuge (the “Seller”) and the Company. Pursuant to the SPA, the Buyer agreed to acquire from the Seller a 20% equity interest in Xi’an Changshida Information Technology Co., Ltd. (“Changshida”), a company organized under the laws of the People’s Republic of China. Changshida is committed to implementing artificial intelligence technologies in practical application scenarios across the healthcare and smart city sectors. The company has built up independent R&D capabilities in underlying technologies, including machine vision and natural language processing. It has completed the development and commercial deployment of AI technologies covering facial recognition, OCR, image recognition, video understanding, natural language processing, and knowledge graph construction. Through partnerships with medical and healthcare institutions, as well as universities, the company has incubated a full suite of proprietary AI products. The aggregate purchase price for the acquisition is RMB 44,000,000 (approximately US$6.46 million), consisting of (i) RMB 40,000,000 payable in cash; and (ii) 493,062 shares of the Company’s common stock, par value $0.001 per share, having an agreed value of RMB 4,000,000. The cash consideration and share consideration are payable within ten (10) days following completion of the transfer of the 20% equity interest in Changshida and completion of the applicable registration and filing procedures in the PRC. The shares to be issued as consideration will be issued in a private transaction in reliance upon the exemption from registration provided by Regulation S under the Securities Act of 1933, as amended. The closing of the acquisition remains subject to customary closing conditions, including completion of the transfer of the equity interest and satisfaction or waiver of the conditions set forth in the SPA. The foregoing description of the SPA does not purport to be complete and is qualified in its entirety by reference to the full text of the SPA, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.

Item 3.02 Unregistered Sales of Equity Securities. The information set forth under Item 1.01 above is incorporated herein by reference. Pursuant to the SPA, the Company agreed to issue 493,062 shares of its common stock to the Seller (or its designee) as partial consideration for the acquisition. The shares will be issued in reliance upon the exemption from registration provided by Regulation S under the Securities Act and will constitute restricted securities.