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Current Report · Items 1.01, 9.01 · 8-K

Kun Peng International Ltd.

Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement. On June 10, 2025, King Eagle (China) Co., Ltd. (“King Eagle China”), Kun Peng International Ltd.’s wholly foreign owned enterprise (“WFOE”), King Eagle (Tianjin) Technology Co., Ltd.…

Filed Jul 3, 2025Accepted Jul 3, 2025, 5:30 AM EDTCIK 1502557Accession 0001641172-25-017710
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Company context

Current securities

Historical securities (2)

Recent company filings

  1. 10-Q filingAug 14, 2026
  2. Material Modification to Rights of Security Holders · Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year · Other EventsJun 1, 2026
  3. 10-Q filingMay 20, 2026
  4. NT 10-Q filingMay 15, 2026
  5. DEFR14C filingMar 17, 2026

Disclosure sections

Items 1.01, 9.01

Select an item to read the extracted section. The as-filed document remains the primary evidence.

Item 1.01Item 1.01 - Entry into Material Agreement
Item 1.01 Entry into a Material Definitive Agreement. On June 10, 2025, King Eagle (China) Co., Ltd. (“King Eagle China”), Kun Peng International Ltd.’s wholly foreign owned enterprise (“WFOE”), King Eagle (Tianjin) Technology Co., Ltd. (“King Eagle Tianjin”), and the shareholders of King Eagle Tianjin (the “Original Shareholders”) entered into an agreement (the “Termination Agreement”) to terminate certain previous agreements consisting of a Business Operation Agreement, a Proxy Agreement, an Equity Disposal Agreement, and an Equity Pledge Agreement (the “Original VIE Agreements”). The Original VIE Agreements, along with an Exclusive Consultation and Service Agreement, which was amended on March 1, 2024, established King Eagle Tianjin as a variable interest entity and allowed King Eagle China to control and receive the economic benefits of King Eagle Tianjin’s business operations. The Original VIE Agreements were terminated due to the transfers by one of the Original Shareholders of his equity interests in King Eagle Tianjin. On the same date, King Eagle China, King Eagle Tianjin, and the shareholders of King Eagle Tianjin, including the transferees of the Original Shareholder who transferred his equity interests, entered into new VIE Agreements (the “New VIE Agreements”) consisting of a Business Operation Agreement, an Agency Agreement, an Equity Disposal Agreement, and an Equity Pledge Agreement. The originally executed Exclusive Consultation and Service Agreement, as amended, remains in effect. The New VIE Agreements, along with the Exclusive Consultation and Service Agreement, continue King Eagle Tianjin’s status as a variable interest entity and allow King Eagle China to control and receive the economic benefits of King Eagle Tianjin’s business operations. The foregoing descriptions of the Termination Agreement and the New VIE Agreements do not purport to be complete and are qualified in their entireties by reference to the full texts of those agreements, which are filed as Exhibits 99.1 through 99.5 to this Current Report on Form 8-K and are incorporated herein by reference. Forward-Looking Statements Matters discussed in this report may constitute forward-looking statements. Forward-looking statements include statements concerning plans, objectives, goals, strategies, future events or performance, and underlying assumptions and other statements, other than statements of historical facts. The words “believe,” “anticipate,” “intends,” “estimate,” “potential,” “may,” “should,” “expect,” “pending” and similar expressions identify forward-looking statements. The forward-looking statements in this report are based upon various assumptions. Although we believe that these assumptions were reasonable when made, because these assumptions are inherently subject to significant uncertainties and contingencies, which are difficult or impossible to predict and are beyond our control, we cannot assure you that we will achieve or accomplish these expectations. Item 9.01. Financial Statements and Exhibits. (d) Exhibits. The following exhibits are being filed with this Current Report on Form 8-K: Exhibit Description No. ──────────────────────────────────────────────────────────────────────────────────────────── 99.1 Termination Agreement dated June 10, 2025 99.2 Business Operation Agreement dated June 10, 2025 99.3 Agency Agreement dated June 10, 2025 99.4 Equity Disposal Agreement dated June 10, 2025 99.5 Equity Pledge Agreement dated June 10, 2025 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
Filed exhibits (2)
EX-99.1 (by filename) ex99-1.htm

EX-99.1 2 ex99-1.htm EX-99.1 EXHIBIT 99.1 Terminate the agreement This Termination Agreement (hereinafter referred to as “this Agreement” or “this Termination Agreement”) is made by the following parties signed on the day of June 10, 2025: King Eagle (China) Co., Ltd. (hereinafter referred to as “King Eagle China”) Address: 1st Floor, Building 3, No. 1001, Huihe South Street, Banbidian Village, Gaobeidian Township, Chaoyang District, Beijing. 2. Liu Cuilian Chinese ID Number: 130226197210152121 Address: No. 105, Gengzhuang Village, Xiaguanying Town, Qian ‘an City, Hebei Province. 3. Zhang Yuanyuan Chinese ID number: 110106198104054229 Address: Room 1106, Building 5, Hongju Street, Xuanwu District, Beijing 4. Zhang Jinjing Chinese ID Number: 130623198101295825 Address: No. 6 Hongxing Hutong, Gaopu Village, Jiulong Town, Laishui County, Baoding City, Hebei Province. 5. Fan Zhandong Chinese ID Number: 411224197903136437 Address: No. 10, Group 2, Wenyu Village, Wenyu Township, Lushi County, Henan Province. 6. Teng Hui Chinese ID number: 110107198107140663 Address: No. 1207, Building 5, District 4, Jinding Street, Shijingshan District, Beijing. 7. Hu Wanfeng Chi…

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EX-99.2 (by filename) ex99-2.htm

EX-99.2 3 ex99-2.htm EX-99.2 EXHIBIT 99.2 Business Operation Agreement This business operation agreement (hereinafter referred to as “this Agreement”) was signed by the following parties (hereinafter referred to as “the parties to the Agreement”) in Tianjin, China on June 10, 2025: Party A: King Eagle (China) Co., Ltd. (“ King Eagle China ”) Address: 1st Floor, Building 3, No. 1001, Huihe South Street, Banbidian Village, Gaobeidian Township, Chaoyang District, Beijing. Party B: King Eagle (Tianjin) Technology Co., Ltd. (“ King Eagle Tianjin ”) Address: Room 211, 2nd Floor, No. 1, Second Street, International Logistics Zone, Tianjin Free Trade Zone (Airport Economic Zone) (No. WK-64449, Managed by Sun Wukong (Tianjin) Business Secretary Co., Ltd.) Party C: Liu Cuilian, ID Number: 130226197210152121 Address: No. 105, Gengzhuang Village, Xiaguanying Town, Qian ‘an City, Hebei Province. Wang Zhizhong, ID Number: 110109196811152514 Address: No. 15, front row of the bungalow, No. 16, Chegongzhuang West Road, Haidian District, Beijing. Zhang Jinjing, ID Number: 130623198101295825 Address: No. 6 Hongxing Hutong, Gaopu Village, Jiulong Town, Laishui County, Baoding City, He…

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