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 April 2026
Commission File Number: 001-39301
LION GROUP HOLDING LTD.
Not Applicable
(Translation of registrant’s name into English)
Cayman Islands
(Jurisdiction of incorporation or organization)
10 Ubi Crescent, #06-51 (Office 12), Ubi
Techpark
Singapore 408574, Lobby C
(Address of principal executive office)
Registrant’s phone number, including area
code
+65 8877 3871
Indicate by check mark whether the registrant files or will file annual
reports under cover of Form 20-F or Form 40-F.
Form 20-F ☒
Form 40-F ☐
Entry into Material Agreement.
On April 10, 2026, Lion Wealth Management Limited
(“Lion Wealth”), a wholly owned subsidiary of Lion Group Holdings Ltd. (the “Company”), entered into an exclusivity
agreement (the “Exclusivity Agreement”) with Skyfame Realty (Holdings) Limited (In Liquidation) (“Skyfame”), a
company listed on the Main Board of The Stock Exchange of Hong Kong Limited (“HKEX”) under stock code 00059.HK whose trading
has been suspended, and its joint provisional liquidators. Pursuant to the Exclusivity Agreement, Lion Wealth has a six-month exclusivity
period to facilitate the implementation of a proposed restructuring of Skyfame to enable resumption of trading of Skyfame’s shares
on HKEX.
On April 14, 2026, the Company issued a press
release announcing Lion Wealth’s entry into the Exclusivity Agreement. The full text of the press release is attached as Exhibit
99.1 to this Current Report on Form 6-K.
Exhibits
The following exhibits are being filed herewith.
| Exhibit |
|
Description |
| 99.1 |
|
Press release, dated April 14, 2026 |
SIGNATURES
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.
Date: April 14, 2026
| |
LION GROUP HOLDING LTD. |
| |
|
| |
By: |
/s/ Chunning Wang |
| |
Name: |
Chunning Wang |
| |
Title: |
Chief Executive Officer and Director |
Exhibit 99.1
LGHL ANNOUNCES THAT ITS WHOLLY-OWNED SUBSIDIARY
HAS BEEN GRANTED EXCLUSIVITY TO FURTHER NEGOTIATIONS AND THE ENTERING INTO OF A FORMAL AGREEMENT IN RESPECT OF THE PROPOSED RESTRUCTURING
OF SKYFAME REALTY (HOLDINGS) LIMITED (IN LIQUIDATION)
SINGAPORE, April 14, 2026 /PRNewswire/
— Lion Group Holding Ltd. (the “Company” or “LGHL”) is pleased to announce that its wholly-owned subsidiary,
Lion Wealth Management Limited (“Lion Wealth”), has entered into an exclusivity agreement dated April 10, 2026 with
Skyfame Realty (Holdings) Limited (In Liquidation) (“Skyfame”, stock code: 00059.HK) and its joint provisional liquidators.
Under the Exclusivity Agreement, Lion Wealth
has been granted the exclusivity to further negotiations and the entering into of a formal agreement with Skyfame in respect of the proposed
restructuring and resumption of trading on the Main Board of The Stock Exchange of Hong Kong Limited (“HKEX”). The Exclusivity
Agreement does not constitute any binding obligation or commitment on the parties to enter into any transaction or be bound by any terms
and conditions in relation to the proposed restructuring. This exclusivity positions Lion Wealth as the sole party with the right
to negotiate and advance the restructuring proposal during a six-month period, enabling focused and efficient execution to help Skyfame
address its current challenges.
Key Highlights
| ● | Lion Wealth submitted a restructuring proposal to Skyfame and the joint provisional liquidators on April
7, 2026. |
| | | |
| ● | Lion Wealth has been granted exclusivity to further negotiations and the entering into of a formal
agreement with Skyfame in respect of the proposed restructuring and resumption of trading. |
| | | |
| ● | Lion Wealth has engaged and is fully supported by a professional team, comprising financial advisers,
independent financial advisers, Hong Kong and Bermuda legal counsel, valuers, auditors and other specialists. This professional team is
working closely with the joint provisional liquidators to prepare and advance the resumption application to HKEX. |
This arrangement highlights Lion Group’s
commitment to providing structured rescue solutions to distressed listed companies, combining financial support with professional expertise
to help maximize value for Skyfame’s stakeholders and facilitate a successful resumption of trading.
Further announcements will be made by Lion Group
as and when there are material developments regarding the restructuring and resumption process.
About Lion Group Holding Limited:
Lion Group Holding Ltd. (Nasdaq: LGHL) operates
an all-in-one, state-of-the-art trading platform that offers a wide spectrum of products and services, including (i) total return swap
(TRS) trading, (ii) contract-for-difference (CFD) trading, and (iii) Over-the-counter (OTC) stock options trading. Additional information
may be found at http://ir.liongrouphl.com.
Forward-Looking Statements:
This press release contains, “forward-looking
statements” within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements
are made under the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. Lion’s actual
results may differ from their expectations, estimates and projections and consequently, you should not rely on these forward-looking statements
as predictions of future events. Words such as “expect,” “estimate,” “project,” “budget,”
“forecast,” “anticipate,” “intend,” “plan,” “may,” “will,” “could,”
“should,” “believes,” “predicts,” “potential,” “might” and “continues,”
and similar expressions are intended to identify such forward-looking statements. These forward-looking statements include, but are not
limited to, statements about: Lion’s participation in the restructuring of Skyfame and the potential return/loss from the restructuring;
Lion’s goals and strategies; our ability to retain and increase the number of users, members and advertising customers, and expand
its service offerings; Lion’s future business development, financial condition and results of operations; expected changes in Lion’s
revenues, costs or expenditures; competition in the industry; relevant government policies and regulations relating to our industry; general
economic and business conditions globally; proposed crypto asset management operations; and assumptions underlying or related to any of
the foregoing. Lion cautions that the foregoing list of factors is not exclusive. Lion cautions readers not to place undue reliance upon
any forward-looking statements, which speak only as of the date made. Lion does not undertake or accept any obligation or undertaking
to release publicly any updates or revisions to any forward-looking statements to reflect any change in its expectations or any change
in events, conditions or circumstances on which any such statement is based, subject to applicable law. Additional information concerning
these and other factors that may impact our expectations and projections can be found in Lion’s periodic filings with the SEC, including
Lion’s Annual Report on Form 20-F for the fiscal year ended December 31, 2024. Lion’s SEC filings are available publicly on
the SEC’s website at www.sec.gov.
Contacts
Lion Group Holding Ltd.
Tel: +65 8877 3871
Email: ir@liongrouphl.com
