false 0001817511 0001817511 2025-12-22 2025-12-22 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): December 22, 2025

SOCIETY PASS INCORPORATED

(Exact name of registrant as specified in its charter)

Nevada |  | 001-41037 |  | 83-1019155
(State or other jurisdiction of incorporation) |  | (Commission File Number) |  | (IRS Employer Identification Number)

701 S. Carson Street, Suite 200 Carson City, Nevada 89701

(Address of principal executive offices)

(+65) 6518-9385

(Registrant’s telephone number, including area code)

N/A

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act.

Title of each class |  | Trading Symbol |  | Name of each exchange on which registered
Common Stock, par value $0.0001 per share |  | SOPA |  | The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 8.01 Other Events

As part of its ongoing corporate transformation, Society Pass Incorporated (the “Company”) announced the roll out of a comprehensive mergers and acquisition strategy to capture significant valuation arbitrage acquisition opportunities for privately-held companies in located in Southeast Asia, Europe and North America. In this regard, the Company plans to partner up with selected regional and global private equity firms to assist it with deal flow and execution to cement its market leadership in the AI data center, travel, digital advertising, and telecommunications sectors.

In addition, the Company issued press releases dated December 22, 2025, December 23, 2025, and December 29, 2025. Copies of the press releases are attached hereto as Exhibits 99.1, 99.2, and 99.3 and incorporated into this Item 8.01 by reference.

2

Item 9.01. Financial Statements and Exhibits.

(c) Exhibits.

The following exhibits are filed as part of, or incorporated by reference into, this Report.

No. |  | Description of Exhibit
99.1* |  | Press Release dated December 22, 2025
99.2* |  | Press Release dated December 23, 2025
99.3* |  | Press Release dated December 29, 2025
104* |  | Cover Page Interactive Data File (embedded within the Inline XBRL document)

* | Filed herewith.

3

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 hereunto duly authorized.

| Society Pass Incorporated
| By: | /s/ Raynauld Liang
| Name: | Raynauld Liang
| Title: | Chief Executive Officer
Date: December 29, 2025 |  |

4