{"url_path":"/sec/sgly/8-k/2026-07-01/item-1-01","section_key":"item-1-01","section_title":"Item 1.01 Entry into a Material Definitive Agreement. **","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-07-01","source_url":"https://www.sec.gov/Archives/edgar/data/1422892/0001213900-26-074223-index.html","accession_number":"0001213900-26-074223","cik":"0001422892","ticker":"SGLY","issuer_name":"Singularity Future Technology Ltd.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1422892/0001213900-26-074223-index.html","primary_entity_key":"0001422892","primary_entity_name":"Singularity Future Technology Ltd."},"word_count":594,"has_tables":true,"body_markdown":"**Item\n1.01 Entry into a Material Definitive Agreement. **\n\n** **\n\nAs\npreviously disclosed, on December 9, 2022, a securities class action, *Crivellaro v. Singularity Future Technology Ltd., et al.*,\nNo. 22-cv-7499-BMC, was commenced against Singularity Future Technology Ltd. (the “Company”) and certain other defendants\nin the United States District Court for the Eastern District of New York (the “Court”), alleging violations of the federal\nsecurities laws (the “Class Action”). On December 17, 2024, the Court granted in part and denied in part the motions to dismiss\nfiled by the Company and its former Chief Executive Officer, Yang Jie. On July 13, 2025, the Company and the lead plaintiffs entered\ninto a Stipulation and Agreement of Settlement (the “Original Settlement Agreement”), pursuant to which the parties agreed\nto resolve the litigation, subject to final approval by the Court. On March 9, 2026, following a fairness hearing, the Court denied,\nwithout prejudice, the motion for final approval of the proposed settlement, denied as moot the related motions concerning attorneys’\nfees, the escrow agreement and the issuance of shares pursuant to Section 3(a)(10) of the Securities Act of 1933. The Court also ordered\nthat the previously imposed temporary restraining order remain in effect.\n\n \n\nOn\nJune 22, 2026, the Company and the lead plaintiffs entered into an Amended Stipulation and Agreement of Settlement (the “Amended\nSettlement Agreement”), which amends and supersedes the Original Settlement Agreement.\n\n \n\nPursuant\nto the Amended Settlement Agreement and subject to approval by the Court, the Company agreed to settle the Class Action for an aggregate\ncash settlement amount of $5,800,000, which includes the $2,000,000 previously deposited into escrow. The Company agreed to deposit an\nadditional $1,500,000 within 15 calendar days after execution of the Amended Settlement Agreement and receipt of the necessary wire transfer\ninformation, subject to a 15-calendar-day grace period for banking or wire-processing delays not caused by the Company and deposit the\nremaining $2,300,000 within 60 days after the initial payment.\n\n \n\nThe\nAmended Settlement Agreement provides that the settlement will be subject to Court approval and, upon effectiveness, will result in the\ndismissal of the Class Action with prejudice and the mutual releases set forth therein, subject to customary exclusions.\n\n \n\nIf\nthe Company fails to make any required payment when due, such failure will constitute a material breach, and the plaintiffs may terminate\nthe settlement, declare the unpaid settlement balance immediately due and payable, and enforce the Confession of Judgment executed by\nthe Company for the unpaid balance, together with any applicable interest, costs and attorneys’ fees.\n\n \n\nThe\nexecution of the Amended Settlement Agreement does not constitute an admission by the Company of any wrongdoing, fault, or liability,\nand the Company does not admit any wrongdoing, fault, or liability.\n\n \n\nThe\nCompany determined that resolving the Class Action now is in its best interests. Although the Company was prepared to continue defending\nits position, the Amended Settlement Agreement meaningfully reduces the uncertainty, distraction, and significant costs and exposure\nassociated with protracted and complex class action litigation and further enables the Company to maintain its focus on executing its\nbusiness strategy.\n\n \n\nThe\nultimate outcome of the Class Action remains uncertain, with no guarantee that the Amended Settlement Agreement will receive Court approval.\nIf the settlement is not finalized, the Company intends to continue defending itself in the pending class action and maintains that it\nhas strong factual and legal defenses.\n\n \n\nThis\nsummary is qualified by reference to the full text of the Amended Settlement Agreement, a copy of which is filed with the Court in *Crivellaro\nv. Singularity Future Technology Ltd., et al.*, No. 22-cv-7499-BMC.\n\n \n\n1"}