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 July 2026

Commission File Number: 001-42712

HAPPY CITY HOLDINGS LIMITED

(Translation of registrant’s name into English)

30 Cecil Street

#19-08 Prudential Tower

Singapore

(Address of principal executive office)

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 ☐

When used in this Form 6-K, unless otherwise indicated, the terms “the Company,” “Happy City,” “we,” “us” and “our” refer to Happy City Holdings Limited and its subsidiaries.

Resignation of Mr. Ho Wai Alan, Chung

On July 27, 2026, the board of directors of the Company (the “Board”) received and accepted the resignation of Mr. Ho Wai Alan, Chung (“Mr. Chung”) from his position as an independent director of the Company, and from his positions as the chair of the nominating committee and a member of each of the audit committee and the compensation committee of the Board, in each case effective July 31, 2026. Mr. Chung resigned in order to pursue his other professional business and not due to any disagreement or dispute with the Company, the Board or the Company’s management team on any matter relating to the Company’s operations, policies, or practices. Mr. Chung further confirmed that there are no matters relating to his resignation that need to be brought to the attention of the shareholders of the Company or the regulators.

Following Mr. Chung’s resignation, the Board consists of six directors, four of whom are independent directors under the listing rules of The Nasdaq Stock Market LLC, and the audit committee, the compensation committee and the nominating committee of the Board each continue to consist of four independent directors. Mr. Liu Sicheng will serve as the chair of the nominating committee, effective July 31, 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.