Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

On June 30, 2022, an aggregate of $1,150,000 (the "Extension Payment") was deposited by Mindfulness Capital Management Limited, a Cayman Islands exempted company ("Mindfulness"), into the trust account of Nocturne Acquisition Corporation, a Cayman Islands exempted company (the "Company") for the public shareholders, representing $0.10 per public share, which enables the Company to extend the period of time it has to consummate its initial business combination by three months from July 5, 2022 to October 5, 2022 (the "Extension"). The Extension is the second of the two three-month extensions permitted under the Company's governing documents.

In connection with the Extension Payment, the Company issued to Mindfulness an unsecured promissory note (the "Note") having a principal amount equal to the amount of the Extension Payment.

The Note is non-interest bearing and payable (subject to the waiver against trust provisions) on the earlier of (i) the date on which the Business Combination is consummated and (ii) the date of the liquidation of the Company.

A copy of the Note is attached as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference. The disclosures set forth in this Item 2.03 are intended to be summaries only and are qualified in their entirety by reference to the Note.

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Effective July 4, 2022, Etienne Snyman tendered his resignation as member of the Board. Mr. Snyman resigned due to a disagreement with the Company regarding the completion of the Extension.

Item 7.01 Regulation FD Disclosure.

On July 5, 2022, the Company issued a press release (the "Press Release") announcing that the Extension Payment had been made. A copy of the Press Release is furnished as Exhibit 99.1 hereto. The information in this Item 7.01 and Exhibit 99.1 hereto shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act or the Exchange Act, except as expressly set forth by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits.





(d) Exhibits



Exhibit
Number    Description

10.1        Promissory Note, dated July 5, 2022, issued by Nocturne Acquisition
          Corporation to Mindfulness Capital Management Limited
99.1        Press Release, dated July 5, 2022
104       Cover Page Interactive Data File (embedded within the Inline XBRL
          document)




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