Prospectus for Octave Intelligence plc published and registration statement effective

Rhea-AI Summary

Octave Intelligence (Ticker: B) will be distributed to Hexagon shareholders, with all Octave shares spun off as Swedish depository receipts (SDRs) or class B ordinary shares.

SDRs are expected to start trading on Nasdaq Stockholm on 25 May 2026 and Octave class B shares on Nasdaq New York via when-issued trading from 21 May 2026 and regular-way trading from 28 May 2026. The record date for the distribution is 22 May 2026, and each SDR represents one class B share.

AI-generated analysis. Not financial advice.

Positive

• All Octave shares distributed to Hexagon shareholders as shares or SDRs
• SDRs expected to list 25 May 2026 on Nasdaq Stockholm
• Octave class B shares to trade on Nasdaq New York from 28 May 2026
• Form 10 registration for Octave effective with the U.S. SEC

Negative

• None.

Key Figures

Hexagon employees: 24,800 employees Hexagon countries: 50 countries Hexagon net sales: 5.4bn EUR +5 more

8 metrics

Hexagon employees 24,800 employees Global workforce size mentioned in release

Hexagon countries 50 countries Hexagon geographic footprint

Hexagon net sales 5.4bn EUR Hexagon net sales level referenced in article

Octave employees 7,200 employees Octave global workforce size

Octave countries 45 countries Octave geographic reach

Last cum-rights trading day 20 May 2026 Final day Hexagon B trades with Octave distribution right

Record date 22 May 2026 Record date for Octave share/SDR distribution

Octave NY regular trading 28 May 2026 Expected first regular-way trading date on Nasdaq New York

Market Reality Check

Price: $47.00 Vol: Volume 23,521,799 is 1.94...

high vol

$47.00 Last Close

Volume Volume 23,521,799 is 1.94x the 20-day average of 12,104,140, indicating elevated trading activity prior to this news. high

Technical Price at 47.00 is trading above the 200-day MA of 38.21, reflecting a pre-existing upward trend.

Peers on Argus

The stock gained 8.97%, outpacing gold peers where moves were modest: WPM +2.71%...

The stock gained 8.97%, outpacing gold peers where moves were modest: WPM +2.71%, FNV +1.63%, AEM +0.74%, KGC +0.82%, while AU slipped 0.46%, pointing to a stock-specific driver.

Historical Context

5 past events · Latest: May 11 (Positive)

Pattern 5 events

Date	Event	Sentiment	Move	Catalyst
May 11	Q1 2026 earnings	Positive	+9.0%	Beat production and earnings guidance with strong cash flow and dividend.
May 11	Share repurchase plan	Positive	+9.0%	Authorized up to $3.0B buyback to return excess cash to shareholders.
May 11	Dividend declaration	Positive	+9.0%	Declared Q1 2026 dividend and reiterated free cash flow payout framework.
May 08	Regulatory timeline update	Neutral	+3.1%	FDA extended PDUFA date for Leqembi Iqlik with no new approvability issues.
Apr 28	IPO preparations	Positive	-3.7%	Advanced IPO of North American assets and named new management team.

Pattern Detected

Recent news has mostly drawn positive price reactions, with one notable negative move on IPO-related restructuring news.

Recent Company History

Over the last few weeks, the company reported strong Q1 2026 results with higher gold and copper output, rising revenue, and robust cash generation, alongside a new $3.0 billion buyback and a $0.175 quarterly dividend. Earlier 2026 filings highlighted record 2025 revenue and cash flow, technical reports on key mines, and progress toward an IPO of North American gold assets. One IPO-focused update on Apr 28 coincided with a negative price move, contrasting with generally positive reactions to earnings and capital return announcements.

Market Pulse Summary

This announcement outlines the finalized prospectus and effective Form 10 for Octave Intelligence, s...

Analysis

This announcement outlines the finalized prospectus and effective Form 10 for Octave Intelligence, setting clear dates including the May 22 record date and expected late May trading starts on Nasdaq Stockholm and Nasdaq New York. In context of recent strong earnings, dividends and buyback activity, investors may track how the distribution and dual listings affect capital allocation, index inclusion, and future corporate actions around the spun entity.

Key Terms

depository receipts, registration statement, form 10, nasdaq stockholm, +3 more

7 terms

depository receipts financial

"Octave's Swedish depository receipts ("SDRs") will be listed on Nasdaq Stockholm"

A depository receipt is a tradable certificate issued by a bank that represents ownership of shares held in a foreign company, letting investors buy and sell those shares on their local stock market without dealing with the foreign exchange and custody details. Think of it as a local receipt for a piece of a foreign company kept in a secure vault abroad; it matters because it makes international investing easier, often increases liquidity, and can affect dividend payments and currency risk.

registration statement regulatory

"Octave has filed its Registration Statement on Form 10 and amendments thereto"

A registration statement is a formal document that companies file with a government agency to offer new shares of stock to the public. It provides essential information about the company's finances, operations, and risks, helping investors make informed decisions. Think of it as a detailed product description that ensures transparency and trust before buying into a company.

form 10 regulatory

"Registration Statement on Form 10 and amendments thereto under the U.S. Securities Exchange Act"

Form 10 is a U.S. Securities and Exchange Commission filing companies use to register their securities and become subject to public reporting requirements, delivering a comprehensive package of business descriptions, audited financial statements, management information and risk factors. For investors it matters because it creates a standardized, permanent dossier on a company—like a full inspection and disclosure packet when buying a house—so you can assess finances, risks and management and compare firms reliably.

nasdaq stockholm financial

"Octave's Swedish depository receipts ("SDRs") will be listed on Nasdaq Stockholm"

Nasdaq Stockholm is the main stock exchange in Sweden where shares of Swedish and other Nordic companies are bought and sold; think of it as a large, regulated marketplace or auction house that sets prices by matching buyers and sellers. It matters to investors because where a company lists affects how easily its shares can be traded, how transparent pricing is, and whether the stock is included in regional indexes or funds that can drive buying or selling.

when-issued financial

"The first day of "when-issued" trading in Octave's class B ordinary shares"

"When-issued" refers to a situation where new bonds or stocks are announced and traded before they are officially available to buy. It’s like reserving a ticket for a concert before the tickets are printed, allowing investors to buy or sell these future securities in advance. This helps everyone plan ahead and see how much interest there is before the actual sale happens.

record date financial

"The record date for the distribution is 22 May 2026."

The record date is the specific day when a company determines which shareholders are eligible to receive a dividend or participate in an upcoming vote. It’s like a cutoff date; if you own the stock on that day, you get the benefits or voting rights. This date matters because it decides who qualifies for certain company benefits.

regular-way trading financial

"first day of regular-way trading in Octave's class B ordinary shares on Nasdaq New York"

Regular-way trading is the standard process for buying and selling securities where the trade is completed and ownership is transferred on the market’s normal settlement date (commonly two business days after the trade). It matters to investors because it determines when you legally own the shares, when payment is due and when you qualify for dividends or other corporate actions—think of it like a purchase with a fixed delivery date that affects your rights and responsibilities.

AI-generated analysis. Not financial advice.

STOCKHOLM, May 12, 2026 /PRNewswire/ -- On 24 April 2026, the Annual General Meeting of Hexagon AB ("Hexagon") resolved to distribute all shares in its wholly-owned subsidiary Octave Intelligence plc ("Octave") to Hexagon's shareholders. Octave's Swedish depository receipts ("SDRs") will be listed on Nasdaq Stockholm and Octave's class B ordinary shares will be listed on the Nasdaq Stock Market in New York ("Nasdaq New York").

Octave has prepared a prospectus regarding the admission to trading on Nasdaq Stockholm of the company's SDRs that will each represent one (1) underlying class B ordinary share in Octave. The prospectus has been approved and registered by the Swedish Financial Supervisory Authority.

Octave has filed its Registration Statement on Form 10 and amendments thereto under the U.S. Securities Exchange Act of 1934 with the U.S. Securities and Exchange Commission regarding the listing of its class B ordinary shares on Nasdaq New York. The Registration Statement on Form 10 has become effective.

The prospectus and the registration statement are now available on the Hexagon and Octave websites, www.hexagon.com and www.octave.com.

The last day for trading in Series B shares in Hexagon including the right to receive Octave's shares or SDRs is 20 May 2026. The first day of trading in Series B shares in Hexagon excluding the right to receive Octave's shares or SDRs is 21 May 2026. The record date for the distribution is 22 May 2026.

The first day of trading in Octave's SDRs on Nasdaq Stockholm is expected to be 25 May 2026, and delivery of Octave's SDRs is expected to occur on 26 May 2026.

The first day of "when-issued" trading in Octave's class B ordinary shares on Nasdaq New York is expected to be 21 May 2026. The first day of regular-way trading in Octave's class B ordinary shares on Nasdaq New York is expected to be 28 May 2026.

Following the distribution, holders of SDRs may convert their SDRs into Octave class B ordinary shares. Information about such conversion is available on the Hexagon and Octave websites, www.hexagon.com and www.octave.com.

Expected timetable

20 May 2026	Last day of trading in Series B shares in Hexagon including right to receive Octave's shares or SDRs in the distribution
21 May 2026	First day of trading in Series B shares in Hexagon excluding right to receive Octave's shares or SDRs in the distribution
21 May 2026	Expected first day of "when-issued" trading in Octave's class B ordinary shares on Nasdaq New York
22 May 2026	Record date for the distribution
25 May 2026	Expected first day of trading in Octave's SDRs on Nasdaq Stockholm
25 May 2026	First day to request conversion of Octave's SDRs to Octave's class B ordinary Shares
28 May 2026	Expected first day of regular-way trading in Octave's class B ordinary shares on Nasdaq New York

Advisors

Morgan Stanley, Rothschild & Co and Skandinaviska Enskilda Banken AB (publ) are lead financial advisors to Hexagon and Octave in relation to the distribution and listings of Octave. Sullivan & Cromwell LLP, Mannheimer Swartling Advokatbyrå AB and Arthur Cox LLP are legal counsel to Hexagon and Octave as to U.S., Swedish and Irish law, respectively, in relation to the distribution and listings of Octave.

For more information, please contact: 

Hexagon:

Tom Hull, Head of Investor Relations, Hexagon AB, +44 7442 678 437, ir@hexagon.com

About Hexagon:

Hexagon is the global leader in measurement technologies. Our precision measurement, positioning, and autonomous solutions transform the world's most vital industries. From aerospace & defence, automotive, construction, general manufacturing, to mining and more, we provide the confidence that customers rely on to build, navigate, and innovate.

Hexagon (Nasdaq Stockholm: HEXA B) has approximately 24,800 employees in 50 countries and net sales of approximately 5.4bn EUR.

Learn more at hexagon.com. 

About Octave:

Octave provides mission-critical software that empowers organizations to make informed decisions across every stage of the asset lifecycle - Design, Build, Operate and Protect - where performance, safety, and reliability are non-negotiable and failure is not an option.

Turning complex operational data into actionable intelligence, Octave connects expertise, real-world conditions and enterprise-scale insight to improve performance, resilience and incident response where it matters most.

Octave has approximately 7,200 employees in 45 countries. Learn more at octave.com and follow us on LinkedIn.

Important information:

• This communication does not constitute an offer to exchange, sell or buy securities. There shall not be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.
• This communication contains forward-looking statements, including with respect to the distribution, timing of regular way trading and other matters. When used in this communication, words such as "anticipate", "believe", "estimate", "expect", "intend", "plan", "project" and "will" are intended to identify forward-looking statements. They may involve risks and uncertainties, including technological advances, product demand and market acceptance, regulatory approvals or other requirements, the effect of economic conditions, the impact of competitive products and pricing, foreign currency exchange rates and other risks. These forward-looking statements reflect the views of Hexagon's management as of the date made with respect to future events and are subject to risks and uncertainties. All of these forward-looking statements are based on estimates and assumptions made by Hexagon's management and are believed to be reasonable, though are inherently uncertain and difficult to predict. Actual results or experience could differ materially from the forward-looking statements. Hexagon disclaims any intention or obligation to update these forward-looking statements. Forward-looking statements are not guarantees of future performance and the actual results of Hexagon's operations and the development of the markets and the industry in which Hexagon operates or other outcomes suggested by such forward-looking statements may differ materially from those described in, or suggested by, the forward-looking statements contained in this communication. 

This information was brought to you by Cision http://news.cision.com

https://news.cision.com/hexagon/r/prospectus-for-octave-intelligence-plc-published-and-registration-statement-effective,c4347943

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Press Release

View original content:https://www.prnewswire.com/news-releases/prospectus-for-octave-intelligence-plc-published-and-registration-statement-effective-302769909.html

SOURCE Hexagon

FAQ

What did Hexagon announce about the Octave Intelligence (B) prospectus on 12 May 2026?

Hexagon announced that Octave Intelligence’s prospectus for SDR trading and its Form 10 registration statement are effective. According to Hexagon, this enables listing of Octave SDRs on Nasdaq Stockholm and class B ordinary shares on Nasdaq New York in late May 2026.

When is the record date for Hexagon shareholders to receive Octave Intelligence (B) shares or SDRs?

The record date for the Octave distribution is 22 May 2026. According to Hexagon, 20 May is the last trading day in Hexagon B shares with distribution rights, and 21 May is the first ex-distribution trading day for those Hexagon shares.

When will Octave Intelligence (B) SDRs begin trading on Nasdaq Stockholm?

Octave SDRs are expected to start trading on Nasdaq Stockholm on 25 May 2026. According to Hexagon, each SDR represents one underlying Octave class B ordinary share, and delivery of the SDRs to eligible shareholders is expected on 26 May 2026.

When will Octave Intelligence (B) class B ordinary shares trade on Nasdaq New York?

Octave class B ordinary shares are expected to begin when-issued trading on Nasdaq New York on 21 May 2026. According to Hexagon, regular-way trading of these shares is expected to start on 28 May 2026, following completion of the spin-off distribution.

How can holders convert Octave Intelligence SDRs into class B ordinary shares?

After the distribution, SDR holders may convert their SDRs into Octave class B ordinary shares. According to Hexagon, detailed information and instructions for SDR-to-share conversion are available on the Hexagon and Octave websites, enabling investors to choose their preferred form of ownership.

What is the last day to trade Hexagon B shares with the right to Octave Intelligence (B) distribution?

The last day to trade Hexagon Series B shares with rights to receive Octave shares or SDRs is 20 May 2026. According to Hexagon, from 21 May 2026 Hexagon B shares will trade without entitlement to the Octave distribution.