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 October 2026
Commission File Number:
001-43114
AGI Inc
(Exact name of registrant as specified in its charter)
N/A
(Translation of registrant’s name into English)
Rua Sergio Fernandes Borges Soares, 1000, Prédio E1
Campinas, SP
13054-709 Brazil
+55 19 3031-4000
(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:
EXHIBIT INDEX
| Exhibit No. |
Description |
| 99.1 |
Press release dated October 27, 2026: Agi Announces Share Repurchase Program |
SIGNATURE
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.
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AGI Inc |
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By: |
/s/ Marcello Winnik Dubeux |
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Name: |
Marcello Winnik Dubeux |
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Title: |
Chief Financial Officer |
Date: October 27, 2026
Agi Announces Share
Repurchase Program
São Paulo, October 27th,
2026 – Agi Inc (NYSE: AGBK), (“Agi”) announced today that its board of directors has approved a share repurchase
program. Under the repurchase program, Agi may repurchase up to 3 million shares of its outstanding Class A common shares in the open
market, based on prevailing market prices, or in privately negotiated transactions, over a period beginning on October 27th,
2026 continuing until the earlier of the completion of the repurchase or October 27th, 2027, depending upon market conditions.
Agi’s board of directors will review the repurchase program periodically and may authorize adjustments to its terms and size or
suspend or discontinue the repurchase program. Agi expects to utilize its cash balances derived from retained and future earnings to
fund repurchases made under the repurchase program.
The repurchase program reflects the conviction
of Agi’s board of directors and management in the long-term value of the company and in the strength of its business model. It is
consistent with Agi’s disciplined approach to capital allocation, which prioritizes the sustainable growth of the business while
maintaining prudent levels of capital and liquidity, and provides the company with an additional tool to return capital to shareholders
over time.
Under the share repurchase program, repurchases
may be made from time-to-time in the open market, in derivative transactions and pursuant to negotiated purchases in compliance with Rule
10b-18 and/or Rule 10b5-1, promulgated by the Securities and Exchange Commission under the Securities Exchange Act of 1934, as amended. The
actual timing, number and value of shares repurchased under the repurchase program will depend on several factors, including constraints
specified in the Rule 10b-18, price, general business and market conditions, and alternative investment opportunities. The repurchase
program does not obligate Agi to acquire any specific number of shares in any period, and may be expanded, extended, modified or discontinued
at any time.
About Agi
Agi stands for a banking experience that
welcomes and empowers all Brazilians through a business model that is unique in Brazil. Designed to serve a customer base that represents
the majority of the Brazilian population, our model addresses needs that remain outside the priorities of traditional large banks and
purely digital banks. We believe we fill a gap in the market by serving, with quality and dignity, customers who are often overlooked.
Our hybrid model combines a fully digital
bank that is light, fast, and easy to use, complemented by physical branches that offer a welcoming, agile, and accessible in-person experience
for all Brazilians. We develop tailored solutions and provide a simple, inclusive customer journey for non-digital-native clients, creating
a meaningful competitive advantage. We believe this approach enables us to attract more customers, build long-lasting relationships, and
strengthen our business.
Forward Looking Statements
This press release contains "forward-looking
statements" within the meaning of the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995.
These forward-looking statements are made as of the date they were first issued and were based on current expectations, estimates, forecasts
and projections as well as the beliefs and assumptions of management. Words such as "expect," "anticipate," "should,"
"believe," "hope," "target," "project," "goals," "estimate," "potential,"
"predict," "may," "will," "might," "could," "intend," variations of these
terms or the negative of these terms and similar expressions are intended to identify these statements. Forward-looking statements are
subject to a number of risks and uncertainties, many of which involve factors or circumstances that are beyond Agi Inc’s control.
Agi Inc’s actual results could differ materially from those stated or implied in forward-looking statements due to several factors,
including but not limited to: competition, regulatory or tax developments, changes in its business, industry, or local or global economic
and other developments.
Press & Investor Contact
Media: agibank@incrinc.com
Investors: investors.agiinc.com