How may AmpliTech Group (AMPG) execute share repurchases under the program?

Repurchases may be made through open market purchases, privately negotiated transactions, block trades, or other methods consistent with federal securities laws, including Rule 10b-18. AmpliTech may also use a Rule 10b5-1 trading plan to execute pre-arranged transactions over time.

AmpliTech ends ATM facility, okays $10M buyback

AmpliTech Group, Inc. ended its Equity Distribution Agreement with Maxim Group LLC effective July 7, 2026, halting use of that at-the-market equity sales facility.

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)

Form Type

8-K

Rhea-AI Filing Summary

AmpliTech Group, Inc. ended its Equity Distribution Agreement with Maxim Group LLC effective July 7, 2026, halting use of that at-the-market equity sales facility. The company’s board also approved a stock repurchase program authorizing up to $10 million of common stock repurchases over the next 24 months.

Repurchases may occur at the company’s discretion through open market purchases, block trades, privately negotiated transactions, or other methods consistent with Rule 10b-18, and may be supported by a Rule 10b5-1 trading plan. The program can be suspended, modified, or discontinued at any time and does not require any minimum share purchases.

Insights

AmpliTech halted its ATM facility and authorized a discretionary $10M buyback.

AmpliTech Group terminated its Equity Distribution Agreement with Maxim Group, removing a mechanism for issuing new shares into the market. On the same date, the board authorized a stock repurchase program for up to $10 million of common stock over the next 24 months.

The program permits various repurchase methods under Rule 10b-18 and may use a Rule 10b5-1 trading plan, which allows pre-arranged trading. Actual impact depends on how much of the authorization is ultimately used, since repurchases are fully discretionary and the program can be changed or ended at any time.

8-K Event Classification

2 items: 1.02, 8.01

2 items

Item 1.02 Termination of a Material Definitive Agreement Business

A significant contract was terminated, which may affect business operations or revenue.

Item 8.01 Other Events Other

Voluntary disclosure of events the company deems important to shareholders but not covered by other items.

Key Figures

Agreement termination date: July 7, 2026 Buyback authorization: $10 million Program duration: 24 months +2 more

5 metrics

Agreement termination date July 7, 2026 Equity Distribution Agreement with Maxim Group LLC ended effective this date

Buyback authorization $10 million Maximum aggregate amount for stock repurchases under new program

Program duration 24 months Period during which AmpliTech may repurchase shares under the authorization

Applicable rule Rule 10b-18 Repurchases must comply with this Exchange Act safe harbor provision

Potential trading plan rule Rule 10b5-1 Company may use this rule for pre-arranged buyback trading plans

Key Terms

Equity Distribution Agreement, stock repurchase program, Rule 10b-18, Rule 10b5-1, +1 more

5 terms

Equity Distribution Agreement financial

"the Company provided notice to Maxim Group LLC that it was terminating the Equity Distribution Agreement dated March 21, 2025"

An equity distribution agreement is a formal plan between a company and financial institutions to sell newly issued shares of the company's stock to investors over a period of time. It helps the company raise money gradually, similar to filling a container with water in stages, rather than all at once. For investors, it provides an organized way to buy shares and can influence the stock's supply and price.

stock repurchase program financial

"its Board of Directors has authorized a stock repurchase program under which the Company may repurchase up to $10 million"

A stock repurchase program is when a company buys back its own shares from the market. This can make each remaining share more valuable and shows that the company believes its stock is a good investment. It’s like a business treating its shares like a limited resource, hoping to boost confidence and share prices.

Rule 10b-18 regulatory

"other means in accordance with applicable federal securities laws, including Rule 10b-18 under the Securities Exchange Act of 1934"

Rule 10b-18 is a regulation that sets strict rules for how a company's executives and employees can buy back their own company's stock from the market. It helps ensure that these buybacks happen in a fair and transparent way, reducing the chance of market manipulation. This is important for investors because it offers protection against unfair practices and promotes confidence in the integrity of the stock market.

Rule 10b5-1 regulatory

"The Company may also enter into a trading plan under Rule 10b5-1."

Rule 10b5-1 is a regulation that allows company insiders to buy or sell their shares at predetermined times, even if they have access to non-public information. It acts like setting a schedule in advance for transactions, helping prevent accusations of unfair trading. This rule provides a way for insiders to plan trades transparently, giving investors confidence that these transactions are not based on hidden information.

Emerging growth company regulatory

"Emerging growth company Item 1.02 Termination of a Material Definitive Agreement."

An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What agreement did AmpliTech Group (AMPG) terminate on July 7, 2026?

AmpliTech Group terminated its Equity Distribution Agreement with Maxim Group LLC effective July 7, 2026. This agreement previously allowed at-the-market equity offerings, so ending it means the company no longer uses that facility for issuing new common stock through Maxim.

How large is AmpliTech Group’s (AMPG) new stock repurchase authorization?

AmpliTech’s board authorized a stock repurchase program for up to $10 million of its outstanding common stock. This authorization sets an upper limit; the company is not required to use the full amount and may repurchase fewer shares depending on conditions.

Over what period can AmpliTech (AMPG) repurchase shares under the new program?

The stock repurchase program allows AmpliTech to buy back shares over the next 24 months starting July 7, 2026. During this period, the company can choose timing and amounts based on market conditions and other considerations it deems relevant.

Is AmpliTech (AMPG) required to buy back a specific number of shares?

No, the repurchase program does not obligate AmpliTech to acquire any particular number of shares. The company can suspend, modify, or discontinue the program at any time without prior notice, and actual repurchases will depend on various business and market factors.

What discretion does AmpliTech (AMPG) have in setting buyback prices and timing?

AmpliTech retains full discretion over the timing, manner, price, and amount of any share repurchases. Decisions will consider market conditions, the trading price of its common stock, legal and regulatory requirements, and other factors the company’s management and board evaluate.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 07/08/2026 - 06:15 AM

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (date of earliest event reported): July 7, 2026

AmpliTech Group, Inc.

(Exact Name of Registrant as Specified in its Charter)

Nevada		001-40069		27-4566352
(State of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

155 Plant Avenue,

Hauppauge, NY

11788

(Address of Principal Executive Offices)

(Zip Code)

(631)-521-7831

(Registrant’s telephone number, including area code)

Not Applicable

(Former Name or former address if changed from last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, par value $0.001 per share	AMPG	The Nasdaq Stock Market LLC
Warrants to Purchase Common Stock	AMPGW	The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 1.02 Termination of a Material Definitive Agreement.

On July 7, 2026, AmpliTech Group, Inc., a Nevada corporation (the “Company”) provided notice to Maxim Group LLC (“Maxim”), as Agent, that it was terminating the Equity Distribution Agreement dated March 21, 2025, between the Company and Maxim effective immediately.

Item 8.01 Other Events.

On July 7, 2026, the Company announced that its Board of Directors has authorized a stock repurchase program under which the Company may repurchase up to $10 million of its outstanding common stock over the next 24 months. Under the program, repurchases may be made from time to time through open market purchases, privately negotiated transactions, block trades, or other means in accordance with applicable federal securities laws, including Rule 10b-18 under the Securities Exchange Act of 1934, as amended. The Company may also enter into a trading plan under Rule 10b5-1. The timing, manner, price, and amount of any repurchases will be determined by the Company at its discretion and will depend on a variety of factors, including market conditions, the trading price of the Company’s common stock, applicable legal and regulatory requirements, and other considerations. The program does not obligate the Company to acquire any particular number of shares, and it may be suspended, modified, or discontinued at any time without prior notice.

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 hereunto duly authorized.

	AMPLITECH GROUP INC.

Date: July 7, 2026	By:	/s/ Fawad Maqbool
	Name:	Fawad Maqbool
	Title:	Chief Executive Officer

Source: View Original Filing on SEC EDGAR

Filing Exhibits & Attachments

4 documents

AmpliTech ends ATM facility, okays $10M buyback

Rhea-AI Filing Summary

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