TGE (NYSE: TGE) launches $10M buyback and 2‑year insider lock‑up

Rhea-AI Filing Summary

AMTD IDEA Group reported that its subsidiary The Generation Essentials Group (TGE) has launched a share repurchase program of up to US$10 million of its ordinary shares. Repurchases may occur over time in open-market trades, block trades, or privately negotiated deals, funded from TGE’s existing cash.

After several hotel acquisitions, TGE’s total asset value is expected to be about US$1.7 billion, a 17.7% increase over audited assets as of December 31, 2025. Net assets are expected to approximate US$971 million, up 15.8% over the prior audited year-end level. TGE’s board views the shares as drastically undervalued and aims for the buyback to support shareholder value.

At the same time, controlling shareholder AMTD Digital Inc., along with TGE’s directors and management, has voluntarily agreed not to sell any TGE shares for two years from this announcement, signaling a long-term commitment and alignment with other shareholders.

Positive

• TGE balance sheet expansion: total asset value is expected to reach about US$1.7 billion, a 17.7% increase over audited assets as of December 31, 2025, with net assets approximating US$971 million, up 15.8% over the prior year-end.
• Capital return and alignment: TGE’s board approved a share repurchase program of up to US$10 million and insiders, including the controlling shareholder, agreed to a two‑year voluntary lock‑up on TGE shares, reinforcing long-term commitment.

Negative

• None.

Insights

Equity & Capital Allocation Analyst

TGE pairs asset growth with a modest buyback and insider lock‑up.

The Generation Essentials Group introduced a share repurchase program of up to US$10 million, funded from existing cash. Relative to expected total assets of about US$1.7 billion, this is a modest capital return, but it underlines management’s view that the stock trades at a significant discount to asset and net asset values per share.

The company highlights that total assets are expected to rise 17.7% and net assets 15.8% versus audited levels as of December 31, 2025, largely reflecting hotel acquisitions. These figures suggest balance sheet expansion and a larger equity base, though the excerpt does not detail earnings or cash flow.

A notable governance signal is the voluntary two‑year lock‑up by controlling shareholder AMTD Digital Inc., directors, and management, who agreed not to sell TGE shares. This arrangement, alongside the buyback, aligns insiders with other shareholders and reduces near‑term selling pressure, though actual impact will depend on future operating performance and market conditions.

Key Figures

Share repurchase authorization: US$10 million Expected total asset value: US$1.7 billion Total asset growth: 17.7% +3 more

6 metrics

Share repurchase authorization US$10 million Maximum value of TGE ordinary shares authorized for buyback

Expected total asset value US$1.7 billion Post hotel acquisitions, compared with audited assets as of December 31, 2025

Total asset growth 17.7% Increase over audited total asset value as of December 31, 2025

Expected net assets US$971 million Approximate net assets after acquisitions versus prior audited year-end

Net asset growth 15.8% Increase over audited year-end net asset value

Lock-up period Two years Voluntary agreement by AMTD Digital, directors, and management not to sell TGE shares

Key Terms

share repurchase program, voluntary lock-up, Rule 10b-18, Rule 10b5-1, +1 more

5 terms

share repurchase program financial

"TGE’s Board of Directors has approved a share repurchase program under which TGE may repurchase up to US$10 million of its ordinary shares."

A share repurchase program is when a company buys back its own shares from the marketplace. This reduces the total number of shares available, which can increase the value of each remaining share and signal confidence in the company's prospects. For investors, it often suggests that the company believes its stock is undervalued or that it has extra cash to return to shareholders.

voluntary lock-up financial

"TGE announced that its controlling shareholder, AMTD Digital Inc., directors, and management team have voluntarily agreed not to sell any of their TGE shares for two years"

Rule 10b-18 regulatory

"The timing and dollar amount of repurchase transactions will be subject to the Securities and Exchange Commission Rule 10b-18 and/or Rule 10b5-1 requirements."

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 timing and dollar amount of repurchase transactions will be subject to the Securities and Exchange Commission Rule 10b-18 and/or Rule 10b5-1 requirements."

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.

Safe Harbor Statement regulatory

"Safe Harbor Statement This press release contains statements that may constitute “forward-looking” statements pursuant to the “safe harbor” provisions"

A safe harbor statement is a disclaimer that companies include in their public disclosures to limit legal liability if future results differ from what was forecasted or expected. It acts like a protective shield, helping companies avoid lawsuits if their predictions don’t come true, and gives investors a clearer understanding that certain statements are forward-looking and involve risks.

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Form 6-K: How Foreign Companies Report to the SEC →

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 June 2026

Commission File Number: 001-39006

AMTD IDEA Group

(Translation of registrant’s name into English)

66 rue Jean-Jacques Rousseau

75001 Paris

France

(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 x      Form 40-F o

EXPLANATORY NOTE

Our subsidiary, The Generation Essentials Group, made certain announcement on June 17, 2026, a copy of which is attached as exhibit 99.1 to this current report on Form 6-K.

1

EXHIBIT INDEX

Exhibit No.		Description
99.1		TGE Announces Share Repurchase Program and Voluntary Lock-Up by Controlling Shareholder

2

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.

	AMTD IDEA Group
	By:	/s/ Feridun Hamdullahpur
	Name:	Dr. Feridun Hamdullahpur
	Title:	Director

Date: June 18, 2026

3

Exhibit 99.1

TGE Announces Share Repurchase Program and Voluntary Lock-Up by Controlling Shareholder

NEW YORK & LONDON -- The Generation Essentials Group (“TGE”) (NYSE: TGE; LSE: TGE), a subsidiary of AMTD Digital Inc. (NYSE: HKD), announces that TGE’s Board of Directors has approved a share repurchase program under which TGE may repurchase up to US$10 million of its ordinary shares.

TGE’s proposed repurchases may be made from time to time in the open market at prevailing market prices, in privately negotiated transactions, in block trades and/or through other legally permissible means, depending on market conditions and in accordance with applicable rules and regulations. The timing and dollar amount of repurchase transactions will be subject to the Securities and Exchange Commission Rule 10b-18 and/or Rule 10b5-1 requirements. TGE’s board of directors may review the share repurchase program periodically and may authorize adjustment of its terms and size. TGE expects to fund the repurchases out of its existing cash balance.

Upon completion of several hotel acquisitions, TGE’s total asset value of approximately US$1.7 billion, represent a 17.7% increase over the audited total asset value as of December 31, 2025. Its net assets are expected to approximate US$971 million, a 15.8% increase over the audited year-end net asset value. 

The Board believes that TGE’s shares are drastically undervalued, given that current share prices are trading at a significant discount relative to net asset and total asset values per share.

The new share repurchase program is intended to enhance shareholder value and demonstrate the Board’s confidence in TGE’s long-term prospects, asset strengths, and robust capital position.

Concurrently, TGE announced that its controlling shareholder, AMTD Digital Inc., directors, and management team have voluntarily agreed not to sell any of their TGE shares for two years from the date of this announcement, further reinforcing their long-term commitment to and confidence in TGE.

About AMTD Group

AMTD Group is a conglomerate with a core business portfolio spanning across media and entertainment, education and training, and premium assets and hospitality sectors.

About AMTD IDEA Group

AMTD IDEA Group (NYSE: AMTD; SGX: HKB) represents a diversified institution and digital solutions conglomerate group, connecting companies and investors with global markets. Its comprehensive one-stop business services plus digital solutions platform addresses different clients’ diverse and inter-connected business needs and digital requirements across all phases of their life cycles. AMTD IDEA Group is uniquely positioned as an active super connector between clients, business partners, investee companies, and investors, connecting the East and the West. For more information, please visit www.amtdinc.com or follow us on X (formerly known as “Twitter”) at @AMTDGroup.

About AMTD Digital Inc.

AMTD Digital Inc. (NYSE: HKD) is a comprehensive digital solutions platform headquartered in France. Its one-stop digital solutions platform operates key business lines including digital media, content and marketing services, investments as well as hospitality and VIP services. For AMTD Digital’s announcements, please visit https://ir.amtdigital.net/investor-news.

About The Generation Essentials Group

The Generation Essentials Group (NYSE: TGE; LSE: TGE), jointly established by AMTD Group, AMTD IDEA Group (NYSE: AMTD; SGX: HKB) and AMTD Digital Inc. (NYSE: HKD), is headquartered in France and focuses on global strategies and developments in multi-media, entertainment, and cultural affairs worldwide as well as hospitality and VIP services. TGE comprises L’Officiel, The Art Newspaper, movie and entertainment projects. Collectively, TGE is a diversified portfolio of media and entertainment businesses, and a global portfolio of premium properties. Also, TGE is a special purpose acquisition company (SPAC) sponsor manager, with its first SPAC successfully raised and priced on December 18, 2025.

Safe Harbor Statement

This press release contains statements that may constitute “forward-looking” statements pursuant to the “safe harbor”provisions of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by terminology such as “will,” “expects,”“anticipates,” “aims,” “future,” “intends,” “plans,” “believes,”“estimates,” “likely to,” and similar statements. Statements that are not historical facts, including statements about the beliefs, plans, and expectations of AMTD IDEA Group, AMTD Digital and/or The Generation Essentials Group, are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties. Further information regarding these and other risks is included in the filings of AMTD IDEA Group, AMTD Digital and The Generation Essentials Group with the SEC. All information provided in this press release is as of the date of this press release, and none of AMTD IDEA Group, AMTD Digital and The Generation Essentials Group undertakes any obligation to update any forward-looking statement, except as required under applicable law.

For more information, please contact:

For AMTD IDEA Group:

IR Office

AMTD IDEA Group

EMAIL: ir@amtdinc.com

For AMTD Digital Inc.:

IR Office

AMTD Digital Inc.

EMAIL: ir@amtdigital.net

For The Generation Essentials Group:

IR Office

The Generation Essentials Group

EMAIL: ir@tge.media

FAQ

What did AMTD (via TGE) announce regarding share repurchases?

TGE announced a share repurchase program authorizing buybacks of up to US$10 million of its ordinary shares. Repurchases may occur in open-market trades, block trades, or privately negotiated transactions and will be funded from TGE’s existing cash resources.

How have The Generation Essentials Group’s assets changed according to AMTD’s 6-K?

TGE expects total asset value of about US$1.7 billion, representing a 17.7% increase over audited total assets as of December 31, 2025. Net assets are expected to approximate US$971 million, a 15.8% rise over the audited year-end net asset value.

How will TGE finance its US$10 million share buyback program?

TGE expects to fund its share repurchase program entirely from its existing cash balance. The company notes that buybacks may be executed over time, subject to market conditions and applicable regulations, including Securities and Exchange Commission Rules 10b-18 and 10b5-1.

What voluntary lock-up did TGE’s controlling shareholder and insiders agree to?

TGE stated that its controlling shareholder AMTD Digital Inc., along with directors and management, has voluntarily agreed not to sell any TGE shares for two years from the announcement date, indicating long-term confidence and reducing potential near-term insider selling activity.

Why does TGE’s board believe the company’s shares are undervalued?

The board believes TGE shares are drastically undervalued because current market prices trade at a significant discount to net asset value and total asset value per share. The buyback program is intended to enhance shareholder value and signal confidence in TGE’s long-term prospects.

Filing Exhibits & Attachments

1 document

Press Releases

• EX-99.1 TGE ANNOUNCES SHARE REPURCHASE PROGRAM AND VOLUNTARY LOCK-UP BY CONTROLLING SHAR 14.0 KB