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Currenc Group (NASDAQ: CURR) enhances executive change-in-control packages

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
6-K

Rhea-AI Filing Summary

Currenc Group Inc. updated its employment agreements with its Chief Executive Officer, Alexander King Ong Kong, and Chief Financial Officer, Wan Lung Eng, to expand their protections if they are terminated or asked to resign following a change in control of the company. Under the new terms, each executive would receive base salary for 60 months, continued participation in group medical and dental plans, immediate vesting of all unvested equity awards, and payment for accrued but unused vacation, in addition to specified final compensation. Both executives remain eligible for bonus compensation, and each may elect to receive base salary as a lump sum at termination. For Mr. Eng, the amendment also adds a tax gross-up so that, if any change-in-control payments trigger an excise tax under Section 4999 of the Internal Revenue Code, the company will cover that excise tax and related payroll or income taxes so that he retains the same net amount.

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Insights

Currenc Group adds generous change-in-control severance and a tax gross-up for top executives.

Currenc Group Inc. has significantly enhanced change-in-control protections for its CEO and CFO. If either is terminated or asked to resign as a result of a change in control, each is entitled to 60 months of base salary, continued group medical and dental coverage, immediate vesting of all unvested equity awards, and payment for accrued but unused vacation, alongside existing final and bonus compensation terms.

The Second Amendment for CFO Wan Lung Eng goes further by adding a tax gross-up tied to Section 4999 excise taxes. If company-related payments in connection with a change in control or otherwise would trigger these excise taxes, the company will pay an additional amount intended to cover both the excise tax and related payroll or income taxes, so that he keeps the same net benefit as if no excise tax applied.

These provisions can increase the cost of a potential change in control and may influence how negotiations are structured. They also clarify the executives’ economic security around control transactions, with the key triggers and benefits now embedded in their updated contracts as of December 9, 2025.

 

 

 

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 December 2025

 

Commission File No. 001-41079

 

Currenc Group Inc.

(Translation of registrant’s name into English)

 

410 North Bridge Road,

Spaces City Hall,

Singapore

(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 ☒ Form 40-F ☐

 

 

 

 

 

 

Amendment to Kong Employment Agreement

 

On December 9, 2025, Currenc Group Inc., an exempted company incorporated and registered in the Cayman Islands (the “Company” or “Currenc”) and Alexander King Ong Kong, the Company’s Chief Executive Officer and Chairman of the Board of Directors of the Company, entered into an Amendment to Employment Agreement (the “Kong Amendment”), which amends the original Amended and Restated Employment Agreement dated August 15, 2025 (the “Kong Employment Agreement”). Pursuant to the terms of the Kong Amendment, if Mr. Kong is terminated or asked to resign as a result of change in control of the Company, in addition to the Final Compensation (as defined in the Kong Amendment), for a period of sixty (60) months following the date of termination, Mr. Kong will be entitled to (i) receive his base salary as per the Kong Employment Agreement, (ii) continue participating in the Company’s group medical and dental plans, (iii) have all unvested equity awards granted to Mr. Kong immediately vest and the restricted period immediately expire and (iv) receive payment for all accrued but unused vacation. Mr. Kong will continue to be entitled to any bonus compensation otherwise payable pursuant to the Kong Employment Agreement and may elect to receive his base salary in a lump sum at time of termination.

 

Except as described above, the terms of the Kong Employment Agreement remain unchanged.

 

Second Amendment to Eng Employment Agreement

 

On December 9, 2025, the Company and Wan Lung Eng, the Company’s Chief Financial Officer, entered into a Second Amendment to Employment Agreement (the “2nd Eng Amendment”), which amends the original Employment Agreement dated April 10, 2025, as amended on October 30, 2025 (the “Eng Employment Agreement”). Pursuant to the terms of the 2nd Eng Amendment, if Mr. Eng is terminated or asked to resign as a result of change in control of the Company, in addition to the Final Compensation (as defined in the 2nd Eng Amendment), for a period of sixty (60) months following the date of termination, Mr. Eng will be entitled to (i) receive his base salary as per the Eng Employment Agreement, (ii) continue participating in the Company’s group medical and dental plans, (iii) have all unvested equity awards granted to Mr. Eng immediately vest and the restricted period expire and (iv) receive payment for all accrued but unused vacation. Mr. Eng will continue to be entitled to any bonus compensation otherwise payable pursuant to the Eng Employment Agreement and may elect to receive his base salary in a lump sum at time of termination.

 

The 2nd Eng Amendment also provides that in the event Mr. Eng becomes entitled to payments and benefits from the Company in connection with change in control or otherwise (“Company Payments”) and such payments would trigger excise tax under Section 4999 of the Internal Revenue Code, the Company must make an additional “gross-up” payment to Mr. Eng. The “gross-up” payment is intended to cover the excise tax and any related payroll or income taxes, such that Mr. Eng retains the same net amount of the Company Payments as if no excise tax had applied.

 

Except as described above, the terms of the Eng Employment Agreement remain unchanged.

 

The foregoing descriptions of the Kong Amendment and the 2nd Eng Amendment are qualified in their entirety by reference to the full text of the Kong Amendment and the 2nd Eng Amendment, respectively, copies of which are attached hereto as Exhibit 10.1 and Exhibit 10.2 to this Report on Form 6-K.

 

INDEX TO EXHIBITS

 

Exhibit No.   Description
10.1   Amendment to Employment Agreement, dated as of December 9, 2025, by and between Currenc Group Inc. and Alexander King Ong Kong.
10.2   Second Amendment to Employment Agreement, dated as of December 9, 2025, by and between Currenc Group Inc. and Wan Lung Eng.

 

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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 hereunto duly authorized.

 

Date: December 12, 2025

 

  CURRENC GROUP INC.
     
  By: /s/ Wan Lung Eng
  Name: Wan Lung Eng
  Title: Chief Financial Officer

 

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FAQ

What change-in-control protections did Currenc Group (CURR) add for its CEO?

If Alexander King Ong Kong is terminated or asked to resign as a result of a change in control, he is entitled for 60 months to receive his base salary, continue participating in Currenc Group Inc.’s group medical and dental plans, have all unvested equity awards immediately vest with the restricted period expiring, and receive payment for all accrued but unused vacation, in addition to final and bonus compensation under his employment agreement.

How was Currenc Group (CURR) CFO Wan Lung Eng’s employment agreement amended?

Under the Second Amendment, if Wan Lung Eng is terminated or asked to resign as a result of a change in control, he is entitled for 60 months to his base salary, continued participation in group medical and dental plans, immediate vesting of all unvested equity awards with the restricted period expiring, and payment for accrued but unused vacation, along with final and bonus compensation. He may also elect to receive his base salary in a lump sum at termination.

What is the Section 4999 tax gross-up added to Currenc Group (CURR) CFO’s agreement?

The Second Amendment provides that if Wan Lung Eng becomes entitled to payments and benefits in connection with a change in control or otherwise and those Company Payments would trigger excise tax under Section 4999 of the Internal Revenue Code, Currenc Group Inc. must make an additional gross-up payment. This payment is intended to cover the excise tax and any related payroll or income taxes so he retains the same net amount as if no excise tax applied.

Do the change-in-control amendments affect Currenc Group (CURR) executives’ bonus eligibility?

Yes. Both Alexander King Ong Kong and Wan Lung Eng remain entitled to any bonus compensation otherwise payable under their respective employment agreements, even if terminated or asked to resign as a result of a change in control, in addition to the enhanced severance and benefit provisions.

Can Currenc Group (CURR) executives receive their base salary as a lump sum after a change in control?

Both the Kong Amendment and the Second Eng Amendment provide that the executives may elect to receive their base salary in a lump sum at the time of termination, rather than over time, if they are terminated or asked to resign as a result of a change in control.

Where can investors find the full text of Currenc Group (CURR) executive employment amendments?

The full text of the Amendment to Employment Agreement with Alexander King Ong Kong is filed as Exhibit 10.1, and the Second Amendment to Employment Agreement with Wan Lung Eng is filed as Exhibit 10.2 to the Report on Form 6-K.

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