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Freedom Holding Corp. (FRHC) elevates Valeriy Kim to CFO as Ler shifts to advisory role

Filing Impact
(High)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Freedom Holding Corp. announced a leadership change in its finance organization. On June 25, 2026, longtime Chief Financial Officer Evgeny Ler resigned from the CFO role and is expected to continue with the company as a special advisor to Chief Executive Officer Timur Turlov, focusing on financing and M&A activities.

The company appointed Valeriy Kim, 37, as its new Chief Financial Officer effective the same day. Kim’s package includes an annual base salary of $1,132,692, an annual cash bonus of $1,000,000 under existing compensation programs, and an annual award of 15,000 common shares with an estimated grant value of $2,155,500. The company states there are no family relationships, side arrangements, or related party transactions requiring disclosure in connection with his appointment.

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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
CFO base salary $1,132,692 per year Annual base salary for new CFO Valeriy Kim
CFO annual cash bonus $1,000,000 per year Target annual cash bonus under existing compensation program
Annual equity award 15,000 shares Annual common stock award for new CFO
Estimated grant value $2,155,500 Estimated value of 15,000-share annual award based on latest market price
New CFO age 37 years Age of newly appointed CFO Valeriy Kim
Effective CFO transition date June 25, 2026 Date Ler resigned and Kim was appointed CFO
M&A financial
"special advisor to the Company's Chief Executive Officer Timur Turlov, focusing on financing and M&A activities"
M&A, short for mergers and acquisitions, involves one company combining with or purchasing another company to grow, streamline operations, or gain competitive advantages. For investors, M&A activity can signal potential for increased value, new opportunities, or changes in market dynamics, making it an important factor to watch in the business landscape.
Item 404(a) of Regulation S-K regulatory
"no related party transactions between the Company and the newly appointed CFO that would require disclosure under Item 404(a) of Regulation S-K"
forward-looking statements regulatory
"This release, and any related statements, contains "forward-looking" statements within the meaning of Section 21E"
Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.
Emerging growth company regulatory
"Emerging growth company Item 5.02 - Departure of Directors or Certain Officers"
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.
Inline XBRL technical
"Cover Page Interactive Data File (embedded within the Inline XBRL document)"
Inline XBRL is a file format for financial filings that embeds machine-readable data tags directly inside the human-readable report, so the same document can be read by people and parsed by software. For investors it makes extracting, comparing and verifying financial numbers faster and more reliable—like a grocery list where each item also has a barcode—reducing manual errors and speeding up analysis.
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Learn about SEC filing dates
40 Wall Street, 58th Floor, New York, NY10005(212)9804400NasdaqFalse000092480500009248052022-09-132022-09-13


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): June 29, 2026

FREEDOM HOLDING CORP.
(Exact name of registrant as specified in its charter)
Nevada001-3303430-0233726
(State or other jurisdiction of incorporation)
Commission
File Number)
(IRS Employer
Identification No.)
40 Wall Street, 58th Floor, New York, NY
(Address of principal executive offices)
10005
(Zip code)
(212) 980 4400
(Registrant’s telephone number, including area code)
N/A
(Former name or former address, if changed since 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 under Section 12(b) of the Act:

Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, par value $0.001 per shareFRHC
The Nasdaq Capital Market

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, indicated 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 5.02 - Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

On June 25, 2026, Evgeny Ler resigned from his position as Chief Financial Officer of Freedom Holding Corp. (the "Company"), effective the same date. Mr. Ler is expected to serve as a special advisor to the Company's Chief Executive Officer Timur Turlov, focusing on financing and M&A activities.

On June 25, 2026, the Company appointed Valeriy Kim, 37, as its Chief Financial Officer, effective immediately.

Mr. Kim has served as Vice President of Finance of the Company and Chief Executive Officer of Freedom Holding Operations LLP, a subsidiary of the Company, since 2024. From 2020 to 2024, he served as Chief Financial Officer of Freedom Finance Global PLC, also a subsidiary of the Company.

Mr. Kim has no family relationships with any of the Company's directors or executive officers. There are no arrangements or understandings between the newly appointed CFO and any other person pursuant to which Mr. Kim was appointed as CFO. There are no related party transactions between the Company and the newly appointed CFO that would require disclosure under Item 404(a) of Regulation S-K.

Following the recommendation of the Company's Compensation Committee, the Company's Board of Directors authorized and approved the following compensatory arrangements for Mr. Kim in his capacity as the Company's Chief Financial Officer:

Mr. Kim will be entitled to an annual base salary of $1,132,692 and an annual cash bonus of $1,000,000. The payment of the bonus will be based on the Company's existing compensation program terms and objectives. In addition, Mr. Kim's compensation package includes an annual award of 15,000 shares of the Company's common stock with an estimated grant value of $2,155,500, based on the latest market transaction price available as of the date of the Board's resolution.

On June 29, 2026, the Company published a press release announcing the appointment of Mr. Kim as CFO. A copy of the press release is included herewith as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits
Exhibit No.Description
99.1
Press release dated June 29, 2026
104Cover Page Interactive Data File (embedded within the Inline XBRL document)
2





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.

FREEDOM HOLDING CORP.
Date: June 29, 2026
By:/s/ Assel Mussina
Assel Mussina
Corporate Secretary

3


FREEDOM HOLDING CORP. NAMES VALERIY KIM
CHIEF FINANCIAL OFFICER

ALMATY, KAZAKHSTAN AND NEW YORK, NY (June 29, 2026) – Freedom Holding Corp. (Nasdaq: FRHC) today announced that Valeriy Kim, most recently Vice President of Finance of Freedom Holding Corp. and Chief Executive Officer at Freedom Holding Operations LLP, a Freedom Holding Corp. subsidiary, has been appointed as Chief Financial Officer of Freedom Holding Corp.

Mr. Kim succeeds Evgeny Ler, who has served as the company's CFO since 2015. Mr. Ler is expected to serve as a special advisor to Freedom Holding Corp. Chief Executive Officer Timur Turlov, focusing on financing and M&A activities.

"As Freedom continues to explore innovative financing opportunities and pursue strategic acquisitions, Evgeny's experience will be a significant asset to the company and to me personally," said Timur Turlov, Freedom's Chief Executive Officer. "Valeriy is the natural choice to step into this role. Having built and scaled our financial reporting, tax and planning functions from the ground up, he is uniquely positioned to lead our finance function as we continue our expansion in Kazakhstan, throughout Europe and other regions. This transition reflects both continuity and confidence in our team."

Mr. Kim, 37, served as Chief Financial Officer of Freedom Finance Global PLC, also a company subsidiary, from 2020-24.

Both Messrs. Ler and Kim began their careers at Deloitte before joining Freedom Holding Corp.


Cautionary Note Regarding Forward-Looking Statements

This release, and any related statements, contains "forward-looking" statements within the meaning of Section 21E of the United States Securities Exchange Act of 1934. All forward-looking statements are subject to uncertainty and changes in circumstances. In some cases, forward-looking statements can be identified by terminology such as "expect," "new," "plan," "strategy," "mission," "seek," "pursue," "continue," and "will," or the negative of such terms or other comparable terminology and include statements relating to our financing opportunities, acquisitions, potential service and experience of our officers, our expansion plans, and other non-historical statements. Forward-looking statements are not guarantees of future results or performance and involve risks, assumptions, and uncertainties that could cause actual events or results to differ materially from the events or results described in, or anticipated by, the forward-looking statements. Factors that could materially affect such forward-looking statements include economic, business, and regulatory risks and other factors including those identified under "Risk Factors" and elsewhere in the company's periodic and current reports filed with the U.S. Securities and Exchange Commission. All forward-looking statements are made only as of the date of this release, and the company assumes no obligation to update forward-looking statements to reflect subsequent events or circumstances. Readers should not place undue reliance on these forward-looking statements.

FAQ

What executive change did Freedom Holding Corp. (FRHC) announce?

Freedom Holding Corp. announced that longtime CFO Evgeny Ler resigned as Chief Financial Officer and that Valeriy Kim was appointed as the new CFO, effective June 25, 2026. Ler is expected to remain as a special advisor focusing on financing and M&A activities.

Who is the new CFO of Freedom Holding Corp. (FRHC) and what is his background?

The new CFO is Valeriy Kim, age 37. He previously served as Vice President of Finance at Freedom Holding Corp. and Chief Executive Officer of Freedom Holding Operations LLP, and from 2020 to 2024 was CFO of subsidiary Freedom Finance Global PLC.

What compensation will Freedom Holding Corp. (FRHC) pay its new CFO?

Valeriy Kim will receive an annual base salary of $1,132,692 and an annual cash bonus of $1,000,000. His package also includes an annual grant of 15,000 common shares with an estimated grant value of $2,155,500, based on the latest market transaction price.

Will former CFO Evgeny Ler remain involved with Freedom Holding Corp. (FRHC)?

Yes. Although Evgeny Ler resigned as CFO effective June 25, 2026, he is expected to continue as a special advisor to CEO Timur Turlov. His advisory role will focus on financing activities and mergers and acquisitions for Freedom Holding Corp.

Did Freedom Holding Corp. (FRHC) issue a press release about the CFO transition?

Freedom Holding Corp. issued a press release dated June 29, 2026 announcing the appointment of Valeriy Kim as CFO and describing the transition. The press release is filed as Exhibit 99.1 to the report, along with an Inline XBRL cover page exhibit.

Filing Exhibits & Attachments

4 documents