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Forum Markets (FRMM) extends share repurchase program but cuts limit to $100M

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

Rhea-AI Filing Summary

Forum Markets, Incorporated updated its share repurchase program. The Board extended the program by one year, from June 30, 2026 to June 30, 2027, and reduced the aggregate repurchase authorization from $250 million to $100 million.

The program now also expressly allows repurchases through derivative transactions, alongside other available methods. The Board will decide the timing, number, and value of any repurchases, and may extend, suspend, or terminate the program at any time. The company had 13,210,145 common shares outstanding as of June 29, 2026.

Positive

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Insights

Forum Markets extends but downsizes its share repurchase capacity.

Forum Markets kept its buyback framework in place by extending the share repurchase program to June 30, 2027, but reduced the maximum aggregate authorization from $250 million to $100 million. This signals continued, but more limited, capacity for returning capital via repurchases.

The explicit inclusion of repurchases through derivative transactions broadens the methods available, which can influence execution pricing and flexibility. However, the Board retains full discretion over if and when to repurchase shares, and the disclosure emphasizes that there is no assurance of any specific volume or value.

Because activity depends entirely on future Board decisions and market conditions, the immediate financial impact is neutral. Future quarterly and annual filings may detail actual repurchase levels, which would clarify how actively the $100 million authorization is used.

Item 8.01 Other Events Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Revised buyback authorization $100 million Aggregate share repurchase limit after amendment
Previous buyback authorization $250 million Aggregate share repurchase limit before amendment
Shares outstanding 13,210,145 shares Common stock outstanding as of June 29, 2026
Program end date June 30, 2027 Extended expiration of share repurchase program
share repurchase program financial
"approved an amendment to the Company’s existing share repurchase program (the “Repurchase Program”)"
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.
derivative transactions financial
"authorize the Company to effect repurchases through derivative transactions, in addition to other methods"
Derivative transactions are contracts whose value depends on the price or performance of something else—like stocks, bonds, currencies, interest rates or commodities. Think of them as insurance or bets about a future price: investors use them to protect against losses, lock in prices, or try to amplify returns, but they can also magnify losses, create cash demands and expose a firm to the risk that the other party won’t meet its obligation, so they can materially affect a company’s financial stability and volatility.
forward-looking statements regulatory
"contains certain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933"
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"
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.
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false 0001690080 0001690080 2026-06-29 2026-06-29 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

 

 

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

 

Forum Markets, Incorporated

(Exact name of registrant as specified in its charter)

 

Delaware   001-38105   90-1890354
(State or Other Jurisdiction
of Incorporation)		   (Commission File Number)   (IRS Employer
Identification No.)

 

2875 South Ocean Blvd, Suite 100
Palm Beach, FL		   33480
(Address of Principal Executive Offices)   (Zip Code)

 

(650) 507-0669

(Registrant’s telephone number, including area code)

 

 

(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 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 $0.0001 per share   FRMM   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 8.01 Other Events.

 

On June 29, 2026, the Board of Directors (the “Board of Directors”) of Forum Markets, Incorporated (the “Company”) approved an amendment to the Company’s existing share repurchase program (the “Repurchase Program”), which was scheduled to terminate on June 30, 2026. Pursuant to the amendment, the Repurchase Program has been extended for one year, through June 30, 2027. The Board of Directors also approved expanding the program to expressly authorize the Company to effect repurchases through derivative transactions, in addition to other methods of repurchase that may be available to the Company from time to time. The Board of Directors also reduced the aggregate repurchase authorization under the Repurchase Program from $250 million to $100 million. As of June 29, 2026, the Company had 13,210,145 shares of common stock outstanding.

 

The Board of Directors will determine the actual timing, number, and value of any shares repurchased under the Repurchase Program in its discretion using factors such as, but not limited to, stock price, trading volume, general market conditions, and the ongoing assessment of the Company’s capital needs. There is no assurance of the number or aggregate price of any shares that the Company will repurchase. The Repurchase Program may be extended, suspended, or terminated at any time by the Board of Directors.

 

This Current Report on Form 8-K contains certain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Such forward-looking statements include all statements other than statements of historical fact, including but not limited to statements about whether or how the Company may repurchase shares under the Repurchase Program or how many shares, if any, the Company may repurchase. Additional information regarding factors that could materially affect results and the accuracy of the forward-looking statements contained herein may be found in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2025, filed with the SEC on April 1, 2026 and Form 10-Q for the quarter ended March 31, 2026, filed with the SEC on May 15, 2026, and in our subsequent filings with the SEC.

 

1

 

 

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.

 

  FORUM MARKETS, INCORPORATED
   
Date: June 30, 2026 By: /s/ McAndrew Rudisill
    Name:  McAndrew Rudisill
    Title: Chief Executive Officer

 

2

 

Source: View Original Filing on SEC EDGAR

FAQ

What change did Forum Markets (FRMM) make to its share repurchase program?

Forum Markets extended its share repurchase program by one year to June 30, 2027 and reduced the total authorization from $250 million to $100 million. The Board still decides if, when, and how many shares to repurchase under this revised limit.

How large is Forum Markets’ updated share repurchase authorization?

The updated share repurchase program authorizes up to $100 million in aggregate repurchases. This represents a reduction from the prior $250 million limit, indicating a smaller overall capacity for buybacks while still maintaining a meaningful capital return tool.

Did Forum Markets change how it can execute share repurchases?

Yes. Forum Markets’ Board expressly authorized repurchases through derivative transactions in addition to other available methods. This gives the company more flexibility in how it structures buybacks, potentially including options or other derivatives, subject to prevailing market conditions and Board decisions.

How many Forum Markets shares were outstanding when the program was amended?

Forum Markets reported 13,210,145 shares of common stock outstanding as of June 29, 2026. This figure provides context for evaluating the potential scale of the $100 million repurchase authorization relative to the company’s existing equity base at that date.

Is Forum Markets required to repurchase a specific number of shares under the program?

No. The Board will determine the timing, number, and value of any repurchases at its discretion. The company explicitly states there is no assurance regarding how many shares, if any, will be repurchased or the aggregate price ultimately paid.

Can Forum Markets change or end the repurchase program in the future?

Yes. Forum Markets states that the share repurchase program may be extended, suspended, or terminated at any time by the Board of Directors. This flexibility allows adjustments to capital allocation if market conditions or corporate priorities change.

Filing Exhibits & Attachments

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