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Genius Group (NYSE: GNS) targets ASX dual listing by Q4 2026

(Neutral)
(Neutral)
Form Type
6-K

Rhea-AI Filing Summary

Genius Group Limited provides an update on its planned dual listing on the Australian Securities Exchange. After filing its annual report on Form 20-F on March 9, 2026 and lodging an In Principle Advice Application through advisor DLA Piper, the company has received initial feedback from ASX, which it describes as a key milestone in the process.

The company and DLA Piper are preparing a response and remain in active dialogue with ASX. Genius Group states it remains on track and currently estimates completing the dual listing process and listing on ASX in the fourth quarter of 2026, subject to ASX review and approval.

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Estimated ASX listing timing Fourth quarter of 2026 Company estimate for completing dual listing process and listing on ASX, subject to ASX review and approval
Form 20-F filing date March 9, 2026 Date the annual report on Form 20-F was filed before the ASX application
Form F-3 filing date May 1, 2026 Date the Form F-3 registration statement referenced by this 6-K was filed
Form F-3 amendment dates May 4, 2026; June 1, 2026; July 1, 2026 Subsequent amendment dates for the Form F-3 registration statement
Form 6-K signature date July 29, 2026 Date the report was signed by the Chief Executive Officer
Form 6-K regulatory
"FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER"
A Form 6-K is a report that companies listed in certain countries file to provide important updates, such as financial results, corporate changes, or other significant information, to regulators and investors. It functions like an official company update or news release, helping investors stay informed about developments that could affect their investment decisions.
foreign private issuer regulatory
"REPORT OF FOREIGN PRIVATE ISSUER PURSUANT RULE 13a-16"
A foreign private issuer is a company organized outside the United States that meets tests showing it is primarily foreign-controlled and therefore qualifies for a different set of U.S. reporting rules. For investors, that means the company files less frequent or differently formatted disclosures with U.S. regulators and may follow home-country accounting and governance practices, so buying its stock is like dining at a well-reviewed restaurant that follows its home kitchen’s rules instead of the local menu — you get access but should check what standards apply.
dual listing market
"update on the progress of its application for a dual listing on ASX"
A dual listing is when a company makes the same shares available on two different stock exchanges, often in different countries, so investors can buy and sell the same ownership stake in more than one market—like a shop opening branches in two cities that sell the same product. It matters to investors because it can widen the pool of buyers, make shares easier to trade, expose the stock to different currencies and rules, and create price differences or arbitrage opportunities that affect returns and risk.
In Principle Advice Application regulatory
"subsequent lodgement of its In Principle Advice Application with ASX"
Australian Securities Exchange (ASX) market
"application for a dual listing on the Australian Securities Exchange (ASX)"
The Australian Securities Exchange (ASX) is the main marketplace in Australia where people buy and sell shares, bonds and other financial products, and where many companies list to raise money from the public. It matters to investors because it sets the rules, provides the trading platform and price information, and acts like a regulated marketplace that helps ensure trades are transparent, orderly and legally enforceable—similar to a trusted supermarket for financial assets.
Form F-3 regulatory
"Registration Statement on Form F-3 as filed with the SEC"
Form F-3 is a U.S. securities filing that lets eligible foreign companies pre-register and then quickly sell shares or other securities to raise money, because they already meet ongoing reporting and size tests. For investors it signals that the company is up-to-date with regulatory disclosure and has an efficient way to issue new securities — similar to a pre-approved credit line — which can mean faster capital raises but also potential dilution of existing holdings.

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

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FAQ

What does Genius Group's (GNS) July 2026 Form 6-K describe?

The Form 6-K for Genius Group updates progress on its planned dual listing on the Australian Securities Exchange. It notes initial feedback has been received from ASX, and that the company is preparing a response while remaining in active dialogue with the exchange.

When does Genius Group (GNS) expect to complete its ASX dual listing?

Genius Group currently estimates completing the dual listing process and listing on the Australian Securities Exchange in the fourth quarter of 2026. This timing is explicitly stated as being subject to ASX review and approval, so it depends on regulatory outcomes.

What steps has Genius Group (GNS) taken so far toward its ASX listing?

Genius Group filed its Form 20-F on March 9, 2026, then lodged an In Principle Advice Application with ASX through DLA Piper. The company has now received initial feedback from ASX and is preparing a formal response as part of the ongoing process.

How is DLA Piper involved in Genius Group's (GNS) ASX application?

DLA Piper acts as Genius Group’s advisor for the ASX dual listing. The firm lodged the In Principle Advice Application with ASX and is now working with the company to prepare responses to the exchange’s initial feedback and continue the application process.

 

 

 

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 July, 2026

 

Commission File Number: 001-41353

 

Genius Group Limited

(Translation of registrant’s name into English)

 

3 Temasek Avenue,

#18-01, Centennial Tower,

Singapore 039190

(Address of principal executive offices)

 

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 ☐

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ________.

 

Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ________.

 

Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant’s “home country”), or under the rules of the home country exchange on which the registrant’s securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant’s security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR. This 6-K is incorporated by reference into the Company’s Registration Statement on Form F-3 as filed with the SEC on May 1, 2026 and subsequently amended on May 4, 2026, June 1, 2026 and July 1, 2026.

 

 

 

 
 

 

The Company is providing an update on the progress of its application for a dual listing on the Australian Securities Exchange (ASX). Further to the Company’s timely filing of its 20-F on March 9, 2026 and the subsequent lodgement of its In Principle Advice Application with ASX by its advisor DLA Piper, the Company has now received initial feedback from ASX on its application.

 

Receipt of this initial feedback marks the next key milestone in the dual listing process and reflects ASX’s active engagement with the Company’s application. The Company, together with DLA Piper, is currently preparing its response to the feedback received and remains in ongoing dialogue with ASX.

 

The Company remains on track with the dual listing process and estimates completing the process and listing on ASX in the fourth quarter of 2026, subject to ASX review and approval. The Company will provide further updates as it progresses through the remaining stages of the process.

 

 
 

 

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.

 

  GENIUS GROUP LIMITED
     
Date: July 29, 2026    
  By: /s/ Roger Hamilton
  Name: Roger Hamilton
  Title: Chief Executive Officer
    (Principal Executive Officer)