JM Group Limited (NYSE American: JMG) raises approximately $15 million in IPO

Rhea-AI Filing Summary

JM Group Limited completed an initial public offering of 3,750,000 ordinary shares at $4.00 per share, generating gross proceeds of approximately $15 million before commissions and expenses. The offering was conducted as a firm commitment underwritten deal, and the company granted the underwriters a 45‑day option to purchase up to an additional 562,500 ordinary shares to cover over‑allotments, if any.

The company’s ordinary shares were approved for listing on NYSE American on December 9, 2025, and began trading on December 10, 2025 under the symbol “JMG.” JM Group Limited announced the pricing and subsequent closing of the offering through press releases dated December 9 and December 11, 2025.

Positive

• JM Group Limited completed an IPO of 3,750,000 ordinary shares at $4.00 per share, generating gross proceeds of approximately $15 million before commissions and expenses.
• The company’s ordinary shares were approved for listing on NYSE American and began trading under the symbol “JMG,” providing access to a U.S. public market.

Negative

• None.

Insights

Equity Capital Markets Analyst

JM Group raises new equity capital through a NYSE American IPO.

JM Group Limited sold 3,750,000 ordinary shares at $4.00 per share in a firm commitment initial public offering, bringing in gross proceeds of approximately $15 million before commissions and expenses. Webull Financial LLC acted as representative of the underwriters, indicating a fully underwritten transaction rather than a best‑efforts placement.

The company also granted a 45‑day option for underwriters to purchase up to an additional 562,500 ordinary shares to cover over‑allotments, which could modestly increase capital raised if exercised. The ordinary shares were approved for listing on NYSE American on December 9, 2025 and began trading under the symbol “JMG” on December 10, 2025, giving the company access to a U.S. public equity market.

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 OF THE

SECURITIES EXCHANGE ACT OF 1934

For the month of December 2025

Commission File Number 001-42999

JM Group Limited

(Translation of registrant’s name into English)

Unit 812, 8/F, Harbour Center Tower 1,
1 Hok Cheung Street, Hung Hom, Kowloon, Hong Kong

(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 ☐

On December 9, 2025, JM Group Limited, a British Virgin Islands exempted company (the “Company”), entered into an underwriting agreement (the “Underwriting Agreement”) with Webull Financial LLC, as the representative of the underwriters named therein (the “Underwriters”), pursuant to which the Company agreed to sell to the Underwriters in a firm commitment underwritten initial public offering (the “Offering”) an aggregate of 3,750,000 ordinary shares (the “IPO Shares”) of the Company, par value $0.0000625 per share (the “Ordinary Shares”), at a public offering price of $4.00 per share. The Company has also granted the Underwriters a 45-day option to purchase up to an additional 562,500 Ordinary Shares to cover over-allotments, if any. 

The IPO Shares were offered by the Company pursuant to a registration statement on Form F-1, as amended (File No. 333-289556), filed with the Securities and Exchange Commission (the “Commission”), which was declared effective by the Commission on December 9, 2025. A final prospectus dated December 9, 2025 relating to this Offering was filed with the Commission pursuant to Rule 424(b) under the Securities Act of 1933, as amended.

The Underwriting Agreement contains customary representations and warranties that the parties thereto made to, and solely for the benefit of, the other party in the context of all of the terms and conditions of that Underwriting Agreement and in the context of the specific relationship between the parties. The provisions of the Underwriting Agreement and schedules and exhibits thereto, including the representations and warranties contained therein respectively, are not for the benefit of any party other than the parties to such documents and agreements and are not intended as documents for investors and the public to obtain factual information about the current state of affairs of the parties to those documents and agreements. Rather, investors and the public should look to other disclosures contained in the Company’s filings with the Commission.

The foregoing summary of the terms of the Underwriting Agreement is subject to, and qualified in its entirety by reference to, a copy of the Underwriting Agreement that is filed as Exhibit 1.1 to this Report on Form 6-K and is incorporated herein by reference.

On December 9, 2025, the Ordinary Shares were approved for listing on NYSE American.

On December 9, 2025, the Company issued a press release furnished herewith as Exhibit 99.1, announcing the pricing of the Offering on October December 9, 2025.

On December 10, 2025, the Ordinary Shares commenced trading under the symbol “JMG.” 

On December 11, 2025, the Company consummated the Offering of 3,750,000 Ordinary Shares, which were priced at a price of $4.00 per share. The Offering was conducted on a firm commitment basis. The gross proceeds to the Company from the Offering, before deducting commissions, expense allowance, and expenses, are approximately $15 million.

On December 11, 2025, the Company issued a press release furnished herewith as Exhibit 99.2, announcing the closing of the Offering.

This report does not constitute an offer to sell, or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or jurisdiction.

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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.

Date: December 11, 2025	JM Group Limited
	By:	/s/ Chun Kwok Stanley Ting
		Chun Kwok Stanley Ting
		Chief Executive Officer

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EXHIBIT INDEX

Exhibit Number		Description
1.1		Underwriting Agreement, dated December 9, 2025, between the Company and Webull Financial LLC, as the representative of the Underwriters.
99.1		Press Release, dated December 9, 2025.
99.2		Press Release, dated December 11, 2025.

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FAQ

How many shares did JM Group Limited offer in its IPO?

JM Group Limited offered 3,750,000 ordinary shares in its initial public offering and granted underwriters a 45-day option to purchase up to an additional 562,500 ordinary shares to cover over-allotments, if any.

What was the IPO price for JM Group Limited (JMG) shares?

The ordinary shares of JM Group Limited were priced at $4.00 per share in the initial public offering.

How much did JM Group Limited raise in gross proceeds from the IPO?

The company reported gross proceeds of approximately $15 million from the offering, before deducting underwriting commissions, expense allowance, and other expenses.

Where are JM Group Limited (JMG) shares listed and what is the ticker symbol?

JM Group Limited’s ordinary shares are listed on NYSE American and trade under the ticker symbol “JMG”.

When did JM Group Limited’s shares start trading on NYSE American?

The company’s ordinary shares commenced trading on NYSE American on December 10, 2025, under the symbol “JMG.”

When did JM Group Limited consummate its IPO?

JM Group Limited consummated the offering on December 11, 2025, following pricing on December 9, 2025.

Who was the underwriter for JM Group Limited’s IPO?

Webull Financial LLC acted as the representative of the underwriters under an underwriting agreement dated December 9, 2025, for a firm commitment offering.