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Leatt Corp (OTCQB: LEAT) sets $419,410 share repurchase program

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

Rhea-AI Filing Summary

Leatt Corporation announced that its Board of Directors has authorized a new stock repurchase program for up to $419,410 of the company’s outstanding common stock. This amount represents the remaining balance of a previously authorized $750,000 repurchase plan.

Leatt plans to buy back shares in open-market transactions in line with federal securities laws, including Rule 10b-18, and may use Rule 10b5-1 trading plans so repurchases can proceed even during blackout periods. The program runs through December 31, 2026, but the company can suspend or discontinue it at any time, and there is no assurance regarding the timing or number of shares ultimately repurchased.

Positive

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Negative

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Item 8.01 Other Events Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
New repurchase authorization $419,410 Value of common stock authorized for repurchase under new program
Prior repurchase plan size $750,000 Total authorization of previously announced share repurchase program
Program expiry date December 31, 2026 Expiration of current share repurchase program
stock repurchase program financial
"authorized and approved a stock repurchase program for shares of the Company's common stock"
A stock repurchase program is when a company buys back its own shares from the market. This can make each remaining share more valuable and shows that the company believes its stock is a good investment. It’s like a business treating its shares like a limited resource, hoping to boost confidence and share prices.
Rule 10b-18 regulatory
"repurchase shares through open market purchases in accordance with applicable federal securities laws, including Rule 10b-18"
Rule 10b-18 is a regulation that sets strict rules for how a company's executives and employees can buy back their own company's stock from the market. It helps ensure that these buybacks happen in a fair and transparent way, reducing the chance of market manipulation. This is important for investors because it offers protection against unfair practices and promotes confidence in the integrity of the stock market.
Rule 10b5-1 trading plan regulatory
"authorized the Company to enter into written trading plans under Rule 10b5-1 of the Exchange Act"
A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.
forward-looking information regulatory
"This report contains forward-looking information, as that term is defined under the Exchange Act"
Forward-looking information are predictions, plans, estimates or expectations about a company’s future performance, results or events, such as sales forecasts, project timelines, or anticipated costs. It matters to investors because these statements guide expectations but rely on assumptions and uncertain factors—like a weather forecast for a business—so investors should treat them as informed guesses rather than guarantees and consider the risks and possible changes behind the numbers.
penny stock financial
"Other risk factors include the status of the Company's common stock as a "penny stock""
Understanding 8-K Material Events →
false 2026-05-12 0001456189 Leatt Corp. 0001456189 2026-05-12 2026-05-12

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): May 12, 2026

LEATT CORP.
(Exact name of registrant as specified in its charter)

Nevada 000-54693 20-2819367
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)

12 Kiepersol Drive, Atlas Gardens, Contermanskloof Road
 Durbanville, Western Cape, South Africa 7550
 (Address of principal executive offices) (ZIP Code)

Registrant’s telephone number, including area code: +27-21-557-7257

Not Applicable
(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:

☐ 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 Symbols   Name of each exchange on which registered
—   —   —

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 May 12, 2026, the Board of Directors (the "Board") of  Leatt Corporation (the "Company") authorized and approved a stock repurchase program for shares of the Company's common stock valued at $419,410. 

Under the stock repurchase program, the Company intends to repurchase shares through open market purchases in accordance with applicable federal securities laws, including Rule 10b-18 of the Securities Exchange Act of 1934 (the "Exchange Act"), through December 31, 2026, when the stock repurchase program expires.

The Board also authorized the Company to enter into written trading plans under Rule 10b5-1 of the Exchange Act.  Adopting a trading plan that satisfies the conditions of Rule 10b5-1 allows a company to repurchase its shares at times when it might otherwise be prevented from doing so due to self-imposed trading blackout periods or pursuant to insider trading laws. Under any Rule 10b5-1 trading plan, the Company's third-party broker, subject to regulations of the Securities and Exchange Commission (the "Commission")  regarding certain price, market, volume and timing constraints, would have authority to purchase the Company's common stock in accordance with the terms of the plan.  The Company may from time to time enter into Rule 10b5-1 trading plans to facilitate the repurchase of its common stock pursuant to its stock repurchase program.

 

The Company cannot predict the specific timing or amount of shares of common stock that it will repurchase, as the program will depend on a number of factors, including constraints specified in any Rule 10b5-1 trading plans, price, general business and market conditions, and alternative investment opportunities, and the stock repurchase program may be suspended or discontinued at any time at the Company's discretion.  Information regarding repurchases under the program will be available in the Company's periodic reports on Form 10-Q and 10-K filed with the Commission, as required by applicable rules of the Exchange Act.

 

This report contains forward-looking information, as that term is defined under the Exchange Act, including information regarding purchases by the Company of its common stock pursuant to any Rule 10b5-1 trading plans. By their nature, forward-looking information and statements are subject to risks, uncertainties, and contingencies, including changes in price and volume and the volatility of the Company's common stock; adverse developments affecting either or both of prices and trading of securities; and unexpected or otherwise unplanned or alternative requirements with respect to the capital investments of the Company. The Company does not undertake to update any forward looking statements or information, including those contained in this report.

A copy of the press release, which the Company is furnishing to the Commission is attached as Exhibit 99.1 and incorporated by reference herein.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.

(d) Exhibits.

Exhibit
No.		 Description
99.1 Press Release, dated May 13, 2026
104 Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).


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.

  LEATT CORPORATION
     
Dated: May 13, 2026 By: /s/ Sean Macdonald
    Sean Macdonald
    Chief Executive Officer and Chief Financial Officer

EXHIBIT INDEX

Exhibit
No.		 Description
99.1 Press Release, dated May 13, 2026
104 Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).

Leatt Corp Announces Share Repurchase Program

CAPE TOWN, South Africa, (May 13, 2026) -Leatt Corporation (OTCQB: LEAT), a leading developer and marketer of head-to-toe protective equipment for MOTO, MTB, ADV, and a wide range of extreme and high-velocity sports, today announced that its Board of Directors has authorized a new share repurchase program of the Company's outstanding common stock.

"We are pleased that our Board of Directors has authorized the continuation of our previously announced share repurchase program which authorized a repurchase of common stock to the value of $ 750,000," said Sean Macdonald, Chief Executive Officer.  "The Board approved the new shareholder repurchase plan of up to $419,410 of the Company's outstanding common stock, which is the balance remaining of the previous plan. We believe that this demonstrates our continued confidence in the strength of the Company and our business plan, as well as our commitment to enhance long-term shareholder value."

Repurchases may be made from time to time at the discretion of the Board of Directors through open-market transactions in accordance with applicable securities laws. The repurchase program expires on December 31, 2026, and can be suspended or discontinued at any time prior to the expiration date. There can be no assurance as to the timing or number of shares of any repurchases, if any.

About Leatt Corp

Driven by the science of thrill, Leatt Corporation develops head-to-toe personal protective gear for various sports, with a focus on mountain biking and extreme motorsports. This includes the award-winning Leatt-Brace®, a neck brace system considered the gold standard for neck protection when worn in conjunction with a helmet. Leatt products are designed for participants in extreme sports that use motorcycles, bicycles, mountain bikes, all-terrain vehicles, snowmobiles, and other open-air vehicles.

For more information, visit www.leatt.com.

Follow Leatt® on Facebook, Twitter, and Instagram.

Forward-looking Statements

This press release may contain forward-looking statements regarding Leatt Corporation (the "Company") within the meaning of the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995. All statements, other than statements of historical fact included herein are "forward-looking statements" including statements regarding the significance of the Company's share repurchase plan and its ability to enhance the long-term value of the Company's securities; the general ability of the Company to achieve its commercial objectives, including its continued development and manufacturing of cutting-edge protective products; the business strategy, plans and objectives of the Company; and any other statements of non-historical information. These forward-looking statements are often identified by the use of forward-looking terminology such as "believes," "expects," "anticipates," "seeks," "should," "could," "intends," or "projects" or similar expressions, and involve known and unknown risks and uncertainties. These statements are based upon the Company's current expectations and speak only as of the date hereof. Any indication of the merits of a claim does not necessarily mean the claim will prevail at trial or otherwise. Financial performance in one period does not necessarily mean continued or better performance in the future. The Company's actual results in any endeavor may differ materially and adversely from those expressed in any forward-looking statements as a result of various factors and uncertainties, which factors or uncertainties may be beyond our ability to foresee or control. Other risk factors include the status of the Company's common stock as a "penny stock" and those listed in other reports posted on The OTC Markets Group, Inc.

 

Contact:

Michael Mason

Investor Relations

Investor-info@leatt.com

Source: View Original Filing on SEC EDGAR

FAQ

What did Leatt Corp (LEAT) announce in its new share repurchase plan?

Leatt Corp’s board authorized a new share repurchase program for up to $419,410 of its outstanding common stock. This continues a previously announced $750,000 authorization and allows open-market buybacks through December 31, 2026, subject to board discretion.

How large is Leatt Corp’s (LEAT) current share repurchase authorization?

Leatt Corp’s current share repurchase authorization is up to $419,410 of outstanding common stock. Management states this reflects the remaining balance of an earlier $750,000 program and is intended as part of its capital return approach.

When does Leatt Corp’s (LEAT) share repurchase program expire?

Leatt Corp’s share repurchase program expires on December 31, 2026. Until then, the company may buy back shares in open-market transactions, but the program may be suspended or discontinued at any time at the board’s discretion.

How will Leatt Corp (LEAT) execute its share repurchases under the program?

Leatt Corp plans to execute repurchases through open-market transactions under Rule 10b-18 and may use Rule 10b5-1 trading plans. A third-party broker would conduct purchases within specified price, volume, market, and timing constraints.

Is Leatt Corp (LEAT) required to repurchase a specific number of shares?

Leatt Corp is not required to repurchase a specific number of shares under the program. Actual buybacks will depend on price, market conditions, constraints under any Rule 10b5-1 plans, and alternative investment opportunities, and may be adjusted or halted by the company.

Filing Exhibits & Attachments

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Press Releases

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