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MINISO (NYSE: MNSO) chair and CEO plans at least HK$50M share buy

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(Neutral)
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Form Type
6-K

Rhea-AI Filing Summary

MINISO Group Holding Limited reported that its controlling shareholder, chairman and CEO, Mr. Ye Guofu, plans to increase his stake in the company. He intends to purchase MINISO shares and/or ADSs over the next 12 months using his own funds for at least HK$50.0 million (approximately US$6.4 million).

Mr. Ye currently beneficially owns about 789,541,061 ordinary shares, representing roughly 63.7% of MINISO’s issued shares excluding treasury stock. Purchases will be made in open-market or private transactions after the blackout period following the release of MINISO’s first-quarter 2026 financial results and in compliance with applicable securities rules.

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Insights

MINISO’s controlling shareholder plans a HK$50M minimum share purchase using personal funds.

MINISO Group disclosed that chairman and CEO Ye Guofu intends to buy additional shares and/or ADSs over 12 months, committing at least HK$50.0 million (around US$6.4 million) of his own capital via open-market or private transactions.

As of this announcement, he beneficially owns 789,541,061 ordinary shares, about 63.7% of issued shares excluding treasury stock. The company states that public float will remain sufficient if the plan proceeds, which addresses minimum free-float requirements for the HKEX listing.

Execution will begin only after the blackout period linked to the Q1 2026 results ends and while Mr. Ye is not in possession of material non-public information. Actual impact on trading liquidity and ownership concentration will depend on the pace and pricing of any purchases disclosed in future regulatory filings.

Minimum planned share purchases HK$50.0 million Aggregate amount chairman intends to invest over 12 months
Approximate USD equivalent US$6.4 million Stated equivalent of HK$50.0 million commitment
Current shares owned by chairman 789,541,061 shares Ordinary shares beneficially owned as of announcement
Current ownership percentage 63.7% Portion of issued shares excluding treasury shares held by chairman
Plan duration 12 months Period starting from the date of the announcement
Quarter-end before blackout ends March 31, 2026 Quarter-end for first-quarter 2026 results linked to blackout
Share Increase Plan financial
"for an aggregate amount of not less than HK$50.0 million (the “Share Increase Plan”)"
trading blackout restrictions regulatory
"Given that the Company has not yet announced its financial results... Mr. Ye is subject to trading blackout restrictions"
Trading blackout restrictions are temporary limits that prevent company insiders and sometimes staff from buying or selling the company’s stock around sensitive times, such as before earnings or major announcements. They matter to investors because they reduce the risk of unfair trading based on secret information, can temporarily lower trading volume or delay planned trades, and signal that potentially important news may be imminent—like sealing a room before a surprise is revealed.
Model Code for Securities Transactions by Directors of Listed Issuers regulatory
"under the Model Code for Securities Transactions by Directors of Listed Issuers as set out in the Appendix C3"
A set of rules that governs how company directors and senior officers may buy, sell or otherwise deal in their company’s shares, typically requiring prior approval, timely public disclosure and restricted trading windows to prevent use of confidential information. Like traffic laws that keep drivers honest and predictable, the code protects ordinary investors by promoting fair, transparent markets, reducing the risk that insiders gain unfair advantage and helping investors assess management behaviour.
public float regulatory
"the Company will maintain a sufficient public float of its issued Shares if the Share Increase Plan is implemented"
Public float is the total number of a company's shares that are available for trading by the general public. It excludes shares held by company insiders or large stakeholders who are unlikely to sell them easily. This figure helps investors understand how much of the company's stock is actively available, which can influence its liquidity and how easily its price might change.
forward-looking statements regulatory
"This announcement contains forward-looking statements. These statements are made under the “safe harbor” provisions"
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.

 

 

 

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 April 2026

 

 

 

Commission File Number: 001-39601

 

 

 

MINISO Group Holding Limited

 

8F, M Plaza, No. 109, Pazhou Avenue

Haizhu District, Guangzhou 510000, Guangdong Province

The People’s Republic of China
(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   x         Form 40-F ¨

 

 

 

 

 

 

Exhibit Index

 

Exhibit 99.1 — Press Release — MINISO Group Chairman Proposes to Increase Shareholding

Exhibit 99.2 — Announcements with the Stock Exchange of Hong Kong Limited —Voluntary Announcement — Proposed Increase in Shareholding by Controlling Shareholder, Executive Director, Chairman of the Board and Chief Executive Officer

 

 

 

 

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.

 

  MINISO Group Holding Limited
       
  By : /s/ Jingjing Zhang
  Name : Jingjing Zhang
  Title : Chief Financial Officer

 

Date: April 24, 2026

 

 

 

 

Exhibit 99.1

 

MINISO Group Chairman Proposes to Increase Shareholding

 

GUANGZHOU, China, April 23, 2026  -- MINISO Group Holding Limited (NYSE: MNSO; HKEX: 9896) (“MINISO”, “MINISO Group” or the “Company”), a global high-growth value retailer offering a variety of trendy lifestyle products featuring distinctive IP designs, today announced that the Company has been informed by Mr. Guofu Ye, the Chairman of the board of directors and Chief Executive Officer of the Company, that based on his confidence in the Company’s value and long-term business prospects, he intends to increase his shareholding in the Company within 12 months commencing from the date of this press release by purchasing shares of the Company (including American Depositary Shares (“ADSs”) and/or ordinary shares listed on The Stock Exchange of Hong Kong Limited (the “HKEX”)) in the open market or through private transactions, directly or through entities controlled by him, using his own funds, for an aggregate amount of not less than HK$50.0 million (or approximately US$6.4 million).

 

“MINISO’s journey and performance over the past several years have fully validated the soundness of the Company’s strategic direction and the outstanding execution capability of our team. I am highly confident in the Company’s continued growth and am demonstrating that commitment through concrete action,” said Mr. Ye.

 

Given that the Company has not yet announced its financial results for the first quarter ended March 31, 2026, Mr. Ye is subject to trading blackout restrictions under the Company’s insider trading policy and the restrictions on securities transactions by directors under the Model Code for Securities Transactions by Directors of Listed Issuers appended to the Rules Governing the Listing of Securities on the HKEX. Accordingly, Mr. Ye will commence execution of the share increase plan during the first permissible open trading window following the expiration of the applicable blackout period after the announcement of the Company’s first quarter 2026 financial results while not in possession of any material non-public information.

 

Mr. Ye will implement the share increase plan through the purchase of ADSs and/or ordinary shares through open market or private transactions, depending on market conditions. The specific timing, price and volume of each purchase will be determined in accordance with prevailing market conditions and applicable laws and regulations.

 

As of the date of this press release, Mr. Ye beneficially owns an aggregate of 789,541,061 ordinary shares of the Company, representing approximately 63.7% of the issued shares of the Company (excluding treasury shares).

 

About MINISO Group

 

MINISO Group is a global high-growth value retailer offering a variety of trendy lifestyle products featuring distinctive IP designs. Since opening our first store in Chinese mainland in 2013, the Company has successfully built two brands – "MINISO" and "TOP TOY". The Company's flagship brand "MINISO" has grown into a globally recognized retail brand that offers a frequently-refreshed assortment of lifestyle products through an extensive store network worldwide. The Company's products cover diverse consumer needs and consumers are drawn to MINISO for our products' trendiness, creativeness, high quality and affordability. For more information, please visit https://ir.miniso.com/.

 

 

 

 

Safe Harbor Statement

 

This announcement contains forward-looking statements. These statements are made under the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by words or phrases such as “may”, “will”, “expect”, “anticipate”, “aim”, “estimate”, “intend”, “plan”, “believe”, “is/are likely to”, “potential”, “continue” or other similar expressions. Among other things, the quotations from management in this announcement, as well as MINISO’s strategic and operational plans, contain forward-looking statements. MINISO may also make written or oral forward-looking statements in its periodic reports to the U.S. Securities and Exchange Commission (the “SEC”) and The Stock Exchange of Hong Kong Limited (the “HKEX”), in its annual report to shareholders, in press releases and other written materials and in oral statements made by its officers, directors or employees to third parties. Statements that are not historical facts, including statements about MINISO’s beliefs and expectations, are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties. A number of factors could cause actual results to differ materially from those contained in any forward-looking statement, including but not limited to the following: MINISO’s mission, goals and strategies; future business development, financial conditions and results of operations; the expected growth of the retail market and the market of branded variety retail of lifestyle products in China and globally; expectations regarding demand for and market acceptance of MINISO’s products; expectations regarding MINISO’s relationships with consumers, suppliers, MINISO Retail Partners, local distributors, and other business partners; competition in the industry; proposed use of proceeds; and relevant government policies and regulations relating to MINISO’s business and the industry. Further information regarding these and other risks is included in MINISO’s filings with the SEC and the HKEX. All information provided in this press release and in the attachments is as of the date of this press release, and MINISO undertakes no obligation to update any forward-looking statement, except as required under applicable law.

 

Investor Relations Contact:

 

MINISO Group Holding Limited

Email: ir@miniso.com

Phone: +86 (20) 36228788 Ext.8039

 

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Exhibit 99.2

 

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

 

MINISO Group Holding Limited

名 創 優 品 集 團 控 股 有 限 公 司

(A company incorporated in the Cayman Islands with limited liability)

(Stock Code: 9896)

 

VOLUNTARY ANNOUNCEMENT

PROPOSED INCREASE IN SHAREHOLDING BY CONTROLLING SHAREHOLDER, EXECUTIVE DIRECTOR, CHAIRMAN OF THE BOARD AND CHIEF EXECUTIVE OFFICER

 

This announcement is made by MINISO Group Holding Limited (the “Company”) on a voluntary basis.

 

The board (the “Board”) of directors (the “Directors”) of the Company has been informed by Mr. Ye Guofu (“Mr. Ye”), the controlling shareholder, chairman of the Board and chief executive officer of the Company, that based on his confidence in the Company’s value and long-term business prospects, he intends to increase his shareholding in the Company within 12 months commencing from the date of this announcement by purchasing shares of the Company (including American Depositary Shares (the “ADSs”) and/or ordinary shares (the “Shares”) listed on The Stock Exchange of Hong Kong Limited (the “HKEX”)) in the open market or through private transactions, directly or through entities controlled by him, using his own funds, for an aggregate amount of not less than HK$50.0 million (the “Share Increase Plan”).

 

As of the date of this announcement, Mr. Ye directly and indirectly through entities controlled by him holds an aggregate of 789,541,061 Shares, representing approximately 63.7% of the issued Shares (excluding treasury Shares). Based on information available to the Company and to the best knowledge and belief of the Directors, the Company will maintain a sufficient public float of its issued Shares if the Share Increase Plan is implemented.

 

The Share Increase Plan by Mr. Ye fully reflects his strong conviction in the Company’s long-term growth prospects and its intrinsic value.

 

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Trading Window for Commencement of the Share Increase Plan

 

Given that the Company has not yet announced its financial results for the first quarter ended March 31, 2026, Mr. Ye is subject to trading blackout restrictions under the Company’s insider trading policy and the restrictions on securities transactions by Directors under the Model Code for Securities Transactions by Directors of Listed Issuers as set out in the Appendix C3 to the Rules Governing the Listing of Securities on the HKEX. Accordingly, Mr. Ye will commence execution of the Share Increase Plan during the first permissible open trading window following the expiration of the applicable blackout period after the publication of the announcement of the Company’s 2026 first quarterly financial results while not in possession of any material non-public information.

 

Implementation of the Share Increase Plan

 

Mr. Ye will implement the Share Increase Plan through the purchase of ADSs and/or Shares through open market or private transactions, depending on market conditions. The specific timing, price and volume of each purchase will be determined in accordance with prevailing market conditions and applicable laws and regulations.

 

Disclosure Obligations

 

Each of the Company and Mr. Ye will make appropriate disclosures in a timely manner in accordance with the applicable requirements of the Securities and Exchange Commission of the United States and the HKEX regarding the progress of Mr. Ye’s share purchases.

 

Statement by Mr. Ye Guofu

 

“MINISO’s journey and performance over the past several years have fully validated the soundness of the Company’s strategic direction and the outstanding execution capability of our team. I am highly confident in the Company’s continued growth and am demonstrating that commitment through concrete action.”

 

  By order of the Board
  MINISO Group Holding Limited
  Mr. YE Guofu
  Executive Director and Chairman

 

Hong Kong, April 23, 2026

 

As of the date of this announcement, the Board comprises Mr. YE Guofu as executive Director, Ms. XU Lili, Mr. ZHU Yonghua and Mr. WANG Yongping as independent non-executive Directors.

 

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FAQ

What share purchase plan did MINISO (MNSO) announce from its chairman?

MINISO disclosed that chairman and CEO Ye Guofu plans to increase his shareholding over 12 months. He intends to buy MINISO shares and/or ADSs using personal funds, committing at least HK$50.0 million, through open-market or private transactions, subject to market conditions and regulations.

How much of MINISO (MNSO) does chairman Ye Guofu currently own?

Ye Guofu currently beneficially owns about 789,541,061 MINISO ordinary shares. This represents roughly 63.7% of the company’s issued shares, excluding treasury shares, giving him controlling shareholder status alongside his roles as chairman of the board and chief executive officer.

When can MINISO’s chairman start buying more shares under the plan?

The chairman will begin executing the share increase plan in the first permissible open trading window after the blackout period. That blackout ends following the announcement of MINISO’s first-quarter 2026 financial results, and purchases must occur while he has no material non-public information.

Will MINISO (MNSO) maintain sufficient public float if the chairman buys more shares?

The board states that, based on available information, MINISO will maintain sufficient public float even if the share increase plan is implemented. This means the proportion of shares held by public investors should continue to meet Hong Kong Stock Exchange listing requirements after any purchases.

How will MINISO and Ye Guofu disclose progress on the share increase plan?

Both MINISO and Ye Guofu will make timely disclosures on the progress of his share purchases. These updates will follow applicable requirements of the U.S. Securities and Exchange Commission and the Hong Kong Stock Exchange, covering trades in ADSs and ordinary shares as they occur.

Why did MINISO’s chairman say he is increasing his shareholding?

Ye Guofu cited confidence in MINISO’s value and long-term business prospects as his reason for increasing ownership. He referenced the company’s journey and performance in recent years and described the planned purchases as a concrete demonstration of his commitment to MINISO’s continued growth.

Filing Exhibits & Attachments

2 documents