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Marex Group (NASDAQ: MRX) sets UK court hearing for Bermuda move

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
6-K

Rhea-AI Filing Summary

Marex Group plc has scheduled a High Court hearing for its scheme of arrangement related to its proposed redomiciliation to Bermuda. The hearing is set for June 26, 2026 at the Royal Courts of Justice in London.

If approved and all conditions are met, the Scheme is expected to become effective on July 1, 2026, when Marex Group plc’s ordinary shares on Nasdaq would be substituted with ordinary shares of Marex Group Limited. The company highlights that these timings are forward-looking and subject to risks and uncertainties.

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Insights

Marex advances its plan to redomicile to Bermuda, pending court sanction and conditions.

Marex Group plc has fixed a June 26, 2026 High Court hearing for a scheme of arrangement supporting its proposed move of corporate domicile to Bermuda. The structure uses a court-sanctioned scheme, a common UK mechanism for reorganizations affecting shareholders.

The company expects the Scheme to take effect on July 1, 2026, when existing Nasdaq-listed ordinary shares would be substituted with shares of Marex Group Limited. This changes the legal home jurisdiction but not the exchange listing venue, based on the information provided.

The filing stresses that these are forward-looking statements, with timing dependent on satisfying conditions to the Proposed Redomiciliation and avoiding unanticipated difficulties or costs. Actual outcomes may differ, and the company refers investors to risk factors in its December 31, 2025 Form 20-F.

Scheme hearing date June 26, 2026 High Court hearing for sanction of Scheme of Arrangement
Expected Scheme effective date July 1, 2026 Target date for redomiciliation and share substitution
Reference period for risk factors Year-ended December 31, 2025 Annual Report on Form 20-F cited for risk factors
scheme of arrangement regulatory
"the sanction of the scheme of arrangement between the Company and the Company’s shareholders"
A scheme of arrangement is a legal agreement between a company and its shareholders or creditors to reorganize or settle debts, often to avoid bankruptcy or make big changes. It’s like a carefully planned handshake that everyone agrees to, helping the company stay afloat or improve its financial health.
Proposed Redomiciliation regulatory
"relating to the proposed redomiciliation of the Company to Bermuda (the “Proposed Redomiciliation”)"
forward-looking statements regulatory
"This Form 6-K contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995."
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.
High Court Judge regulatory
"will be heard before a High Court Judge at the Royal Courts of Justice"

FAQ

What did Marex Group plc (MRX) announce in this Form 6-K?
Marex Group plc announced the scheduled court hearing for a scheme of arrangement supporting its proposed redomiciliation to Bermuda. The hearing date and expected effective date for substituting its Nasdaq-listed ordinary shares are the key details disclosed.

When is the Marex Group plc Scheme hearing for the Bermuda redomiciliation?
The Scheme hearing is scheduled for June 26, 2026, before a High Court Judge at the Royal Courts of Justice in London. This hearing will consider sanctioning the scheme of arrangement related to Marex’s proposed redomiciliation to Bermuda.

When is the Marex Group plc redomiciliation Scheme expected to become effective?
Marex expects the Scheme to become effective on July 1, 2026, if all conditions are satisfied. On that date, its existing Nasdaq ordinary shares would be substituted with ordinary shares of Marex Group Limited, reflecting the new Bermuda domicile.

How will Marex Group plc’s Nasdaq-listed shares be affected by the Scheme?
If the Scheme becomes effective, Marex Group plc’s ordinary shares on Nasdaq will be substituted with ordinary shares of Marex Group Limited. This reflects the new Bermuda-based parent entity, while maintaining a Nasdaq listing according to the disclosed information.

What risks does Marex Group plc highlight about the Proposed Redomiciliation?
Marex notes that the redomiciliation involves forward-looking statements subject to risks and uncertainties. Key factors include its ability to satisfy conditions to the Proposed Redomiciliation within the expected timeframe and the possibility of unanticipated difficulties or costs arising.

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Form 6-K: How Foreign Companies Report to the SEC →

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO SECTION 13A-16 OR 15D-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of June 2026

Commission File Number: 001-42020

MAREX GROUP PLC
(Translation of registrant’s name into English)

155 Bishopsgate
London EC2M 3TQ
United Kingdom
+44 20 7655 6000		140 East 45th Street, 10th Floor
New York, New York 10017
(212) 618-2800
(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 ☐

























Notice of Hearing for Sanction of the Scheme Relating to Proposed Redomiciliation to Bermuda
On June 18, 2026, Marex Group plc (the “Company”) announced that the hearing for the application and the sanction of the scheme of arrangement between the Company and the Company’s shareholders (the “Scheme”) relating to the proposed redomiciliation of the Company to Bermuda (the “Proposed Redomiciliation”) will be heard before a High Court Judge at the Royal Courts of Justice, Rolls Building, 7 Rolls Buildings, London, EC4A 1NL on June 26, 2026. The expected effective date of the Scheme (and the date of substitution of the Company’s ordinary shares on Nasdaq with the ordinary shares of Marex Group Limited) is July 1, 2026.
Forward-Looking Statements
This Form 6-K contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements contained in this Form 6-K that do not relate to matters of historical fact should be considered forward-looking statements, including without limitation the expected date of the Scheme hearing and the expected effective date of the Scheme. In some cases, these forward-looking statements can be identified by words or phrases such as “may,” “will,” “expect,” “anticipate,” “aim,” “estimate,” “intend,” “plan,” “believe,” “potential,” “continue,” “would,” “is/are likely to” or other similar expressions.
These forward-looking statements are subject to risks, uncertainties and assumptions, some of which are beyond our control. In addition, these forward-looking statements reflect our current views with respect to future events and are not a guarantee of future performance. Actual outcomes may differ materially from the information contained in the forward-looking statements as a result of a number of factors, including, without limitation, our ability to satisfy the conditions to the Proposed Redomiciliation on the expected timeframe, or at all, and the occurrence of unanticipated difficulties or costs in connection with the Proposed Redomiciliation, and other risks discussed under the caption “Risk Factors” in our Annual Report on Form 20-F for the year-ended December 31, 2025, filed with the Securities and Exchange Commission (the “SEC”) and our other reports filed with the SEC.
The forward-looking statements made in this Form 6-K relate only to events or information as of the date on which the statements are made in this Form 6-K. Except as required by law, we undertake no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise, after the date on which the statements are made or to reflect the occurrence of unanticipated events.























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, thereunto duly authorized.

Marex Group plc
Date: June 18, 2026
By:
/s/ Robert Irvin
Name:
Robert Irvin
Title:
Chief Financial Officer


Source: View Original Filing on SEC EDGAR