SK hynix approves estimated Won 20T share buyback

The board cited shareholder-value improvement and equity-based compensation for executive officers and employees as the purchase's purposes.

Rhea-AI Filing Summary

SK hynix Inc. approved the acquisition of 14,920,000 common shares, with an estimated aggregate acquisition value of Won 20,007,720,000,000. The company plans to make the purchases on the open market from October 29, 2026, through January 28, 2027. The maximum daily purchase order is 1,492,000 common shares.

The stated purposes are improving shareholder value and providing equity-based compensation for executive officers and employees. SK Securities Co., Ltd. and NH Investment & Securities Co., Ltd. are named as investment brokerage agents. Before the decision, SK hynix held 25,318,968 common shares acquired within the limit based on the maximum amount of dividends payable, reported as 3.47%, plus 73 common shares from other acquisition.

Filing Explained

The board-approved open-market repurchase is scheduled to begin October 29, 2026, so it is not yet completed; the filing additionally reports a total treasury-share acquisition limit of Won 49,441,280,750,708 and Won 40,008,339,497,230 in treasury-share acquisition amounts since the prior fiscal year-end.

Key Figures

Common shares to be acquired: 14,920,000 common shares Estimated aggregate acquisition value: Won 20,007,720,000,000 Planned acquisition period: October 29, 2026 to January 28, 2027 +4 more

7 metrics

Common shares to be acquired 14,920,000 common shares Approved acquisition

Estimated aggregate acquisition value Won 20,007,720,000,000 Approved common-share acquisition

Planned acquisition period October 29, 2026 to January 28, 2027 Planned period for acquisition

Maximum daily purchase order 1,492,000 common shares Daily order limit

Treasury shares held within dividend-payable limit 25,318,968 common shares Before the acquisition decision

Percentage of shares 3.47% Reported for common shares held within the dividend-payable limit before the decision

Total limit on treasury share acquisition amount Won 49,441,280,750,708 Amount calculated under the stated limit table

Key Terms

treasury shares, distributable profit, open-market purchase

3 terms

treasury shares financial

"acquisition of treasury shares"

Treasury shares are a company’s own stock that it has repurchased and keeps on its books instead of canceling or leaving in the hands of outside investors. Think of them like coupons a business puts back in a drawer: they don’t vote or receive dividends while held, but they can be reissued later for employee pay or fundraising. For investors this matters because buybacks change the number of shares that count toward earnings and ownership, can boost per‑share metrics, and use corporate cash that might otherwise go to growth or dividends.

distributable profit financial

"Limit on distributable profit under the Commercial Act"

open-market purchase financial

"Method of Acquisition | Open-market purchase"

An open-market purchase is when an investor or a company buys shares on a public stock exchange at the going market price, rather than through a private deal. It matters to investors because these purchases change how many shares are available, can push the stock price up or signal confidence from large buyers, and often affect per-share metrics like earnings—think of it like someone buying lots of apples off a grocery shelf, reducing supply and potentially raising the price.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many treasury shares is SKHY planning to acquire, and at what estimated value?

SK hynix approved acquiring 14,920,000 common shares with an estimated aggregate acquisition value of Won 20,007,720,000,000.

What is SKHY's maximum daily treasury-share purchase order?

The maximum daily purchase order is 1,492,000 common shares.

Which brokerage agents are named for SKHY's share acquisition?

SK hynix named SK Securities Co., Ltd. and NH Investment & Securities Co., Ltd. as investment brokerage agents.

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

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

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Available on EDGAR 10/28/2026 - 06:11 AM EDT Accepted by SEC EDGAR 10/28/2026 - 06:11 AM EDT Learn about SEC filing dates

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 OCTOBER 2026

Commission File Number: 001-43391

SK hynix Inc.

(Translation of registrant’s name into English)

2091, Gyeongchung-daero

Bubal-eup, Icheon-si

Gyeonggi-do 17336, Korea

(Address of principal executive office)

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 ☐

Decision on Acquisition of Treasury Shares

On October 28, 2026, the board of directors (the “Board of Directors”) of SK hynix Inc. (the “Company”) approved the Company’s acquisition of treasury shares for the purpose of improving shareholder value and equity-based compensation for executive officers and employees.

1. Number of Treasury Shares to be Acquired

Common shares

14,920,000

Other shares

—

2. Estimated Aggregate Acquisition Value (Won)

Common shares

20,007,720,000,000

Other shares

—

3. Planned Acquisition Period

From

October 29, 2026

To

January 28, 2027

4. Expected Holding Period

From

—

To

—

5. Purpose of Acquisition

Improvement of shareholder value and equity-based compensation for executive officers and employees

6. Method of Acquisition

Open-market purchase

7. Investment Brokerage Agent

SK Securities Co., Ltd. and NH Investment & Securities Co., Ltd.

8. Treasury Shares Held Before Acquisition

Acquisition within Limit Based on Maximum Amount of Dividends Payable

Common shares

25,318,968

Percentage of shares (%)

3.47

Other shares

—

Percentage of shares (%)

—

Other Acquisition

Common shares

73

Percentage of shares (%)

0.0

Other shares

—

Percentage of shares (%)

—

9. Date of Acquisition Decision

October 28, 2026

• Attendance of Independent Directors

Present: 6; Absent: 0

• Attendance of Auditors (Audit Committee Members who are not Independent Directors)

—

10. Maximum Daily Purchase Order

Common shares

1,492,000

Preferred shares

—

11. Other Matters Relating to an Investment Decision

• This decision on acquisition of treasury shares concerns a new acquisition of treasury shares.

• The “Number of Treasury Shares to be Acquired” set forth in Item 1 above was calculated by dividing the “Estimated Aggregate Acquisition Value (Won)” set forth in Item 2 above by the closing price of the Company’s common shares on the day prior to the date of the resolution by the Board of Directors (October 27, 2026: Won 1,341,000). The actual number of treasury shares acquired may change depending on future movements in the Company’s share price.

• The “Expected Holding Period” set forth in Item 4 above may change depending on various management conditions, including the Company’s financial status and changes in the market environment.

• In connection with “Purpose of Acquisition” set forth in Item 5 above, pursuant to the resolution of the Board of Directors on October 28, 2026, the Company intends to acquire treasury shares, of which approximately Won 10 trillion is for the purpose of improving shareholder value and the remaining approximately Won 10 trillion is for the purpose of equity-based compensation, including bonuses for executive officers and employees. However, the amount allocated for compensation for executive officers and employees purposes remains subject to change depending on the Company’s future determination of the size of such compensation.

• The “Other Acquisition” in “Treasury Shares Held Before Acquisition” set forth in Item 8 above were acquired as a result of the exercise of the clean-up call option relating to the exchangeable bonds issued by the Company on April 11, 2023 in May 2026.

• The “Date of Acquisition Decision” set forth in Item 9 above is the date of the resolution by the Board of Directors.

• The “Maximum Daily Purchase Order” set forth in Item 10 above was calculated in accordance with Article 5-5 of the Regulation on Issuance and Disclosure of Securities as the lesser of the greater of (i) and (ii) below and (iii) below:

(i) 10% of the number of shares reported for acquisition: 1,492,000 shares

(ii) 25% of the average daily trading volume for the one-month period preceding the day prior to the date of the resolution by the Board of Directors: 864,904 shares

(iii) 1% of the total number of issued shares: 7,304,923 shares

[Limit on Treasury Share Acquisition Amount]

(Unit: Won)

Category				Amount
1. Limit on distributable profit under the Commercial Act at the end of the previous fiscal year		Net assets		117,318,562,193,943
		Capital		3,657,652,050,000
		Accumulated capital reserve and earned reserve through the end of the previous fiscal year		9,867,146,544,188
		Unrealized gains prescribed by Presidential Decree		12,239,000,231,484
		Subtotal		91,554,763,368,271
2. Treasury share acquisition amount since the end of the previous fiscal year				40,008,339,497,230
3. Dividends and related legal reserve resolved at the General Meeting of Shareholders since the end of the previous fiscal year				1,538,579,052,713
4. Quarterly or interim dividends and related legal reserve resolved by the Board of Directors since the end of the previous fiscal year				592,366,455,038
5. Trust contract amount				—
6. Acquisition cost of treasury shares disposed of since the end of the previous fiscal year (weighted average method)				25,802,387,418
Total Limit on Treasury Share Acquisition Amount (1-2-3-4-5+6)				49,441,280,750,708

* The “Limit on distributable profit limit under the Commercial Act at the end of the previous fiscal year” set forth in Item 1 above was prepared based on the Company’s financial statements as of the end of fiscal year 2025.

* The “Treasury share acquisition amount since the end of the previous fiscal year” set forth in Item 2 above is the book value including brokerage commissions.

[Treasury Shares Held Prior to Decision on Acquisition of Treasury Shares]

(Unit: shares)

Method of acquisition						Type of shares		Beginning		Change						End		Notes
										Acquired (+)		Disposed (–)		Cancelled (–)
Acquisition within limit based on maximum amount of dividends payable		Direct acquisition		Direct acquisition through stock exchange		Common shares		17,377,728		23,693,272		452,032		15,300,000		25,318,968		—
						Other shares		—		—		—		—		—		—
				Over-the-counter acquisition		Common shares		—		—		—		—		—		—
						Other shares		—		—		—		—		—		—
				Tender offer		Common shares		—		—		—		—		—		—
						Other shares		—		—		—		—		—		—
				Subtotal (a)		Common shares		17,377,728		23,693,272		452,032		15,300,000		25,318,968		—
						Other shares		—		—		—		—		—		—
		Acquisition through broker		Held in trust by broker		Common shares		—		—		—		—		—		—
						Other shares		—		—		—		—		—		—
				Held by Company		Common shares		—		—		—		—		—		—
						Other shares		—		—		—		—		—		—
				Subtotal (b)		Common shares		—		—		—		—		—		—
						Other shares		—		—		—		—		—		—
Other acquisition (c)						Common shares		—		73		—		—		73		—
						Other shares		—		—		—		—		—		—
Total (a+b+c)						Common shares		17,377,728		23,693,345		452,032		15,300,000		25,319,041		—
						Other shares		—		—		—		—		—		—

* The Company acquired 73 treasury shares in May 2026 through a fractional share settlement in connection with the exercise of a clean-up call option relating to the exchangeable bonds issued by the Company on April 11, 2023.

** The “Beginning” amount above refers to the number of treasury shares held as of January 1, 2026, the beginning of the current fiscal year, and the “End” amount above refers to the number of treasury shares held as of October 28, 2026, the date of this report.

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.

SK hynix Inc.
(Registrant)
By:		/s/ Seonghwan Park
(Signature)
Name: Seonghwan Park
Title: Head of Investor Relations

Date: October 28, 2026