TENCENT MUSIC ENTMT GROUP SEC Filings

Tencent Music Entertainment Group is calling its annual general meeting of shareholders for June 30, 2026 at 10 a.m. in Hong Kong. Shareholders of record as of May 20, 2026 can attend or vote by proxy, while ADS holders instruct The Bank of New York Mellon by June 17, 2026.

Investors will vote on reappointing PricewaterhouseCoopers as auditor for 2026, with fees expected to range from RMB17 million to RMB19 million, and on replacing the current Memorandum and Articles with an Eighth Amended and Restated version. The governance changes would permit virtual or hybrid general meetings, support paperless corporate communications and make other minor updates.

Each Class A ordinary share carries one vote and each Class B ordinary share carries 15 votes, with a quorum set at one-third of voting rights on a one-vote-per-share basis. The company notes its Form 20-F annual report for the year ended December 31, 2025 is available on its investor relations site and the SEC’s website.

Tencent Music Entertainment Group has completed its acquisition of Ximalaya Inc., a leading online audio platform in China. The deal closed on May 18, 2026 under a previously signed merger agreement.

Under the agreement, Ximalaya shareholders and employee plan participants exchanged their equity for a merger package consisting of cash of up to US$1,260,000,000 and up to 175,288,891 Class A ordinary shares of Tencent Music, including newly issued shares and shares underlying equity-based awards. Ximalaya is now a wholly-owned subsidiary of Tencent Music, expanding the company’s position in China’s online music and audio entertainment market.

Tencent Music Entertainment Group has completed its acquisition of Ximalaya Inc., a leading online audio platform in China. The deal closed on May 18, 2026 under a previously signed merger agreement.

Under the agreement, Ximalaya shareholders and employee plan participants exchanged their equity for a merger package consisting of cash of up to US$1,260,000,000 and up to 175,288,891 Class A ordinary shares of Tencent Music, including newly issued shares and shares underlying equity-based awards. Ximalaya is now a wholly-owned subsidiary of Tencent Music, expanding the company’s position in China’s online music and audio entertainment market.

Tencent Music Entertainment Group reported unaudited first quarter 2026 results showing moderate growth in its core business and solid profitability. Total revenues increased 7.3% year-over-year to RMB7.90 billion (US$1.15 billion), supported by expansion of its renamed music related services, which generated RMB6.51 billion.

Cost of revenues rose 5.7% to RMB4.35 billion, lifting gross margin to 44.9% from 44.1% a year earlier, helped by higher membership revenues and lower channel fees. On an IFRS basis, net profit was RMB2.14 billion (US$310 million), with net profit attributable to equity holders at RMB2.09 billion (US$303 million), and diluted earnings per ADS of RMB1.34 (US$0.19).

On a non-IFRS basis, adjusted EBITDA increased to RMB2.83 billion (US$410 million), and non-IFRS net profit attributable to equity holders reached RMB2.27 billion (US$330 million), reflecting underlying operating strength. Cash, cash equivalents, term deposits and short-term investments totaled RMB41.00 billion (US$5.94 billion) as of March 31, 2026. The board declared a 2025 cash dividend of US$0.24 per ADS, with total payment of US$370 million in April 2026.

Tencent Music Entertainment Group reported unaudited first quarter 2026 results showing moderate growth in its core business and solid profitability. Total revenues increased 7.3% year-over-year to RMB7.90 billion (US$1.15 billion), supported by expansion of its renamed music related services, which generated RMB6.51 billion.

Cost of revenues rose 5.7% to RMB4.35 billion, lifting gross margin to 44.9% from 44.1% a year earlier, helped by higher membership revenues and lower channel fees. On an IFRS basis, net profit was RMB2.14 billion (US$310 million), with net profit attributable to equity holders at RMB2.09 billion (US$303 million), and diluted earnings per ADS of RMB1.34 (US$0.19).

On a non-IFRS basis, adjusted EBITDA increased to RMB2.83 billion (US$410 million), and non-IFRS net profit attributable to equity holders reached RMB2.27 billion (US$330 million), reflecting underlying operating strength. Cash, cash equivalents, term deposits and short-term investments totaled RMB41.00 billion (US$5.94 billion) as of March 31, 2026. The board declared a 2025 cash dividend of US$0.24 per ADS, with total payment of US$370 million in April 2026.

Tencent Music Entertainment Group set the record dates for determining who can vote at its forthcoming annual general meeting of shareholders. Holders of Class A and Class B ordinary shares must be on the register as of close of business on May 20, 2026 (Hong Kong time).

Share transfers for Hong Kong-registered ordinary shares must reach Computershare Hong Kong by 4:30 p.m. on May 20, 2026, while transfers for Cayman-registered shares must reach Maples Fund Services by 6:00 p.m. on May 19, 2026 (Cayman Islands time). Holders of ADSs as of close of business on May 20, 2026 (U.S. Eastern Time) may instruct The Bank of New York Mellon how to vote the underlying Class A ordinary shares.

Tencent Music Entertainment Group set the record dates for determining who can vote at its forthcoming annual general meeting of shareholders. Holders of Class A and Class B ordinary shares must be on the register as of close of business on May 20, 2026 (Hong Kong time).

Share transfers for Hong Kong-registered ordinary shares must reach Computershare Hong Kong by 4:30 p.m. on May 20, 2026, while transfers for Cayman-registered shares must reach Maples Fund Services by 6:00 p.m. on May 19, 2026 (Cayman Islands time). Holders of ADSs as of close of business on May 20, 2026 (U.S. Eastern Time) may instruct The Bank of New York Mellon how to vote the underlying Class A ordinary shares.

Tencent Music Entertainment Group will release its unaudited financial results for the first quarter of 2026 on May 12, 2026, before the U.S. market opens. Management will host a Tencent Meeting webinar that day at 7:00 A.M. Eastern Time / 7:00 P.M. Beijing/Hong Kong Time to discuss business and financial performance.

The board of directors will meet on May 11, 2026 to consider and vote on the unaudited results and related announcement for the three months ended March 31, 2026. The results announcement will be posted on the Hong Kong Stock Exchange website and the company’s investor relations site, with a live and archived webcast available.

Tencent Music Entertainment Group will release its unaudited financial results for the first quarter of 2026 on May 12, 2026, before the U.S. market opens. Management will host a Tencent Meeting webinar that day at 7:00 A.M. Eastern Time / 7:00 P.M. Beijing/Hong Kong Time to discuss business and financial performance.

The board of directors will meet on May 11, 2026 to consider and vote on the unaudited results and related announcement for the three months ended March 31, 2026. The results announcement will be posted on the Hong Kong Stock Exchange website and the company’s investor relations site, with a live and archived webcast available.

Tencent Music Entertainment Group reported that Tsang Wai Yip has become a reporting insider as a director through this Form 3. The filing lists his insider status but does not show any reported transactions or changes in share ownership, serving mainly as an initial ownership and compliance registration.

Tencent Music Entertainment Group director Mitchell James Gordon reported his initial shareholdings. He holds 29,000 Class A Ordinary Shares and 456 American Depositary Shares in the company, all as direct ownership. Each ADS represents two Class A Ordinary Shares under the company’s capital structure.

Tencent Music Entertainment Group director Irvin Brent Richard filed an initial ownership report showing his stake in the company. The filing lists direct ownership of 1,400 American Depositary Shares (ADS) of Tencent Music Entertainment Group.

Each ADS represents two Class A Ordinary Shares of the company, so the disclosed position reflects an economic interest in the issuer’s Class A Ordinary Shares through ADSs. This is a routine disclosure of holdings rather than a new buy or sell transaction.

Tencent Music Entertainment Group director and Executive Chairman Pang Kar Shun Cussion filed an initial ownership report showing direct holdings of 1,519,756 American Depositary Shares (ADSs).

He also holds fully vested stock options exercisable into ADSs. These options cover 180, 896,740, 4,250, 30, 61,455 and 675,642 ADSs at exercise prices between $3.8600 and $14.2822, with expiration dates from 2027 through 2032. Each ADS represents two Class A ordinary shares. The filing reflects holdings only and does not report any new purchases or sales.

Tencent Music Entertainment Group executive Pan Tsai-Chun has filed an initial ownership report showing significant equity exposure through American Depositary Shares (ADSs) and stock options. He holds 4,081,386 ADSs directly, each representing two Class A ordinary shares.

Pan also holds vested stock options exercisable for 155,320 ADSs at an exercise price of 3.8600 per ADS, expiring on March 15, 2032, and options for 49,151 ADSs at 10.5100 per ADS, expiring on March 15, 2034. Footnotes state the performance criteria for these option grants, made in March 2022 and March 2024, have been met and the options are fully vested.