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
February
19, 2026
Commission
File Number 001-37974
VIVOPOWER
INTERNATIONAL PLC
(Translation
of registrant’s name into English)
Suite
4, 7th Floor, 50 Broadway,
London,
United Kingdom,
SW1H
0DB
+44-203-667-5158
(Address
of principal executive office)
Indicate
by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F:
Form
20- F ☒ Form 40-F ☐
VivoPower Announces Leadership Changes
LONDON,
19 February 2026 – VivoPower International PLC (Nasdaq: VVPR) (“VivoPower” or the “Company”) today announced
changes to its executive leadership team.
As
part of the Company’s strategic focus on powered land and data center infrastructure — reflected in its recently announced
acquisition of 291MW of powered sites in Finland, the securing of site and power access for a 25MW data center platform in the United
Arab Emirates, and the successful completion of a $30 million PIPE financing, as well as the proposed acquisition of a 40MW energized
Norway data center expected to add approximately $10 million in pro forma EBITDA — and following the transfer of its digital asset
treasury business to its Korean partners, David Mansfield (Chief Financial Officer), Keith Loose (Chief Technology Officer), and Gary
Challinor (Company Secretary) will be departing the Company.
VivoPower
thanks David, Keith, and Gary for their contributions and wishes them success in their future endeavors.
The
Board continues to strengthen the Company’s executive leadership and governance framework with experienced and well-credentialed
data center and AI infrastructure leaders as VivoPower advances the buildout of its sovereign-powered AI data center platform.
A
copy of the press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.
This
Report on Form 6-K, including Exhibit 99.1, is hereby incorporated by reference into the Company’s Registration Statements on Form
S-8 (File Nos. 333-227810, 333-251546, 333-268720, 333-273520) and Form F-3 (File No. 333-276509).
Forward-Looking
Statements
This
communication includes certain statements that may constitute “forward-looking statements” for purposes of the U.S. federal
securities laws. Forward-looking statements include, but are not limited to, statements that refer to projections, forecasts, or other
characterizations of future events or circumstances, including any underlying assumptions. The words “anticipate,” “believe,”
“continue,” “could,” “estimate,” “expect,” “intends,” “may,”
“might,” “plan,” “possible,” “potential,” “predict,” “project,”
“should,” “would” and similar expressions may identify forward-looking statements, but the absence of these words
does not mean that a statement is not forward-looking. Forward-looking statements may include, for example, statements about the achievement
of performance hurdles, or the benefits of the events or transactions described in this communication and the expected returns therefrom.
These statements are based on VivoPower’s management’s current expectations or beliefs and are subject to risk, uncertainty,
and changes in circumstances. Actual results may vary materially from those expressed or implied by the statements herein due to changes
in economic, business, competitive, and/or regulatory factors, and other risks and uncertainties affecting the operation of VivoPower’s
business. These risks, uncertainties, and contingencies include changes in business conditions, fluctuations in customer demand, changes
in accounting interpretations, management of rapid growth, intensity of competition from other providers of products and services, changes
in general economic conditions, geopolitical events, and regulatory changes, and other factors set forth in VivoPower’s filings
with the United States Securities and Exchange Commission. The information set forth herein should be read in light of such risks. VivoPower
is under no obligation to, and expressly disclaims any obligation to, update or alter its forward-looking statements, whether as a result
of new information, future events, changes in assumptions, or otherwise.
No
Offer or Solicitation
This
Report on Form 6-K shall not constitute a solicitation of a proxy, consent, or authorization with respect to any securities or in respect
of the proposed transaction. This Report on Form 6-K shall also not constitute an offer to sell or the solicitation of an offer to buy
any securities, nor shall there be any sale of securities in any states or jurisdictions in which such offer, solicitation, or sale would
be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offering of securities shall
be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended, or an exemption
therefrom.
EXHIBIT
INDEX
| Exhibit
99.1— |
|
Press Release |
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its
behalf by the undersigned hereunto duly authorized.
| Date:
February 19, 2026 |
VivoPower
International PLC |
| |
|
| |
/s/
Kevin Chin |
| |
Kevin
Chin |
| |
Executive
Chairman |
Exhibit
99.1

VivoPower
Announces Leadership Changes
LONDON,
February 19, 2026 (GLOBE NEWSWIRE) - VivoPower International PLC (Nasdaq: VVPR) (“VivoPower” or the “Company”),
a leading B Corp-certified global developer and owner of powered land and data center infrastructure for AI compute applications, today
announced changes to its executive leadership team.
As
part of the Company’s strategic focus on powered land and data center infrastructure — reflected in its recently announced
acquisition of 291MW of powered sites in Finland, the securing of site and power access for a 25MW data center platform in the United
Arab Emirates, and the successful completion of a $30 million PIPE financing, as well as the proposed acquisition of a 40MW energized
Norway data center expected to add approximately $10 million in pro forma EBITDA — and following the transfer of its digital
asset treasury business to its Korean partners, David Mansfield (Chief Financial Officer), Keith Loose (Chief Technology Officer), and
Gary Challinor (Company Secretary) will be departing the Company. VivoPower thanks David, Keith, and Gary for their contributions and
wishes them success in their future endeavors.
The
Board continues to strengthen the Company’s
executive leadership and governance framework with experienced and well-credentialed data center and AI infrastructure
leaders as VivoPower advances the buildout of its sovereign-powered AI data center platform.
About
VivoPower
Originally
founded in 2014 and listed on Nasdaq since 2016, VivoPower is an award-winning B Corporation with a global footprint spanning the United
Kingdom, Australia, North America, Europe, the Middle East, and Southeast Asia. Today, VivoPower’s mission is to be the independent,
trusted partner for sovereign nations that develop and operate sustainable data center infrastructure, ensuring sovereign control over
power, data, and national intelligence. In doing so, VivoPower helps sovereign nations bridge the gap between their energy assets and
their AI ambitions by providing the Power-to-X infrastructure necessary to build and control their own domestic intelligence hubs.
Forward-Looking
Statements
This
communication includes certain statements that may constitute “forward-looking statements” for purposes of the U.S. federal
securities laws. Forward-looking statements include, but are not limited to, statements that refer to projections, forecasts, or other
characterizations of future events or circumstances, including any underlying assumptions. The words “anticipate,” “believe,”
“continue,” “could,” “estimate,” “expect,” “intends,” “may,”
“might,” “plan,” “possible,” “potential,” “predict,” “project,”
“should,” “would” and similar expressions may identify forward-looking statements, but the absence of these words
does not mean that a statement is not forward-looking. Forward-looking statements may include, for example, statements about the achievement
of performance hurdles, or the benefits of the events or transactions described in this communication and the expected returns therefrom.
These statements are based on VivoPower’s management’s current expectations or beliefs and are subject to risk, uncertainty,
and changes in circumstances. Actual results may vary materially from those expressed or implied by the statements herein due to changes
in economic, business, competitive, and/or regulatory factors, and other risks and uncertainties affecting the operation of VivoPower’s
business. These risks, uncertainties, and contingencies include changes in business conditions, fluctuations in customer demand, changes
in accounting interpretations, management of rapid growth, intensity of competition from other providers of products and services, changes
in general economic conditions, geopolitical events, and regulatory changes, and other factors set forth in VivoPower’s filings
with the United States Securities and Exchange Commission. The information set forth herein should be read in light of such risks. VivoPower
is under no obligation to, and expressly disclaims any obligation to, update or alter its forward-looking statements, whether as a result
of new information, future events, changes in assumptions, or otherwise.
Contact
Shareholder
Enquiries
media@vivopower.com