SUI Group Holdings Ltd 8-K, filed Sep 15, 2025
SUI Group Holdings Ltd. (SUIG)
About this 8-K
SUI Group Holdings Ltd filed this 8-K on September 15, 2025, reporting on events of September 12, 2025.
Items reported
- Item 7.01: Regulation FD disclosure
- Item 9.01: Financial statements and exhibits
UNITED STATES
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Item 7.01 Regulation FD Disclosure.
On September 12, 2025, Sui Group Holdings Limited (the “Company”) issued a press release announcing that it had completed its $2 million stock repurchase program and authorized a new $50 million stock repurchase program. The press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and incorporated into this Item 7.01 by reference. The information in Item 7.01 (including Exhibit 99.1) are “furnished” and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of such section nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing.
Item 9.01 Financial Statements and Exhibits
(a) Exhibits
| Number | Description | |
| 99.1 | Press Release, dated September 12, 2025. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
1
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.
Dated September 12, 2025
| Sui Group Holdings Limited | ||
| By: | /s/ Douglas M. Polinsky | |
| Name: | Douglas M. Polinsky | |
| Title: | Chief Executive Officer | |
2
Exhibit 99.1
SUI Group Announces Completion of Existing $2 Million Stock Repurchase Program and Subsequent Authorization of New $50 Million Program
WAYZATA, MN, September 12, 2025 – SUI Group Holdings Limited (“SUI Group,” “SUIG” or the “Company”) (NASDAQ: SUIG), the only publicly traded company with an official relationship with the Sui Foundation, today announced it has completed its previously authorized $2 million stock repurchase program. SUI Group is also announcing that its Board of Directors has now authorized a new stock repurchase program to acquire up to an additional $50 million of the Company’s common stock.
Following the completion of its initial stock repurchase program, in which the Company repurchased approximately 318,743 shares of its common stock at an average price of $4.30 per share between September 10, 2025 and September 12, 2025, SUI Group’s new program provides the flexibility to support its Net Asset Value (“NAV”) per share by opportunistically purchasing its common stock. The Company believes that share repurchases at these levels are immediately accretive to existing stockholders and reflects its confidence in its underlying fundamentals.
“We believe the current disconnect between our share price and the intrinsic value of the business presents a compelling opportunity,” said Marius Barnett, Chairman of SUI Group. “Repurchasing our own stock at these levels is not only a highly attractive return on investment, but also a clear signal of our confidence in SUI Group’s long-term strategy and financial strength. As stewards of shareholder capital, we remain focused on allocating resources where we see the greatest potential for value creation — and in the current market, that includes investing in ourselves. We intend to continue to evaluate additional repurchases should these market conditions persist.”
Share repurchases pursuant to the new program may be made through a combination of open market repurchases, privately negotiated transactions, or other means, in accordance with applicable securities laws and subject to market conditions and other factors.
About SUI Group Holdings Limited
SUI Group is the only publicly traded company with an official Sui Foundation relationship, providing institutional-grade exposure to the SUI blockchain. Through its industry-first SUI treasury strategy, SUI Group is building a premier, foundation-backed digital asset treasury platform designed for scale, transparency and long-term value creation. SUI’s high-speed, horizontally scalable architecture positions it as one of the leading blockchains designed for mass adoption, powering next-generation applications in finance, gaming, AI and beyond. The Company plans to continue its specialty finance operations while executing its SUI treasury strategy. For more information, please visit www.SUIG.io.
Forward Looking Statements
This press release contains “forward looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding the expected benefits of the Company’s rebranding, expectations with respect to future performance and growth of the Company; the ability of the Company to execute its plans, the Company’s digital asset treasury strategy, the digital assets to be held by the Company and future performance. Forward looking statements are subject to numerous risks and uncertainties, many of which are beyond the Company’s control, and actual results may differ materially. Applicable risks and uncertainties include, among others, the risk that the transactions described herein may not be completed in a timely manner or at all; the Company’s ability to achieve profitable operations; fluctuations in the market price of SUIG that will impact the Company’s accounting and financial reporting; government regulation of cryptocurrencies; changes in securities laws or regulations; changes in business, market, financial, political and regulatory conditions; risks relating to the Company’s operations and business, including the highly volatile nature of the price of cryptocurrencies; the risk that the Company’s stock price may be highly correlated to the price of the digital assets that it holds; risks related to increased competition in the industries in which the Company does and will operate; risks relating to significant legal, commercial, regulatory and technical uncertainty regarding digital assets generally; risks relating to the treatment of crypto assets for U.S. and foreign tax purpose; expectations with respect to future performance, growth and anticipated acquisitions; potential litigation involving the Company or the validity or enforceability of the intellectual property of the Company; global economic conditions; geopolitical events and regulatory changes; access to additional financing, and the potential lack of such financing; and the Company’s ability to raise funding in the future and the terms of such funding, including dilution caused thereby, as well as those risks and uncertainties identified and those identified under the heading “Risk Factors” in the Company’s Registration Statement on Form S-1 dated September 8, 2025, as well as the supplemental risk factors and other information the Company has or may file with the SEC. Readers are cautioned not to place undue reliance on these statements. Investors should also be aware that under U.S. generally accepted accounting principles (GAAP), certain crypto assets must be measured at fair value, with changes recognized in net income for each reporting period. These fair value adjustments may cause significant fluctuations in the Company’s balance sheet and income statement from period-to-period. In addition, for certain crypto assets, impairment charges may be required to be reported in net income if the market price of such assets falls below the cost basis at which those assets are carried on the balance sheet. Readers are encouraged to read the Company’s filings with the SEC, available at www.sec.gov, for a discussion of these and other risks and uncertainties. The forward-looking statements in this press release speak only as of the date of this document, and the Company undertakes no obligation to update any forward-looking statements except as required by law. The Company’s business is subject to substantial risks and uncertainties, including those referenced above. Investors, potential investors, and others should give careful consideration to these risks and uncertainties.
Media Contact
Gasthalter & Co.
SUIG@gasthalter.com
Investor Relations Contact
Sean Mansouri, CFA or Aaron D’Souza
Elevate IR
(720) 330-2829
SUIG@elevate-ir.com