SINGAPORE, Sept. 15, 2025 — (NYSE American: GNS) (“Genius Group” or the “Company”), a prominent AI-powered, Bitcoin-first education group, announced today that it repurchased one million shares of its common stock on the open market. These shares were acquired at an average price of $0.90 per share between August 28 and September 11, 2025.
This buyback represents the third such action taken by the Company since it received shareholder and board approval in July 2025 for a share repurchase program covering up to 20% of its issued ordinary shares. Genius Group has now bought back a total of three million shares, which constitutes 21% of the shares authorized for repurchase under the approved mandate. The repurchased shares have been moved back into the Company’s treasury.
During the execution of this buyback, both the Company and its broker adhered to the guidelines set forth in Rule 10b-18 and Rule 10b-5 under the Securities Exchange Act of 1934, as amended (referred to as the “Exchange Act”), thereby ensuring compliance and qualifying for a non-exclusive safe harbor in connection with the repurchase of its shares.
Subsequent to the rise in the Company’s share price and market capitalization, Genius Group’s Board has approved the distribution of restricted shares to its CEO, Roger Hamilton. This issuance is in recognition of reaching the first milestone of a $100 million market capitalization, consistent with the previously established founder compensation plan. This new issuance is contingent upon SLAP approval from the NYSE. This milestone is the initial one of ten, leading up to a $1 billion market capitalization, with all ten milestones targeted for achievement by 2030, as per the founder compensation plan.
Further to the Board’s approval for the issuance of 7.1 million restricted shares to the CEO, which equates to 5% of the Company’s issued share capital linked to achieving the first milestone, along with an additional 4.2 million restricted shares to the CEO related to the completion of the Entrepreneur Resorts Ltd Asset Purchase Agreement and Mr. Hamilton’s previously announced purchase of 650,000 shares on the open market, Mr. Hamilton currently holds 12.7 million Ordinary A shares and 6 million Ordinary C shares of the Company. Mr. Hamilton has conveyed to the Company his intent to acquire more of the Company’s shares on the open market once the 2025 H1 financial results are released and the current blackout period concludes. The Company anticipates publishing its 2025 H1 financial results within the next two weeks.
As a consequence of the Company’s recent actions and the active participation of shareholders in utilizing the Direct Registration System (DRS) to transfer their shares from broker accounts to the Company’s transfer agent, Vstock Transfer (“Vstock”), it is projected that once Vstock processes these recent activities in the upcoming week, 60.3% of the Company’s issued, ordinary shares will be held in book entry at Vstock, with the remaining 39.7% held in broker accounts.
Gary Wilde, a Genius Group Board Director and Chair of the Company’s Compensation Committee, stated: “We are pleased that Genius Group’s share price and market capitalization have seen significant increases over the past twelve months. We attribute this growth to Roger Hamilton’s leadership decisions as CEO, coupled with the confidence shown by our shareholders. We look forward to the Company progressing through each of the subsequent nine milestones as we work towards Genius Group’s objectives of educating 100 million students and achieving a $1 billion market capitalization.”
The Company had previously issued instructions for shareholders interested in transferring their shares via DRS to Vstock in its press release dated July 17, 2025.
The Company maintains the option to conduct additional buybacks within the parameters of its approved mandate, balancing such actions with the prudent and accretive utilization of its approved funding facilities. These repurchases would be executed in the manner, proportion, and timing deemed most appropriate to preserve shareholder value, based on prevailing economic and market dynamics, as well as the Company’s share price relative to its current and anticipated enterprise value and net asset value.
About Genius Group
Genius Group (NYSE: GNS) is a Bitcoin-first business that provides AI-powered education and acceleration solutions for the future of work. Through its Genius City model and an online digital marketplace offering AI training, AI tools, and AI talent, Genius Group serves 5.8 million users across more than 100 countries. It delivers personalized, entrepreneurial AI pathways that combine human talent with AI skills and AI solutions at individual, enterprise, and governmental levels. To learn more, please visit
Forward-Looking Statements
Statements included in this press release constitute forward-looking statements under the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934. Forward-looking statements can be identified by the use of words such as “may,” “will”, “plan,” “should,” “expect,” “anticipate,” “estimate,” “continue,” or similar terminology. Such forward-looking statements are inherently subject to certain risks, trends, and uncertainties, many of which the Company cannot accurately forecast, and some of which it might not even foresee. These statements involve factors that could cause actual results to differ materially from those projected or suggested. Readers are cautioned against undue reliance on these forward-looking statements and are advised to consider the factors listed above in conjunction with the additional factors detailed under the heading “Risk Factors” in the Company’s Annual Reports on Form 20-F, as these may be supplemented or amended by the Company’s Reports of a Foreign Private Issuer on Form 6-K. The Company assumes no obligation to update or supplement forward-looking statements that become inaccurate due to subsequent events, new information, or otherwise. No information in this press release should be interpreted as any indication whatsoever of the Company’s future revenues, results of operations, or stock price.
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