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Form 8-K

sec.gov

8-K — Invesco Ltd.

Accession: 0000914208-26-000347

Filed: 2026-08-31

Period: 2026-08-31

CIK: 0000914208

SIC: 6282 (INVESTMENT ADVICE)

Item: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers

Item: Regulation FD Disclosure

Item: Financial Statements and Exhibits

Documents

8-K — ivz-20260831.htm (Primary)

EX-99.1 (a8-k08312026exhibit991.htm)

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): August 31, 2026

Invesco Ltd.

(Exact name of registrant as specified in its charter)

Bermuda 001-13908 98-0557567

(State or Other Jurisdiction of Incorporation) (Commission File Number) (I.R.S. Employer Identification No.)

1331 Spring Street NW, Suite 2500, Atlanta, GA 30309

(Address of principal executive offices) (Zip Code)

(404) 892-0896

(Registrant’s telephone number, including area code)

N/A

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading Symbol(s) Name of each exchange on which registered

Common stock, $.20 par value IVZ New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.02

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On August 31, 2026, the Company announced that Andrew Lo has decided to retire from the Company effective March 31, 2027 and will step down as Senior Managing Director and Head of Asia Pacific on a date during the first quarter of 2027 to be determined. Martin Franc, who currently acts as CEO Australia, Greater China and Southeast Asia, will succeed Mr. Lo following a transition period and be appointed Senior Managing Director and Head of Asia Pacific on such date.

The Company and Mr. Lo expect to enter into an agreement that, among other matters relating to his retirement, will provide that following Mr. Lo’s retirement he will serve as the Chairman Emeritus for Asia Pacific, perform certain services for the Company related to its joint ventures in China and India and provide the Company with strategic counsel. A copy of such agreement will be filed in accordance with Item 6.01 of Regulation S-K once executed.

Item 7.01

Regulation FD Disclosure.

On August 31, 2026, the Company issued a press release announcing the management changes described in Item 5.02 hereof. A copy of the press release is furnished as Exhibit 99.1 hereto and is incorporated herein by reference.

The information set forth in the attached Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

This report includes forward-looking statements that are based on information currently available to management, management’s beliefs, and a number of assumptions concerning future events. Forward-looking statements are not a guarantee of performance or that such future events will occur and are subject to uncertainties and other factors, which could cause the actual results to differ materially from those currently expected. In providing forward-looking statements, the company does not intend, and is not undertaking any obligation or duty, to update these statements as a result of new information, future events or otherwise.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No. Description

99.1

Press Release, dated August 31, 2026, issued by Invesco Ltd.

104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

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 hereunto duly authorized.

Invesco Ltd.

By:

/s/ Jeffrey H. Kupor

Jeffrey H. Kupor

Senior Managing Director and

General Counsel

Date: August 31, 2026

EX-99.1

EX-99.1

Filename: a8-k08312026exhibit991.htm · Sequence: 2

Document

Exhibit 99.1

Press Release

For immediate release

Invesco Announces Retirement of Andrew Lo and Appointment of Marty Franc as Senior Managing Director and Head of Asia Pacific

Investor Relations Contacts:

Media Relations Contact: Greg Ketron | 404-724-4299

Andrea Raphael | 212-323-4202

Atlanta, August 31, 2026 — Invesco Ltd. (NYSE: IVZ) today announced that Andrew Lo, Senior Managing Director and Head of Asia Pacific, will retire on March 31, 2027, after 32 years with the firm. Marty Franc will succeed Lo as Senior Managing Director and Head of Asia Pacific and will transition into the role during the first quarter of 2027.

Following his retirement, Lo will serve as Chairman Emeritus, Asia Pacific, where he will continue to represent Invesco on the Boards of Invesco’s China and India joint ventures. In this role, he will also help maintain the strong partnerships that have been instrumental to Invesco's success in the region while providing strategic counsel to our Asia Pacific and global leadership.

Over more than three decades, Lo has played a pivotal role in building Invesco's Asia Pacific business, helping establish the firm as a leading investment manager in the region and shaping many of the partnerships and capabilities that drive its success today, including joint ventures in China and India, which are significant contributors to Invesco’s overall success. Through his vision, leadership and unwavering commitment, he helped build the Asia Pacific regional presence into a significant contributor to Invesco's global franchise while developing enduring relationships with clients, partners and employees across the region.

"Andrew's legacy is measured not only by the business he helped build, but by the people he developed, the relationships he nurtured, and the trust he earned throughout the region and across our firm," said Andrew Schlossberg, President and Chief Executive Officer of Invesco. "He has left an enduring mark on Invesco, and we are fortunate that his wisdom and counsel will continue to benefit us."

Franc, who will succeed Lo and continue to be based in Hong Kong, is an industry veteran leader with more than 30 years of asset management experience, including 13 years with Invesco. Franc brings extensive global leadership experience across the region, having overseen several key businesses in Asia for Invesco, including responsibility for Australia, Greater China, Southeast Asian markets, and our Institutional client strategy. Prior to Invesco, he held a range of leadership roles in the asset management industry.

"Marty is an exceptional leader who embodies Invesco's culture and has earned the trust and respect of colleagues across our organization," Schlossberg said. "Marty brings a powerful combination of regional expertise, client focus, strategic leadership, and deep knowledge of Invesco's culture and business. Marty is the right leader to build on the strong foundation Andrew

1

and the entire Asia Pacific Executive Management team have created. I have great confidence in his ability to lead us through our next chapter of growth."

Lo and Franc will work closely together over the coming months to ensure a seamless transition for clients, employees, partners and stakeholders.

About Invesco Ltd.

Invesco Ltd. is one of the world's leading asset management firms serving clients in more than 120 countries. With US$2.5 trillion in assets under management as of June 30, 2026, we deliver a comprehensive range of investment capabilities across public, private, active, and passive. Our collaborative mindset, breadth of solutions and global scale mean we're well positioned to help retail and institutional investors rethink challenges and find new possibilities for success. For more information, visit www.invesco.com.

This release includes forward-looking statements that are based on information currently available to management, management’s beliefs, and a number of assumptions concerning future events. Forward-looking statements are not a guarantee of performance or that such future events will occur and are subject to uncertainties and other factors, which could cause the actual results to differ materially from those currently expected. In providing forward-looking statements, the company does not intend, and is not undertaking any obligation or duty, to update these statements as a result of new information, future events or otherwise.

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