Indicate by check mark whether the registrant files or will file annual
reports under cover of Form 20-F or Form 40-F.
On April 2, 2026, TNL Mediagene, a Cayman Islands exempted company
(the “Company”), announced a leadership realignment approved by the Board of Directors (the “Board”), effective
immediately. The following changes to the Company’s executive management were made:
Motoko Imada, who previously served as Chief Operating Officer and
President, has been appointed as Chief Executive Officer of the Company, in addition to continuing her role as Chief Operating Officer.
In this role, Ms. Imada will hold full operational authority, with direct oversight of the Company’s profit and loss performance,
budget execution, global operations, and day-to-day management across all business units.
Tzu-Wei (Joey) Chung, who previously served as Chief Executive Officer,
has been appointed as President of the Company. In this role, Mr. Chung will be responsible for corporate development, strategic transactions
and partnerships, capital markets initiatives, and investor relations.
TJ Park, who serves as the Company’s General Counsel, has been
promoted to Chief Corporate Affairs Officer, in addition to continuing in his role as General Counsel.
Richard Lee, who serves as the Company’s Chief Technology Officer,
has assumed expanded responsibilities as Head of Research and Development, with a mandate to lead the Company’s AI and strategic
technology product development initiatives.
On February 13, 2026, Jim (Jimmy Yee-Ming) Wu resigned from the Board
of Directors of the Company, effective immediately. Mr. Wu’s resignation was not the result of any disagreement with the Company
on any matter relating to the Company’s operations, policies, or practices. Mr. Wu’s directorship was scheduled to be up for
election at the Company’s next annual general meeting of shareholders.
On April 2, 2026, the Board appointed Hiroto Kobayashi as a director
of the Company on an interim basis, to fill the vacancy created by Mr. Wu’s resignation, effective immediately. Mr. Kobayashi will
serve until the Company’s next annual general meeting of shareholders, at which time his appointment will be subject to ratification
by the Company’s shareholders.
Mr. Kobayashi, age 62, is an original co-founder of Mediagene Inc.,
where he served as Director and Chief Visionary Officer, and presently serves as Chief Content Officer for the Company’s Japan operations.
Mr. Kobayashi helped launch the Japanese edition of WIRED Magazine in 1994 and co-founded Mediagene in 1998. Over the course of
his career, he has launched a variety of print and online media properties, including GIZMODO Japan. Since 2017, Mr. Kobayashi
has served as an official Japan partner for TOA, an international technology conference held in Berlin, and currently produces programs
and fieldwork projects focused on circular economy, biodiversity, and local government-private sector partnerships.
The Board has not determined that Mr. Kobayashi is independent under
Nasdaq Listing Rule 5605(a)(2). Mr. Kobayashi will not serve on any committee of the Board at this time.
There are no arrangements or understandings between Mr. Kobayashi and
any other person pursuant to which he was selected as a director. There are no family relationships between Mr. Kobayashi and any director
or executive officer of the Company.
A copy of the press release announcing the leadership realignment,
2026 strategic initiatives, and the appointment of Mr. Kobayashi to the Board is furnished herewith as Exhibit 99.1 to this Report on
Form 6-K and is incorporated by reference herein.
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, thereunto duly authorized.
Exhibit 99.1
TNL Mediagene (Nasdaq:
TNMG)
TNL Mediagene Announces Leadership Realignment and 2026 Strategic
Initiatives to Strengthen Execution, Expand Digital Studio, Content Commerce and AI-Powered Products, and Drive Long-Term Value Creation
Key Highlights
– Motoko Imada appointed Chief Executive Officer to
lead operations, P&L execution, and a comprehensive review of the Company’s businesses and cost structure; Joey Chung appointed
President to lead corporate development, strategic transactions, and investor relations
– 2026 strategic initiatives target organic revenue
growth, positive EBITDA, SG&A reduction, and an accelerated pivot toward digital studio services, content commerce, and AI-powered
product development
– Company to evaluate its portfolio of digital media
brands and may pursue divestitures, downsizing, or closure of underperforming or non-core assets as it sharpens its strategic focus
– CTO Richard Lee given mandate to build, scale, and
commercialize the Company’s AI and strategic technology product portfolio through a dedicated team focused exclusively on AI and strategic
technology product development
– Co-founder Hiroto Kobayashi appointed to the Board
of Directors; General Counsel TJ Park promoted to Chief Corporate Affairs Officer
TOKYO, JAPAN, APRIL 2, 2026 — TNL Mediagene (Nasdaq:
TNMG) (the “Company”), a technology and digital media company providing AI-driven advertising, marketing technology, content
commerce and data analytics solutions, and operating multi-language digital media brands across Asia, today announced a leadership realignment
and a series of strategic initiatives designed to strengthen operational execution, accelerate its strategic pivot toward digital studio
services, content commerce, and AI-powered products, and enhance long-term shareholder value.
The rapid adoption of artificial intelligence is reshaping the media,
advertising, and e-commerce industries, creating both significant challenges and new opportunities for companies operating in these sectors.
The leadership realignment and 2026 strategic initiatives announced today reflect the Company’s proactive response to these dynamics
and its commitment to positioning ahead of the evolving landscape rather than reacting to it.
Leadership Realignment
The Board of Directors has approved the following leadership appointments,
effective immediately:
Motoko Imada, previously Chief Operating Officer and President,
has been appointed Chief Executive Officer. Ms. Imada will hold full operational authority, with direct oversight of the Company’s
profit and loss performance, budget execution, global operations, and day-to-day management across all business units. She will also lead
a comprehensive review of the Company’s existing businesses and corporate structure, with a focus on improving profitability, reducing
costs, and aligning the organization with its strategic priorities.
Joey Chung, previously Chief Executive Officer, has been appointed
President. Mr. Chung will be responsible for corporate development, strategic transactions and partnerships, capital markets initiatives,
and investor relations. In his new role, Mr. Chung will also lead efforts to evaluate strategic alternatives and potential transactions
aimed at strengthening the Company’s financial position and long-term competitiveness.
TJ Park, General Counsel, has been promoted to Chief Corporate
Affairs Officer, in addition to continuing in his role as General Counsel. In this expanded capacity, Mr. Park will work closely with
the Chief Financial Officer to support governance initiatives, disclosure coordination, investor communications, and cross-border stakeholder
engagement.
Richard Lee, Chief Technology Officer, has assumed expanded
responsibilities as Head of Research and Development, with a mandate to build, scale, and commercialize the Company’s AI and strategic
technology product portfolio. Reporting directly to the CEO, Mr. Lee will lead a dedicated team focused exclusively on AI and strategic
technology product development, separate from the Company’s existing operational business units. The Company has already developed and
deployed AI-powered agentic tools to support digital publishing and editorial workflows across its media operations, and is advancing
the development AI and large language model-based search and result optimization product designed to complement the Company’s digital
studio service offerings. The Company believes its AI product capabilities represent a significant growth opportunity and intends to invest
in scaling these initiatives as a core pillar of its business going forward.
Hiroto Kobayashi, an original co-founder of the Company in Japan,
has been appointed to the Board of Directors to fill an existing vacancy. Mr. Kobayashi brings deep institutional knowledge and
long-term strategic perspective to the Board at a critical stage in the Company’s evolution.
2026 Strategic Initiatives
Alongside the leadership realignment, the Company outlined a Board-approved
operating governance framework and strategic initiatives for fiscal year 2026. As the media, advertising, and e-commerce industries undergo
rapid transformation driven by artificial intelligence, the Company’s initiatives are designed to address these challenges head-on
and are centered on the following priorities:
Operational and Financial Performance. The Company aims
to deliver organic revenue growth, achieve positive EBITDA, and reduce selling, general, and administrative expenses as a percentage of
revenue. Management intends to implement rigorous cost structure reviews, prioritize high-margin projects, and drive efficiency through
shared services and process automation across its Japan and Taiwan operations.
Strategic Pivot Toward Digital Studio, Content Commerce, and
AI-Powered Products. The Company plans to accelerate its pivot from a primarily digital media-driven business model toward higher-value
digital studio services—including branding and marketing strategy solutions—and content commerce, supported by its growing
portfolio of AI-powered products. The Company’s technology initiatives include the continued development and commercialization of
AI agentic tools and large language model-based products that the Company believes can be integrated into and cross-sold alongside its
digital studio offerings. The Company expects to launch or advance at least one core new revenue business during fiscal year 2026.
Portfolio Review and Optimization. As part of the comprehensive
business review led by the CEO, the Company intends to evaluate its portfolio of digital media brands with a view to focusing resources
on its highest-performing and most strategically relevant assets. This review may result in the divestiture, downsizing, or closure of
digital media brands that are underperforming or whose long-term prospects are not aligned with the Company’s strategic direction.
There can be no assurance that this review will result in any specific transaction or change, and the Company will make further announcements
as and when appropriate.
Governance and Capital Markets. The Company intends to
continue strengthening its internal controls, disclosure processes, and board-level reporting as it matures as a publicly traded enterprise.
The operating governance framework approved by the Board formalizes a clear accountability structure and decision matrix across key areas
including financial performance, strategic transactions, governance, and investor relations.
Executive Quotes
“The Board’s focus is on operational discipline, strategic
transformation, and strong governance,” said Marcus Brauchli, Chairman of the Board. “To compete successfully in the
AI era, companies need to move swiftly to adopt new technologies, serve existing customers competitively, and pivot decisively toward
higher-value business lines.”
“Our priority is operational excellence—improving efficiency,
strengthening margins, and delivering against our commitments,” said Motoko Imada, Chief Executive Officer. “At the
same time, we recognize that the rapid adoption of AI is reshaping our industry, and we must ensure the Company is positioned to lead,
not follow. This structure gives day-to-day execution singular focus and accountability, and I will be taking a hard look at our portfolio
to ensure every part of the business is contributing to our long-term growth.”
“We built this company both organically and through acquisitions,
and we must continually improve our mix of assets and capabilities,” said Joey Chung, President. “This structure allows
me to focus on strategic growth, disciplined capital allocation, and consistent, transparent engagement with the investment community,
while ensuring that the Company has the flexibility to pursue the right opportunities in a rapidly changing market.”
Further details regarding the Company’s 2026 strategic initiatives
and any developments from its business and portfolio review will be announced in due course.
About TNL Mediagene
Headquartered in Tokyo, TNL Mediagene (Nasdaq: TNMG) is a technology
company providing AI-powered advertising, marketing technology, content commerce, and data analytics solutions to brands and agencies
across Asia. Formed in May 2023 through the merger of Japan’s Mediagene Inc. and Taiwan’s The News Lens Co., Ltd., the Company
combines advertising and marketing technology platforms with a portfolio of established digital media brands to deliver integrated solutions
for the evolving digital landscape.
The Company’s technology offerings include AI-driven advertising,
marketing and digital studio services, content commerce, and advanced data analytics capabilities. These solutions are supported by the
Company’s well-established multi-language digital media brands in Japanese, Chinese, and English, spanning business, technology,
lifestyle, and culture, which provide audience engagement and first-party data.
Known for its appeal to younger audiences, and high-quality content,
TNL Mediagene has approximately 480 employees with offices in Japan and Taiwan.
https://www.tnlmediagene.com/
For further information, please contact:
Media: PR@tnlmediagene.com
Investors: IR@tnlmediagene.com
Cautionary Statement Regarding Forward-Looking Statements
This press release contains forward-looking statements within the meaning
of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, that are
based on beliefs and assumptions and on information currently available to TNL Mediagene. Forward-looking statements generally relate
to future events or TNL Mediagene’s future financial or operating performance. In some cases, you can identify forward-looking statements
by the following words: “may,” “will,” “could,” “would,” “should,” “expect,”
“intend,” “plan,” “anticipate,” “believe,” “estimate,” “predict,”
“project,” “potential,” “continue,” “ongoing,” “target,” “aim,”
“seek” or the negative or plural of these words, or other similar expressions that are predictions or indicate future events
or prospects, although not all forward-looking statements contain these words. Forward-looking statements in this communication include,
but are not limited to, statements about TNL Mediagene’s future business plan and growth strategies and statements by TNL Mediagene’s
management. Any statements that refer to expectations, projections or other characterizations of future events or circumstances, including
strategies or plans, are also forward-looking statements. These statements involve risks, uncertainties and other factors that may cause
actual results, levels of activity, performance or achievements to be materially different from those expressed or implied by these forward-looking
statements. Forward-looking statements in this communication or elsewhere speak only as of the date made. New uncertainties and risks
arise from time to time, and it is impossible for TNL Mediagene to predict these events or how they may affect TNL Mediagene. In addition,
risks and uncertainties are described in TNL Mediagene’s filings with the Securities and Exchange Commission, including the risks
and uncertainties set forth under the heading “Risk Factors” in TNL Mediagene’s Annual Report on Form 20-F filed on
April 30, 2025, as may be supplemented or amended by the TNL Mediagene’s Reports of a Foreign Private Issuer on Form 6-K. These
filings may identify and address other important risks and uncertainties that could cause actual events and results to differ materially
from those contained in the forward-looking statements. TNL Mediagene cannot assure you that the forward-looking statements in this communication
will prove to be accurate. There may be additional risks that TNL Mediagene presently does not know or that TNL Mediagene currently does
not believe are immaterial that could also cause actual results to differ from those contained in the forward-looking statements. In light
of the significant uncertainties in these forward-looking statements, you should not regard these statements as a representation or warranty
by TNL Mediagene, its directors, officers or employees or any other person. Except as required by applicable law, TNL Mediagene does not
have any duty to, and does not intend to, update or revise the forward-looking statements in this communication or elsewhere after the
date of this communication. You should, therefore, not rely on these forward-looking statements as representing the views of TNL Mediagene
as of any date subsequent to the date of this communication.
###
