Heineken N.V. announces second tranche of its €1.5 billion share buyback programme

Rhea-AI Summary

Heineken (HEINY) has launched the second tranche of its €1.5 billion two-year share buyback programme, committing €750 million to the tranche announced on 12 February 2025.

Heineken Holding will participate pro rata at the volume-weighted average price paid by Heineken. Repurchased shares will be cancelled. The tranche is expected to complete no later than 29 January 2027 and may be suspended, modified, or discontinued. Execution will comply with Market Abuse Regulation safe-harbour rules and within AGM-granted authority.

Positive

• Second tranche of buyback of €750 million
• Total programme size €1.5 billion
• All repurchased shares will be cancelled
• Heineken Holding to participate pro rata at VWAP

Negative

• Programme may be suspended, modified, or discontinued
• Tranche completion subject to timing risk (no later than 29 January 2027)

Heineken N.V. announces second tranche of its €1.5 billion share buyback programme

Amsterdam, 12 February 2026 – Heineken N.V. (HEINEKEN) (EURONEXT:HEIA; OTCQX: HEINY) announces the start of the second €750 million tranche of its €1.5 billion two-year share buyback programme as communicated on 12 February 2025.

Heineken Holding N.V. (Heineken Holding), HEINEKEN's majority shareholder, will participate pro rata to its shareholding in HEINEKEN's share buyback programme on a daily basis, pursuant to an agreement between HEINEKEN and Heineken Holding. The price per HEINEKEN share payable to Heineken Holding will be the volume-weighted average price of the shares acquired by HEINEKEN on market as part of the programme on the relevant day. HEINEKEN and Heineken Holding have entered into an arrangement to ensure Heineken Holding's participation in HEINEKEN's share buyback programme is implemented in conformity with Heineken Holding's articles of association.

The second tranche of the HEINEKEN share buyback programme is expected to complete no later than 29 January 2027, or so much earlier as the amount dedicated to the second tranche has been spent, barring unforeseen circumstances. All shares that are repurchased under the programme will be cancelled. The share buyback programme may be suspended, modified, or discontinued at any time.

The programme will be executed within the limitations of the existing authority granted in the 17 April 2025 HEINEKEN Annual General Meeting of Shareholders and the authority granted by future general meetings of HEINEKEN.

The programme will be executed in compliance with the Market Abuse Regulation 596/2014 and Commission Delegated Regulation (EU) 2016/1052, (“Market Abuse Regulation”), including, with respect to the repurchase of shares on the market, compliance with the safe harbour provisions for share buybacks.

HEINEKEN will inform the market of the progress of the programme through regular press releases and updates on its website (www.heinekencompany.com/investors).

END OF PRESS RELEASE

About HEINEKEN 
HEINEKEN is the world's pioneering beer company. We are the leading developer and marketer of premium and non-alcoholic beer and cider brands. Led by the Heineken® brand, we have a portfolio of more than 340 international, regional, local, and specialty beers and ciders. With HEINEKEN’s over 87,000 employees, we brew the joy of true togetherness to inspire a better world. Our dream is to shape the future of beer and beyond to win the hearts of consumers. We are committed to innovation, long-term brand investment, disciplined sales execution, and focused cost management. Through "Brew a Better World", sustainability is embedded in the business. HEINEKEN has a well-balanced geographic footprint with leadership positions in both developed and developing markets. We operate breweries, malteries, cider plants, and other production facilities in more than 70 countries. Most recent information is available on our Company's website, and follow us on LinkedIn and Instagram.

Press enquiries
Marlie Paauw
E-mail: pressoffice@heineken.com
Tel: +31-20-5239-355

Investor enquiries
Tristan van Strien / Lennart Scholtus
E-mail: investors@heineken.com

Market Abuse Regulation 
This press release contains price-sensitive information within the meaning of Article 7(1) of the EU Market Abuse Regulation.

Disclaimer
This press release contains forward-looking statements based on current expectations and assumptions with regard to the financial position and results of HEINEKEN’s activities, anticipated developments and other factors. All statements other than statements of historical facts are, or may be deemed to be, forward-looking statements. Forward-looking statements also include, but are not limited to, statements and information in HEINEKEN’s non-financial reporting, such as HEINEKEN’s emission reduction and other climate change related matters (including actions, potential impacts and risks associated therewith). These forward-looking statements are identified by use of terms and phrases such as “aim”, “ambition”, “anticipate”, “believe”, “could”, “estimate”, “expect”, “goals”, “intend”, “may”, “milestones”, “objectives”, “outlook”, “plan”, “probably”, “project”, “risks”, “schedule”, “seek”, “should”, “target”, “will” and similar terms and phrases. These forward-looking statements, while based on management's current expectations and assumptions, are not guarantees of future performance since they are subject to numerous assumptions, known and unknown risks and uncertainties, which may change over time, that could cause actual results to differ materially from those expressed or implied in the forward-looking statements. Many of these risks and uncertainties relate to factors that are beyond HEINEKEN’s ability to control or estimate precisely, such as but not limited to future market and economic conditions, the behaviour of other market participants, changes in consumer preferences, the ability to successfully integrate acquired businesses and achieve anticipated synergies, costs of raw materials and other goods and services, interest-rate and exchange-rate fluctuations, changes in tax rates, changes in law, environmental and physical risks, change in pension costs, the actions of government regulators and weather conditions. These and other risk factors are detailed in HEINEKEN’s publicly filed annual reports. You are cautioned not to place undue reliance on these forward-looking statements, which speak only of the date of this press release. HEINEKEN assumes no duty to and does not undertake any obligation to update these forward-looking statements contained in this press release. Market share estimates contained in this press release are based on external sources, such as specialised research institutes, in combination with management estimates. HEINEKEN undertakes no responsibility for the accuracy or completeness of such external sources.

Attachment

• Press Release_Heineken NV announces second tranche

FAQ

What did Heineken (HEINY) announce on 12 February 2026 about its buyback programme?

Heineken announced the start of the second €750 million tranche of its €1.5 billion buyback programme. According to the company, the tranche follows the programme communicated on 12 February 2025 and will run within AGM-authorised limits.

How much is the second tranche of Heineken's (HEINY) share buyback and what is the total programme size?

The second tranche is €750 million and the total programme is €1.5 billion. According to the company, the two-year programme was originally communicated on 12 February 2025.

Will Heineken Holding participate in HEINY's share buyback programme and at what price?

Yes. Heineken Holding will participate pro rata to its shareholding at the volume-weighted average price. According to the company, participation follows an agreement ensuring conformity with Heineken Holding's articles of association.

What will happen to the shares repurchased under Heineken's (HEINY) buyback programme?

All shares repurchased under the programme will be cancelled. According to the company, cancelled shares are the stated outcome for repurchases under this programme.

By when is the second tranche of Heineken's (HEINY) buyback expected to complete?

The tranche is expected to complete no later than 29 January 2027, unless the allocated amount is spent earlier. According to the company, completion timing is subject to unforeseen circumstances.

Can Heineken (HEINY) change or stop the share buyback programme?

Yes. The company may suspend, modify, or discontinue the programme at any time. According to the company, execution will also remain within AGM-granted authority and regulatory rules.