Bank of Montreal cleared for 25M-share buyback

BMO received Canadian regulatory approvals to launch a new one-year share repurchase program covering up to 25 million common shares, or about 3.6% of its float.

Rhea-AI Filing Summary

BANK OF MONTREAL (BMO) received approvals from the Toronto Stock Exchange and the Office of the Superintendent of Financial Institutions Canada to proceed with a previously announced normal course issuer bid to repurchase for cancellation up to 25 million common shares. The bid will run from September 8, 2026 to no later than September 7, 2027 and may be executed through the TSX, other designated exchanges, alternative Canadian trading systems, and other permitted methods, including automatic purchase plans and block or private purchases. The maximum repurchase amount represents approximately 3.6% of both BMO’s public float and issued and outstanding common shares as of August 31, 2026, and is intended to provide additional flexibility to manage the bank’s capital position.

Positive

• Up to 25 million shares (about 3.6% of common shares) may be repurchased and cancelled under BMO’s new normal course issuer bid, providing a mechanism for capital return and active capital management.

Negative

• None.

Filing Explained

The September 8 bid is authorized but not yet reported as purchased; up to 25 million shares could be cancelled through September 7, 2027.

Bank of Montreal reports in this Form 6-K that its new normal course issuer bid is approved and scheduled to begin on September 8, 2026. Shares bought under it would be cancelled, which would reduce shares outstanding for remaining holders, but the filing authorizes capacity rather than a completed purchase.

The filing says the actual number bought, timing and price will depend on management discretion, market conditions and capital adequacy; an automatic purchase plan may also operate within defined criteria.

For context, the existing bid is scheduled to end on September 4, 2026; as of August 31, 2026, BMO reported repurchasing 23,667,500 common shares under that earlier bid at an approximately $197.76 average price.

The next concrete state change to watch is a filing reporting purchases under the new bid; this Form 6-K reports none.

Key Figures

Maximum shares under new normal course issuer bid: 25,000,000 common shares Buyback limit as share of float and outstanding: 3.6% of public float and 3.6% of issued and outstanding common shares Shares issued and outstanding: 695,092,237 common shares +5 more

8 metrics

Maximum shares under new normal course issuer bid 25,000,000 common shares Repurchase for cancellation from September 8, 2026 to no later than September 7, 2027

Buyback limit as share of float and outstanding 3.6% of public float and 3.6% of issued and outstanding common shares Each as of August 31, 2026

Shares issued and outstanding 695,092,237 common shares As of August 31, 2026

Public float 694,808,416 common shares As of August 31, 2026

Current NCIB size 30,000,000 common shares Existing bid from September 5, 2025 to September 4, 2026

Shares repurchased under current NCIB 23,667,500 common shares Repurchased as of August 31, 2026

VWAP of repurchases under current NCIB $197.76 per common share Volume weighted average price for 23,667,500 shares repurchased

Total assets $1.5 trillion As of July 31, 2026

Key Terms

normal course issuer bid, public float, automatic securities purchase plan, volume weighted average price, +1 more

5 terms

normal course issuer bid financial

"received approvals ... to proceed with its previously-announced normal course issuer bid"

A Normal Course Issuer Bid is when a company buys back its own shares from the stock market over time. This usually shows that the company believes its stock is undervalued and wants to support its price, which can be important for investors to watch.

public float financial

"repurchased under the normal course issuer bid represents approximately 3.6% per cent of the Bank’s “public float”"

Public float is the total number of a company's shares that are available for trading by the general public. It excludes shares held by company insiders or large stakeholders who are unlikely to sell them easily. This figure helps investors understand how much of the company's stock is actively available, which can influence its liquidity and how easily its price might change.

automatic securities purchase plan financial

"The Bank will establish an automatic securities purchase plan on September 8, 2026"

A plan a company sets up to buy its own shares automatically according to preset rules — for example, when the stock hits certain prices or at regular intervals — without managers deciding each trade. For investors this matters because automatic buybacks can reduce the number of shares outstanding, often supporting the stock price and boosting per-share metrics, much like a steady repurchasing habit gradually shrinking the size of a shared pie.

volume weighted average price financial

"repurchased 23,667,500 common shares under such bid at a volume weighted average price"

The volume weighted average price (VWAP) is a way to measure the average price of a security, such as a stock, over a specific period, taking into account how many units were traded at each price. It’s similar to calculating the average cost of items bought when some are more frequently purchased than others. Investors use VWAP to assess whether a security is being bought or sold at a fair price during trading.

forward-looking statements regulatory

"Bank of Montreal’s public communications often include written or oral forward-looking statements"

Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did BMO (BMO) announce regarding its normal course issuer bid?

BMO announced it has received TSX and OSFI approvals to proceed with a normal course issuer bid to repurchase for cancellation up to 25 million common shares between September 8, 2026 and September 7, 2027.

What percentage of BMO’s shares does the new buyback cover?

The maximum 25 million common shares under the bid represent approximately 3.6% of BMO’s public float and 3.6% of its issued and outstanding common shares, each measured as of August 31, 2026.

How many BMO shares are currently outstanding and in the public float?

As of August 31, 2026, BMO had 695,092,237 common shares issued and outstanding, and a public float of 694,808,416 common shares, providing the base against which the 3.6% buyback limit is calculated.

How has BMO used its existing normal course issuer bid?

Under its current bid for up to 30 million common shares running from September 5, 2025 to September 4, 2026, BMO had repurchased 23,667,500 common shares as of August 31, 2026 at a volume weighted average price of about $197.76 per share.

How will purchases under BMO’s new issuer bid be executed and priced?

Purchases may be made through the TSX, other designated exchanges, alternative Canadian trading systems, or other permitted means, including automatic purchase plans and private agreements, and will be made at the market price at the time of acquisition.

What is BMO’s size in terms of total assets?

BMO Financial Group reported total assets of $1.5 trillion as of July 31, 2026, making it the eighth largest bank in North America by assets.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 09/03/2026 - 06:01 AM EDT Accepted by SEC EDGAR 09/02/2026 - 05:49 PM EDT Learn about SEC filing dates

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

Report of Foreign Private Issuer

Pursuant to Rule 13a-16 or 15d-16

of the Securities Exchange Act of 1934

For the month of: September, 2026 Commission File Number: 001-13354

BANK OF MONTREAL

(Name of Registrant)

100 King Street West		129 rue Saint-Jacques
1 First Canadian Place		Montreal, Quebec
Toronto, Ontario		Canada, H2Y 1L6
Canada, M5X 1A1
(Executive Offices)		(Head Office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:

Form 20-F ☐   Form 40-F ☒

INCORPORATION BY REFERENCE

The information contained in this Form 6-K and any exhibits hereto shall be deemed filed with the Securities and Exchange Commission (“SEC”) solely for purposes of incorporation by reference into and as part of the following registration statements of the registrant on file with and declared effective by the SEC:

1. Registration Statement – Form F-3 – File No. 333-214934

2. Registration Statement – Form F-3 – File No. 333-285508

3. Registration Statement – Form S-8 – File No. 333-191591

4. Registration Statement – Form S-8 – File No. 333-180968

5. Registration Statement – Form S-8 – File No. 333-177579

6. Registration Statement – Form S-8 – File No. 333-177568

7. Registration Statement – Form S-8 – File No. 333-176479

8. Registration Statement – Form S-8 – File No. 333-175413

9. Registration Statement – Form S-8 – File No. 333-175412

10. Registration Statement – Form S-8 – File No. 333-113096

11. Registration Statement – Form S-8 – File No. 333-14260

12. Registration Statement – Form S-8 – File No. 33-92112

13. Registration Statement – Form S-8 – File No. 333-207739

14. Registration Statement – Form S-8 – File No. 333-237522

15. Registration Statement – Form S-8 – File No. 333-276007

EXHIBIT INDEX

Exhibit		Description of Exhibit
99.1		Press Release – Bank of Montreal Receives Regulatory Approvals for Normal Course Issuer Bid

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, thereunto duly authorized.

				BANK OF MONTREAL
				By:		/s/ Rahul Nalgirkar
				Name:		Rahul Nalgirkar
				Title:		Chief Financial Officer
Date: September 2, 2026				By:		/s/ Pascale Elharrar
				Name:		Pascale Elharrar
				Title:		Corporate Secretary

Exhibit 99.1

		News
		FOR IMMEDIATE RELEASE

Bank of Montreal Receives Regulatory Approvals for Normal Course Issuer Bid

TORONTO, September 2, 2026 – Bank of Montreal (TSX:BMO)(NYSE:BMO) today announced that it has received approvals from the Toronto Stock Exchange (TSX) and the Office of the Superintendent of Financial Institutions Canada (OSFI) to proceed with its previously-announced normal course issuer bid to purchase, for cancellation, up to 25 million of its common shares, commencing September 8, 2026, and ending no later than September 7, 2027. Purchases under the bid may be made through the facilities of the TSX and may also be made through other designated exchanges and alternative Canadian trading systems or by such other means as may be permitted by a securities regulatory authority, including under automatic purchase plans, block purchases, private agreements or share repurchase programs under exemption orders issued by securities regulatory authorities.

The maximum number of common shares that may be repurchased under the normal course issuer bid represents approximately 3.6% per cent of the Bank’s “public float” (as such term is defined in the TSX Company Manual) of common shares or 3.6% per cent of the Bank’s issued and outstanding common shares, each as at August 31, 2026.

The proposed normal course issuer bid will provide the Bank with additional flexibility to manage its capital position.

The Bank will establish an automatic securities purchase plan on September 8, 2026 under which its broker, BMO Nesbitt Burns Inc., may at certain points in time purchase its common shares pursuant to the bid within a defined set of criteria. The actual number of common shares purchased under the bid, the timing of purchases and the price at which the common shares are bought will depend upon management discretion based on factors such as market conditions and capital adequacy. The purchase price for any common shares repurchased by the Bank under the bid will be market price at the time of acquisition.

There were 695,092,237 Bank of Montreal common shares issued and outstanding as at August 31, 2026, and the public float was 694,808,416 common shares. The average daily trading volume for the six months ended August 31, 2026, and the daily maximum number of common shares available for purchase (subject to the TSX’s block purchase exception), calculated pursuant to the rules of the TSX for the purposes of the bid, were 2,231,845 and 557,961 common shares, respectively.

The Bank’s current normal course issuer bid for the purchase of 30 million common shares commenced on September 5, 2025 and continues until September 4, 2026. As of August 31, 2026, the Bank repurchased 23,667,500 common shares under such bid at a volume weighted average price of approximately $197.76 per common share. Purchases were made through the facilities of the TSX and other designated exchanges and alternative Canadian trading systems.

Caution Regarding Forward-Looking Statements

Bank of Montreal’s public communications often include written or oral forward-looking statements. Statements of this type are included in this press release and may be included in other filings with Canadian securities regulators or the U.S. Securities and Exchange Commission, or in other communications. All such statements are made pursuant to the “safe harbor” provisions of, and are intended to be forward-looking statements under, the United States Private Securities Litigation Reform Act of 1995 and any applicable Canadian securities legislation. Forward-looking statements in this press release may include, but are not limited to, statements with respect to BMO’s normal course issuer bid and any purchases of common shares thereunder. Forward-looking statements are typically identified by words such as “will”, “would”, “should”, “believe”, “expect”, “anticipate”, “project”, “intend”, “estimate”, “plan”, “goal”, “commit”, “target”, “may”, “might”, “schedule”, “forecast”, “outlook”, “timeline”, “suggest”, “seek” and “could” or negative or grammatical variations thereof.

By their nature, forward-looking statements require us to make assumptions and are subject to inherent risks and uncertainties, both general and specific in nature. There is significant risk that predictions, forecasts, conclusions or projections will not prove to be accurate, that our assumptions may not be correct, and that actual results may differ materially from such predictions, forecasts, conclusions or projections. We caution readers of this press release not to place undue reliance on our forward-looking statements, as a number of factors – many of which are beyond our control and the effects of which can be difficult to predict – could cause actual future results, conditions, actions or events to differ materially from the targets, expectations, estimates or intentions expressed in the forward-looking statements. The future outcomes that relate to forward-looking statements may be influenced by many factors, including, but not limited to: general economic and market conditions in the countries in which we operate, including labour challenges and changes in foreign exchange and interest rates; political conditions, including changes relating to, or affecting, economic or trade matters, including tariffs, countermeasures and tariff mitigation policies; changes to our credit ratings; cyber and information security, including the threat of data breaches, hacking, identity theft and corporate espionage, as well as the possibility of denial of service resulting from efforts targeted at causing system failure and service disruption; technology resilience, innovation and competition; technological change, including the use of data and artificial intelligence (AI) in our business, including generative AI; failure of third parties to comply with their obligations to us; disruptions of global supply chains; environmental and social risk, including climate change; the Canadian housing market and consumer leverage; inflationary pressures; changes in laws, including tax legislation and interpretation, or in supervisory expectations or requirements, including capital, interest rate and liquidity requirements and guidance, including if the bank were designated a global systemically important bank, and the effect of such changes on funding costs, liquidity and capital requirements; changes in monetary, fiscal or economic policy; weak, volatile or illiquid capital or credit markets; the level of competition in the geographic and business areas in which we operate; exposure to, and the resolution of, significant litigation or regulatory matters, our ability to successfully appeal adverse outcomes of such matters and the timing, determination and recovery of amounts related to such matters; the accuracy and completeness of the information we obtain with respect to our customers and counterparties; our ability to successfully execute our strategic plans, complete acquisitions or dispositions and integrate acquisitions, including obtaining regulatory approvals, and realize any anticipated benefits from such plans and transactions; critical accounting estimates and judgments, and the effects of changes in accounting standards, rules and interpretations on these estimates; operational and infrastructure risks, including with respect to reliance on third parties; global capital markets activities; the emergence or continuation of widespread health emergencies or pandemics, and their impact on local, national or international economies, as well as their heightening of certain risks that may affect our future results; the possible effects on our business of war or terrorist activities; natural disasters, such as earthquakes or flooding, and disruptions to public infrastructure, such as transportation, communications, power or water supply; and our ability to anticipate and effectively manage risks arising from all of the foregoing factors.

We caution that the foregoing list is not exhaustive of all possible factors. Other factors and risks could adversely affect our results. For further information, please refer to the discussion in the Risks That May Affect Future Results section, and the sections related to credit and counterparty, market, liquidity and funding, operational non-financial, legal and regulatory compliance, strategic, environmental and social, and reputation risk in the Enterprise-Wide Risk Management section of BMO’s 2025 Annual Report, and the Risk Management section in our Third Quarter 2026 Report to Shareholders, all of which outline certain key factors and risks that may affect our future results. Investors and others should carefully consider these factors and risks, as well as other uncertainties and potential events, and the inherent uncertainty of forward-looking statements. We do not undertake to update any forward-looking statements, whether written or oral, that may be made from time to time by the organization or on its behalf, except as required by law. The forward-looking information contained in this press release is presented for the purpose of assisting shareholders and analysts in understanding our financial position as at and for the periods ended on the dates presented, as well as our strategic priorities and objectives, and may not be appropriate for other purposes.

Material economic assumptions underlying the forward-looking statements contained in this press release include those set out in the Economic Developments and Outlook section of BMO’s 2025 Annual Report, as updated in the Economic Developments and Outlook section and the Risk Management – Geopolitical and Trade Developments section in our Third Quarter 2026 Report to Shareholders, as well as in the Allowance for Credit Losses section of BMO’s 2025 Annual Report, as updated in the Allowance for Credit Losses section in our Third Quarter 2026 Report to Shareholders. Assumptions about the performance of the Canadian and U.S. economies, as well as overall market conditions and their combined effect on our business, are material factors we consider when determining our strategic priorities, objectives and expectations for our business. In determining our expectations for economic growth, we primarily consider historical economic data, past relationships between economic and financial variables, changes in government policies, and the risks to the domestic and global economy

-30-

For News Media Enquiries:

John Fenton, Toronto, John.Fenton@bmo.com, (416) 867-3996

For Investor Relations Enquiries:

Christine Viau, Toronto, Christine.Viau@bmo.com, (416) 867-6956; Bill Anderson, Toronto, Bill2.Anderson@bmo.com, (416) 867-7834

Internet: www.bmo.com        X: @BMOmedia

About BMO Financial Group

BMO Financial Group is the eighth largest bank in North America by assets, with total assets of $1.5 trillion as of July 31, 2026. Serving clients for more than 200 years, BMO provides a broad range of personal and commercial banking, wealth management, global markets and investment banking products and services across Canada, the United States, and select markets globally. BMO is innovating for business value, by deploying and integrating human, digital and artificial intelligence to personalize client experiences, augment teams, and automate its business responsibly. Driven by its purpose, to Boldly Grow the Good in business and life, BMO is committed to driving positive change in the world, and making progress for a thriving economy, sustainable future, and stronger communities.

Filing Exhibits & Attachments

1 document

Press Releases

• EX-99.1 EX-99.1 15.8 KB