Capital Group trims British American Tobacco (NYSE: BTI) holding to 18.869293%

Rhea-AI Filing Summary

British American Tobacco p.l.c. reports a change in a major institutional holding. The Capital Group Companies, Inc. notified the company that on 22 January 2026 its position fell to 18.869293% of voting rights in British American Tobacco, representing 410,903,888 voting rights in total. This compares with a previously reported level of 19.013003%. The position is held through common stock and depository receipts and does not involve any reportable financial instruments. Capital Group acts as discretionary investment manager for underlying client accounts and states that neither it nor its affiliates hold the shares for their own account.

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

under the Securities Exchange Act of 1934

January 26, 2026

Commission File Number: 001-38159

BRITISH AMERICAN TOBACCO P.L.C.

(Translation of registrant’s name into English)

Globe House

4 Temple Place

London WC2R 2PG

United Kingdom
(Address of principal executive 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 ☐

This report includes materials as exhibits that have been published and made available by British American Tobacco p.l.c. as of January 26, 2026.

EXHIBIT INDEX

Exhibit		Description
Exhibit 1		Press Release entitled “British American Tobacco p.l.c. - TR-1: Notification of major holdings” dated January 26, 2026.

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.

	British American Tobacco p.l.c.
	By:	/s/ Nancy Jiang
		Name:	Nancy Jiang
		Title:	Senior Assistant Company Secretary

Date:  January 26, 2026

Exhibit 1

British American Tobacco p.l.c.

TR-1: Notification of major holdings

1a. Identity of the issuer or the underlying issuer of existing shares to which voting rights are attachedⁱⁱ: British American Tobacco p.l.c.

1b. Please indicate if the issuer is a non-UK issuer (please mark with an “X” if appropriate)

Non-UK issuer

2. Reason for the notification (please mark the appropriate box or boxes with an “X”)
An acquisition or disposal of voting rights	X
An acquisition or disposal of financial instruments
An event changing the breakdown of voting rights
Other (please specify)iii:

3. Details of person subject to the notification obligationiv
Name	The Capital Group Companies, Inc.
City and country of registered office (if applicable)	Los Angeles, USA
4. Full name of shareholder(s) (if different from 3)v
Name
City and country of registered office (if applicable)
Name
City and country of registered office (if applicable)
Name
City and country of registered office (if applicable)
Name
City and country of registered office (if applicable)
Name
City and country of registered office (if applicable)
5. Date on which the threshold was crossed or reachedvi:	22/01/2026
6. Date on which issuer notified (DD/MM/YYYY):	23/01/2026

7. Total positions of person(s) subject to the notification obligation
	% of voting rights attached to shares (total of 8. A)	% of voting rights through financial instruments (total of 8.B 1 + 8.B 2)	Total of both in % (8.A + 8.B)	Total number of voting rights of issuervii
Resulting situation on the date on which threshold was crossed or reached	18.869293	0.000000	18.869293	410,903,888
Position of previous notification (if applicable)	19.013003	0.000000	19.013003

8. Notified details of the resulting situation on the date on which the threshold was crossed or reachedviii
A: Voting rights attached to shares
Class/type of shares ISIN code (if possible)	Number of voting rightsix		% of voting rights
	Direct (Art 9 of Directive 2004/109/EC) (DTR5.1)	Indirect (Art 10 of Directive 2004/109/EC) (DTR5.2.1)	Direct (Art 9 of Directive 2004/109/EC) (DTR5.1)	Indirect (Art 10 of Directive 2004/109/EC) (DTR5.2.1)
GB0002875804 Common Stock		319,410,864		14.667803
US1104481072 Depository Receipt		91,493,024		4.201490
SUBTOTAL 8. A	410,903,888		18.869293%

B 1: Financial Instruments according to Art. 13(1)(a) of Directive 2004/109/EC (DTR5.3.1.1 (a))
Type of financial instrument	Expiration datex	Exercise/ Conversion Periodxi	Number of voting rights that may be acquired if the instrument is exercised/converted.	% of voting rights
N/A
		SUBTOTAL 8. B 1

B 2: Financial Instruments with similar economic effect according to Art. 13(1)(b) of Directive 2004/109/EC (DTR5.3.1.1 (b))
Type of financial instrument	Expiration datex	Exercise/ Conversion Period xi	Physical or cash settlementxii	Number of voting rights	% of voting rights
			SUBTOTAL 8.B.2

9. Information in relation to the person subject to the notification obligation (please mark the applicable box with an “X”)
Person subject to the notification obligation is not controlled by any natural person or legal entity and does not control any other undertaking(s) holding directly or indirectly an interest in the (underlying) issuerxiii
Full chain of controlled undertakings through which the voting rights and/or the financial instruments are effectively held starting with the ultimate controlling natural person or legal entityxiv (please add additional rows as necessary)	X

Namexv	Name of controlled undertaking	% of voting rights if it equals or is higher than the notifiable threshold	% of voting rights through financial instruments if it equals or is higher than the notifiable threshold	Total of both if it equals or is higher than the notifiable threshold
The Capital Group Companies, Inc.	Capital Research and Management Company	18.771122		18.771122%
The Capital Group Companies, Inc.	Capital International, Inc.
The Capital Group Companies, Inc.	Capital Group Private Client Services, Inc.
The Capital Group Companies, Inc.	Capital International Sarl

10. In case of proxy voting, please identify:

Name of the proxy holder

The number and % of voting rights held

The date until which the voting rights will be held

11. Additional information^xvi

The Capital Group Companies, Inc. (”CGC”) is the parent company of Capital Research and Management Company (”CRMC”) and Capital Bank & Trust Company (”CB&T”). CRMC is a U.S.-based investment management company that serves as investment manager to the American Funds family of mutual funds, other pooled investment vehicles, as well as individual and institutional clients. CRMC and its investment manager affiliates manage equity assets for various investment companies through three divisions, Capital Research Global Investors, Capital International Investors and Capital World Investors. CRMC is the parent company of Capital Group International, Inc. (”CGII”), which in turn is the parent company of six investment management companies (”CGII management companies”): Capital International, Inc., Capital International Limited, Capital International Sàrl, Capital International K.K., Capital Group Private Client Services Inc, and Capital Group Investment Management Private Limited. CGII management companies primarily serve as investment managers to institutional and high net worth clients. CB&T is a U.S.-based registered investment adviser and an affiliated federally chartered bank.

Neither CGC nor any of its affiliates own shares of the Issuer for its own account. Rather, the shares reported on this Notification are owned by accounts under the discretionary investment management of one or more of the investment management companies described above.

Place of completion	Los Angeles
Date of completion	23/01/2026

Name of duly authorised officer of issuer responsible for making notification:

Nancy Jiang

Senior Assistant Company Secretary

British American Tobacco p.l.c.

26 January 2026

Enquiries:

British American Tobacco Media Centre

+44 (0) 20 7845 2888 (24 hours) | @BATplc

Investor Relations

Victoria Buxton | IR_team@bat.com

FAQ

What major shareholding change did British American Tobacco (BTI) disclose?

British American Tobacco disclosed that The Capital Group Companies, Inc. reduced its interest to 18.869293% of the company’s voting rights, covering 410,903,888 voting rights.

When did Capital Group cross the new voting rights threshold in BTI?

The threshold change in Capital Group’s voting rights in British American Tobacco occurred on 22 January 2026, and the issuer was notified on 23 January 2026.

How did Capital Group’s current BTI holding compare with its previous position?

Capital Group’s voting interest decreased from a previously reported 19.013003% to 18.869293% of British American Tobacco’s voting rights.

How many British American Tobacco voting rights are held on behalf of Capital Group clients?

Accounts managed by Capital Group’s investment management companies hold 410,903,888 voting rights in British American Tobacco, split between common stock and depository receipts.

Does Capital Group hold BTI shares for its own account?

The notification states that neither The Capital Group Companies, Inc. nor its affiliates own British American Tobacco shares for their own account; the shares are owned by client accounts under discretionary management.

Are there any financial instruments reported in Capital Group’s BTI position?

The filing shows 0.000000% of voting rights held through financial instruments, indicating the position consists solely of shares and depository receipts.