Fairfax sets 2.03M voting-share buyback limit

Rhea-AI Filing Summary

Fairfax Financial Holdings Limited (FRFFF) announced that the Toronto Stock Exchange accepted its notice of intention to commence a Normal Course Issuer Bid for its subordinate voting shares and Cumulative 5-Year Rate Reset Preferred Shares, Series K. The bid runs from September 30, 2026, through September 29, 2027, with annual purchase limits of up to 2,025,315 subordinate voting shares and 950,000 Series K shares; daily limits are 15,137 and 2,226 shares, respectively. Subordinate voting shares purchased may be cancelled or reserved for share-based payment awards; Series K shares purchased will be cancelled.

Fairfax also entered into an automatic share purchase plan effective September 30, 2026. During trading blackout periods, Fairfax may, but is not required to, instruct its designated broker to make purchases under parameters Fairfax sets before the period begins; the broker determines purchases in its sole discretion. Outside blackout periods, Fairfax may purchase at its discretion under the bid.

Filing Explained

Under its existing bid, Fairfax purchased 1,593,566 subordinate voting shares during the last 12 months at a volume-weighted average price of Cdn.$2,280.87, including shares reserved for awards, and purchased no preferred shares.

Key Figures

Annual purchase limit, subordinate voting shares: 2,025,315 shares Annual purchase limit, Series K shares: 950,000 shares Daily purchase limit, subordinate voting shares: 15,137 shares +3 more

6 metrics

Annual purchase limit, subordinate voting shares 2,025,315 shares New Normal Course Issuer Bid

Annual purchase limit, Series K shares 950,000 shares New Normal Course Issuer Bid

Daily purchase limit, subordinate voting shares 15,137 shares New Normal Course Issuer Bid

Daily purchase limit, Series K shares 2,226 shares New Normal Course Issuer Bid

Subordinate voting shares purchased 1,593,566 shares Under the existing bid during the last twelve months

Volume weighted average price per share Cdn.$2,280.87 per share Subordinate voting shares purchased under the existing bid during the last twelve months

Key Terms

Normal Course Issuer Bid, automatic share purchase plan, volume weighted average price per share, public float

4 terms

Normal Course Issuer Bid regulatory

"intention to commence a 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.

automatic share purchase plan regulatory

"entered into an automatic share purchase plan"

An automatic share purchase plan is a pre-arranged agreement that allows investors to buy a set amount of a company's shares at regular intervals without needing to make individual decisions each time. It helps investors steadily build their holdings over time, much like setting a recurring deposit into a savings account, making investing more disciplined and less influenced by short-term market fluctuations.

volume weighted average price per share financial

"at a volume weighted average price per share"

public float market

"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.

FAQ

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

How many shares can Fairfax (FRFFF) repurchase under the new bid?

The annual limits are up to 2,025,315 subordinate voting shares and 950,000 Series K shares. Daily limits are 15,137 subordinate voting shares and 2,226 Series K shares. The bid period is September 30, 2026, through September 29, 2027.

How does Fairfax's automatic share purchase plan work?

During a trading blackout period, Fairfax may, but is not required to, instruct its designated broker before the period begins to make purchases under the bid. The broker determines purchases in its sole discretion using parameters established by Fairfax. Outside blackout periods, Fairfax may purchase at its discretion under the bid.

Why does Fairfax say it is pursuing the share bid?

Fairfax says it believes its subordinate voting and Series K shares represent an attractive investment opportunity in appropriate circumstances. It also says purchases under the bid will enhance the value of subordinate voting shares held by remaining shareholders.

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

Form 6-K: How Foreign Companies Report to the SEC →

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Available on EDGAR 09/28/2026 - 08:50 AM Accepted by SEC EDGAR 09/28/2026 - 08:49 AM 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: 001-31556

FAIRFAX FINANCIAL HOLDINGS LIMITED
(Name of Registrant)

95 Wellington Street West
Suite 800
Toronto, Ontario
Canada M5J 2N7
(Address of Principal Executive Offices)

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 x

EXHIBIT INDEX 

Exhibit		Description of Exhibit
99.1		Press Release dated September 28, 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.

	FAIRFAX FINANCIAL HOLDINGS LIMITED
Date: September 28, 2026	By:	/s/ Derek Bulas
		Name:	Derek Bulas
		Title:	Vice President, Chief Legal Officer and Corporate Secretary

Exhibit 99.1

FAIRFAX News Release

TSX Stock Symbol: FFH and FFH.U

TORONTO, September 28, 2026

INTENTION TO MAKE A

NORMAL COURSE ISSUER BID FOR SUBORDINATE VOTING SHARES AND PREFERRED SHARES

Fairfax Financial Holdings Limited (“Fairfax”) (TSX: FFH and FFH.U) announces that the Toronto Stock Exchange (the “TSX”) has accepted a notice filed by Fairfax of its intention to commence a Normal Course Issuer Bid (“NCIB”) through the facilities of the TSX (or other alternative Canadian trading systems) for its Subordinate Voting Shares and Cumulative 5-Year Rate Reset Preferred Shares, Series K (the “Series K Shares”) (TSX: FFH.PR.K). Purchases will be made in accordance with the rules and policies of the TSX. Subordinate Voting Shares purchased will be either cancelled or reserved for share-based payment awards and Series K Shares purchased will be cancelled.

As stated in the notice, Fairfax’s board of directors has approved the purchase on the TSX, during the period commencing September 30, 2026 and ending September 29, 2027, of Subordinate Voting Shares and Series K Shares up to the following limits:

														Limit on Purchases
		Securities Outstanding1				Public Float				Average Daily Trading Volume				Total Limit2				Daily Limit3
Subordinate Voting Shares			20,823,876				20,253,151				60,551				2,025,315				15,137
Series K Shares			9,500,000				9,500,000				8,907				950,000				2,226

Notes:

1. As of September 16, 2026.

2. Represents approximately 10% of the public float in respect of each of the Subordinate Voting Shares and the Series K Shares.

3. Represents the maximum number of shares of that class or series that may be purchased over the TSX during the course of one trading day. This amount is equal to the greater of (i) 25% of the average daily trading volume on the TSX calculated in accordance with the rules of the TSX, and (ii) 1,000 shares. This limitation does not apply to purchases made pursuant to block purchase exemptions.

Fairfax is making this NCIB because it believes that in appropriate circumstances its Subordinate Voting Shares and Series K Shares represent an attractive investment opportunity and that, with respect to the Subordinate Voting Shares, purchases under the bid will enhance the value of the Subordinate Voting Shares held by the remaining shareholders.

Pursuant to its existing normal course issuer bid, Fairfax sought and received approval from the TSX to purchase up to 2,187,316 Subordinate Voting Shares, 1,042,010 Cumulative 5-Year Rate Reset Preferred Shares, Series I, 157,989 Cumulative 5-Year Rate Reset Preferred Shares, Series J and 950,000 Series K Shares. Under its existing normal course issuer bid, Fairfax has purchased 1,593,566 of its Subordinate Voting Shares, which included Subordinate Voting Shares reserved for share-based payment awards, through open market purchases on the TSX and other alternative Canadian trading systems during the last twelve months at a volume weighted average price per share of Cdn.$2,280.87. Fairfax has not purchased any preferred shares under its existing normal course issuer bid.

FAIRFAX FINANCIAL HOLDINGS LIMITED

95 Wellington Street West, Suite 800, Toronto, Ontario, M5J 2N7 Telephone: 416-367-4941 Facsimile: 416-367-4946

Fairfax also announces that it has entered into an automatic share purchase plan (the “ASPP”) with a designated broker to allow for the purchase of its Subordinate Voting Shares and Series K Shares under the NCIB at times when Fairfax normally would not be active in the market due to applicable regulatory restrictions or internal trading black-out periods. Before the commencement of any particular internal trading black-out period, Fairfax may, but is not required to, instruct its designated broker to make purchases of Subordinate Voting Shares and/or Series K Shares under the NCIB during the ensuing black-out period in accordance with the terms of the ASPP. Such purchases will be determined by the broker in its sole discretion based on parameters established by Fairfax prior to commencement of the applicable black-out period in accordance with the terms of the ASPP and applicable TSX rules. Outside of these black-out periods, Subordinate Voting Shares and Series K Shares will be purchasable by Fairfax at its discretion under its NCIB.

The ASPP is effective as of September 30, 2026 and will terminate on the earliest of the date on which: (a) the maximum annual purchase limit in respect of the Subordinate Voting Shares and the Series K Shares under the NCIB has been reached; (b) the NCIB expires; or (c) Fairfax terminates the ASPP in accordance with its terms. The ASPP constitutes an “automatic securities purchase plan” under applicable Canadian securities laws.

Fairfax is a holding company which, through its subsidiaries, is primarily engaged in property and casualty insurance and reinsurance and the associated investment management.

-30-

For further information contact: John Varnell, Vice President, Corporate Development at (416) 367-4941

Filing Exhibits & Attachments

1 document

Press Releases

• EX-99.1 EXHIBIT 99.1 16.2 KB