GSK (GSK) moves to complete £2bn share buyback with final tranche

Rhea-AI Filing Summary

GSK plc is launching the fifth and final tranche of its previously announced £2 billion share buyback programme. The company has already repurchased 114,436,378 Ordinary Shares for about £1.82 billion, and this last tranche will be up to approximately £0.18 billion.

The final tranche is scheduled to run from 11 May 2026 to 26 June 2026 under a non-discretionary agreement with Citi. GSK states that the buyback is intended to return excess capital, reduce share capital, and is expected to enhance earnings per share, with shares bought in this tranche to be held as Treasury shares.

Insights

Equity capital markets analyst

GSK moves to complete its planned £2 billion share buyback.

GSK is progressing a structured capital return plan, moving into the final tranche of its share buyback programme. To date it has deployed about £1.82 billion of the planned £2 billion, repurchasing over 114 million Ordinary Shares.

The company has a non-discretionary agreement with Citi, which will independently execute market purchases within preset parameters and regulatory limits. Ordinary Shares acquired in this final tranche will be held as Treasury shares rather than immediately cancelled, which can still reduce effective free float.

The programme is described as aiming to return excess capital and reduce share capital, and is expected by GSK to enhance earnings per share. Execution is scheduled between 11 May 2026 and 26 June 2026 and remains constrained by its general authority to repurchase up to 406,980,539 Ordinary Shares.

Key Figures

Total buyback programme size: £2 billion Amount already repurchased: £1.82 billion Shares repurchased to date: 114,436,378 Ordinary Shares +5 more

8 metrics

Total buyback programme size £2 billion Share buyback programme announced February 2025

Amount already repurchased £1.82 billion Aggregate consideration for 114,436,378 Ordinary Shares to date

Shares repurchased to date 114,436,378 Ordinary Shares Cumulative under first four tranches

Final tranche size up to approximately £0.18 billion Fifth and final tranche commencing 11 May 2026

Repurchase authority limit 406,980,539 Ordinary Shares General authority from 2026 Annual General Meeting

Ordinary Share nominal value 31¼ pence each Par value of GSK Ordinary Shares

Final tranche start date 11 May 2026 Expected commencement of final tranche purchases

Final tranche end date 26 June 2026 Expected completion of final tranche purchases

Key Terms

share buyback programme, Treasury shares, Market Abuse Regulation 596/2014, Listing Rules, +1 more

5 terms

share buyback programme financial

"GSK plc announces the final tranche of share buyback programme"

A share buyback programme is when a company uses its cash to purchase its own shares from the market, reducing the number of shares available to other investors; imagine a bakery buying back coupons so fewer are circulating. It matters because cutting the share count can boost earnings per share and increase each remaining investor’s ownership stake, and it also signals management’s view of the stock while using cash that could have been spent on other priorities.

Treasury shares financial

"Ordinary Shares purchased under the Final Tranche will be held as Treasury shares."

Treasury shares are a company’s own stock that it has repurchased and keeps on its books instead of canceling or leaving in the hands of outside investors. Think of them like coupons a business puts back in a drawer: they don’t vote or receive dividends while held, but they can be reissued later for employee pay or fundraising. For investors this matters because buybacks change the number of shares that count toward earnings and ownership, can boost per‑share metrics, and use corporate cash that might otherwise go to growth or dividends.

Market Abuse Regulation 596/2014 regulatory

"within the parameters prescribed by the Market Abuse Regulation 596/2014, the Commission Delegated Regulation (EU) 2016/1052"

Regulation 596/2014, known as the Market Abuse Regulation, is the European rulebook that bans insider trading and market manipulation and requires timely public disclosure of crucial company information. It matters to investors because it helps keep prices fair and trustworthy—like rules that stop players from cheating in a game—by forcing companies and insiders to be transparent and making unlawful trading easier to detect and punish.

Listing Rules regulatory

"as well as applicable laws and the regulations of the UK Financial Conduct Authority (including Chapter 9 of the Listing Rules)."

Listing rules are the set of requirements a stock exchange and regulators impose on companies to join and stay on the exchange, covering things like financial reporting, disclosures, governance and minimum size. They matter to investors because those rules create a basic level of transparency and behavior—think of them as marketplace rules that make it easier to compare sellers, reduce surprises, and protect liquidity and value; breaking the rules can lead to fines, trading suspensions or delisting.

American Depositary Receipts financial

"No repurchases will be made in the United States of America or in respect of GSK's American Depositary Receipts."

A certificate traded on U.S. markets that represents ownership of shares in a foreign company, letting U.S. investors buy and sell that company as if it were listed domestically. Think of it as a local voucher for a foreign product: it makes price quotes in dollars, trades on familiar exchanges, and brings differences in liquidity, fees and legal protections that can affect returns and risk compared with buying the underlying foreign shares directly.

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

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

For the month of May 2026

Commission File Number 001-15170

GSK plc

(Translation of registrant's name into English)

79 New Oxford Street, London, WC1A 1DG

(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 . . . .X. . . . Form 40-F . . . . . . . .

Issued: 11 May 2026, London UK

GSK plc announces the final tranche of share buyback programme

On 24 February 2025, GSK plc ("GSK") announced the commencement of a £2 billion share buyback programme (the "Programme"), as announced in its 2024 full year results announcement published on 5 February 2025. The Programme is to be implemented over the period to the end of Q2 2026.

The first tranche of the Programme (of up to £0.7 billion) commenced on 24 February 2025; the second tranche of the Programme (of up to £0.45 billion) commenced on 4 June 2025; the third tranche of the Programme (of up to £0.3 billion) commenced on 30 September 2025; and the fourth tranche of the Programme (of up to £0.45 billion) commenced on 17 February 2026. The first four tranches of the Programme completed in accordance with their terms. To date, the Company has repurchased 114,436,378 Ordinary Shares for an aggregate consideration of approximately £1.82 billion.

GSK announces that the fifth and final tranche of the Programme of up to approximately £0.18 billion will commence today, enabling the Company to complete the Programme of up to £2 billion as previously announced.

GSK has entered into a non-discretionary agreement with Citigroup Global Markets Limited ("Citi"), enabling GSK to buy back ordinary shares of 31¼ pence each in GSK ("Ordinary Shares") with an aggregate value of up to approximately £0.18 billion (the "Final Tranche"). Purchases of Ordinary Shares under the Final Tranche are expected to commence on 11 May 2026 and to be completed by 26 June 2026.

The purpose of the Programme is to return excess capital to shareholders and reduce the share capital of the company, and it is expected that the implementation of the Programme will enhance earnings per share. Ordinary Shares purchased under the Final Tranche will be held as Treasury shares.

Citi will make trading decisions in relation to the Final Tranche independently of GSK with regard to the timing of purchases.  Any purchase of Ordinary Shares by Citi contemplated by this announcement will be carried out on the London Stock Exchange and/or Cboe Europe Limited through the BXE and CXE order books. Any purchases of Ordinary Shares by GSK from Citi under the Final Tranche will be carried out on the London Stock Exchange.

The Final Tranche will be effected within certain pre-set parameters and in accordance with GSK's general authority to repurchase shares and will be conducted within the parameters prescribed by the Market Abuse Regulation 596/2014, the Commission Delegated Regulation (EU) 2016/1052 (both as incorporated into UK domestic law by the European Union (Withdrawal) Act 2018) as well as applicable laws and the regulations of the UK Financial Conduct Authority (including Chapter 9 of the Listing Rules).

The Final Tranche will occur within the limitations of GSK's existing general authority to repurchase up to 406,980,539 Ordinary Shares granted at its 2026 Annual General Meeting.

No repurchases will be made in the United States of America or in respect of GSK's American Depositary Receipts.

About GSK

GSK is a global biopharma company with a purpose to unite science, technology, and talent to get ahead of disease together. Find out more at www.gsk.com.

GSK enquiries
Media:	Tim Foley	+44 (0) 20 8047 5502	(London)
	Kathleen Quinn	+1 202 603 5003	(Washington DC)
Investor Relations:	Constantin Fest	+44 (0) 7831 826525	(London)
	James Dodwell	+44 (0) 20 8047 2406	(London)
	Mick Readey	+44 (0) 7990 339653	(London)
	Steph Mountifield	+44 (0) 7796 707505	(London)
	Sam Piper	+44 (0) 7824 525779	(London)
	Jeff McLaughlin	+1 215 751 7002	(Philadelphia)
	Frannie DeFranco	+1 215 751 3126	(Philadelphia)

Cautionary statement regarding forward-looking statements

GSK cautions investors that any forward-looking statements or projections made by GSK, including those made in this announcement, are subject to risks and uncertainties that may cause actual results to differ materially from those projected. Such factors include, but are not limited to, those described in the "Risk Factors" section in GSK's Annual Report on Form 20-F for 2025, and GSK's Q1 Results for 2026.

Registered in England & Wales:

No. 3888792

Registered Office:

79 New Oxford Street

London

WC1A 1DG

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 authorised.

GSK plc

(Registrant)

Date: May 11, 2026

By:/s/ VICTORIA WHYTE

--------------------------

Victoria Whyte

Authorised Signatory for and on

behalf of GSK plc

FAQ

What did GSK (GSK) announce in this Form 6-K?

GSK announced the start of the fifth and final tranche of its £2 billion share buyback programme. This final tranche has an aggregate value of up to about £0.18 billion, aiming to complete the programme originally announced in February 2025.

How much has GSK (GSK) already spent on share buybacks under this programme?

GSK has repurchased 114,436,378 Ordinary Shares for an aggregate consideration of about £1.82 billion so far. This leaves up to approximately £0.18 billion to be deployed in the fifth and final tranche, bringing the programme to its £2 billion target.

What is the size and timing of GSK’s (GSK) final buyback tranche?

The final tranche has an aggregate value of up to about £0.18 billion. Purchases of Ordinary Shares are expected to begin on 11 May 2026 and be completed by 26 June 2026, subject to market conditions and preset parameters.

Why is GSK (GSK) conducting this £2 billion share buyback programme?

GSK states that the programme’s purpose is to return excess capital to shareholders and reduce the share capital of the company. It also says implementation of the programme is expected to enhance earnings per share over time by spreading profits over fewer shares.

How will GSK (GSK) execute the final share buyback tranche?

GSK has a non-discretionary agreement with Citigroup Global Markets Limited. Citi will make independent trading decisions and purchase GSK Ordinary Shares on the London Stock Exchange and Cboe Europe, within regulatory limits and GSK’s general authority to repurchase up to 406,980,539 shares.

What happens to the GSK (GSK) shares bought in the final tranche?

Ordinary Shares purchased under the final tranche will be held as Treasury shares. Holding shares in treasury reduces the effective number of shares available in the market and can support earnings per share, while giving GSK flexibility over future use of those shares.