HSBC repurchases 167.0M shares; issued capital now 17.25B

Rhea-AI Filing Summary

HSBC Holdings plc reports continued execution of its share buy-back announced 31 July 2025. On 3 October 2025 the company repurchased 434,114 ordinary shares on UK venues at reported prices of £10.6400, £10.5020 and £10.5897. On the same date it repurchased 1,490,000 ordinary shares on the Hong Kong Stock Exchange at reported prices of HK$110.1000, HK$109.1000 and HK$109.5677. Since the buy-back began, HSBC has repurchased 167,020,777 ordinary shares for total consideration of approximately US$2,192.9m. Following cancellation of the UK-repurchased shares, issued ordinary share capital stands at 17,251,807,611 shares with voting rights and there are no shares held in treasury. The announcement notes that cancellation of Hong Kong-repurchased shares takes longer and a further total voting rights announcement will follow once those shares are cancelled.

Positive

• 167,020,777 ordinary shares repurchased since program start, showing active capital return
• Total consideration of approximately US$2,192.9m demonstrates material scale of share repurchases
• Issued ordinary share capital reduced to 17,251,807,611 following UK cancellations, with no treasury shares

Negative

• Cancellation of shares repurchased on the Hong Kong Stock Exchange is delayed, so total voting rights remain subject to change
• Buy-back execution required cross-jurisdictional processes which create temporary timing differences in share count

Insights

Corporate Finance Analyst

HSBC is actively returning capital via a sizeable buy-back: US$2,192.9m repurchased to date.

Repurchasing 167,020,777 shares signals a deliberate capital return to shareholders and reduces the issued share base to 17,251,807,611 following UK cancellations, which can modestly increase residual ownership percentages per remaining share.

The filing explicitly notes timing differences: UK purchases are cancelled quickly while Hong Kong repurchases require additional time before cancellation, creating a short-term mismatch in the effective share count.

Equity Market Operations Specialist

Buy-backs were executed across multiple exchanges: UK venues and the Hong Kong Stock Exchange on 3 October 2025.

The announcement lists transaction-level details for 434,114 UK trades and 1,490,000 Hong Kong trades on that date with reported price points in GBP and HKD, and provides a link to a full trade breakdown as required by the Market Abuse Regulation.

This on-Exchange execution approach aligns with the Companies Act 2006 definitions and the Hong Kong listing rules' definition of on-market buy-backs, ensuring regulatory conformity for the disclosed trades.

FORM 6-K

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Report of Foreign Private Issuer

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

the Securities Exchange Act of 1934

For the month of October

HSBC Holdings plc

42nd Floor, 8 Canada Square, London E14 5HQ, England

(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  

HSBC HOLDINGS PLC

3 October 2025

Transaction in own shares

HSBC Holdings plc ("HSBC" or the "Company") announces that it has purchased for cancellation the following number of its ordinary shares of US$0.50 from Merrill Lynch International ("Merrill Lynch") as part of its buy-back announced on 31 July 2025.

UK Venues

Date of purchase:	3 October 2025
Number of ordinary shares of US$0.50 each purchased:	434,114
Highest price paid per share:	£10.6400
Lowest price paid per share:	£10.5020
Volume weighted average price paid per share:	£10.5897

All repurchases on the London Stock Exchange, Aquis Exchange, Cboe Europe Limited (through the BXE and CXE order books) and/or Turquoise ("UK Venues") are implemented as "on Exchange" transactions (as such term is defined in the rules of the London Stock Exchange) and as "market purchases" for the purposes of the Companies Act 2006.

Hong Kong Stock Exchange

Date of purchase:	3 October 2025
Number of ordinary shares of US$0.50 each purchased:	1,490,000
Highest price paid per share:	HK$110.1000
Lowest price paid per share:	HK$109.1000
Volume weighted average price paid per share:	HK$109.5677

All repurchases on The Stock Exchange of Hong Kong Limited ("Hong Kong Stock Exchange") are "off market" for the purposes of the Companies Act 2006 but are transactions which occur "on Exchange" for the purposes of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited and which constitute an "on-market share buy-back" for the purposes of the Codes on Takeovers and Mergers and Share Buy-backs.

Since the commencement of the buy-back announced on 31 July 2025, the Company has repurchased 167,020,777 ordinary shares for a total consideration of approximately US$2,192.9m.

Following the cancellation of the shares repurchased on the UK Venues, the Company's issued ordinary share capital will consist of 17,251,807,611 ordinary shares with voting rights. There are no ordinary shares held in treasury. Cancellation of the shares repurchased on the Hong Kong Stock Exchange takes longer than those repurchased on the UK Venues and a further announcement of total voting rights will be made once those shares have been cancelled.

The above figure of 17,251,807,611 may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the Company under the Financial Conduct Authority's Disclosure Guidance and Transparency Rules.

In accordance with Article 5(1)(b) of the Market Abuse Regulation (EU) No 596/2014 (as it forms part of domestic law of the United Kingdom by virtue of the European Union (Withdrawal) Act 2018, as amended), a full breakdown of the individual trades made by Merrill Lynch on behalf of the Company is available via the link below.

http://www.rns-pdf.londonstockexchange.com/rns/0765C_1-2025-10-3.pdf

This announcement will also be available on HSBC's website at www.hsbc.com/sea

Enquiries to:

Lee Davis

Group Governance

shareholderquestions@hsbc.com

+44 (0)20 7991 8888

SIGNATURE

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.

HSBC Holdings plc

By:

Name: Aileen Taylor

Title: Group Company Secretary and Chief Governance Officer

Date: 03 October 2025

FAQ

How many shares has HSBC (HBCYF) repurchased since the buy-back began?

HSBC has repurchased 167,020,777 ordinary shares since the buy-back announced on 31 July 2025.

What total cash consideration has HSBC spent on the buy-back so far?

The company reports total consideration of approximately US$2,192.9m for the shares repurchased to date.

What is HSBC's current issued ordinary share capital for voting calculations?

Following cancellation of the UK-repurchased shares, issued ordinary share capital is 17,251,807,611 ordinary shares with voting rights.

Were any repurchases made on 3 October 2025 and what were the sizes and prices?

Yes. On 3 October 2025 HSBC repurchased 434,114 shares on UK venues with reported prices £10.6400, £10.5020, £10.5897, and 1,490,000 shares on the Hong Kong Stock Exchange with reported prices HK$110.1000, HK$109.1000, HK$109.5677.

Are the Hong Kong repurchased shares cancelled immediately?

No. The announcement states that cancellation of shares repurchased on the Hong Kong Stock Exchange takes longer and a further announcement of total voting rights will be made once those shares have been cancelled.