[6-K] HSBC HOLDINGS PLC Current Report (Foreign Issuer)

Rhea-AI Filing Summary

HSBC Holdings plc reported share repurchases for cancellation on 13 October 2025 as part of its buy-back announced on 31 July 2025. The company bought 4,866,573 ordinary shares on UK venues at a volume-weighted average price of £9.8914, and 4,252,800 shares on the Hong Kong Stock Exchange at a volume-weighted average price of HK$101.8184.

Since the programme began, HSBC has repurchased 189,161,824 ordinary shares for total consideration of approximately US$2,490.8m. On 13 October 2025, 13,319,600 previously repurchased Hong Kong shares were cancelled. After cancelling those shares and today’s UK venue repurchases, issued ordinary share capital will consist of 17,227,270,564 ordinary shares with voting rights. There are no ordinary shares held in treasury. A further announcement of total voting rights will follow once the Hong Kong repurchases are cancelled.

Merrill Lynch International executed the trades. A full trade breakdown is available via the provided link and on HSBC’s website.

Insights

Capital markets analyst

Routine buy-back progress; share count updated after cancellations.

HSBC continued its authorised repurchase, buying shares on both UK venues and the Hong Kong Stock Exchange for cancellation. The filing lists venue-specific volumes and volume‑weighted average prices, confirming execution by Merrill Lynch International.

Cumulatively, the programme has reached 189,161,824 shares for about US$2,490.8m. On 13 October 2025, 13,319,600 Hong Kong shares were cancelled, and the company states issued ordinary shares will be 17,227,270,564 after including today’s UK cancellations.

Actual market impact depends on trading and future cancellation timing on the Hong Kong Stock Exchange. A further notice of total voting rights will be made once those shares are cancelled, per the company’s statement.

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

13 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:	13 October 2025
Number of ordinary shares of US$0.50 each purchased:	4,866,573
Highest price paid per share:	£9.9540
Lowest price paid per share:	£9.8460
Volume weighted average price paid per share:	£9.8914

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:	13 October 2025
Number of ordinary shares of US$0.50 each purchased:	4,252,800
Highest price paid per share:	HK$102.5000
Lowest price paid per share:	HK$100.8000
Volume weighted average price paid per share:	HK$101.8184

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 189,161,824 ordinary shares for a total consideration of approximately US$2,490.8m.

On 13 October 2025, 13,319,600 ordinary shares of US$0.50 each which were awaiting cancellation having been repurchased on the Hong Kong Stock Exchange previously were cancelled. Following the cancellation of those shares and following the cancellation of shares repurchased on the UK Venues today, the Company's issued ordinary share capital will consist of 17,227,270,564 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 17,227,270,564 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/1790D_1-2025-10-13.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: 13 October 2025

FAQ

What did HBCYF repurchase on 13 October 2025?

HSBC bought 4,866,573 ordinary shares on UK venues at a £9.8914 VWAP and 4,252,800 shares on the Hong Kong Stock Exchange at a HK$101.8184 VWAP.

How many shares has HBCYF repurchased since 31 July 2025?

Since commencement, HSBC has repurchased 189,161,824 ordinary shares for a total consideration of approximately US$2,490.8m.

What is HSBC’s issued share count after the latest cancellations?

Following cancellation of 13,319,600 Hong Kong shares and today’s UK venue cancellations, issued ordinary share capital will be 17,227,270,564 shares with voting rights.

Were any shares held in treasury after these actions?

No. The company states there are no ordinary shares held in treasury.

Who executed the buy-back trades for HSBC?

Merrill Lynch International executed the trades on behalf of HSBC.

Where can investors find the detailed trade breakdown?

A full breakdown is available via the provided London Stock Exchange PDF link and on HSBC’s website.