HSBC buy-back update: 130.96m shares bought; issued shares 17.29bn

Rhea-AI Filing Summary

HSBC Holdings plc reports continued execution of its share buy-back announced 31 July 2025. Since the programme began the company has repurchased 130,955,408 ordinary shares for a total consideration of approximately US$1,690.5m. On 18 September 2025 HSBC bought and cancelled 2,126,292 shares on UK venues at an average price of £10.1756 and 1,489,600 shares on the Hong Kong Stock Exchange at an average price of HK$107.3670. After cancelling the UK-venue repurchases, issued ordinary share capital stands at 17,286,084,264 voting shares; Hong Kong-venue cancellations are pending and a further total voting rights announcement will follow when those are completed. A full trade breakdown is available via the provided RNS link.

Positive

• Substantial repurchases: 130,955,408 shares bought for approximately US$1,690.5m, demonstrating active capital return.
• Reduced issued share capital: UK-cancelled shares leave 17,286,084,264 voting ordinary shares, giving a new denominator for disclosure calculations.
• Transparent execution: Detailed trade breakdown provided via RNS link and compliance statements regarding market/companies act classification.

Negative

• Pending cancellations: Shares repurchased on the Hong Kong Stock Exchange have not yet been cancelled, delaying finalisation of total voting rights.

Insights

Financial Analyst

TL;DR HSBC has materially reduced share count via a sizeable buy-back of US$1.69bn so far, tightening equity and modestly boosting per-share metrics.

The company repurchased 130.96m shares since the programme began, representing a meaningful capital return. Cancellation of UK-venue shares has reduced issued shares to 17.286bn, which shareholders should use as the denominator for disclosure tests. The remaining Hong Kong purchases await cancellation, so full share-count impact is not yet finalised. The disclosed average prices on UK and Hong Kong venues provide transparency on execution costs.

Corporate Governance Expert

TL;DR The buy-back follows formal procedures across multiple exchanges and includes required disclosure links, reflecting governance-compliant execution.

Repurchases were executed as "on Exchange" market purchases in the UK and as on-exchange/off-market transactions in Hong Kong consistent with listing and legal rules. HSBC published a full breakdown of trades per Market Abuse Regulation requirements, and updated issued share capital after UK cancellations. The staggered cancellation timing between venues is noted and HSBC commits to a further announcement once Hong Kong cancellations complete.

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 September

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 Transaction in Own Shares cover of Form 20-F or Form 40-F).

Form 20-F X Form 40-F  

HSBC HOLDINGS PLC

18 September 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:	18 September 2025
Number of ordinary shares of US$0.50 each purchased:	2,126,292
Highest price paid per share:	£10.2320
Lowest price paid per share:	£10.1120
Volume weighted average price paid per share:	£10.1756

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:	18 September 2025
Number of ordinary shares of US$0.50 each purchased:	1,489,600
Highest price paid per share:	HK$107.6000
Lowest price paid per share:	HK$106.9000
Volume weighted average price paid per share:	HK$107.3670

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 130,955,408 ordinary shares for a total consideration of approximately US$1,690.5m.

Following the cancellation of the shares repurchased on the UK Venues, the Company's issued ordinary share capital will consist of 17,286,084,264 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 17,286,084,264 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/9524Z_1-2025-9-18.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: 18 September 2025

FAQ

How many shares has HSBC (HSBC) repurchased under the buy-back programme so far?

HSBC has repurchased 130,955,408 ordinary shares since the buy-back commenced on 31 July 2025.

What is the total cost of HSBC's repurchases to date?

The total consideration for repurchased shares is approximately US$1,690.5m.

What is HSBC's issued share capital after the UK cancellations?

Following cancellation of UK-venue repurchases, issued ordinary share capital is 17,286,084,264 ordinary shares with voting rights.

Were the repurchases executed on-exchange or off-market?

Repurchases on UK venues were implemented as on Exchange market purchases; Hong Kong Stock Exchange transactions are treated as off market under the Companies Act but as on-exchange for Hong Kong listing rules.

Where can I find the full breakdown of individual trades made on behalf of HSBC?

A full breakdown is available via the RNS link: http://www.rns-pdf.londonstockexchange.com/rns/9524Z_1-2025-9-18.pdf.