HSBC buyback: 2.4M UK and 1.3M HK shares bought on 12 Aug 2025

Rhea-AI Filing Summary

HSBC Holdings plc reports on 12 August 2025 that it repurchased ordinary shares for cancellation as part of the buy-back announced 31 July 2025. On UK venues the company bought 2,417,944 shares at a volume weighted average price of £9.5223 per share. On the Hong Kong Stock Exchange it bought 1,298,000 shares at a volume weighted average price of HK$99.9345 per share on the same date.

Since the buy-back began, HSBC has repurchased 31,223,201 ordinary shares for a total consideration of approximately US$388.2m. Following cancellation of the shares repurchased on the UK venues, issued ordinary share capital will be 17,382,632,186 ordinary shares with voting rights; there are no ordinary shares held in treasury. Cancellation of the Hong Kong repurchases is pending and a further total voting rights announcement will follow once those shares are cancelled.

Positive

• Since the buy-back commenced on 31 July 2025, HSBC has repurchased 31,223,201 ordinary shares for approximately US$388.2m.
• Following cancellation of the UK repurchases, issued ordinary share capital is stated as 17,382,632,186 ordinary shares with voting rights.
• Repurchases on UK venues were executed as on Exchange market purchases and Hong Kong trades are recorded as on-exchange for Hong Kong listing rules.

Negative

• Cancellation of the shares repurchased on the Hong Kong Stock Exchange is pending, so the final total voting rights figure may change and will be announced later.

Insights

Financial Analyst

TL;DR: HSBC has repurchased 31.2M shares (~US$388.2m) so far; UK cancellations reduce issued share capital to 17.382B shares.

HSBC executed on-exchange, market purchases in the UK and on-exchange transactions in Hong Kong on 12 August 2025, acquiring 2,417,944 and 1,298,000 shares respectively at disclosed VWAPs. The firm reports a cumulative repurchase of 31,223,201 shares for ~US$388.2m since the program began on 31 July 2025. The immediate effect reported is a reduction in issued ordinary share capital to 17,382,632,186 after UK cancellations; Hong Kong cancellations are pending. This is a clear capital return action with a documented impact on the share count disclosed by the company.

Corporate Governance Expert

TL;DR: The announcement outlines procedural details of on- and off-market purchases and a pending update to the voting-rights denominator.

The filing specifies that UK repurchases were implemented as "on Exchange" market purchases under the Companies Act 2006 and that Hong Kong transactions are treated as off-market under the Companies Act but on-exchange under Hong Kong listing rules. The company confirms no ordinary shares are held in treasury and provides a current voting-rights denominator of 17,382,632,186 following UK cancellations. Because cancellations on the Hong Kong Stock Exchange take longer, the final total voting-rights figure will be updated when those cancellations complete, which is an important procedural note for shareholder disclosure and compliance.

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 August

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

12 August 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:	12 August 2025
Number of ordinary shares of US$0.50 each purchased:	2,417,944
Highest price paid per share:	£9.5630
Lowest price paid per share:	£9.4870
Volume weighted average price paid per share:	£9.5223

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:	12 August 2025
Number of ordinary shares of US$0.50 each purchased:	1,298,000
Highest price paid per share:	HK$100.3000
Lowest price paid per share:	HK$99.6500
Volume weighted average price paid per share:	HK$99.9345

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 31,223,201 ordinary shares for a total consideration of approximately US$388.2m.

Following the cancellation of the shares repurchased on the UK Venues, the Company's issued ordinary share capital will consist of 17,382,632,186 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 17,382,632,186 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/0597V_1-2025-8-12.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: 12 August 2025

FAQ

How many shares did HSBC repurchase on 12 August 2025 (HSBC)?

On 12 August 2025 HSBC repurchased 2,417,944 ordinary shares on UK venues and 1,298,000 ordinary shares on the Hong Kong Stock Exchange.

What were the volume weighted average prices paid on 12 August 2025?

The VWAP on UK venues was £9.5223 per share and on the Hong Kong Stock Exchange was HK$99.9345 per share.

How many shares has HSBC repurchased since the buy-back began and what was the total consideration?

Since the buy-back began on 31 July 2025 HSBC has repurchased 31,223,201 ordinary shares for approximately US$388.2m in total consideration.

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

Following cancellation of the shares repurchased on the UK venues the issued ordinary share capital is 17,382,632,186 ordinary shares with voting rights.

Are there any ordinary shares held in treasury?

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

Where can I find a full breakdown of the individual trades made by Merrill Lynch?

A full breakdown of individual trades is available at the link provided by the company: http://www.rns-pdf.londonstockexchange.com/rns/0597V_1-2025-8-12.pdf.