ICICI Bank (NYSE: IBN) wins RBI approval for 100% buyout of pension fund arm

Rhea-AI Filing Summary

ICICI Bank Limited reports that the Reserve Bank of India has granted its approval for the Bank’s proposed acquisition of 100% of ICICI Prudential Pension Funds Management Company Limited from ICICI Prudential Life Insurance Company Limited. This step is part of a plan announced earlier to make the pension fund manager a wholly owned subsidiary of the Bank.

The RBI approval, communicated by letter dated November 27, 2025, comes with conditions, including the requirement to obtain clearance from the Pension Fund Regulatory and Development Authority and other necessary approvals. The acquisition can move forward only after these additional regulatory consents are secured.

Insights

Banking and regulatory affairs analyst

RBI approves ICICI Bank’s plan to fully acquire its pension fund manager, pending further regulatory clearances.

The update shows that ICICI Bank has received Reserve Bank of India approval to acquire the entire shareholding of ICICI Prudential Pension Funds Management Company Limited from ICICI Prudential Life Insurance Company Limited. This would make the pension fund manager a wholly owned subsidiary, aligning it more closely with the Bank’s broader retirement and investment offerings.

The RBI’s letter dated November 27, 2025 specifies that the approval is subject to conditions, including clearance from the Pension Fund Regulatory and Development Authority and other required approvals. This means the transaction is not yet complete and remains contingent on additional regulators. Subsequent disclosures will clarify when the remaining conditions are satisfied and when the acquisition is formally closed.

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN ISSUER PURSUANT TO RULE 13a -16 OR

15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of November 2025

Commission File Number: 001-15002

ICICI Bank Limited
(Translation of registrant’s name into English)

ICICI Bank Towers,
Bandra-Kurla Complex
Mumbai, India 400 051
(Address of principal executive office)

Indicate by check mark whether the registrant files or will file
annual reports under cover Form 20-F or Form 40-F.

Form 20-F   X  Form 40-F      

Table of Contents

Items:

1. Other news

OTHER NEWS

Subject: Disclosure under Indian Listing Regulations

IBN

ICICI Bank Limited (the ‘Bank’) Report on Form 6-K

The Bank, in its disclosure filed with the stock exchanges on July 19, 2025, had informed about the proposed acquisition of 100% shareholding in ICICI Prudential Pension Funds Management Company Limited (ICICI PFM) from ICICI Prudential Life Insurance Company Limited (ICICI Life) to make ICICI PFM a wholly owned subsidiary of the Bank, subject to RBI, PFRDA and other necessary approvals.

Reserve Bank of India has, vide its letter dated November 27, 2025 received by the Bank yesterday at 6:10 p.m. accorded its approval to the Bank for the above, subject to certain conditions which include clearance from Pension Fund Regulatory and Development Authority.

ICICI Bank Limited ICICI Bank Towers Bandra-Kurla Complex Mumbai 400 051, India. Tel.: 022- 4008 8900 Email:companysecretary@icicibank.com Website www.icicibank.com CIN.: L65190GJ1994PLC021012 Regd. Office: ICICI Bank Tower, Near Chakli Circle, Old Padra Road, Vadodara 390007. India

 

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 authorised.

				For ICICI Bank Limited
Date	: November 28, 2025		By:	/s/ Prachiti Lalingkar

				Name :	Prachiti Lalingkar
				Title    :	Company Secretary

ICICI Bank Limited ICICI Bank Towers Bandra-Kurla Complex Mumbai 400 051, India. Tel.: 022- 4008 8900 Email:companysecretary@icicibank.com Website www.icicibank.com CIN.: L65190GJ1994PLC021012 Regd. Office: ICICI Bank Tower, Near Chakli Circle, Old Padra Road, Vadodara 390007. India

FAQ

What did ICICI Bank Limited (IBN) announce in this Form 6-K?

ICICI Bank Limited announced that the Reserve Bank of India has granted its approval for the Bank’s proposed acquisition of 100% of ICICI Prudential Pension Funds Management Company Limited from ICICI Prudential Life Insurance Company Limited, subject to certain conditions.

Which company is ICICI Bank (IBN) planning to acquire fully?

ICICI Bank is planning to acquire 100% of ICICI Prudential Pension Funds Management Company Limited, a pension fund manager that will become a wholly owned subsidiary once the transaction is completed.

What conditions apply to the RBI approval mentioned by ICICI Bank (IBN)?

The RBI approval is subject to conditions that include obtaining clearance from the Pension Fund Regulatory and Development Authority and securing other necessary approvals before the acquisition can be completed.

When did ICICI Bank (IBN) receive the RBI approval letter for the acquisition?

The Reserve Bank of India’s approval letter is dated November 27, 2025, and was received by ICICI Bank at 6:10 p.m. on that day.

What was previously disclosed about this acquisition by ICICI Bank (IBN)?

On July 19, 2025, ICICI Bank disclosed to the stock exchanges its proposal to acquire 100% shareholding in ICICI Prudential Pension Funds Management Company Limited from ICICI Prudential Life Insurance Company Limited, subject to regulatory approvals.

Has the acquisition of ICICI Prudential Pension Funds Management Company Limited by ICICI Bank (IBN) been completed?

No. The update states that RBI has granted approval subject to conditions, including PFRDA clearance and other necessary approvals, so the acquisition is not yet completed.