[6-K] NatWest Group plc American Current Report (Foreign Issuer)

Rhea-AI Filing Summary

NatWest Group announced a purchase of 756,033 ordinary shares from Merrill Lynch International at a lowest price of 521.40 GBp per share as part of its ongoing buyback programme. The repurchased shares are intended to be cancelled. After settlement, the company will hold 231,069,404 shares in treasury and will have 8,055,291,224 ordinary shares in issue excluding treasury.

The purchases were executed under instructions given to BofA on 25 July 2025 and reported in the detailed transaction breakdown linked by the company. Contact details for investor and media relations and the company LEI are provided.

Positive

• Buyback execution demonstrates continued commitment to returning capital under the existing programme
• Clear disclosure of trade details, treasury share count, and post-transaction issued shares enhances transparency
• Intent to cancel repurchased shares indicates a permanent reduction in share capital rather than temporary treasury accumulation

Negative

• Size of this tranche is small relative to total shares outstanding, so it is unlikely to have a meaningful per-share impact

Insights

Financial Analyst

TL;DR: A routine tranche of the buyback programme; the size is immaterial to share count and unlikely to move valuation materially.

The company repurchased 756,033 shares at a lowest reported price of 521.40 GBp and intends to cancel them, reducing outstanding shares marginally. Post-transaction figures show 231,069,404 treasury shares and 8,055,291,224 shares outstanding (ex-treasury). The execution via Merrill Lynch (BofA) follows prior instructions dated 25 July 2025. Based solely on the filing, this appears to be a routine execution of a previously announced programme rather than a material corporate action.

Corporate Governance Expert

TL;DR: Governance process followed required disclosure rules; cancellation intent and trade disclosure are appropriately communicated.

The announcement cites compliance with Market Abuse Regulation disclosure requirements and links to a full trade breakdown. The stated intent to cancel the repurchased shares is explicit, and post-settlement treasury and issued share counts are disclosed. These elements align with standard governance and transparency practices for a buyback programme; no governance issues are evident from the provided text.

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

September, 2025

Commission File Number 001-10306

NatWest Group plc

250 Bishopsgate,

London, EC2M 4AA

United Kingdom

(Address of principal executive offices)

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 ☒ Form 40-F ☐

The following information was issued as Company announcements in London, England and is furnished pursuant to General Instruction B to the General Instructions to Form 6-K:

NatWest Group plc

11 September 2025

Transaction in Own Shares

NatWest Group plc (the "Company") announces today that it has purchased the following number of ordinary shares in the Company with a nominal value of £1.0769* each ("Ordinary Shares") from Merrill Lynch International ("BofA").

Aggregated information:

Date of purchase	Number of Ordinary Shares purchased	Highest price paid: (GBp)	Lowest price paid: (GBp)	Volume  weighted average price paid per share (GBp)	Venue
11-Sep-25	756,033	527.00	521.40	524.56	LSE

* Note: the nominal value of Ordinary Shares without rounding is £1.076923076923077 per share

Such purchases form part of the Company's existing share buyback programme and were effected pursuant to the instructions issued by the Company to BofA on 25 July 2025, as announced on 28 July 2025.

The Company intends to cancel the repurchased Ordinary Shares.

Following the settlement of the above transactions, the Company will hold 231,069,404 Ordinary Shares in treasury and have 8,055,291,224 Ordinary Shares in issue (excluding treasury shares).

Further information:

Investor Relations

+ 44 (0)207 672 1758

Media Relations

+44 (0)131 523 4205

Legal Entity Identifier: 2138005O9XJIJN4JPN90

Transaction details

In accordance with Article 5(1)(b) of Regulation (EU) No.596/2014 as it applies in the UK (Market Abuse Regulation), a full breakdown of the individual trades made by BofA on behalf of the Company as part of the buyback programme is detailed in the attached: http://www.rns-pdf.londonstockexchange.com/rns/0389Z_1-2025-9-11.pdf

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.

			NatWest Group plc (Registrant)
Date:	11 September 2025			By:	/s/ Mark Stevens
				Name:	Mark Stevens
				Title:	Assistant Secretary

FAQ

What shares did NatWest Group (NWG) buy back in this filing?

The company purchased 756,033 ordinary shares from Merrill Lynch International at a lowest reported price of 521.40 GBp per share.

Will the repurchased NatWest shares be cancelled or held in treasury?

The company stated it intends to cancel the repurchased ordinary shares.

How many NatWest shares will be in issue after this transaction?

After settlement the company will have 8,055,291,224 ordinary shares in issue excluding treasury and hold 231,069,404 shares in treasury.

Under what programme were these shares purchased?

The purchases form part of NatWest's existing share buyback programme, executed pursuant to instructions given to BofA on 25 July 2025.

Where can I find a full breakdown of the individual trades?

The filing links to a detailed trade breakdown at the provided RNS PDF URL: http://www.rns-pdf.londonstockexchange.com/rns/0389Z_1-2025-9-11.pdf.