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

Rhea-AI Filing Summary

DeFi Development Corp. (Nasdaq: DFDV) filed an 8-K on 29 Jul 2025 disclosing recent equity activity.

• Shares outstanding: 20,556,103 as of 28 Jul 2025.
• New issuance: 975,000 common shares were sold during the week ended 28 Jul 2025 under the Company’s equity line of credit, generating roughly $20 million in net proceeds.
• Dilution: The new shares enlarge the float by about 4.7%, incrementally diluting existing holders.
• The Company also issued a press release (Ex. 99.1) providing an update on utilisation of the equity line, its Solana holdings and related metrics; the detailed figures were not included in the filing.

The disclosure is furnished under Item 7.01 (Reg FD) and Item 8.01 (Other Events); therefore it is not deemed “filed” for Exchange Act liability purposes. No earnings data, guidance revisions, or major transactions were reported.

Positive

• $20 million of net proceeds enhances liquidity without additional leverage

Negative

• Issuance of 975 k shares increases share count by ~4.7%, creating dilution for existing shareholders
• Ongoing dependence on an equity line may signal limited alternative financing options

Insights

Securities Analyst

TL;DR – Neutral-to-slightly negative: liquidity raised, but dilution ~4.7%.

The $20 million raise strengthens near-term liquidity without incurring debt, which is positive for balance-sheet flexibility. However, issuing 975 k shares increases total shares outstanding to 20.6 million, diluting EPS potential and existing ownership stakes. The filing contains no operational or earnings updates, so fundamental valuation drivers are unchanged. Overall market impact should be modest: investors will weigh improved cash runway against dilution and continued reliance on an equity line of credit.

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

July, 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

29 July 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
29 July 2025	1,055,832	527.60	513.20	523.9748	LSE
29 July 2025	-	-	-	-	CHIX
29 July 2025	-	-	-	-	BATE
29 July 2025	-	-	-	-	TRQX
29 July 2025	-	-	-	-	AQXE

* 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 231,676,464 Ordinary Shares in treasury and have 8,097,453,227 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/0759T_1-2025-7-29.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:	29 July 2025			By:	/s/ Mark Stevens
				Name:	Mark Stevens
				Title:	Assistant Secretary

FAQ

How many shares does DeFi Development Corp. have outstanding after the latest issuance?

As of 28 Jul 2025 the Company reports 20,556,103 shares outstanding.

What proceeds did DFDV raise from its recent equity line of credit draw?

The Company raised approximately $20 million in net proceeds during the week ended 28 Jul 2025.

How dilutive is the new share issuance for current DFDV investors?

The 975,000 new shares expand the float by roughly 4.7%, diluting existing holders by the same magnitude.

Does the 8-K include updated earnings or guidance for DeFi Development Corp.?

No. The filing only covers equity issuance, share count and reference to Solana holdings; it contains no earnings or forward-guidance metrics.

Is the information in Item 7.01 of this 8-K considered 'filed' with the SEC?

No. Disclosures under Item 7.01 are furnished, not filed, and therefore are not subject to Section 18 liability.