NatWest Group (NWG) completes £750,000,000 share repurchase programme

Rhea-AI Filing Summary

NatWest Group plc reports that on 13 February 2026 it bought 889,690 ordinary shares at a volume weighted average price of 588.56 GBp as part of its existing share buyback programme with Merrill Lynch International. The company intends to cancel these repurchased shares.

After settlement, NatWest will hold 218,209,569 ordinary shares in treasury and have 7,981,690,983 ordinary shares in issue excluding treasury shares. The buyback programme that began on 25 July 2025 has now completed, with a total of 131,244,323 ordinary shares repurchased for cancellation at a volume weighted average price of 571.45 pence per share for total consideration of £750,000,000.

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

February, 2026

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

13 February 2026

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
13-Feb-26	889,690	608.00	573.80	588.56	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 218,209,569 Ordinary Shares in treasury and have 7,981,690,983 Ordinary Shares in issue (excluding treasury shares).

The Company announces that, following the purchase of these shares, the share buyback programme announced on 25 July 2025 has completed. Since the commencement of this buyback programme, the Company has repurchased for cancellation 131,244,323 Ordinary Shares at a volume weighted average price of 571.45 pence per Ordinary Share for a total consideration of £750,000,000.

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/0291T_1-2026-2-13.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:	13 February 2026			By:	/s/ Mark Stevens
				Name:	Mark Stevens
				Title:	Assistant Secretary

FAQ

What did NatWest Group plc (NWG) announce in this Form 6-K?

NatWest Group plc announced the purchase of 889,690 ordinary shares on 13 February 2026 and the completion of its share buyback programme, under which it repurchased 131,244,323 shares for total consideration of £750,000,000 at an average price of 571.45 pence per share.

How many NatWest (NWG) shares were bought in the latest transaction and at what price?

NatWest bought 889,690 ordinary shares on 13 February 2026. The highest price paid was 608.00 GBp, the lowest was 573.80 GBp and the volume weighted average price paid per share was 588.56 GBp on the London Stock Exchange.

What is the total size of NatWest’s completed share buyback programme?

Since starting the programme announced on 25 July 2025, NatWest has repurchased 131,244,323 ordinary shares for cancellation. The volume weighted average price was 571.45 pence per share, for total consideration of £750,000,000 under this buyback programme with Merrill Lynch International.

How many NatWest (NWG) shares remain in issue and in treasury after the buyback?

Following settlement of the latest purchases, NatWest will hold 218,209,569 ordinary shares in treasury. The company will have 7,981,690,983 ordinary shares in issue, excluding treasury shares, representing the capital base remaining after repurchasing and cancelling shares under the buyback programme.

What will NatWest Group plc do with the repurchased shares?

NatWest intends to cancel the ordinary shares it has repurchased under this programme. Cancelling repurchased shares reduces the number of shares in issue, which can increase each remaining share’s ownership percentage without changing an investor’s actual number of shares held.

Where can investors see detailed trade data for NatWest’s buyback?

Detailed trade data is available via a linked document referenced in the announcement. Under Article 5(1)(b) of the Market Abuse Regulation, a full breakdown of individual trades executed by Merrill Lynch International on NatWest’s behalf is provided at the specified London Stock Exchange PDF URL.