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

Rhea-AI Filing Summary

NatWest Group repurchased 2,303,035 ordinary shares at a lowest price paid of 505.20 pence per share on the London Stock Exchange under its existing buyback programme. These shares were bought from Merrill Lynch International (BofA) pursuant to instructions given on 25 July 2025.

The Company will cancel the repurchased shares. After settlement, NatWest will hold 230,987,739 shares in treasury and have 8,042,447,355 shares in issue excluding treasury. A full breakdown of individual trades executed by BofA is provided via the linked RNS PDF.

Positive

• Repurchase executed under existing buyback programme, demonstrating continuation of capital return policy
• Company intends to cancel the repurchased shares, which will reduce the effective share count

Negative

• None.

Insights

Financial Analyst

TL;DR: Small, routine buyback; limited near-term impact on share count and EPS.

The repurchase of 2,303,035 shares at a lowest price of 505.20p was executed under an existing programme and will be cancelled. Relative to the 8.04 billion shares outstanding (ex-treasury), this tranche represents a very small reduction in share count (about 0.03%). As presented, the transaction is consistent with ongoing capital return activity but is not large enough by itself to meaningfully change per-share metrics or capital ratios based on information provided.

Corporate Governance Expert

TL;DR: Procedure follows standard governance and disclosure; cancellation aligns with announced policy.

The announcement discloses counterparty, venue, price and the intention to cancel the repurchased shares, and provides a link to the full trade breakdown, meeting regulatory disclosure norms. The signature and LEI are included, indicating formal compliance with reporting requirements. No governance issues are evident from the disclosed facts.

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

25 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
25-Sep-25	2,303,035	514.60	505.20	507.24	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 230,987,739 Ordinary Shares in treasury and have 8,042,447,355 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/9022A_1-2025-9-25.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:	25 September 2025			By:	/s/ Mark Stevens
				Name:	Mark Stevens
				Title:	Assistant Secretary

FAQ

What shares did NatWest Group (NWG) repurchase?

NatWest repurchased 2,303,035 ordinary shares from Merrill Lynch International (BofA).

At what price were the shares bought?

The lowest price paid reported in the announcement was 505.20 pence per share.

Will NatWest cancel the repurchased shares?

Yes. The Company intends to cancel the repurchased ordinary shares.

How many shares will NatWest hold in treasury after settlement?

Following settlement, NatWest will hold 230,987,739 shares in treasury.

How many shares will be in issue excluding treasury after the transaction?

There will be 8,042,447,355 ordinary shares in issue (excluding treasury shares).