NatWest Group (NWG) expands share buyback and updates treasury stock

Rhea-AI Filing Summary

NatWest Group plc repurchased ordinary shares as part of its existing share buyback programme on 17 February 2026 through UBS AG, London Branch. Purchases were made on the LSE, CHIX and BATE venues at volume‑weighted average prices around 609 GBp per share.

After settlement, NatWest held 218,110,026 ordinary shares in treasury and had 7,980,521,401 ordinary shares in issue excluding treasury shares. The company intends to cancel the repurchased shares, reducing the number of shares outstanding over time.

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

17 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 UBS AG, London Branch ('UBS').

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
17 February 2026	475,014	617.00	601.40	609.02	LSE
17 February 2026	113,432	616.40	602.40	609.13	CHIX
17 February 2026	46,056	614.00	602.20	609.15	BATE

* 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 UBS on 16 February 2026, as announced on 16 February 2026.

The Company intends to cancel the repurchased Ordinary Shares.

Following the settlement of the above transactions, NWG will hold 218,110,026 Ordinary Shares in treasury and have 7,980,521,401 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 UBS on behalf of the Company as part of the buyback programme relating to the Transactions is detailed in the attached:

http://www.rns-pdf.londonstockexchange.com/rns/3983T_1-2026-2-17.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:	17 February 2026			By:	/s/ Mark Stevens
				Name:	Mark Stevens
				Title:	Assistant Secretary

FAQ

What did NatWest Group plc (NWG) report in this 6-K filing?

NatWest Group plc reported the repurchase of ordinary shares as part of its existing share buyback programme on 17 February 2026. The shares were bought from UBS AG across multiple trading venues at specified prices and will be cancelled, reducing shares outstanding.

How many NatWest (NWG) shares were bought back on each venue on 17 February 2026?

On 17 February 2026, NatWest bought 475,014 ordinary shares on the LSE, 113,432 shares on CHIX and 46,056 shares on BATE. These purchases formed part of the company’s ongoing share buyback programme instructed to UBS on 16 February 2026.

What price range did NatWest (NWG) pay for the repurchased shares?

NatWest paid highest prices up to 617.00 GBp and lowest prices down to 601.40 GBp per share across venues. Volume‑weighted average prices were about 609 GBp per share, reflecting actual trading levels achieved during the buyback transactions on 17 February 2026.

What will NatWest Group plc (NWG) do with the repurchased shares?

NatWest Group plc intends to cancel the repurchased ordinary shares. Cancelling these shares permanently removes them from circulation, which reduces the number of shares outstanding and leaves only the remaining issued shares, excluding those held in treasury, available to investors.

How many NatWest (NWG) shares are now in treasury and in issue?

Following settlement of these buyback trades, NatWest held 218,110,026 ordinary shares in treasury and had 7,980,521,401 ordinary shares in issue excluding treasury shares. These figures show the updated capital structure after the 17 February 2026 repurchases and planned share cancellation.

Where can investors find the full trade breakdown for NatWest’s (NWG) buyback?

A full breakdown of individual trades executed by UBS on NatWest’s behalf is provided in an attached document referenced by a London Stock Exchange PDF link. This detailed schedule satisfies UK Market Abuse Regulation requirements for transparency on the buyback transactions.