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Ovintiv gets approval to buy back up to 10% of float

The renewed automatic share purchase plan permits broker purchases during regulatory restrictions and customary self-imposed blackout periods.

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Form Type
8-K

Rhea-AI Filing Summary

Ovintiv Inc. (OVV) received Toronto Stock Exchange acceptance to renew its normal course issuer bid, permitting purchases of up to 26,973,037 common shares from October 5, 2026, through October 4, 2027. The authorized amount represents 10% of Ovintiv’s public float as of September 21, 2026. Ovintiv will determine the actual number and timing of purchases; shares acquired may be cancelled or returned to treasury as authorized but unissued shares.

Under the existing bid, as of September 30, 2026, Ovintiv had purchased 13,925,579 shares at a weighted average US$58.49 per share, including 6,332,551 shares at US$60.90 per share in the third quarter of 2026. TSX purchases are limited to 54,135 shares per day, except for block purchase exceptions. Ovintiv also renewed an automatic share purchase plan under which its broker may execute purchases during regulatory restrictions and customary self-imposed blackout periods. For 2026, Ovintiv has committed to returning at least 60% of annual Non-GAAP Free Cash Flow to shareholders through base dividends and share buybacks.

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Item 7.01 Regulation FD Disclosure Disclosure
Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
Maximum NCIB purchases Up to 26,973,037 common shares October 5, 2026, through October 4, 2027
Share of public float 10% As of September 21, 2026, calculated pursuant to TSX rules
Shares purchased under existing NCIB 13,925,579 common shares As of September 30, 2026
Weighted average purchase price US$58.49 per common share Purchases under existing NCIB through September 30, 2026
Third-quarter purchases 6,332,551 common shares Third quarter of 2026
Third-quarter weighted average purchase price US$60.90 per common share Third quarter of 2026
TSX daily purchase limit 54,135 common shares Daily purchases through TSX facilities, except block purchase exceptions
2026 annual Non-GAAP Free Cash Flow return commitment At least 60% Return to shareholders through base dividends and share buybacks
normal course issuer bid financial
"renew its normal course issuer bid"
A Normal Course Issuer Bid is when a company buys back its own shares from the stock market over time. This usually shows that the company believes its stock is undervalued and wants to support its price, which can be important for investors to watch.
automatic share purchase plan financial
"renewed its automatic share purchase plan"
An automatic share purchase plan is a pre-arranged agreement that allows investors to buy a set amount of a company's shares at regular intervals without needing to make individual decisions each time. It helps investors steadily build their holdings over time, much like setting a recurring deposit into a savings account, making investing more disciplined and less influenced by short-term market fluctuations.
public float market
"10 percent of Ovintiv's public float"
Public float is the total number of a company's shares that are available for trading by the general public. It excludes shares held by company insiders or large stakeholders who are unlikely to sell them easily. This figure helps investors understand how much of the company's stock is actively available, which can influence its liquidity and how easily its price might change.
Non-GAAP Free Cash Flow financial
"returning at least 60% of annual Non-GAAP Free Cash Flow"
Non-GAAP free cash flow is a company’s reported cash generated from operations after paying for routine investments in property and equipment, adjusted by management to exclude or include certain items that aren’t part of standard accounting rules. Investors watch it as a practical measure of the cash a business has available for dividends, stock buybacks, debt repayment or reinvestment — like a household’s usable savings after adjusting for one-time or unusual expenses — but calculations vary between firms, so comparisons require caution.
weighted average purchase price financial
"at a weighted average purchase price"
The weighted average purchase price is the average cost per share you paid across multiple buys, calculated so larger purchases count more than smaller ones. Imagine buying apples at different prices: the overall price you effectively paid depends on how many apples you bought at each price. Investors use it to measure true cost basis, calculate gains or losses, decide when to sell, and manage taxes and portfolio performance.
Rule 10b-18 regulatory
"including Rule 10b-18 under the Securities Exchange Act"
Rule 10b-18 is a regulation that sets strict rules for how a company's executives and employees can buy back their own company's stock from the market. It helps ensure that these buybacks happen in a fair and transparent way, reducing the chance of market manipulation. This is important for investors because it offers protection against unfair practices and promotes confidence in the integrity of the stock market.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many shares can Ovintiv (OVV) repurchase under its renewed buyback?

The Toronto Stock Exchange accepted an issuer bid for up to 26,973,037 common shares from October 5, 2026, through October 4, 2027. The authorized amount represents 10% of Ovintiv’s public float as of September 21, 2026.

How many shares did Ovintiv (OVV) repurchase under its existing bid?

As of September 30, 2026, Ovintiv had purchased 13,925,579 common shares at a weighted average US$58.49 per share under its existing bid. In the third quarter of 2026, it purchased 6,332,551 common shares at a weighted average US$60.90 per share.

How does Ovintiv’s automatic share purchase plan work?

Ovintiv gives instructions to its designated broker during non-blackout periods, and those instructions may not be varied or suspended during blackout periods. The plan allows purchases when Ovintiv would ordinarily be restricted from buying shares because of regulatory restrictions and customary self-imposed blackout periods.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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0001792580false00017925802026-10-012026-10-01

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): October 01, 2026

 

 

Ovintiv Inc.

(Exact name of Registrant as Specified in Its Charter)

 

 

Delaware

001-39191

84-4427672

(State or Other Jurisdiction
of Incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

 

 

 

 

 

Suite 1700, 370 17th Street

 

Denver, Colorado

 

80202

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: (303) 623-2300

 

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class

 

Trading
Symbol(s)

 


Name of each exchange on which registered

Common Stock, par value $0.01 per share

 

OVV

 

New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 


Item 7.01 Regulation FD Disclosure.

On October 1, 2026, Ovintiv Inc. (the “Company”) issued a news release announcing that it has received acceptance from the Toronto Stock Exchange to renew its normal course issuer bid to purchase up to 26,973,037 common shares during the 12-month period commencing on October 5, 2026, and ending October 4, 2027. A copy of the news release is attached as Exhibit 99.1 to this Current Report on Form 8-K.

 

The information in Item 7.01 of this Current Report on Form 8-K and Exhibit 99.1 attached hereto are being furnished and, along with information contained on the Company’s website (or linked therein or otherwise connected thereto), shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.

Exhibit Description

Exhibit 99.1

News release dated October 1, 2026.

Exhibit 104

Cover Page Interactive Data File (embedded within the Inline XBRL document).


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 hereunto duly authorized.

 

 

Ovintiv Inc.

(Registrant)

 

 

 

 

 

Date:

October 1, 2026

By:

/s/ Dawna I. Gibb

 

 

 

Name: Dawna I. Gibb
Title: Assistant Corporate Secretary

 


img100551318_0.gif

Exhibit 99.1

News release

 

 

 

Ovintiv Renews Annual Share Buy-Back Program

Company Receives TSX Approval for Renewal of Normal Course Issuer Bid

DENVER, October 1, 2026 - Ovintiv Inc. (NYSE, TSX: OVV) today announced it has received regulatory approvals for the renewal of its share buy-back program. This action is consistent with Ovintiv's capital allocation framework, which commits to returning 50% to 100% of annual Non-GAAP Free Cash Flow to shareholders via the combination of base dividend payments and share buybacks. For 2026, Ovintiv has committed to returning at least 60% of annual Non-GAAP Free Cash Flow to shareholders.

 

The Toronto Stock Exchange ("TSX") has accepted Ovintiv's notice of intention to renew its normal course issuer bid ("NCIB") to purchase up to 26,973,037 common shares during the 12-month period commencing October 5, 2026, and ending October 4, 2027. The number of shares authorized for purchase represents 10 percent of Ovintiv's public float as of September 21, 2026, as calculated pursuant to TSX rules. Purchases will be made on the open market through the facilities of the TSX, New York Stock Exchange ("NYSE"), other designated exchanges and/or alternative trading systems in Canada and the United States at the market price at the time of acquisition, as well as by other means permitted by stock exchange rules and securities laws including Rule 10b-18 under the Securities Exchange Act of 1934, as amended.

 

Ovintiv has also renewed its automatic share purchase plan ("ASPP") allowing it to purchase common shares under the NCIB when Ovintiv would ordinarily not be permitted to purchase shares due to regulatory restrictions and customary self-imposed blackout periods. Pursuant to the ASPP, Ovintiv will provide instructions during non-blackout periods to its designated broker, which may not be varied or suspended during the blackout period. Purchases by Ovintiv's designated broker will be in accordance with applicable stock exchange rules and securities laws and the terms of the ASPP. All purchases made under the ASPP are included in computing the number of common shares purchased under the NCIB. The ASPP has been pre-cleared as required by the TSX.

 

The actual number of common shares that may be purchased under the NCIB and the timing of any such purchases will be determined by Ovintiv. The average daily trading volume through the facilities of the TSX, excluding purchases made on such facilities, for the six months ended August 31, 2026 was 216,540 common shares. Consequently, daily purchases through the facilities of the TSX will be limited to 54,135 common shares, other than block purchase exceptions. Purchases over the NYSE will be made in compliance with the volume limitations in Rule 10b-18 in relation to average daily trading volume and block trades. All common shares acquired by Ovintiv under the NCIB may be cancelled or returned to treasury as authorized but unissued shares.

 

Pursuant to its existing NCIB, under which Ovintiv received approval from the TSX to purchase up to 22,287,709 common shares during the 12-month period commencing October 3, 2025 and ending October 2, 2026, as of the close of trading on September 30, 2026, Ovintiv has purchased 13,925,579 common shares on the TSX, NYSE and alternative trading systems at a weighted average purchase price of US$58.49 per common share. In the third quarter of 2026, Ovintiv has purchased 6,332,551 common shares at a weighted average purchase price of US$60.90 per common share.

Ovintiv Inc.

1

 


 

On June 5, 2025, Ovintiv renewed its exemption order (the "NCIB Exemption") from applicable Canadian regulators, permitting Ovintiv to make repurchases under the NCIB through the facilities of the NYSE and other United States-based trading systems in excess of 5 percent of Ovintiv's outstanding number of shares, the maximum allowable under applicable Canadian securities laws absent an exemption. The NCIB Exemption allows Ovintiv to repurchase up to 10 percent of Ovintiv's public float on such U.S. marketplaces provided that Ovintiv's aggregate repurchases on all marketplaces do not exceed this amount over the 12-month period of the NCIB, which is consistent with the maximum number of shares Ovintiv is able to purchase under the NCIB. The other conditions to the NCIB Exemption are outlined in Ovintiv's 2026 second quarter report on Form 10-Q filed on EDGAR and SEDAR+.

 

ADVISORY REGARDING FORWARD LOOKING STATEMENTS – This news release contains certain forward-looking statements or information (collectively, "FLS") within the meaning of applicable securities legislation, including the United States Private Securities Litigation Reform Act of 1995. FLS include: our capital allocation framework and the planned share repurchase program, including the amount and number of shares to be acquired, the treatment of such shares following purchase, its anticipated timeframe and anticipated methods and location of purchases.

 

Readers are cautioned against unduly relying on FLS which, by their nature, involve numerous assumptions, risks and uncertainties that may cause such statements not to occur, or results to differ materially from those expressed or implied. These assumptions include: future commodity prices and differentials; foreign exchange rates; ability to access cash, credit facilities and shelf prospectuses; and expectations and projections made in light of, and generally consistent with, Ovintiv's historical experience and its perception of historical trends, including with respect to the pace of technological development, benefits achieved and general industry expectations.

 

Risks and uncertainties that may affect these business outcomes include: ability to generate sufficient cash flow to meet obligations and fund the NCIB; commodity price volatility; variability in the amount, number of shares, method, location and timing of purchases, if any, pursuant to the NCIB; fluctuations in currency and interest rates; and other risks and uncertainties impacting Ovintiv's business, as described in its most recent Annual Report on Form 10-K and as described from time to time in Ovintiv's other periodic filings as filed on EDGAR and SEDAR+.

 

Although Ovintiv believes the expectations represented by such FLS are reasonable, there can be no assurance that such expectations will prove to be correct. Readers are cautioned that the assumptions, risks and uncertainties referenced above are not exhaustive. FLS are made as of the date of this news release and, except as required by law, Ovintiv undertakes no obligation to update publicly or revise any FLS. FLS contained in this news release are expressly qualified by these cautionary statements.

Further information on Ovintiv Inc. is available on the Company’s website, www.ovintiv.com, or by contacting:

Investor contact:

(888) 525-0304

investor.relations@ovintiv.com

Media Contact:

(403) 645-2252

 

 

 

 

Ovintiv Inc.

2

 


Filing Exhibits & Attachments

2 documents

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