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

Rhea-AI Filing Summary

NatWest Group purchased 1,330,698 ordinary shares at a lowest price of 519.60 GBp per share as part of its ongoing buyback programme instructed on 25 July 2025 and announced on 28 July 2025. The repurchased shares were bought on the LSE from Merrill Lynch International (BofA). The Company intends to cancel the repurchased shares rather than retain them in treasury. After settlement, NatWest will hold 231,069,404 shares in treasury and will have 8,052,829,854 ordinary shares in issue excluding treasury shares. A full trade breakdown is available at the provided RNS link.

Positive

• Execution of announced buyback programme demonstrating active capital management
• Intent to cancel repurchased shares, which reduces outstanding share count
• Regulatory disclosure provided with detailed trade breakdown link for transparency

Negative

• None.

Insights

Corporate Finance Analyst

TL;DR: Small, routine buyback with cancellation intention; immaterial to outstanding share count.

This transaction is a routine execution under NatWest's announced buyback programme. The purchase of 1.33 million shares at a lowest price of 519.60 GBp is modest relative to the reported 8.05 billion shares outstanding (excluding treasury). Cancellation of the repurchased shares will slightly reduce the share base, but the magnitude here is not material to capital structure or EPS in isolation. The detailed trade breakdown provided in the RNS link allows verification of execution timing and prices.

Corporate Governance Expert

TL;DR: Governance processes observed; buyback executed via appointed broker and disclosed per regulation.

The filing documents that purchases were carried out by Merrill Lynch International under company instructions and discloses venue and lowest price, aligned with disclosure obligations under the Market Abuse Regulation. The stated intention to cancel the repurchased shares is consistent with capital management actions approved under the buyback programme. Disclosure includes investor and media contacts plus a link to the full trade breakdown for transparency.

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

17 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
17-Sep-25	1,330,698	526.40	519.60	523.62	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 231,069,404 Ordinary Shares in treasury and have 8,052,829,854 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/7750Z_1-2025-9-17.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 September 2025			By:	/s/ Mark Stevens
				Name:	Mark Stevens
				Title:	Assistant Secretary

FAQ

How many shares did NatWest Group (RBSPF) purchase in this transaction?

NatWest purchased 1,330,698 ordinary shares.

At what price were the shares bought by NatWest (RBSPF)?

The lowest price paid reported was 519.60 GBp per share; trades were executed on the LSE.

Will the repurchased shares be cancelled or held in treasury by NatWest (RBSPF)?

The Company has stated it intends to cancel the repurchased Ordinary Shares.

How many shares will NatWest (RBSPF) hold in treasury after settlement?

Following settlement, NatWest will hold 231,069,404 Ordinary Shares in treasury.

How many NatWest (RBSPF) ordinary shares will be in issue excluding treasury after this transaction?

There will be 8,052,829,854 Ordinary Shares in issue excluding treasury shares.