Sumitomo Mitsui (SMFG) finishes ¥150B buyback and to cancel 29.9M shares

Rhea-AI Filing Summary

Sumitomo Mitsui Financial Group, Inc. (SMFG) reports the completion of its previously authorized share repurchase program and the planned cancellation of all repurchased shares. Between January 1 and January 31, 2026, SMFG bought back 11,321,900 common shares for JPY 61,333,791,500 through market purchases under a discretionary dealing contract.

Under the full board authorization from November 14, 2025, SMFG repurchased a total of 29,909,500 common shares for JPY 149,999,604,000. All 29,909,500 shares, equal to 0.8% of shares issued before cancellation, are scheduled to be cancelled on February 20, 2026, reducing the number of shares outstanding.

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Form 6-K: How Foreign Companies Report to the SEC →

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

For the month of February 2026

Commission File Number 001-34919

SUMITOMO MITSUI FINANCIAL GROUP, INC.

(Translation of registrant’s name into English)

1-2, Marunouchi 1-chome, Chiyoda-ku, Tokyo 100-0005, Japan

(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 ☐

THIS REPORT ON FORM 6-K SHALL BE DEEMED TO BE INCORPORATED BY REFERENCE INTO THE PROSPECTUS FORMING A PART OF SUMITOMO MITSUI FINANCIAL GROUP, INC.’S REGISTRATION STATEMENT ON FORM F-3 (FILE NO. 333-276219) AND TO BE A PART OF SUCH PROSPECTUS FROM THE DATE ON WHICH THIS REPORT IS FURNISHED, TO THE EXTENT NOT SUPERSEDED BY DOCUMENTS OR REPORTS SUBSEQUENTLY FILED OR FURNISHED.

SIGNATURES

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.

		Sumitomo Mitsui Financial Group, Inc.
		By:		/s/ Jun Okahashi
				Name:		Jun Okahashi
				Title:		Executive Officer & General Manager, Financial Accounting Dept

Date: February 2, 2026

Sumitomo Mitsui Financial Group, Inc.

Notice regarding Progress and Completion of Repurchase of Own Shares, and Cancellation of Own Shares

(Repurchase of Own Shares under the provisions of its Articles of Incorporation

pursuant to Paragraph 1 of Article 459 of the Companies Act, and

Cancellation of Repurchased Shares pursuant to Article 178 of the Companies Act)

		Tokyo, February 2, 2026 --- Sumitomo Mitsui Financial Group, Inc. (“SMFG”, President and Group CEO: Toru Nakashima) hereby announces the progress of the repurchase of its own shares under Article 8 of its Articles of Incorporation pursuant to Paragraph 1 of Article 459 of the Companies Act, as follows. The repurchase of its own shares pursuant to the resolution of the meeting of the board of directors held on November 14, 2025 has completed as a result of the following repurchase.
		SMFG also announces that the number of shares to be cancelled pursuant to Article 178 of the Companies Act has been finalized, as detailed below.
1.		Progress of Repurchase of Own Shares
		(1)		Type of shares repurchased:		Common stock
		(2)		Aggregate number of shares repurchased:		11,321,900 shares
		(3)		Aggregate amount repurchased:		JPY 61,333,791,500
		(4)		Repurchase period:		From January 1, 2026 to January 31, 2026 (on a contract basis)
		(5)		Repurchase method:		Market purchases based on a discretionary dealing contract regarding repurchase of its own shares
2.		Cancellation of Own Shares
		(1)		Type of shares to be cancelled:		Common stock
		(2)		Number of shares to be cancelled:		29,909,500 shares (Equivalent to 0.8% of the number of shares issued before cancellation)
		(3)		Scheduled cancellation date:		February 20, 2026
(Reference)
1.		Outline of the resolution of the meeting of the board of directors regarding the repurchase (November 14, 2025)
		(1)		Type of shares to be repurchased:		Common stock
		(2)		Aggregate number of shares to be repurchased:		Up to 50,000,000 shares (Equivalent to 1.3% of the number of shares issued (excluding treasury stock))
		(3)		Aggregate amount to be repurchased:		Up to JPY 150,000,000,000
		(4)		Repurchase period:		From November 17, 2025 to January 31, 2026
		(5)		Repurchase method:		Market purchases based on a discretionary dealing contract regarding repurchase of its own shares
2.		Aggregate number of shares and amount repurchased pursuant to the above resolution
		Aggregate number of shares repurchased:				29,909,500 shares
		Aggregate amount repurchased:				JPY 149,999,604,000
3.		Outline of the resolution of the meeting of the board of directors regarding the cancellation (November 14, 2025)
		(1)		Type of shares to be cancelled:		Common stock
		(2)		Number of shares to be cancelled:		All of the shares repurchased as stated in 1 above
		(3)		Scheduled cancellation date:		February 20, 2026
4.		Treasury stock held by SMFG as of December 31, 2025
		Number of shares issued (excluding treasury stock)				3,828,712,080 shares
		Number of treasury stock				28,695,560 shares

FAQ

What did Sumitomo Mitsui Financial Group (SMFG) disclose in this February 2026 6-K?

SMFG disclosed that it completed a board-approved share repurchase program and will cancel all repurchased shares. The filing details amounts, timing, and methods of buybacks, plus the scheduled cancellation date and percentage of total shares affected.

How many SMFG shares were repurchased under the November 2025 authorization?

SMFG repurchased 29,909,500 common shares under the November 14, 2025 board authorization. The aggregate repurchase amount was JPY 149,999,604,000, executed as market purchases during the authorized period ending January 31, 2026.

What portion of SMFG’s share repurchase occurred in January 2026?

From January 1 to January 31, 2026, SMFG repurchased 11,321,900 common shares. These market purchases under a discretionary dealing contract totaled JPY 61,333,791,500 and formed part of the broader repurchase program authorized by the board.

How many SMFG shares will be cancelled and when is the cancellation date?

SMFG plans to cancel 29,909,500 common shares, representing 0.8% of shares issued before cancellation. The scheduled cancellation date is February 20, 2026, following completion of repurchases under the November 2025 board resolution.

What were the key terms of SMFG’s board-approved share repurchase program?

The board authorized repurchasing up to 50,000,000 common shares for up to JPY 150,000,000,000. The repurchase period ran from November 17, 2025 to January 31, 2026, using market purchases based on a discretionary dealing contract for own-share buybacks.

How many SMFG treasury shares were held as of December 31, 2025?

As of December 31, 2025, SMFG had 3,828,712,080 shares issued excluding treasury stock and held 28,695,560 treasury shares. These figures provide context for the scale of the repurchase and the planned cancellation relative to the company’s share base.