[6-K] STMicroelectronics N.V. Current Report (Foreign Issuer)

Rhea-AI Filing Summary

STMicroelectronics (STM) has released a Form 6-K reporting routine activity under its 2024 share-buyback program. During the week of 30 June – 4 July 2025, the company repurchased 202,801 ordinary shares (≈0.02% of issued capital) on Euronext Paris at a weighted-average price of €26.0578, for a total outlay of €5.28 million. Following these purchases, STM now holds 16,724,034 treasury shares, representing about 1.8% of total shares outstanding. The repurchases are executed to satisfy employee equity plans and may be re-allocated for other lawful purposes under EU Market Abuse Regulation article 5(2). No changes to guidance, capital structure strategy, or operational outlook were disclosed.

Positive

• Continued execution of authorised share-buyback program demonstrates management’s commitment to capital return.
• Treasury shares now at 1.8% of outstanding, providing flexibility for employee incentives without future dilution.

Negative

• Repurchase volume is only 0.02% of share capital, offering minimal EPS accretion or signalling value.
• No new operational or financial guidance, leaving investors without incremental insight into performance.

Insights

Equity Research Analyst

TL;DR – Routine buyback update; immaterial to valuation.

The reported €5.3 m repurchase equates to roughly 0.02 % of STM’s share base and <0.01 % of its €40 bn market cap, indicating negligible dilution impact and a neutral effect on near-term EPS. While ongoing buybacks support capital-return credibility and signal balance-sheet flexibility, the scale is too small to shift fundamentals or investor sentiment. Absence of earnings or guidance changes further limits market impact; therefore, the filing is best viewed as administrative disclosure rather than a catalyst.

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 July, 2025

Commission File Number: 1-13546

STMicroelectronics N.V.

(Name of Registrant)

WTC Schiphol Airport
Schiphol Boulevard 265
1118 BH Schiphol Airport
The Netherlands

(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 ☐

Enclosure: A press release dated July 7, 2025, announcing the results of trading in STMicroelectronics' own shares as part of the previously announced share buy-back program for the period from June 30, 2025, to July 4, 2025.

 

PR N°C3346C

STMicroelectronics Announces Status of
Common Share Repurchase Program

Disclosure of Transactions in Own Shares – Period from June 30, 2025 to July 04, 2025

AMSTERDAM – July 07, 2025 -- STMicroelectronics N.V. (the “Company” or “STMicroelectronics”), a global semiconductor leader serving customers across the spectrum of electronics applications, announces full details of its common share repurchase program (the “Program”) disclosed via a press release dated June 21, 2024. The Program was approved by a shareholder resolution dated May 22, 2024 and by the supervisory board.

STMicroelectronics N.V. (registered with the trade register under number 33194537) (LEI: 213800Z8NOHIKRI42W10) announces the repurchase (by a broker acting for the Company) on the regulated market of Euronext Paris, in the period between June 30, 2025 to July 04, 2025 (the “Period”), of 202,801 ordinary shares (equal to 0.02% of its issued share capital) at the weighted average purchase price per share of EUR 26.0578 and for an overall price of EUR 5,284,555.36.

The purpose of these transactions under article 5(2) of Regulation (EU) 596/2014 (the Market Abuse Regulation) was to meet obligations arising from share option programmes, or other allocations of shares, to employees or to members of the administrative, management or supervisory bodies of the issuer or of an associate company.

The shares may be held in treasury prior to being used for such purpose and, to the extent that they are not ultimately needed for such purpose, they may be used for any other lawful purpose under article 5(2) of the Market Abuse Regulation.

Below is a summary of the repurchase transactions made in the course of the Period in relation to the ordinary shares of STMicroelectronics (ISIN: NL0000226223), in detailed form.

 

 Transactions in Period

Dates of transaction	Number of shares purchased	Weighted average purchase price per share (EUR)	Total amount paid (EUR)	Market on which the shares were bought (MIC code)
30-Jun-25	50,000	26.0917	1,304,585.00	XPAR
1-Jul-25	80,000	25.4303	2,034,424.00	XPAR
2-Jul-25	34,116	26.3177	897,854.65	XPAR
3-Jul-25	8,685	27.0679	235,084.71	XPAR
4-Jul-25	30,000	27.0869	812,607.00	XPAR
Total for Period	202,801	26.0578	5,284,555.36

Following the share buybacks detailed above, the Company holds in total 16,724,034 treasury shares, which represents approximately 1.8% of the Company’s issued share capital.

In accordance with Article 5(1)(b) of the Market Abuse Regulation and Article 2(3) of Commission Delegated Regulation (EU) 2016/1052, a full breakdown of the individual trades in the Program are disclosed on the ST website (https://investors.st.com/stock-and-bond-information/share-buyback).

About STMicroelectronics

At ST, we are 50,000 creators and makers of semiconductor technologies mastering the semiconductor supply chain with state-of-the-art manufacturing facilities. An integrated device manufacturer, we work with more than 200,000 customers and thousands of partners to design and build products, solutions, and ecosystems that address their challenges and opportunities, and the need to support a more sustainable world. Our technologies enable smarter mobility, more efficient power and energy management, and the wide-scale deployment of cloud-connected autonomous things. We are on track to be carbon neutral in all direct and indirect emissions (scopes 1 and 2), product transportation, business travel, and employee commuting emissions (our scope 3 focus), and to achieve our 100% renewable electricity sourcing goal by the end of 2027. Further information can be found at www.st.com.

For further information, please contact:

INVESTOR RELATIONS:

Jérôme Ramel
EVP Corporate Development & Integrated External Communication
Tel: +41.22.929.59.20
jerome.ramel@st.com

MEDIA RELATIONS:

Alexis Breton

Corporate External Communications

Tel: + 33.6.59.16.79.08

alexis.breton@st.com

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.

			STMicroelectronics N.V.
Date:	July 7, 2025	By:	/s/ Lorenzo Grandi
		Name:	Lorenzo Grandi
		Title:	President and Chief Financial Officer

FAQ

How many STMicroelectronics shares were repurchased during 30 Jun – 4 Jul 2025?

STM bought back 202,801 ordinary shares in the reported week.

What was the total amount spent by STM on the weekly share buyback?

The company spent €5,284,555.36 at a weighted-average price of €26.0578 per share.

What percentage of STMicroelectronics’ share capital do the newly repurchased shares represent?

The week’s purchases equal about 0.02 % of issued share capital.

How many treasury shares does STMicroelectronics hold after this transaction?

STM now holds 16,724,034 treasury shares, or roughly 1.8 % of shares outstanding.

What is the purpose of STM’s share repurchase program?

The program mainly serves to cover employee share and option plans, with flexibility for other lawful uses under EU regulations.

Did STMicroelectronics provide any new earnings guidance in this 6-K filing?

No, the filing strictly covers share repurchase activity and contains no earnings or outlook updates.