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

Rhea-AI Filing Summary

STMicroelectronics has reported the execution of its share buyback program from June 16-18, 2025. The company repurchased 164,322 ordinary shares (0.02% of issued share capital) at a weighted average price of €25.3783 per share, totaling €4,170,210.11.

Key transaction details:

• June 16: 53,000 shares at €25.5887
• June 17: 57,000 shares at €25.3898
• June 18: 54,322 shares at €25.1609

Following these transactions, STMicroelectronics now holds 16,522,062 treasury shares (approximately 1.8% of issued share capital). The buyback program, approved by shareholders on May 22, 2024, aims to meet obligations for employee share programs and management compensation. The shares were purchased on Euronext Paris (XPAR) and may be used for other lawful purposes under Market Abuse Regulation article 5(2).

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 June, 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 June 23, 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 16, 2025, to June 18, 2025.

 

PR N°C3344C

STMicroelectronics Announces Status of
Common Share Repurchase Program

Disclosure of Transactions in Own Shares – Period from June 16, 2025 to June 18, 2025

AMSTERDAM – June 23, 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 16, 2025 to June 18, 2025 (the “Period”), of 164,322 ordinary shares (equal to 0.02% of its issued share capital) at the weighted average purchase price per share of EUR 25.3783 and for an overall price of EUR 4,170,210.11.

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)
16-Jun-25	53,000	25.5887	1,356,201.10	XPAR
17-Jun-25	57,000	25.3898	1,447,218.60	XPAR
18-Jun-25	54,322	25.1609	1,366,790.41	XPAR
Total for Period	164,322	25.3783	4,170,210.11

Following the share buybacks detailed above, the Company holds in total 16,522,062 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:	June 23, 2025	By:	/s/ Lorenzo Grandi
		Name:	Lorenzo Grandi
		Title:	President and Chief Financial Officer

FAQ

How many shares did STM repurchase between June 16-18, 2025?

STMicroelectronics repurchased 164,322 ordinary shares (equal to 0.02% of its issued share capital) during the period from June 16 to June 18, 2025, at a weighted average purchase price of EUR 25.3783 per share, for a total amount of EUR 4,170,210.11.

What is the purpose of STM's share buyback program announced in June 2025?

The share buyback program's purpose is to meet obligations arising from share option programmes or other share allocations to employees or members of administrative, management or supervisory bodies of STM or associate companies. The shares may be held in treasury and, if not needed for this purpose, may be used for any other lawful purpose under Market Abuse Regulation article 5(2).

How many treasury shares does STM hold after the June 2025 buybacks?

Following these share buybacks, STMicroelectronics holds a total of 16,522,062 treasury shares, which represents approximately 1.8% of the Company's issued share capital.

What was the daily breakdown of STM's share repurchases in June 2025?

The daily breakdown was: June 16 - 53,000 shares at EUR 25.5887 per share (EUR 1,356,201.10 total), June 17 - 57,000 shares at EUR 25.3898 per share (EUR 1,447,218.60 total), and June 18 - 54,322 shares at EUR 25.1609 per share (EUR 1,366,790.41 total). All purchases were made on the XPAR market.

What are STM's sustainability goals mentioned in the June 2025 filing?

STM aims to be carbon neutral in all direct and indirect emissions (scopes 1 and 2), product transportation, business travel, and employee commuting emissions (scope 3 focus). The company also has a goal to achieve 100% renewable electricity sourcing by the end of 2027.