[6-K] Vodafone Group PLC Current Report (Foreign Issuer)

Rhea-AI Filing Summary

On 25 July 2025, Vodafone Group Plc filed a Form 6-K titled “Transaction in Own Shares”. The company cancelled 728,322,534 treasury ordinary shares of US$0.20 20/21 each.

• Treasury shares after cancellation: 1,394,665,017
• Total issued share capital (one vote per share): 24,265,298,351 ordinary shares

The revised share-count is the figure shareholders must use when assessing notification thresholds under the UK FCA Disclosure & Transparency Rules. The announcement complies with UK Listing Rule 9.8.2 and contains no additional financial or operational data.

Positive

• Cancellation of 728,322,534 treasury shares reduces potential share dilution and is generally supportive of per-share value metrics.

Negative

• None.

Insights

Equity Analyst

TL;DR: 728 m share cancellation lowers potential dilution; positive optics but no immediate financial guidance disclosed.

The elimination of 728 m treasury shares reduces Vodafone’s potential fully-diluted share base and marginally supports per-share metrics such as EPS and DPS, although the filing offers no updated earnings outlook. The company still retains 1.39 bn treasury shares, leaving scope for further capital management. Overall impact is limited but directionally favourable for existing shareholders.

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 6-K

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULES 13a-16 OR 15d-16 UNDER

THE SECURITIES EXCHANGE ACT OF 1934

Dated July 25, 2025

Commission File Number: 001-10086

VODAFONE GROUP

PUBLIC LIMITED COMPANY

(Translation of registrant’s name into English)

VODAFONE HOUSE, THE CONNECTION, NEWBURY, BERKSHIRE, RG14 2FN, ENGLAND

(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

Form 20-F ✓ Form 40-F _

This Report on Form 6-K contains a Stock Exchange Announcement dated 25 July 2025 entitled ‘Transaction in Own Shares’.

25 July 2025

Transaction in Own Shares

Vodafone Group Plc (the "Company") has today cancelled 728,322,534 of its ordinary shares of US$0.20 20/21 ("Shares") previously held in Treasury.

Following the cancellation of these shares the Company holds 1,394,665,017 of its shares in Treasury. The Company's issued share capital, with one voting right per share consists of 24,265,298,351 ordinary shares US$0.20 20/21. This is the figure which should be used by shareholders as the denominator when determining whether they are required to notify their interest in, or a change to their interest in, the Company under the FCA's Disclosure and Transparency Rules.

This announcement is made in accordance with the requirements of UKLR 9.8.2.

ENDS

About Vodafone

Vodafone is a leading European and African telecoms company.

We serve over 340 million mobile and broadband customers, operating networks in 15 countries with investments in a further five and partners in over 40 more. Our undersea cables transport around a sixth of the world's internet traffic, and we are developing a new direct-to-mobile satellite communications service to connect areas without coverage. Vodafone runs one of the world's largest IoT platforms, with over 215 million IoT connections, and we provide financial services to around 88 million customers across seven African countries - managing more transactions than any other provider.

From the seabed to the stars, Vodafone's purpose is to keep everyone connected.

For more information, please visit www.vodafone.com follow us on X at @VodafoneGroup or connect with us on LinkedIn at www.linkedin.com/company/vodafone.

For more information, please contact:
Investor Relations:	investors.vodafone.com	ir@vodafone.co.uk	Media Relations:	Vodafone.com/media/contact	GroupMedia@vodafone.com
Registered Office: Vodafone House, The Connection, Newbury, Berkshire RG14 2FN, England. Registered in England No. 1833679

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 authorised.

	VODAFONE GROUP
	PUBLIC LIMITED COMPANY
	(Registrant)
Date: July 25, 2025	By: /s/ M D B
	Name: Maaike de Bie
	Title: Group General Counsel and Company Secretary

FAQ

How many Vodafone (VOD) shares were cancelled on 25 July 2025?

Vodafone cancelled 728,322,534 ordinary treasury shares.

What is Vodafone’s new issued share capital after the cancellation?

The issued share capital now totals 24,265,298,351 ordinary shares, each with one voting right.

How many treasury shares does Vodafone still hold?

Post-cancellation, Vodafone holds 1,394,665,017 ordinary shares in treasury.

Why is the issued share capital figure important for investors?

Shareholders use it as the denominator to determine whether they must notify ownership changes under the FCA Disclosure & Transparency Rules.

Which regulatory rule governs this announcement?

The disclosure was made in accordance with UK Listing Rule 9.8.2.