Vodafone (VOD) cancels 782,467,721 shares and sets new capital base

Rhea-AI Filing Summary

Vodafone Group reported that it has cancelled 782,467,721 of its ordinary shares that were previously held in treasury. After this cancellation, the company holds 1,229,254,427 shares in treasury, and its issued share capital consists of 23,648,706,330 ordinary shares with one voting right per share.

The company explains that this issued share capital figure is the denominator shareholders should use when determining whether they must notify their interest in Vodafone under the UK Financial Conduct Authority’s Disclosure and Transparency Rules.

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 RULES 13a-16 OR 15d-16 UNDER

THE SECURITIES EXCHANGE ACT OF 1934

Dated December 12, 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 12 December 2025 entitled ‘Transaction in Own Shares’.

12 December 2025

Transaction in Own Shares

Vodafone Group Plc (the "Company") has today cancelled 782,467,721 of its ordinary shares of US$0.20 20/21 ("Shares") previously held in Treasury.

Following the cancellation of these shares the Company holds 1,229,254,427 of its shares in Treasury. The Company's issued share capital, with one voting right per share consists of 23,648,706,330 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 -

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

About Vodafone Group

everyone.connected

Vodafone is a leading European and African telecoms company.

We serve over 360 million mobile and broadband customers, operating networks in 15 countries with investments in a further five and partners in over 40 more. We have capacity on more than 70 subsea cable systems - the backbone of the internet - 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 223 million IoT connections globally, and we provide financial services to around 94 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.

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: December 12, 2025	By: /s/ M D B
	Name: Maaike de Bie
	Title: Group General Counsel and Company Secretary

FAQ

What did Vodafone Group (VOD) announce regarding its own shares?

Vodafone Group announced that it has cancelled 782,467,721 ordinary shares that were previously held in treasury.

How many Vodafone Group (VOD) shares remain in treasury after the cancellation?

Following the cancellation, Vodafone Group holds 1,229,254,427 of its shares in treasury.

What is Vodafone Group’s (VOD) current issued share capital?

Vodafone Group’s issued share capital consists of 23,648,706,330 ordinary shares of US$0.20 20/21, with one voting right per share.

Which share figure should Vodafone (VOD) shareholders use for FCA disclosure thresholds?

Shareholders should use 23,648,706,330 ordinary shares as the denominator when assessing whether they must notify their interest under the FCA’s Disclosure and Transparency Rules.

What type of business is Vodafone Group (VOD) and where does it operate?

Vodafone is a telecoms company operating in Europe and Africa, serving over 360 million mobile and broadband customers, with networks in 15 countries, investments in a further five, partners in over 40 more, and one of the world’s largest IoT platforms with 223 million IoT connections.

Does Vodafone Group (VOD) provide financial services as part of its business?

Yes. Vodafone provides financial services to around 94 million customers across seven African countries, managing more transactions than any other provider according to the company.