West Fraser (NYSE: WFG) renews NCIB to repurchase up to 3.8M shares

Rhea-AI Filing Summary

West Fraser Timber Co. Ltd. plans to renew its normal course issuer bid, allowing repurchases of up to 3,800,917 common shares, about 5% of the 76,018,344 shares outstanding as at March 10, 2026. The bid starts March 24, 2026 and may run until March 23, 2027.

Buybacks can occur on the TSX, NYSE and eligible alternative trading systems, under TSX rules and Rule 10b-18 limits. Daily purchases on the TSX are capped at 51,608 shares based on recent trading volumes. All repurchased shares will be cancelled.

The company views the program as a way to return capital when it believes the stock is undervalued. Under the prior bid, it repurchased 1,286,185 shares at a volume weighted-average price of US$73.47 per share before that program expired on March 2, 2026.

Insights

Equity Capital Allocation Analyst

West Fraser renews a 5% share buyback program as a flexible capital return tool.

West Fraser has authorization to repurchase up to 3,800,917 shares, roughly 5% of its 76,018,344 shares outstanding as at March 10, 2026. The program runs from March 24, 2026 to March 23, 2027 and operates under TSX and Rule 10b-18 constraints.

The NCIB permits daily TSX purchases up to 51,608 shares, based on an average daily volume of 206,434. Actual buybacks depend on share price, market conditions and internal priorities; management explicitly cites perceived undervaluation and capital return as motivations.

In the prior program, the company bought 1,286,185 shares at a volume weighted-average price of US$73.47. Future disclosures in periodic reports can show how aggressively West Fraser uses this renewed authorization over the period ending on March 23, 2027.

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 March 2026

Commission File Number: 001-39974

WEST FRASER TIMBER CO. LTD.

(Exact name of Registrant, as specified in its charter)

1500 - 885 West Georgia Street

Vancouver, British Columbia

Canada, V6C 3E8

Tel: (604) 895-2700

(Address and Telephone Number of Registrant’s 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 ☒

EXHIBIT INDEX

Exhibit		Description
99.1		News release dated March 19, 2026 re: West Fraser Announces Renewal of Normal Course Issuer Bid

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.

Date: March 19, 2026

WEST FRASER TIMBER CO. LTD.

/s/ Sean P. McLaren

Sean P. McLaren
President and Chief Executive Officer

Exhibit 99.1

News Release  

For Immediate Release

West Fraser Announces Renewal of Normal Course Issuer Bid

VANCOUVER, B.C., March 19, 2026 – West Fraser Timber Co. Ltd. (“West Fraser” or the “Company”) (TSX and NYSE: WFG) announced today that the Toronto Stock Exchange (“TSX”) has accepted West Fraser’s notice to renew its normal course issuer bid (“NCIB”). Under the renewed NCIB, West Fraser will be entitled to purchase up to 3,800,917 Common shares (“Shares”) of the Company, representing approximately 5% of the 76,018,344 Shares issued and outstanding as at March 10, 2026. The NCIB will commence on March 24, 2026. The purpose of the NCIB is to enable the Company to return capital to shareholders by way of repurchases of Shares, including when the Company believes its Shares are undervalued or represent an attractive investment opportunity. The Company believes that such repurchases are an appropriate use of the Company’s available funds and in its best interests.

Purchases under the NCIB may be made through the facilities of the TSX, the New York Stock Exchange (“NYSE”) and alternative trading systems in Canada and/or the United States, if eligible. Purchases of Shares under the NCIB may be made on the TSX, at the market price at the time of purchase in accordance with the rules and policies of the TSX, or on the NYSE in compliance with Rule 10b-18 under the United States Securities Exchange Act of 1934 (the “Exchange Act”). In addition, purchases may also be made by private agreement or under a specific share repurchase program pursuant to an issuer bid exemption order issued by a securities regulatory authority, in which event purchases will be at a discount to the prevailing market price.

The rules and policies of the TSX contain restrictions on the number of Shares that can be purchased under the NCIB, based on the average daily trading volumes on the TSX. Similarly, the safe harbor conditions of Rule 10b-18 under the Exchange Act impose certain limitations on the number of Shares that can be purchased on the NYSE each day. As a result of the restrictions, subject to certain exceptions for block purchases, the maximum number of Shares that can be purchased per day during the NCIB on the TSX is 51,608 based on 25% of the average daily trading volume on the TSX for the prior six months (being 206,434 Shares on the TSX). Subject to certain exceptions for block purchases, the maximum number of Shares that can be purchased per day on the NYSE is 25% of the average daily trading volume on NYSE for the four calendar weeks preceding the date of purchase. Subject to regulatory requirements, the actual number of Shares purchased and the timing of such purchases, if any, will be determined by West Fraser having regard to future price movements and other factors. All Shares purchased by West Fraser under the NCIB will be cancelled.

The NCIB will terminate on March 23, 2027 or earlier if the maximum number of Shares authorized for repurchase under the NCIB have been purchased. West Fraser reserves the right to terminate the NCIB earlier if it feels it is appropriate to do so.

West Fraser plans to enter into an automatic purchase plan with a broker, which will enable West Fraser to provide standard instructions and purchase Shares on the open market during self-imposed blackout periods. Outside of these blackout periods, Shares may be purchased in accordance with management’s discretion.

West Fraser’s prior normal course issuer bid for the purchase of up to 3,868,177 Shares expired on March 2, 2026. West Fraser purchased a total of 1,286,185 Shares at a volume weighted-average price of US$73.47 per Share, excluding brokerage fees, all of which purchases were made on the open market.

About West Fraser

West Fraser is a diversified wood products company with more than 50 facilities in Canada, the United States, the United Kingdom, and Europe, which promotes sustainable forest practices in its operations. The Company produces lumber, engineered wood products (OSB, LVL, MDF, plywood, and particleboard), northern bleached softwood kraft pulp, paper, wood chips, and other residuals. West Fraser’s products are used in home construction, repair and remodelling, industrial applications, papers and tissue. For more information about West Fraser, visit www.westfraser.com.

Forward-Looking Statements

This news release contains forward-looking information or forward-looking statements (collectively, “forward-looking statements”) within the meaning of applicable securities laws, including future purchases of West Fraser’s Shares under the NCIB, including pursuant to private agreements or a specific share repurchase program under an issuer bid exemption order issued by applicable securities regulatory authorities, and the return of capital to West Fraser’s shareholders. Any such forward-looking statements are based on information currently available to us and are based on assumptions and analyses made by us in light of our experience and our perception of historical trends and current conditions. Readers should also refer to the risk factors set forth in the Company’s annual information form and management’s discussion and analysis for the year ended December 31, 2025 each dated February 11, 2026, available at SEDAR+ (www.sedarplus.ca) and EDGAR (www.sec.gov). There can be no assurance that the plans, intentions or expectations upon which forward-looking statements are based will be realized. Actual results may differ, and the difference may be material and adverse to the Company and its shareholders.

For More Information

Investor Contact

Anil Aggarwala

Treasurer

Tel. (604) 895-2700

shareholder@westfraser.com

Media Contact

Joyce Wagenaar

Director, Communications

Tel. (604) 817-5539

media@westfraser.com

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FAQ

What did West Fraser Timber (WFG) announce in its March 2026 6-K?

West Fraser Timber announced renewal of its normal course issuer bid, allowing repurchases of up to 3,800,917 common shares. The company plans to use this program to return capital when it believes its shares are undervalued or represent an attractive investment opportunity.

How many West Fraser (WFG) shares can be repurchased under the renewed NCIB?

The renewed NCIB permits West Fraser to repurchase up to 3,800,917 common shares, representing about 5% of the 76,018,344 shares outstanding as at March 10, 2026. All shares bought under this program will be cancelled, reducing the company’s share count over time.

When does West Fraser’s renewed normal course issuer bid start and end?

The renewed normal course issuer bid begins on March 24, 2026 and can continue until March 23, 2027. It may end earlier if the full 3,800,917-share authorization is used or if West Fraser decides to terminate the program before the scheduled expiry date.

On which exchanges will West Fraser (WFG) execute share repurchases?

Share repurchases may occur through the Toronto Stock Exchange, the New York Stock Exchange, and eligible alternative trading systems in Canada or the United States. Transactions must comply with TSX rules and Rule 10b-18 under the U.S. Securities Exchange Act of 1934 governing issuer buybacks.

What are the daily limits on West Fraser’s NCIB share repurchases?

Subject to block purchase exceptions, West Fraser’s daily repurchases on the TSX are capped at 51,608 shares, equal to 25% of the 206,434 average daily trading volume. On the NYSE, the limit is also 25% of average daily volume, calculated over the preceding four calendar weeks.

How much stock did West Fraser buy under its prior normal course issuer bid?

Under the prior NCIB, West Fraser was authorized to purchase up to 3,868,177 shares and actually repurchased 1,286,185 shares. Those shares were acquired on the open market at a volume weighted-average price of US$73.47 per share before the program expired on March 2, 2026.

Why is West Fraser (WFG) renewing its share repurchase program?

West Fraser states that renewing the NCIB lets it return capital to shareholders through opportunistic repurchases. Management believes buying back shares can be an appropriate use of available funds, particularly when it considers the stock undervalued or an attractive investment relative to other alternatives.

Filing Exhibits & Attachments

1 document

Press Releases

• EX-99.1 EX-99.1 9.9 KB