YPF approves AR$38.5B share repurchase plan
YPF Sociedad Anónima approved a share repurchase program of up to AR$38,468,000,000 to buy back its own Class D shares for share compensation plans.
Sentiment and the balance of points
Rhea-AI Sentiment reads the wording of the document, how positive or negative its language is on a 1 to 5 scale. The balance of points shown with the takes weighs what the document actually discloses, so the two can disagree, for example when a trial that missed its main goal is described in upbeat language.
Rhea-AI Filing Summary
YPF Sociedad Anónima approved a share repurchase program of up to AR$38,468,000,000 to buy back its own Class D shares for share compensation plans. The board set a cap of 10% of the company’s capital stock, with purchases over up to 90 calendar days and a daily limit of 25% of average trading volume. Prices are capped at AR$108,160 per share in Buenos Aires and US$72,95 per ADR in New York. The program will use a reserve for own-share purchases previously approved by shareholders, and the company states it has sufficient liquidity. As of June 3, 2026, 392,075,056 shares were outstanding after deducting treasury shares.
Positive
- Up to 10% share repurchase authorization – YPF’s board approved a buyback program of up to AR$38,468,000,000, capped at 10% of capital stock, which can reduce free-float over time depending on execution.
- Pre-funded and liquidity-supported – The program is backed by a specific reserve for purchasing own shares, approved at the April 30, 2026 shareholders’ meeting, and the company states it has sufficient liquidity without affecting solvency.
Negative
- None.
Insights
YPF authorizes a sizable buyback for compensation purposes.
YPF Sociedad Anónima plans to repurchase up to AR$38,468,000,000 of its own Class D shares, capped at 10% of capital stock. The stated purpose is to fund share-based compensation, a common way to offset dilution from equity incentives.
The program includes clear safeguards: a 25% daily limit versus average trading volume, price caps of AR$108,160 per share and US$72,95 per ADR, and a 90-day acquisition window with possible extensions. Funding will come from a dedicated reserve approved at the April 30, 2026 shareholders’ meeting, and the company notes it has adequate liquidity.
For investors, a buyback of up to 10% of capital can meaningfully affect share supply, although the actual impact will depend on how much of the authorized amount is ultimately used and at what pace within the 90-day period and any renewals.
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 6-K
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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 2026
Commission File Number: 001-12102
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YPF Sociedad Anónima
(Exact name of registrant as specified in its charter)
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Macacha Güemes 515
C1106BKK Buenos Aires, Argentina
(Address of principal executive office)
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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 ☐
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YPF Sociedad Anónima
TABLE OF CONTENT
ITEM 1 Translation of letter to the Argentine Securities Commission (Comisión Nacional de Valores) dated June 4, 2026.
Buenos Aires, June 4, 2026
Comisión Nacional de Valores (“CNV”)
25 de Mayo 175
Buenos Aires
BOLSAS Y MERCADOS ARGENTINOS S.A. (“ByMA”)
Sarmiento 299
Buenos Aires
A3 Mercados S.A. (“A3 Mercados”)
Maipú 1210
Buenos Aires
Ref.: Acquisition of Company’s Own Shares
Ladies and Gentleman,
We are writing to you in order to comply with the CNV Rules and the corresponding regulations of ByMA and A3 Mercados,.
In this regard, we report that the Board of Directors of the Company, at its meeting held on June 4, 2026, resolved to approve the terms and conditions for the acquisition of shares issued by the Company for an amount up to AR$38,468,000,000 in accordance with section 64 of Law No.26,831 and CNV Rules. The terms and conditions approved by the Board of Directors for the acquisition of shares issued by the Company are the following:
1. Purpose: Granting share compensation plans.
2. Maximum investment amount: Up to AR$$38,468,000,000.
3. Maximum number of shares to be acquired: The number of Class D ordinary shares of the Company with a par value of AR$10.00 per share and entitled to 1 (one) vote each to be acquired, will depend on the price at which such shares are purchased on the market, a quantity that shall not exceed the limit of 10% of the Company’s capital stock, in accordance with the applicable regulations.
It is hereby noted that, on April 30, 2026, the Company’s Ordinary and Extraordinary General Shareholders’ Meeting resolved to change the par value of the Company’s outstanding shares from ARS$10 (ten pesos) to ARS$1 (one peso) per share, which means that, for every share with a par value of $10 (ten pesos) currently outstanding, 10 (ten) shares with a par value of $1 (one peso) each will be issued (the “Split”). Accordingly, if the Split is implemented prior to, or during the completion of the purchase of the Company’s own shares, the same percentage and amount of capital will be repurchased, but represented by shares with a par value of $1 (one peso).
4. Daily limit for acquisitions in the market: In accordance with applicable regulation, the daily limit for acquisitions in the market will be up to 25% of the average daily trading volume for the share, jointly in the markets where it is listed, over the preceding 90 business days.
5. Purchase price to be paid for the shares: Up to a maximum of AR$108,160 per share on the Buenos Aires Stock Exchange and US$72,95 per ADR on the New York Stock Exchange.
If the Split referred to in Section 3. is implemented, the price to be paid for the shares will be automatically adjusted in proportion to the applicable conversion ratio, reflecting the new number of shares outstanding, without altering the terms and conditions set forth herein.
6. Timeframe for the acquisitions: Within 90 calendar days, counted from the business day following the publication of the information on the websites of the CNV and the Buenos Aires Stock Exchange, subject to any renewal or extension of the term, which will be communicated to the investing public through the same channels.
7. Source of funds: The acquisition of shares will be carried out using the Company’s reserve for the purchase of its own shares, which amounts to AR$ 38,468,000,000, as approved by the General Ordinary and Extraordinary Shareholders’ Meeting held on April 30, 2026, at the time of the approval of the Financial Statements as of December 31, 2025, stating that the Company has the necessary liquidity to undertake the aforementioned purchases without affecting its solvency.
8. Number of shares outstanding: For informational purposes, as of June 3, 2026, the Company has 392,075,056 shares outstanding, all of which are fully subscribed and paid in, after deducting 1,237,737 shares held by the Company as of that date.
Yours faithfully,
Margarita Chun
Market Relations Officer
YPF S.A.
SIGNATURE
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.
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| YPF Sociedad Anónima | ||
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Date: June 4, 2026 | By: |
| /s/ Margarita Chun | |
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| Name: |
| Margarita Chun |
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| Title: |
| Market Relations Officer |