YPF (NYSE: YPF) clears AR$38.5B share buyback of up to 10% stock

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

Equity capital markets analyst

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.

Key Figures

Buyback authorization: AR$38,468,000,000 Capital stock limit: 10% of capital stock Price cap Buenos Aires: AR$108,160 per share +5 more

8 metrics

Buyback authorization AR$38,468,000,000 Maximum investment amount for share repurchases

Capital stock limit 10% of capital stock Maximum proportion of shares that can be repurchased

Price cap Buenos Aires AR$108,160 per share Maximum price per share on Buenos Aires Stock Exchange

Price cap New York US$72,95 per ADR Maximum price per ADR on New York Stock Exchange

Program duration 90 calendar days Initial timeframe for executing share repurchases

Shares outstanding 392,075,056 shares Outstanding as of June 3, 2026 after treasury deduction

Treasury shares 1,237,737 shares Shares held by the company as of June 3, 2026

Daily trading limit 25% of average volume Maximum daily acquisitions versus 90-day average volume

Key Terms

share compensation plans, par value, Split, average daily trading volume, +2 more

6 terms

share compensation plans financial

"Purpose: Granting share compensation plans."

par value financial

"Class D ordinary shares of the Company with a par value of AR$10.00 per share"

Par value is the fixed amount printed on a bond or stock that represents its original value when issued. It’s like the face value of a coin or bill—what the issuer promises to pay back or the starting price of a stock—though it often doesn’t change with market prices. It matters because it helps determine certain financial details, like how much the company will pay back at maturity.

Split financial

"10 (ten) shares with a par value of $1 (one peso) each will be issued (the “Split”)."

average daily trading volume financial

"daily limit for acquisitions in the market will be up to 25% of the average daily trading volume"

The average daily trading volume is the typical number of shares or units of a security that change hands each trading day, calculated over a set period. It tells investors how active a market is—like average traffic on a road—so higher volume usually means easier, faster trades and smaller price swings when buying or selling, while low volume can make orders harder to fill and cause bigger price moves.

ADR financial

"US$72,95 per ADR on the New York Stock Exchange."

An American Depositary Receipt (ADR) is a financial certificate that lets investors buy shares of a foreign company through U.S. stock markets, similar to buying a local wrapper that represents the underlying foreign shares. ADRs matter because they make investing in overseas companies easier and more liquid by trading in U.S. dollars and under U.S. market rules, while still carrying currency, regulatory, and country-specific risks that can affect share value.

reserve for the purchase of its own shares financial

"using the Company’s reserve for the purchase of its own shares, which amounts to AR$ 38,468,000,000"

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Form 6-K: How Foreign Companies Report to the SEC →

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 2026

Commission File Number: 001-12102

YPF Sociedad Anónima

(Exact name of registrant as specified in its charter)

Macacha Güemes 515

C1106BKK Buenos Aires, Argentina

(Address of principal executive office)

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 ☐

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.

		YPF Sociedad Anónima
Date: June 4, 2026		By:		/s/ Margarita Chun
		Name:		Margarita Chun
		Title:		Market Relations Officer

FAQ

What share repurchase program did YPF (YPF) approve in June 2026?

YPF approved a share repurchase program of up to AR$38,468,000,000. The plan allows buying Class D shares for compensation, subject to a 10% capital stock cap, price limits per share and ADR, and a 90-day execution window.

What is the maximum number of YPF (YPF) shares that can be repurchased?

The maximum number of shares depends on market purchase prices but cannot exceed 10% of YPF’s capital stock. This limit is set under Argentine regulations and is tied to both the current par value and any future share split implementation.

What price limits apply to YPF’s (YPF) share buyback program?

The program caps purchases at 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 planned share split occurs, these limits will adjust proportionally to reflect the new share count.

How long will YPF’s (YPF) share repurchase program run?

The acquisitions may take place within 90 calendar days from the business day after publication on CNV and exchange websites. The company can renew or extend this term and will inform investors through the same public channels if it does so.

How is YPF (YPF) funding its share repurchase plan?

YPF will fund the repurchases from a dedicated reserve for purchasing its own shares totaling AR$38,468,000,000. This reserve was approved at the April 30, 2026 shareholders’ meeting, and the company states it has adequate liquidity without harming solvency.

How many YPF (YPF) shares were outstanding before the buyback?

As of June 3, 2026, YPF had 392,075,056 shares outstanding, fully subscribed and paid in, after deducting 1,237,737 shares held in treasury. This figure provides a baseline to gauge the potential scale of a buyback capped at 10% of capital stock.