National Bank of Greece to Cancel €146 Million in Repurchased Shares as Buyback Programme Continues

National Bank of Greece (NBG) will cancel 11,580,849 treasury shares acquired under its share buyback programme, representing 1.27% of its share capital, as the bank continues a separate tranche of purchases on the Athens Stock Exchange.

The shares scheduled for cancellation on 17 September 2026 were acquired between 4 June 2025 and 27 March 2026 under a buyback programme approved by NBG shareholders. The bank paid a weighted average price of €12.6171 per share, bringing the total acquisition cost to approximately €146.12 million.

The cancellation will initially reduce NBG’s share capital by €11.58 million, from approximately €914.71 million to €903.13 million. Following the cancellation, the bank will have 903,134,304 ordinary registered shares, each with a nominal value of €1, before a separate capital restructuring takes effect.

The cancellation has received approval from the European Central Bank’s Single Supervisory Mechanism. Amendments to NBG’s articles of association were also registered with Greece’s General Commercial Registry. The bank notified Euronext Athens of the planned cancellation and the accompanying changes to its share capital.

Separately, NBG will increase the nominal value of its ordinary shares from €1 to €3 through the capitalisation of €1.81 billion from its share premium account. The amount capitalised will be transferred from the share premium account to share capital, increasing the nominal value of each remaining share by €2.

The capitalisation does not involve the raising of new funds. NBG has described the measure as an internal accounting and corporate restructuring. The bank has stated that the transaction will not alter its total net equity or the proportional ownership interests of existing shareholders.

Following the capitalisation, NBG’s share capital will amount to approximately €2.71 billion, divided into 903,134,304 ordinary registered shares with a nominal value of €3 each.

The share cancellation and capitalisation form part of the bank’s broader capital management activity while its buyback programme remains in progress. The original programme was approved by shareholders on 30 May 2025 and permits NBG to purchase its own shares for an aggregate amount of up to €174 million, subject to the applicable regulatory approvals, through 30 May 2027.

NBG has continued purchasing shares under a separate 2026 tranche of the programme. Between 4 and 11 September 2026, the bank purchased 300,000 of its own shares on Euronext Athens at a weighted average price of €17.5851 per share. The purchases had a total value of approximately €5.28 million.

The purchases were made in six transactions of 50,000 shares each on 4, 7, 8, 9, 10 and 11 September. The reported weighted average purchase prices for the individual transactions ranged from €17.3638 to €17.8554 per share.

Following those transactions, NBG directly held 26,067,203 treasury shares, equivalent to approximately 2.85% of its share capital. The bank has indicated that the newly acquired treasury shares will also be cancelled in accordance with the applicable provisions of Greek Law 4548/2018.

The 11.58 million shares being cancelled in September are separate from the 300,000 shares acquired during the latest September tranche. The former were accumulated during the 2025–2026 period and are now being retired, while the latter remain treasury shares pending the subsequent cancellation process.

NBG said the cancellation of the previously repurchased shares is consistent with the practice followed by listed companies in Greece and international markets. The bank also stated that reducing the number of shares outstanding would affect per-share measures, including earnings per share.

The latest corporate actions follow a series of share repurchases conducted by NBG during 2026. The current buyback programme remains subject to its €174 million maximum and the applicable regulatory requirements, while the bank continues to acquire shares on the Athens market.

The September capital restructuring does not constitute a new equity fundraising. Instead, it combines the cancellation of previously repurchased treasury shares with the transfer of part of the share premium account into share capital. The two measures change the composition and number of shares and the nominal value assigned to each remaining share, while the bank has stated that total net equity and the proportional ownership of shareholders are unaffected by the capitalisation.

By fLEXI tEAM