The National Bank of Greece (NBG) will cancel 11.58 million treasury shares and increase the nominal value of its remaining shares to €3 as part of a capital restructuring, while the bank continues buying back its own shares on Euronext Athens.

The bank announced the changes this week, following approvals from the European Central Bank’s (ECB) Single Supervisory Mechanism and registration of amendments to its articles of association with Greece’s General Commercial Registry.

The 11,580,849 treasury shares, representing 1.27 per cent of the bank’s share capital, were acquired between June 4, 2025 and March 27, 2026 under a share buyback programme approved by shareholders.

NBG paid a weighted average of €12.6171 per share for the shares, bringing the total cost of the purchases to €146.12m.

The shares, each with a nominal value of €1, are due to be cancelled on September 17, 2026.

The cancellation will reduce NBG’s share capital by €11.58m, leaving it at €903.13m divided into 903,134,304 common registered shares with a nominal value of €1 each before the subsequent capital increase.

The bank said the cancellation was consistent with the practice of listed companies in Greece and international markets and would contribute to improving key per-share measures, including earnings per share.

The original buyback programme, approved by shareholders on May 30, 2025, allowed NBG to purchase shares for up to €174m over a period of 24 months, through to May 30, 2027, subject to regulatory approval.

The bank said the programme would continue towards the €174m ceiling.

Separately, the bank is increasing its share capital by €1.81 billion through the capitalisation of part of its share premium account.

The move will increase the nominal value of each common registered share by €2, from €1 to €3, while the share premium account will be reduced by the same €1.81bn.

NBG said the capitalisation was intended to rationalise and optimise its equity structure and represented an internal accounting and corporate restructuring rather than an injection of new funds.

The move will not affect the bank’s total net equity or alter the proportional ownership of its shareholders.

The bank said the measure would strengthen paid-up share capital, clarify its capital structure and provide greater flexibility for corporate and financial planning.

Following the increase, NBG’s share capital will stand at €2.71bn, divided into 903,134,304 common registered shares with a nominal value of €3 each.

The amendment to the bank’s articles of association was registered with the General Commercial Registry on September 7, 2026, following a decision by Greece’s Ministry of Development dated September 4.

NBG also notified Euronext Athens on September 14 of both the share cancellation and the increase in the nominal value of its shares.

The capital changes come as NBG continues a separate tranche of its buyback programme launched following a shareholder resolution on April 30, 2026 and ECB approval on June 8, 2026.

Between September 4 and September 11, NBG purchased 300,000 of its own shares on Euronext Athens at a weighted average price of €17.5851 per share.

The purchases cost the bank a total of €5.28m, a filing has shown.

NBG bought 50,000 shares on each of September 4, 7, 8, 9, 10 and 11, with the weighted average prices ranging from €17.3638 to €17.8554.

Following these transactions, the bank directly held 26,067,203 treasury shares, equivalent to 2.85 per cent of its share capital.

NBG said the newly acquired shares would also subsequently be cancelled in accordance with the applicable provisions governing the timing of treasury share cancellations under Greek Law 4548/2018.

The buyback and cancellation measures form part of NBG’s broader approach to managing its capital base, with the cancellation of treasury shares reducing the number of shares in circulation while the share premium capitalisation changes the composition of the bank’s equity without changing total net equity.

The transactions are being carried out under the relevant European Union rules on market abuse and share buybacks, as well as a resolution of the Stock Markets Steering Committee of Euronext Athens.