6-K
ABB LTD (ABLZF)
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 2023
Commission File Number 001-16429
ABB Ltd
(Translation of registrant’s name into English)
Affolternstrasse 44, CH-8050, Zurich, Switzerland
(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
⬜
Indicate by check mark if the registrant
is submitting the Form 6-K in paper
as permitted by Regulation S-T Rule
101(b)(1):
⬜
Note:
Regulation S-T Rule 101(b)(1) only
permits the submission in paper of
a Form 6-K if submitted solely to provide
an attached
annual report to security holders.
Indication by check mark if the registrant
is submitting the Form 6-K in paper
as permitted by Regulation S-T Rule
101(b)(7):
⬜
Note:
Regulation S-T Rule 101(b)(7) only
permits the submission in paper of
a Form 6-K if submitted to furnish a
report or other
document that the registrant foreign
private issuer must furnish
and make public under the laws
of the jurisdiction in which the
registrant is incorporated, domiciled
or legally organized (the registrant’s “home country”), or
under the rules of the home country
exchange on which the registrant’s securities are traded,
as long as the report or other document
is not a press release, is not required
to be and has not been distributed to
the registrant’s security holders, and, if discussing a material
event, has already been
the subject
of a Form 6-K submission or other Commission
filing on EDGAR.
Indicate by check mark whether
the registrant by furnishing the
information contained in this Form is
also thereby furnishing the
information to the Commission pursuant
to Rule 12g3-2(b) under the Securities
Exchange Act of 1934.
Yes
⬜
No
☒
If “Yes” is marked, indicate below the file number assigned to the
registrant in connection with Rule 12g3-2(b):
82-
This Form 6-K consists of the following:
1.
Press release issued by ABB Ltd dated March
31, 2023, titled “ABB launches new
share buyback program of
up to
$1 billion”.
2

—
ZURICH, SWITZERLAND,
MARCH 31,
2023
ABB launches new share buyback
program of up to $1 billion
On April 3, 2023, ABB will launch
its previously announced new
share buyback program of up to $1
billion.
Based on the current ABB share price
this represents a maximum of
approximately 30 million
shares. The
maximum number of shares
that may be repurchased under
this new program on any given
trading day
is 762,196.
This new program is consistent with
ABB’s capital allocation principles
and its capital structure optimization
program targeting to maintain
a strong investment grade
rating. Since July 2020, ABB has
repurchased
about 286 million shares for capital
reduction purposes for a total
amount of approximately $8.6 billion.
The total number of ABB’s issued shares
is 1,964,745,075. This includes
82,742,500 shares that were
repurchased under the share buyback
programs 2021/22 and
2022/23 and remain to be cancelled.
ABB will
use the new capital band approved
at its Annual General Meeting
2023 for cancellation of these
shares. ABB
currently owns approximately 103 million
treasury shares.
The new share buyback program is
for capital reduction purposes
and will be executed on a second
trading
line on the SIX Swiss Exchange
(Valor: 35.767.961; ISIN: CH035 767 961 9). It is planned
to run from
April 3, 2023, until March 20, 2024.
ABB intends to cancel the shares
repurchased under the new program
using the newly introduced capital
band in due course.
The new share buyback program will
be managed by a bank mandated
by ABB that, based on trading
parameters received from ABB, will
make its trading decisions
concerning the timing of share
repurchases
independently of ABB. ABB can
change these parameters outside
of its closed periods and if it is not
in
possession of any inside information.
The purchase price per share will
not exceed the higher of
the price of the last independent
trade on the
ordinary trading line on the SIX
Swiss Exchange and the highest
current independent bid price
on the
ordinary trading line on the SIX
Swiss Exchange. In addition,
customary spreads on purchases
on the
second trading line on the SIX Swiss
Exchange will be paid,
observing the limitations of the Ordinance
on
Financial Market Infrastructures and
Market Conduct in Securities
and Derivatives Trading (FMIO). Payment
for the shares will be made in cash.
The buyback program is being
carried out in accordance with the
Ordinance on Financial Market
Infrastructures and Market Conduct in
Securities and Derivatives
Trading (FMIO), the Market Abuse
Regulation (EU) No 596/2014
and the Commission Delegated
Regulation (EU) No 2016/1052.
Weekly
updates on the program will be published
on ABB’s investor relations website at
https://global.abb/group/en/investors/investor-and-shareholder-resources/share-buybacks
and issued by
press release.
ABB
is a technology leader in electrification
and automation, enabling
a more sustainable and
resource-efficient future. The company’s solutions
connect engineering
know-how and software to optimize
how things are manufactured, moved,
powered and operated.
Building on more than 130 years of
excellence, ABB’s ~105,000 employees
are committed to driving innovations
that accelerate industrial
transformation. www.abb.com
1/2
Important notice about forward-looking
information
This press release includes forward-looking
information and statements concerning
the share buyback
program. These statements are based
on current expectations, estimates
and projections about the factors
that may affect our future performance, and
are generally identifiable
by statements containing words such
as “intends”, “expects,” “plans”, or
similar expressions. However, there are many
risks and uncertainties,
many of which are beyond our control,
that could affect our ability to achieve any
or all of our stated targets.
Factors that could cause such differences
include, among others, business risks
associated with the volatile
global economic environment
and political conditions, changes in
governmental regulations
and currency
exchange rates and such other
factors as may be discussed
from time to time in ABB Ltd’s filings
with the
U.S. Securities and Exchange Commission,
including its Annual Reports
on Form 20-F. Although ABB Ltd
believes that its expectations reflected
in any such forward-looking
statement are based upon reasonable
assumptions, it can give no assurance
that those expectations will be achieved.
—
For more information please
contact:
Media Relations
Phone: +41 43 317 71 11
Email: media.relations@ch.abb.com
Investor Relations
Phone: +41 43 317 71 11
Email: investor.relations@ch.abb.com
ABB Ltd
Affolternstrasse 44
8050 Zurich
Switzerland
ABB LAUNCHES NEW SHARE
BUYBACK PROGRAM OF UP
TO $1 BILLION
2/2
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.
ABB LTD
Date: March 31, 2023.
By:
/s/ Ann-Sophie Nordh
Name:
Ann-Sofie Nordh
Title:
Group Senior Vice President and
Head of Investor Relations
Date: March 31, 2023.
By:
/s/ Richard A. Brown
Name:
Richard A. Brown
Title:
Group Senior Vice President and
Chief Counsel Corporate & Finance