British American Tobacco p.l.c 6-K, filed Jun 24, 2024
British American Tobacco p.l.c. (BTI)
6-K
2024-06-24
For: 2024-06-24
View Original
Added on
April 08, 2026
About this 6-K
British American Tobacco p.l.c filed this 6-K on June 24, 2024.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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
June 24, 2024
Commission File Number: 001-38159
BRITISH AMERICAN TOBACCO P.L.C.
(Translation of registrant’s name into English)
Globe House
4 Temple Place
London WC2R 2PG
United Kingdom
(Address of principal executive office)
(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 ☐
This report includes materials as exhibits that have been published and made available by British American Tobacco p.l.c. as of June 24, 2024.
EXHIBIT INDEX
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Exhibit
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Description
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| |
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| Exhibit 2 |
Press Release entitled “Transaction in own shares” dated June 24, 2024. | |
| Exhibit 3 |
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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.
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British American Tobacco p.l.c.
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||||
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By:
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/s/ Nancy Jiang
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| Name: |
Nancy Jiang |
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| Title: |
Senior Assistant Company Secretary |
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Date: June 24, 2024
Exhibit 1
24 June 2024
British American Tobacco p.l.c. (the “Company”)
Closed Period Share Repurchase Programme
Further to the share buyback programme announcement on 18 March 2024, the Company announces that it has entered into an irrevocable, non-discretionary agreement with, UBS AG London
Branch (“UBS”), to purchase shares during the closed period commencing on 24 June and ending on 24 July 2024, the day prior to the release of its half year results.
UBS will make its trading decisions in relation to the Company’s securities independently of, and uninfluenced by, the Company.
The purpose of the Programme is to reduce the share capital of the Company. The shares repurchased will be cancelled.
Any purchases will be undertaken within certain pre-set parameters, and in accordance with both the Company’s general authority to repurchase shares granted by its shareholders at
the Company’s 2024 AGM, the Market Abuse Regulation 596/2014 and the Commission Delegated Regulation (2016/1052), in each case as such legislation forms part of domestic law by virtue of section 3 of the European Union (Withdrawal) Act 2018 (as
amended) and Chapter 12 of the Financial Conduct Authority’s Listing Rules.
The maximum price which may be paid for a Share is an amount (exclusive of expenses) equal to the higher of:
| - |
105 per cent of the average market value of a Share as derived from the LSE’s Daily Official List for the five business days immediately preceding the day on which the Share is purchased, in
accordance with Listing Rule 12.4.1 of the Listing Rules published pursuant to Part 6 of the Financial Services and Markets Act 2000 (“FSMA”) (the “Listing Rules”); and
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| - |
the higher of (i) the price of the last independent trade and (ii) the highest current independent purchase bid on the trading venue where the purchase is carried out, including when the shares
are traded on different trading venues, in accordance with Article 3(2) of the UK Safe Harbour Regulation.
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The Company confirms that it currently has no unpublished inside information.
Enquiries:
British American Tobacco Press Media Centre
+44 (0) 20 7845 2888 (24 hours) | @BATplc
Investor Relations
Victoria Buxton: +44 (0)20 7845 2012 | IR_team@bat.com
Exhibit 2
British American Tobacco p.l.c.
24 June 2024
TRANSACTION IN OWN SHARES
British American Tobacco p.l.c. (the “Company”) announces that in accordance with the authority granted by shareholders at the Company’s Annual General Meeting on 24 April 2024 it
purchased the following number of its ordinary shares of 25 pence each (“shares”) from Merrill Lynch International as part of its buyback programme announced on 18 March 2024:
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Date of purchase:
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21 June 2024
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Number of ordinary shares of 25 pence each purchased:
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31,233
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Highest price paid per share (pence):
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2475.00p
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Lowest price paid per share (pence):
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2462.00p
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Volume weighted average price paid per share (pence):
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2468.9629p
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The Company intends to cancel the purchased shares.
Following the purchase and cancellation of these shares, the Company will have 2,222,179,467 ordinary shares in issue (excluding treasury shares) which carry voting rights and will
hold 133,277,831 ordinary shares in treasury. This information may be used by shareholders to determine whether they are required to notify their interest, or a change to their interest, in the Company under the FCA’s Disclosure Guidance and
Transparency Rules.
In accordance with Article 5(1)(b) of the Market Abuse Regulation (EU) No 596/2014 as it applies in the UK, a schedule of individual trades carried out by Merrill Lynch International
on 21 June 2024 is set out below.
Enquiries:
Investor Relations
Victoria Buxton: +44 (0)20 7845 2012 | IR_team@bat.com
Schedule of purchases - aggregate information
|
Issuer name
|
ISIN Code
|
Transaction date
|
Daily total volume
(in number of shares)
|
Daily weighted
average price of
shares acquired
|
Platform
|
|
British American Tobacco p.l.c.
|
GB0002875804
|
21/06/2024
|
31,233
|
2,468.9629
|
LSE
|
|
British American Tobacco p.l.c.
|
GB0002875804
|
21/06/2024
|
0
|
0.0000
|
CHIX
|
|
British American Tobacco p.l.c.
|
GB0002875804
|
21/06/2024
|
0
|
0.0000
|
BATE
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Schedule of purchases - individual transactions
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Number of shares purchased
|
Transaction price
(per share) |
Market
|
Time of transaction
|
|
1,020
|
2,466.00
|
LSE
|
09:03:00
|
|
1,366
|
2,462.00
|
LSE
|
09:05:44
|
|
158
|
2,462.00
|
LSE
|
09:06:10
|
|
54
|
2,462.00
|
LSE
|
09:06:09
|
|
161
|
2,471.00
|
LSE
|
09:24:08
|
|
396
|
2,470.00
|
LSE
|
09:24:40
|
|
60
|
2,469.00
|
LSE
|
09:27:09
|
|
53
|
2,469.00
|
LSE
|
09:27:09
|
|
309
|
2,468.00
|
LSE
|
09:27:09
|
|
568
|
2,469.00
|
LSE
|
09:40:57
|
|
349
|
2,467.00
|
LSE
|
09:48:17
|
|
304
|
2,466.00
|
LSE
|
09:50:52
|
|
297
|
2,465.00
|
LSE
|
09:51:20
|
|
171
|
2,471.00
|
LSE
|
10:07:04
|
|
114
|
2,470.00
|
LSE
|
10:08:00
|
|
226
|
2,470.00
|
LSE
|
10:08:00
|
|
192
|
2,468.00
|
LSE
|
10:20:36
|
|
241
|
2,467.00
|
LSE
|
10:21:03
|
|
216
|
2,467.00
|
LSE
|
10:21:03
|
|
260
|
2,471.00
|
LSE
|
10:30:43
|
|
253
|
2,470.00
|
LSE
|
10:31:47
|
|
50
|
2,469.00
|
LSE
|
10:49:30
|
|
100
|
2,469.00
|
LSE
|
10:49:30
|
|
171
|
2,469.00
|
LSE
|
10:49:32
|
|
517
|
2,471.00
|
LSE
|
11:03:58
|
|
200
|
2,475.00
|
LSE
|
11:15:12
|
|
807
|
2,475.00
|
LSE
|
11:15:12
|
|
543
|
2,475.00
|
LSE
|
11:15:12
|
|
602
|
2,475.00
|
LSE
|
11:15:12
|
|
954
|
2,474.00
|
LSE
|
11:15:13
|
|
1,276
|
2,473.00
|
LSE
|
11:15:20
|
|
3,034
|
2,472.00
|
LSE
|
11:15:41
|
|
179
|
2,472.00
|
LSE
|
11:15:41
|
|
61
|
2,472.00
|
LSE
|
11:16:14
|
|
496
|
2,472.00
|
LSE
|
11:16:14
|
|
265
|
2,470.00
|
LSE
|
11:16:38
|
|
313
|
2,469.00
|
LSE
|
11:17:02
|
|
193
|
2,468.00
|
LSE
|
11:19:28
|
|
710
|
2,467.00
|
LSE
|
11:20:39
|
|
240
|
2,466.00
|
LSE
|
11:20:39
|
|
607
|
2,465.00
|
LSE
|
11:20:58
|
|
296
|
2,464.00
|
LSE
|
11:20:58
|
|
148
|
2,462.00
|
LSE
|
11:21:17
|
|
470
|
2,465.00
|
LSE
|
11:30:28
|
|
457
|
2,469.00
|
LSE
|
11:40:54
|
|
334
|
2,467.00
|
LSE
|
11:45:26
|
|
348
|
2,466.00
|
LSE
|
11:45:45
|
|
126
|
2,465.00
|
LSE
|
11:49:16
|
|
16
|
2,468.00
|
LSE
|
11:52:00
|
|
476
|
2,468.00
|
LSE
|
11:52:08
|
|
575
|
2,468.00
|
LSE
|
11:52:26
|
|
96
|
2,466.00
|
LSE
|
11:53:00
|
|
514
|
2,466.00
|
LSE
|
11:53:03
|
|
256
|
2,467.00
|
LSE
|
11:53:37
|
|
227
|
2,467.00
|
LSE
|
11:53:37
|
|
541
|
2,466.00
|
LSE
|
11:54:55
|
|
498
|
2,466.00
|
LSE
|
11:56:32
|
|
586
|
2,466.00
|
LSE
|
11:56:35
|
|
533
|
2,466.00
|
LSE
|
11:57:22
|
|
507
|
2,467.00
|
LSE
|
11:58:19
|
|
166
|
2,465.00
|
LSE
|
11:58:32
|
|
653
|
2,464.00
|
LSE
|
11:59:40
|
|
312
|
2,463.00
|
LSE
|
12:01:04
|
|
356
|
2,462.00
|
LSE
|
12:01:45
|
|
472
|
2,464.00
|
LSE
|
12:28:14
|
|
354
|
2,469.00
|
LSE
|
12:43:26
|
|
222
|
2,469.00
|
LSE
|
12:43:26
|
|
255
|
2,473.00
|
LSE
|
13:07:18
|
|
322
|
2,473.00
|
LSE
|
13:09:04
|
|
469
|
2,471.00
|
LSE
|
13:12:57
|
|
489
|
2,473.00
|
LSE
|
13:30:28
|
|
617
|
2,474.00
|
LSE
|
13:50:03
|
|
524
|
2,472.00
|
LSE
|
13:51:06
|
|
310
|
2,469.00
|
LSE
|
14:00:20
|
|
622
|
2,474.00
|
LSE
|
15:02:17
|
Exhibit 3
British American Tobacco p.l.c.
TR-1: Notification of major holdings
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1a. Identity of the issuer or the underlying issuer of existing shares to which voting rights are attachedii:
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British American Tobacco p.l.c.
|
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1b. Please indicate if the issuer is a non-UK issuer (please mark with an “X” if appropriate)
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Non-UK issuer
|
|
|
2. Reason for the notification (please mark the appropriate box or boxes with an “X”)
|
|
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An acquisition or disposal of voting rights
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X
|
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An acquisition or disposal of financial instruments
|
|
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An event changing the breakdown of voting rights
|
|
|
Other (please specify)iii:
|
|
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3. Details of person subject to the notification obligationiv
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Name
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The Capital Group Companies, Inc.
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City and country of registered office (if applicable)
|
Los Angeles, USA
|
|
4. Full name of shareholder(s) (if different from 3)v
|
|
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Name
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|
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City and country of registered office (if applicable)
|
|
|
Name
|
|
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City and country of registered office (if applicable)
|
|
|
Name
|
|
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City and country of registered office (if applicable)
|
|
|
Name
|
|
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City and country of registered office (if applicable)
|
|
|
Name
|
|
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City and country of registered office (if applicable)
|
|
|
5. Date on which the threshold was crossed or reachedvi:
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20 June 2024
|
|
6. Date on which issuer notified (DD/MM/YYYY):
|
21 June 2024
|
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7. Total positions of person(s) subject to the notification obligation
|
||||
|
% of voting rights
attached to shares
(total of 8. A)
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% of voting rights
through financial instruments
(total of 8.B 1 + 8.B 2)
|
Total of both in %
(8.A + 8.B)
|
Total number of voting rights of issuervii
|
|
|
Resulting situation on the date on which threshold was crossed or reached
|
13.011258
|
0.000000
|
13.011258
|
289142364
|
|
Position of previous notification (if applicable)
|
12.980000
|
0.000000
|
12.980000
|
|
|
8. Notified details of the resulting situation on the date on which the threshold was crossed or reachedviii
|
||||
|
A: Voting rights attached to shares
|
||||
|
Class/type of shares
ISIN code
(if possible)
|
Number of voting rightsix
|
% of voting rights
|
||
|
Direct
(Art 9 of Directive 2004/109/EC)
(DTR5.1)
|
Indirect
(Art 10 of Directive 2004/109/EC)
(DTR5.2.1)
|
Direct
(Art 9 of Directive 2004/109/EC)
(DTR5.1)
|
Indirect
(Art 10 of Directive 2004/109/EC)
(DTR5.2.1)
|
|
|
GB0002875804 Common Stock
|
248530829
|
11.183760
|
||
|
US1104481072 Depository Receipt
|
40611535
|
1.827498
|
||
|
SUBTOTAL 8. A
|
289142364
|
13.011258%
|
||
|
B 1: Financial Instruments according to Art. 13(1)(a) of Directive 2004/109/EC (DTR5.3.1.1 (a))
|
||||
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Type of financial instrument
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Expiration datex
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Exercise/Conversion Periodxi
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Number of voting rights that may be acquired if the instrument is exercised/converted.
|
% of voting rights
|
|
N/A
|
||||
|
SUBTOTAL 8. B 1
|
||||
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B 2: Financial Instruments with similar economic effect according to Art. 13(1)(b) of Directive 2004/109/EC (DTR5.3.1.1 (b))
|
|||||
|
Type of financial instrument
|
Expiration datex
|
Exercise/ Conversion Period xi
|
Physical or cash settlementxii
|
Number of voting rights
|
% of voting rights
|
|
N/A
|
|||||
|
SUBTOTAL 8.B.2
|
|||||
|
9. Information in relation to the person subject to the notification obligation (please mark the applicable box with an “X”)
|
|
|
Person subject to the notification obligation is not controlled by any natural person or legal entity and does not control any other undertaking(s) holding directly or indirectly an interest in the (underlying) issuerxiii
|
|
|
Full chain of controlled undertakings through which the voting rights and/or the financial instruments are effectively held starting with the ultimate controlling natural person or legal entityxiv (please add additional rows as necessary)
|
X
|
|
Namexv
|
Name of controlled undertaking
|
% of voting rights
if it equals or is higher
than the notifiable threshold
|
% of voting rights through
financial instruments if it
equalsor is higher than
the notifiable threshold
|
Total of both if it equals
or is higher than the
notifiable threshold
|
|
The Capital Group Companies, Inc.
|
Capital Research and Management Company
|
12.852059
|
12.852059%
|
|
|
The Capital Group Companies, Inc.
|
Capital International, Inc.
|
|||
|
The Capital Group Companies, Inc.
|
Capital Group Private Client Services, Inc.
|
|||
|
The Capital Group Companies, Inc.
|
Capital International Sarl
|
|||
|
The Capital Group Companies, Inc.
|
Capital International Limited
|
|
10. In case of proxy voting, please identify:
|
|
|
Name of the proxy holder
|
|
|
The number and % of voting rights held
|
|
|
The date until which the voting rights will be held
|
|
|
11. Additional informationxvi
|
|
The Capital Group Companies, Inc. (”CGC”) is the parent company of Capital Research and Management Company (”CRMC”) and Capital Bank & Trust Company (”CB&T”). CRMC is a U.S.-based investment management company that serves as
investment manager to the American Funds family of mutual funds, other pooled investment vehicles, as well as individual and institutional clients. CRMC and its investment manager affiliates manage equity assets for various investment
companies through three divisions, Capital Research Global Investors, Capital International Investors and Capital World Investors. CRMC is the parent company of Capital Group International, Inc. (”CGII”), which in turn is the parent company
of six investment management companies (”CGII management companies”): Capital International, Inc., Capital International Limited, Capital International Sàrl, Capital International K.K., Capital Group Private Client Services Inc, and Capital
Group Investment Management Private Limited. CGII management companies primarily serve as investment managers to institutional and high net worth clients. CB&T is a U.S.-based registered investment adviser and an affiliated federally
chartered bank.
Neither CGC nor any of its affiliates own shares of the Issuer for its own account. Rather, the shares reported on this Notification are owned by accounts under the discretionary investment management of one or more of the investment
management companies described above.
|
|
Place of completion
|
Los Angeles
|
|
Date of completion
|
21 June 2024
|
Name of duly authorised officer of issuer responsible for making notification:
Nancy Jiang
Senior Assistant Company Secretary
British American Tobacco p.l.c.
24 June 2024
Enquiries:
British American Tobacco Media Centre
+44 (0)20 7845 2888 (24 hours) │@BATPlc
Investor Relations
Victoria Buxton: +44 (0)20 7845 2012 | IR_team@bat.com