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Standard Chartered PLC — Share Issue/Capital Change 2026
Feb 5, 2026
4648_rns_2026-02-05_729ab8fe-d7c0-4cdd-9aa2-8dbb86683f28.pdf
Share Issue/Capital Change
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Monthly Return for Equity Issuer and Hong Kong Depositary Receipts listed under Chapter 19B of the Exchange Listing Rules on Movements in Securities
| For the month ended: | 31 January 2026 | Status: | New Submission |
|---|---|---|---|
| To : Hong Kong Exchanges and Clearing Limited | |||
| Name of Issuer: | Standard Chartered PLC | ||
| Date Submitted: | 05 February 2026 |
I. Movements in Authorised / Registered Share Capital Not applicable
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II. Movements in Issued Shares and/or Treasury Shares and Public Float Sufficiency Confirmation
| 1. Class of shares | Ordinary shares | Type of shares | Not applicable | Listed on the Exchange (Note 1) | Yes | ||||
|---|---|---|---|---|---|---|---|---|---|
| Stock code (if listed) | 02888 | Description | Ordinary Shares mean Ordinary Shares of US\$0.50 each | ||||||
| Number of issued shares (excluding treasury shares) |
Number of treasury shares | Total number of issued shares | |||||||
| Balance at close of preceding month | 2,264,364,528 | 0 | 2,264,364,528 | ||||||
| Increase / decrease (-) | -10,521,841 | ||||||||
| Balance at close of the month | 2,253,842,687 | 0 | 2,253,842,687 |
Public float sufficiency confirmation (Note 4)
| month: | Pursuant to Main Board Rule 13.32D(1) or 19A.28D(1) / GEM Rule 17.37D(1) or 25.21D(1), we hereby confirm that, in relation to the class of shares as set out above, as at the close of the |
|---|---|
| the applicable public float requirement (see below) has been complied with ✔ |
|
| the applicable public float requirement (see below) has not been complied with | |
| The applicable minimum public float requirement for the class of shares as set out above pursuant to Main Board Rule 13.32B or 19A.28B / GEM Rule 17.37B or 25.21B (as the case may be) is: | |
| Applicable public float threshold | Initial Prescribed Threshold - 25% of the total number of issued shares in the class to which the listed shares belong (excluding treasury shares) |
| Additional information | This confirmation is made on the basis of the information publicly available to Standard Chartered PLC and within the knowledge of its directors. |
| 2. Class of shares | Preference shares | Type of shares | Other type(specify in description) | Listed on the Exchange (Note 1) | No | |||||
|---|---|---|---|---|---|---|---|---|---|---|
| Stock code (if listed) | N/A | Description | 99,250,000 8 1/4 per cent non-cumulative irredeemable preference shares of GBP1 each with no equity voting rights; 96,035,000 7 3/8 per cent non-cumulative irredeemable preference shares of GBP1 each with no equity voting rights |
|||||||
| Number of issued shares (excluding treasury shares) |
Number of treasury shares | Total number of issued shares | ||||||||
| Balance at close of preceding month | 195,285,000 | 0 | 195,285,000 | |||||||
| Increase / decrease (-) | 0 | |||||||||
| Balance at close of the month | 195,285,000 | 0 | 195,285,000 |
| 3. Class of shares | Preference shares | Type of shares | Other type(specify in description) | Listed on the Exchange (Note 1) | No | |
|---|---|---|---|---|---|---|
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| Stock code (if listed) | N/A | Description | 7,500 6.409 per cent non-cumulative redeemable preference shares of US\$5 each with no equity voting rights; 7,500 7.014 per cent non-cumulative redeemable preference shares of US\$5 each with no equity voting rights |
||||||
|---|---|---|---|---|---|---|---|---|---|
| Number of issued shares (excluding treasury shares) |
Number of treasury shares | Total number of issued shares | |||||||
| Balance at close of preceding month | 15,000 | 0 | 15,000 | ||||||
| Increase / decrease (-) | 0 | 0 | |||||||
| Balance at close of the month | 15,000 | 0 | 15,000 |
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III. Details of Movements in Issued Shares and/or Treasury Shares
(A). Share Options (under Share Option Schemes of the Issuer)
| 1. Class of shares | Ordinary shares | Type of shares | Not applicable | Listed on the Exchange (Note 1) | Yes | ||||
|---|---|---|---|---|---|---|---|---|---|
| Stock code (if listed) | 02888 | Description | |||||||
| Particulars of share option scheme | Number of share options outstanding at close of preceding month |
Movement during the month | Number of share options outstanding at close of the month |
Number of new shares issued during the month pursuant thereto (A1) |
Number of treasury shares transferred out of treasury during the month pursuant thereto (A2) |
Number of shares which may be issued or transferred out of treasury pursuant thereto as at close of the month |
The total number of shares which may be issued or transferred out of treasury upon exercise of all share options to be granted under the scheme at close of the month |
||
| 1). | 2011 Standard Chartered Share Plan |
3,895,426 | 3,895,426 | 3,895,426 | |||||
| General Meeting approval date (if applicable) | 05 May 2011 | ||||||||
| 2). | 2021 Standard Chartered Share Plan |
52,914,672 Lapsed | -41,669 | 52,873,003 | 52,873,003 | ||||
| General Meeting approval date (if applicable) | 12 May 2021 | ||||||||
| 3). | Standard Chartered 2013 Sharesave Plan |
4,605,042 Others | -36,773 | 4,558,609 | 4,558,609 | ||||
| Exercised | |||||||||
| Lapsed | -9,660 | ||||||||
| General Meeting approval date (if applicable) | 08 May 2013 | ||||||||
| 4). | Standard Chartered 2023 Sharesave Plan |
18,483,147 Others | -37,009 | 18,353,769 | 18,353,769 | ||||
| Exercised | |||||||||
| Lapsed | -92,369 | ||||||||
| General Meeting approval date (if applicable) | 03 May 2023 |
Increase in issued shares (excluding treasury shares): Ordinary shares (AA1)
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| Decrease in treasury shares: | Ordinary shares (AA2) | |
|---|---|---|
| Total funds raised during the month from exercise of options: | GBP | 0 |
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(C). Convertibles (i.e. Convertible into Shares of the Issuer)
| 1. C | class of shares | Ordinary | / shares | Type of s | shares | Not applicable | Listed on the Ex | change (Note 1) | Yes | |||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Sto | ck code (if listed) | 02888 | Descripti | on | ||||||||||
| Description of the Convertibl | es | Currency | Amount at preceding | Mov | rement during the month | Amoi | unt at close of the month |
Number of new shares issued during the month pursuant thereto (C1) | Number of shares transfe treasury during pursuant the |
erred out of g the month | Number of shares may be issued transferred out of t pursuant thereto close of the mo |
d or treasury o as at |
||
| 1). | US\$1.25 billion 4.75% Resetting Perpetual Subordinated Contingent Convertible Securities |
USD | 1 | ,250,000,000 | 1,250,000,000 | 196 | 6,757,437 | |||||||
| Туре | of the Convertibles | Others | (Please spec | ify) | ||||||||||
| Ordir | nary Shares | |||||||||||||
| k code of the Convertibles ted on the Exchange) (Note 1) |
40518 | |||||||||||||
| Subs | scription/Conversion price | USD | 6.353 | |||||||||||
| eral Meeting approval date plicable) | 06 Ma | y 2020 | ||||||||||||
| 2). | US\$1.5 billion Fixed Rate Resetting Perpetual Subordinated Contingent Convertible Securities |
USD | 1 | ,500,000,000 | 1,500,000,000 | 235 | 5,032,886 | |||||||
| Туре | of the Convertibles | Others | (Please spec | ify) | ||||||||||
| Ordir | nary Shares | |||||||||||||
| ı | k code of the Convertibles ted on the Exchange) (Note 1) |
|||||||||||||
| Subs | scription/Conversion price | USD | 6.382 | |||||||||||
| Gene (if ap |
eral Meeting approval date plicable) |
12 Ma | y 2021 | |||||||||||
| 3). | US\$1.25 billion Fixed Rate Resetting Perpetual Subordinated Contingent Convertible Securities |
USD | 1 | ,250,000,000 | 1,250,000,000 | 170 | 0,462,294 | |||||||
| Туре | of the Convertibles | Others | (Please spec | ify) | ||||||||||
| Ordir | nary Shares | _ | ||||||||||||
| k code of the Convertibles ted on the Exchange) (Note 1) |
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| Subscription/Conversion price | USD | 7.333 | ||||||
|---|---|---|---|---|---|---|---|---|
| General Meeting approval date (if applicable) |
04 May 2022 | |||||||
| 4). | US\$ 1 billion Fixed Rate Resetting Perpetual Subordinated Contingent Convertible Securities |
USD | 1,000,000,000 | 1,000,000,000 | 121,713,729 | |||
| Type of the Convertibles | Others (Please specify) | |||||||
| Ordinary Shares | ||||||||
| Stock code of the Convertibles (if listed on the Exchange) (Note 1) |
||||||||
| Subscription/Conversion price | USD | 8.216 | ||||||
| General Meeting approval date (if applicable) |
03 May 2023 | |||||||
| 5). | SGD 750,000,000 Fixed Rate Resetting Perpetual Subordinated Contingent Convertible Securities |
SGD | 750,000,000 | 750,000,000 | 58,009,126 | |||
| Type of the Convertibles | Others (Please specify) | |||||||
| Ordinary Shares | ||||||||
| Stock code of the Convertibles (if listed on the Exchange) (Note 1) |
||||||||
| Subscription/Conversion price | SGD | 12.929 | ||||||
| General Meeting approval date (if applicable) |
10 May 2024 | |||||||
| 6). | U.S.\$1,000,000,000 Fixed Rate Resetting Perpetual Subordinated Contingent Convertible Securities |
USD | 1,000,000,000 | 1,000,000,000 | 81,103,000 | |||
| Type of the Convertibles | Others (Please specify) | |||||||
| Ordinary Shares | ||||||||
| Stock code of the Convertibles (if listed on the Exchange) (Note 1) |
||||||||
| Subscription/Conversion price | USD | 12.33 | ||||||
| General Meeting approval date (if applicable) |
10 May 2024 | |||||||
| 7). | U.S.\$1,000,000,000 Fixed Rate Resetting Perpetual Subordinated Contingent Convertible Securitie |
USD | 1,000,000,000 | 1,000,000,000 | 48,169,556 |
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| Type of the Convertibles | Others (Please specify) | ||||||||
|---|---|---|---|---|---|---|---|---|---|
| Ordinary Shares | |||||||||
| Stock code of the Convertibles (if listed on the Exchange) (Note 1) |
|||||||||
| Subscription/Conversion price | USD | 20.76 | |||||||
| General Meeting approval date (if applicable) |
08 May 2025 | ||||||||
| 8). SGD 750,000,000 Fixed Rate Resetting Perpetual Subordinated Contingent Convertible Securities |
SDG | 0 Issued | 750,000,000 | 750,000,000 | 23,406,048 | ||||
| Type of the Convertibles | Others (Please specify) | ||||||||
| Ordinary Shares | |||||||||
| Stock code of the Convertibles (if listed on the Exchange) (Note 1) |
|||||||||
| Subscription/Conversion price | SDG | 32.043 | |||||||
| General Meeting approval date (if applicable) |
08 May 2025 | ||||||||
| Increase in issued shares (excluding treasury shares): | Ordinary shares (CC1) | ||||||||
| Decrease in treasury shares: | Ordinary shares (CC2) |
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(D). Any other Agreements or Arrangements to Issue Shares of the Issuer, including Options (other than Share Option Schemes) Not applicable
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(E). Other Movements in Issued Shares and/or Treasury Shares
| 1. Class of shares Ordinary shares |
Type of shares | Not applicable | Listed on the Exchange (Note 1) | Yes | ||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Stock code (if listed) | 02888 | Description | ||||||||
| Events | At price (if applicable) | Date of event (Note 2) |
General Meeting approval date (if applicable) |
Increase/ decrease (-) in issued shares (excluding treasury shares) during the month |
Increase/ decrease (-) in treasury shares during the month pursuant thereto (E2) |
Number of shares redeemed or repurchased for cancellation but not yet cancelled as at close of |
||||
| Currency | Amount | pursuant thereto (E1) | the month (Note 3) | |||||||
| 1). | Repurchase of shares (shares repurchased and cancelled) | 05 January 2026 | 08 May 2025 | -1,361,194 | ||||||
| 2). | Repurchase of shares (shares repurchased and cancelled) | 06 January 2026 | 08 May 2025 | -544,241 | ||||||
| 3). | Repurchase of shares (shares repurchased and cancelled) | 09 January 2026 | 08 May 2025 | -1,603,467 | ||||||
| 4). | Repurchase of shares (shares repurchased and cancelled) | 13 January 2026 | 08 May 2025 | -1,101,682 | ||||||
| 5). | Repurchase of shares (shares repurchased and cancelled) | 16 January 2026 | 08 May 2025 | -1,637,015 | ||||||
| 6). | Repurchase of shares (shares repurchased and cancelled) | 20 January 2026 | 08 May 2025 | -1,084,871 | ||||||
| 7). | Repurchase of shares (shares repurchased and cancelled) | 23 January 2026 | 08 May 2025 | -1,591,744 | ||||||
| 8). | Repurchase of shares (shares repurchased and cancelled) | 27 January 2026 | 08 May 2025 | -1,069,511 | ||||||
| 9). | Repurchase of shares (shares repurchased and cancelled) | 30 January 2026 | 08 May 2025 | -528,116 | ||||||
| Increase/ decrease (-) in issued shares (excluding treasury shares): | -10,521,841 Ordinary shares (EE1) |
| Increase/ decrease (-) in treasury shares: | Ordinary shares (EE2) |
|---|---|
Remarks:
- (1) A total of 1,361,194 ordinary shares (previously repurchased on market from 29 to 31 December 2025) were cancelled on 5 January 2026.
- (2) 544,241 ordinary shares (previously repurchased on market fon 2 January 2026) were cancelled on 6 January 2026.
- (3) A total of 1,603,467 ordinary shares (previously repurchased on market from 5 to 7 January 2026) were cancelled on 9 January 2026.
- (4) A total of 1,101,682 ordinary shares (previously repurchased on market from 8 to 9 January 2026) were cancelled on 13 January 2026.
- (5) A total of 1,637,015 ordinary shares (previously repurchased on market from 12 to 14 January 2026) were cancelled on 16 January 2026.
- (6) A total of 1,084,871 ordinary shares (previously repurchased on market on from 15 to 16 January 2026) were cancelled on 20 January 2026.
- (7) A total of 1,591,744 ordinary shares (previously repurchased on market from 19 to 21 January 2026) were cancelled on 23 January 2026.
- (8) A total of 1,069,511 ordinary shares (previously repurchased on market from from 22 and 23 January 2026) were cancelled on 27 January 2026.
- (9) 528,116 ordinary shares (previously repurchased on market on 26 January 2026) were cancelled on 30 January 2026.
| Total increase/ decrease (-) in issued shares (excluding treasury shares) during the month (i.e. Total of AA1 to EE1): | -10,521,841 | Ordinary shares | ||
|---|---|---|---|---|
| -- | ------------------------------------------------------------------------------------------------------------------------ | ------------- | ----------------- | -- |
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IV. Information about Hong Kong Depositary Receipt (HDR) Not applicable
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V. Confirmations
Pursuant to Main Board Rule 13.25C / GEM Rule 17.27C, we hereby confirm to the best knowledge, information and belief that, in relation to each of the securities issued, or the treasury shares sold or transferred by the issuer during the month as set out in Parts III and IV which has not been previously disclosed in a return published under Main Board Rule 13.25A / GEM Rule 17.27A, it has been duly authorised by the board of directors of the listed issuer and carried out in compliance with all applicable listing rules, laws and other regulatory requirements and, insofar as applicable: (Note 5)
- (i) all money due to the listed issuer in respect of the issue of securities, or sale or transfer of treasury shares has been received by it;
- (ii) all pre-conditions for listing imposed by the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited under "Qualifications of listing" have been fulfilled;
- (iii) all (if any) conditions contained in the formal letter granting listing of and permission to deal in the securities have been fulfilled;
- (iv) all the securities of each class are in all respects identical (Note 6);
- (v) all documents required by the Companies (Winding Up and Miscellaneous Provisions) Ordinance to be filed with the Registrar of Companies have been duly filed and that compliance has been made with all other legal requirements;
- (vi) all the definitive documents of title have been delivered/are ready to be delivered/are being prepared and will be delivered in accordance with the terms of issue, sale or transfer;
- (vii) completion has taken place of the purchase by the issuer of all property shown in the listing document to have been purchased or agreed to be purchased by it and the purchase consideration for all such property has been duly satisfied; and
- (viii) the trust deed/deed poll relating to the debenture, loan stock, notes or bonds has been completed and executed, and particulars thereof, if so required by law, have been filed with the Registrar of Companies.
Submitted by: Wong Yung Cindy Title: Assistant Company Secretary (Director, Secretary or other Duly Authorised Officer)
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Notes
-
- The Exchange refers to The Stock Exchange of Hong Kong Limited.
-
- In the case of repurchase of shares (shares repurchased and cancelled) and redemption of shares (shares redeemed and cancelled), "date of event" should be construed as "cancellation date".
In the case of repurchase of shares (shares held as treasury shares), "date of event" should be construed as "date on which shares were repurchased and held by the issuer in treasury".
-
- The information is required in the case of repurchase of shares (shares repurchased for cancellation but not yet cancelled) and redemption of shares (shares redeemed but not yet cancelled). Please state the number of shares repurchased or redeemed during the month or in preceding month(s) but pending cancellation as at close of the month as a negative number.
-
- "Initial Prescribed Threshold", "Alternative Threshold" and "market value" have the meanings ascribed thereto under Main Board Rule 13.32A or 19A.28A / GEM Rule 17.37A or 25.21A. See also Main Board Rule 13.32D(4) or 19A.28D(4) / GEM Rule 17.37D(4) or 25.21D(4) on the basis of the public float disclosure.
-
- Items (i) to (viii) are suggested forms of confirmation. The listed issuer may amend the item(s) that is/are not applicable to meet individual cases. Where the issuer has already made the relevant confirmations in a return published under Main Board Rule 13.25A / GEM Rule 17.27A in relation to the securities issued, or the treasury shares sold or transferred, no further confirmation is required to be made in this return.
-
- "Identical" means in this context:
- . the securities are of the same nominal value with the same amount called up or paid up;
- . they are entitled to dividend/interest at the same rate and for the same period, so that at the next ensuing distribution, the dividend/interest payable per unit will amount to exactly the same sum (gross and net); and
- . they carry the same rights as to unrestricted transfer, attendance and voting at meetings and rank pari passu in all other respects.
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