How many shares can Imperial Oil repurchase under the new NCIB?

Up to 25,452,248 shares, which is 5% of the 509,044,963 common shares outstanding as of June 15, 2025. That maximum is reduced by any shares bought from ExxonMobil under the program.

When does the new buyback program start and end?

It begins June 29, 2025 and ends on June 28, 2026, or earlier if the company buys the maximum allowable number of shares.

Why is ExxonMobil involved in the buyback?

ExxonMobil, the majority shareholder with about 69.6% ownership, is permitted to sell shares to Imperial so it can keep its proportionate stake. It has said it intends to participate, as it did in prior years.

Why does the company use an automatic share purchase plan?

The plan lets the designated broker buy shares during periods when Imperial would normally be restricted from repurchasing, such as regulatory restrictions or self-imposed black-out periods, based on parameters set in advance and pre-cleared by the TSX.

How does this buyback compare with the previous program?

The previous program ran until December 19, 2024 and repurchased the maximum 26,791,840 shares at an average of $100.06 per share, for about $2,681 million total. The new filing does not disclose a dollar amount or price target for the current program.

IMO 8-K: Regulation FD — Jun 23, 2025

01—Abstract

Summary

Summary of the 8-K filed June 23, 2025. Cited figures are marked; the original filing is the authoritative source.

Imperial Oil Limited (TSX/NYSE American: IMO) announced on June 23, 2025 that the Toronto Stock Exchange has given final acceptance to a new one-year normal course issuer bid (NCIB).

The program allows repurchase of up to 5%^a of its 509,044,963 outstanding common shares as of June 15, 2025, or a maximum of 25,452,248 shares. The program begins June 29, 2025 and runs through June 28, 2026, or until the maximum is reached. The maximum is reduced by any shares bought from majority shareholder ExxonMobil, which has said it intends to participate in order to maintain its roughly 69.6% ownership stake.

The company frames the buyback as a way to return surplus liquidity to shareholders, citing balance sheet strength, low capital requirements and strong cash generation. Management also says the program will offset dilution from shares issued under its restricted stock unit plan. The company has set a daily purchase limit of 217,077 shares for non-ExxonMobil holders, equal to 25%^b of the six-month average daily trading volume of 868,310 shares.

An automatic share purchase plan with its broker will allow buying during blackout periods, subject to TSX pre-clearance, effective June 29, 2025. The prior program, completed December 19, 2024, repurchased the maximum 26,791,840 shares for about $2,681 million^c at an average of $100.06 per share, including 18,647,101 shares bought from ExxonMobil.

Continuity of the program signals a recurring capital return policy, though the filing does not disclose the buyback's financial size or pricing for the new program. The filing itself is a routine Regulation FD disclosure with a press release attached.

02—Key points

Key Highlights

Imperial received TSX final acceptance for a new one-year NCIB covering up to 5% of outstanding shares, or 25,452,248 shares, from June 29, 2025 to June 28, 2026.
ExxonMobil, which holds about 69.6% of Imperial, intends to sell shares to Imperial under the NCIB to maintain its proportionate ownership, and has set up its own automatic disposition plan.
The maximum buyback volume is reduced by any shares purchased from ExxonMobil, so open-market purchases from public shareholders may be fewer than the headline figure.
Daily purchase limit for non-ExxonMobil shares is 217,077 shares, or 25% of the 868,310-share average daily trading volume over the prior six months.
An automatic share purchase plan allows buybacks during regulatory or self-imposed blackout periods, pre-cleared by the TSX and effective June 29, 2025.
The program is also intended to offset dilution from restricted stock unit issuances, in addition to returning surplus cash to shareholders.
The prior program (completed December 19, 2024) bought back 26,791,840 shares for about $2,681 million, an average of $100.06 per share, indicating an ongoing annual capital return practice.

03—Questions

Frequently Asked Questions

How many shares can Imperial Oil repurchase under the new NCIB?
Up to 25,452,248 shares, which is 5% of the 509,044,963 common shares outstanding as of June 15, 2025. That maximum is reduced by any shares bought from ExxonMobil under the program.
When does the new buyback program start and end?
It begins June 29, 2025 and ends on June 28, 2026, or earlier if the company buys the maximum allowable number of shares.
Why is ExxonMobil involved in the buyback?
ExxonMobil, the majority shareholder with about 69.6% ownership, is permitted to sell shares to Imperial so it can keep its proportionate stake. It has said it intends to participate, as it did in prior years.
Why does the company use an automatic share purchase plan?
The plan lets the designated broker buy shares during periods when Imperial would normally be restricted from repurchasing, such as regulatory restrictions or self-imposed black-out periods, based on parameters set in advance and pre-cleared by the TSX.
How does this buyback compare with the previous program?
The previous program ran until December 19, 2024 and repurchased the maximum 26,791,840 shares at an average of $100.06 per share, for about $2,681 million total. The new filing does not disclose a dollar amount or price target for the current program.

04—Continue

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