FORM 6-K
SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16
of the Securities Exchange Act of 1934
For the
month of December 2023
Commission
File Number: 001-10306
NatWest
Group plc
Gogarburn,
PO Box 1000
Edinburgh
EH12 1HQ
(Address
of principal executive offices)
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 X Form 40-F
___
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 X
If
"Yes" is marked, indicate below the file number assigned to the
registrant in connection with Rule 12g3-2(b): 82-
________
The following information was issued as Company announcements
in London, England and is furnished pursuant to General Instruction
B to the General Instructions to Form
6-K:
Exhibit
No. 1
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Publication
of a Prospectus dated 08 December 2023
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Exhibit
No. 2
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Holding(s)
in Company dated 11 December 2023
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Exhibit
No. 3
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Key
findings from Phase 2 of Travers Smith review dated 15 December
2023
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Exhibit
No. 4
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Director/PDMR
Shareholding dated 19 December 2023
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Exhibit
No. 5
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Director/PDMR
Shareholding dated 29 December 2023
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Exhibit
No. 6
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Total
Voting Rights dated 29 December 2023
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Exhibit
No. 1
NatWest Group plc
Publication of Prospectus
The following prospectus has been approved by the Financial Conduct
Authority and is available for viewing:
Prospectus to the NatWest Group plc £40,000,000,000 Euro
Medium Term Note Programme, dated 7 December 2023.
To view the full document, please paste the following URL into the
address bar of your browser:
http://www.rns-pdf.londonstockexchange.com/rns/1853W_1-2023-12-8.pdf
A copy of the above Prospectus has been submitted to the National
Storage Mechanism and will shortly be available for inspection
at:
https://data.fca.org.uk/#/nsm/nationalstoragemechanism
For further information, please contact:
Scott Forrest
Head of NatWest Treasury DCM
Tel: +44 (0) 7747 455
969
Paul Pybus
Head of Debt Investor Relations
Tel: +44 (0) 7769161183
DISCLAIMER - INTENDED ADDRESSEES
Please note that the information contained in the Prospectus may be
addressed to and/or targeted at persons who are residents of
particular countries (specified in the Prospectus) only and is not
intended for use and should not be relied upon by any person
outside these countries and/or to whom the offer contained in the
Prospectus is not addressed. Prior to relying on the information
contained in the Prospectus you must ascertain from the Prospectus
whether or not you are part of the intended addressees of the
information contained therein.
Your right to access this service is conditional upon complying
with the above requirement.
Legal Entity Identifier
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NatWest Group plc
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2138005O9XJIJN4JPN90
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Exhibit
No. 2
TR-1: Standard
form for notification of major holdings
NOTIFICATION OF MAJOR HOLDINGS (to
be sent to the relevant issuer and to
the FCA in Microsoft Word format if possible)i
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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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NatWest Group plc
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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
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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
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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 Commissioners of His Majesty's Treasury
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City and country of registered office (if applicable)
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London, England
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4. Full name of shareholder(s) (if
different from 3.)v
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Name
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The Solicitor for the Affairs of His Majesty's
Treasury
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City and country of registered office (if applicable)
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London, England
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5. Date on which the threshold was crossed or
reachedvi:
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8 December 2023
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6. Date on which issuer notified (DD/MM/YYYY):
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8 December 2023
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7. Total positions of person(s) subject to the notification
obligation
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% 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)
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Total of both in % (8.A + 8.B)
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Total number of voting rights of issuervii
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Resulting situation on the date on which threshold was crossed or
reached
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37.97%
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37.97%
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35,222,778,684
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Position of previous notification (if
applicable)
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38.53%
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38.53%
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8. Notified details of the resulting situation on the date on which
the threshold was crossed or reachedviii
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A: Voting rights attached to shares
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Class/type ofshares
ISIN code (if possible)
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Number of voting rightsix
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% of voting rights
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Direct
(Art 9 of Directive 2004/109/EC) (DTR5.1)
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Indirect
(Art 10 of Directive 2004/109/EC) (DTR5.2.1)
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Direct
(Art 9 of Directive 2004/109/EC) (DTR5.1)
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Indirect
(Art 10 of Directive 2004/109/EC) (DTR5.2.1)
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Ordinary Shares of £1.0769 each GB00BM8PJY71
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13,373,789,124
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37.97%
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SUBTOTAL 8. A
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13,373,789,124
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37.97%
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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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Expirationdatex
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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.
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% of voting rights
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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))
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Type of financial instrument
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Expirationdatex
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Exercise/Conversion Period xi
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Physical or cash
settlementxii
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Number of voting rights
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% of voting rights
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SUBTOTAL 8.B.2
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9. Information in relation to the person subject to the
notification obligation (please
mark the
applicable box with an "X")
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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
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Full chain
of controlled undertakings through which the voting rights and/or
thefinancial instruments are effectively held starting with the
ultimate controlling natural person or legal
entityxiv (please
add additional rows as necessary)
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x
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Namexv
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% of voting rights if it equals or is higher than the notifiable
threshold
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% of voting rights through financial instruments if it equals or is
higher than the notifiable threshold
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Total of both if it equals or is higher than the notifiable
threshold
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UK Government Investments Limited, a company wholly-owned by His
Majesty's Treasury, is entitled to exercise control over the voting
rights which are the subject of this notification (pursuant to
certain management arrangements agreed with His Majesty's
Treasury).
The Solicitor for the Affairs of His Majesty's Treasury is acting
as nominee for The Commissioners of His Majesty's
Treasury.
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The Commissioners of His Majesty's Treasury
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37.97%
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37.97%
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10. In
case of proxy voting, please identify:
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Name of the proxy holder
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The number and % of voting rights held
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The date until which the voting rights will be held
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11. Additional informationxvi
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The Solicitor for the Affairs of His Majesty's Treasury is acting
as nominee for The Commissioners of His Majesty's Treasury
(HMT).
The percentage of voting rights held by HMT in NatWest Group plc
(NWG), as shown on this form (37.97%), has been calculated
following the disposal by HMT of 127,495,698 ordinary shares in NWG
since its last TR-1 notification on 24 May 2023.
The percentage of voting rights held by HMT could move up or down
going forward depending on the number of shares repurchased by NWG
and the progress of sales under HMT's trading plan announced on 22
July 2021 and most recently extended on 3 April 2023.
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Place of completion
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London, England
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Date of completion
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8 December 2023
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Legal Entity Identifier: 2138005O9XJIJN4JPN90
Exhibit
No. 3
Key findings from Phase 2 of Travers Smith review
NatWest Group (NWG) has today published the key findings and
recommendations from Phase 2 of the Travers Smith independent
review - commissioned by the Board in July - relating to account
closures at Coutts over the 24-month period prior to 28 July
2023.
The key findings and recommendations report (the report) published today was compiled by Travers Smith.
The Phase 2 review analysed 84 customer account closures -
including all relevant PEP cases exited over the relevant period -
building a total sample of around 10% of relevant account closures
in the period.
The report confirms that decision-making was consistent with
relevant standards and otherwise appropriate and that there was no
evidence of discrimination due to political views or affiliations,
or any other protected characteristic. However, it identifies
several areas where Coutts' policies and procedures governing exit
decisions could be improved, including the process by which exit
decisions are communicated to customers and the clarity of
communications.
NatWest Group has accepted - and will implement - all the
recommendations contained in Phases 1 and 2 of the
review.
Commenting on the report, Mohammad Syed, Chief Executive of Coutts,
said:
"Following the publication of the Phase 1 reports in October, we
recognised the need to improve our customer account closure
processes and those improvements are already well under way.
Although Travers Smith confirm that, in general, decisions were
appropriate and that there was no evidence of discrimination, it is
clear there are lessons to be learned. This report reaffirms that
there were a number of shortcomings in our approach to account
closures at Coutts and, in particular, in the quality and
consistency of our communications. The experience of some of our
customers fell short of what they should expect, and we apologise
to them.
"We are committed to implementing all of the recommendations made
by Travers Smith, including comprehensively reviewing and updating
exit and communication processes, so that we deliver a better, more
consistent experience for all our customers."
The report sets out Travers Smith's key findings and
recommendations in full
https://www.natwestgroup.com/content/dam/natwestgroup_com/natwestgroup/pdf/Travers-Smith-Phase-2-Key-Findings-Recommendations.pdf
In summary, the Phase 2 findings include:
i. Decision-making: in
general, exit decisions were made in accordance with relevant bank
policies and processes and there was no evidence of discrimination
due to political views or affiliations, or any other protected
characteristic. Decision-making by Coutts in relation to the exit
cases was consistent with relevant standards and otherwise
appropriate. However, Travers Smith found that policies and
procedures governing exit decisions could be improved in some
areas.
ii. Exit
processes: there
is little by way of formal procedure or process governing how
non-financial crime exits must be carried out by Coutts staff, and
there is no formalised set of definitions for the potential bases
for exit or guidance on thresholds to be met for a customer to be
exited. Travers Smith also found that:
●
In
some exit cases, there were deficiencies in the internal process
followed, and in the content or format of the exit letter or the
process by which that letter was conveyed to the
customer;
●
In
a small number of cases, by not communicating at least 60 days'
notice of account closure to the customer, Coutts potentially
breached Regulation 51(4) of the Payment Services Regulations;
and
●
Primarily
in relation to the failure by Coutts to provide reasons for exits,
Coutts potentially breached FCA rules, including the obligation to
treat customers fairly.
iii. Data protection
analysis: the report
identified some potential compliance failures and/or best practice
shortcomings in Coutts' data processing in respect of exit
decisions. The report also contains a summary of Travers Smith's
data protection analysis relating to Phase 1 of the Travers Smith
independent review.
In light of the recommendations made by Travers Smith, and its own
internal work, NatWest Group is taking action to ensure better
outcomes and experiences for customers across the
bank. The key steps
include:
1.
Reviewing
and updating exit processes, including a review of exit letters and
the introduction of a commercial exits framework that provides
customers with the opportunity to improve their economic
contribution where appropriate;
2.
The
establishment of a new franchise exits process and an appropriate
PEP declassification programme; and
3.
Refreshed
guidance and mandatory training on the complaints process will be
issued to the front line, Coutts 24 and all relevant senior
leaders.
In October, the FCA confirmed that it is undertaking a programme of
supervisory work with NatWest Group and Coutts. NatWest Group will
continue to work with its peers and regulators and with the UK
Government so that it is easier for banks to communicate clearly
with customers who are being exited.
--ENDS--
For more information, please contact:
NatWest Group Investor Relations
Alexander Holcroft
Head of Investor Relations
+44 20 7672 1758
NatWest Group Media Relations
+44(0)131 523 4205
Legal Entity Identifier:
2138005O9XJIJN4JPN90
This document may include forward-looking statements within the
meaning of the United States Private Securities Litigation Reform
Act of 1995, such as statements that include, without limitation,
the words 'expect', 'estimate', 'project', 'anticipate', 'commit',
'believe', 'should', 'intend', 'will', 'plan', 'could',
'probability', 'risk', 'Value-at-Risk (VaR)', 'target', 'goal',
'objective', 'may', 'endeavour', 'outlook', 'optimistic',
'prospects' and similar expressions or variations on these
expressions. These statements concern or may affect future matters,
such as NatWest Group's future economic results, business plans and
strategies. In particular, this document may include
forward-looking statements relating to NatWest Group plc in respect
of, but not limited to: its economic and political risks, its
regulatory capital position and related requirements, its financial
position, profitability and financial performance (including
financial, capital, cost savings and operational targets), the
implementation of its purpose-led strategy, its environmental,
social and governance and climate related targets, its access to
adequate sources of liquidity and funding, increasing competition
from new incumbents and disruptive technologies, its exposure to
third party risks, its ongoing compliance with the UK ring-fencing
regime and ensuring operational continuity in resolution, its
impairment losses and credit exposures under certain specified
scenarios, substantial regulation and oversight, ongoing legal,
regulatory and governmental actions and investigations, the
transition of LIBOR and IBOR rates to replacement risk free rates
and NatWest Group's exposure to operational risk, conduct risk,
cyber, data and IT risk, financial crime risk, key person risk and
credit rating risk. Forward-looking statements are subject to
a number of risks and uncertainties that might cause actual results
and performance to differ materially from any expected future
results or performance expressed or implied by the forward-looking
statements. Factors that could cause or contribute to differences
in current expectations include, but are not limited to, future
growth initiatives (including acquisitions, joint ventures and
strategic partnerships), the outcome of legal, regulatory and
governmental actions and investigations, the level and extent of
future impairments and write-downs, legislative, political, fiscal
and regulatory developments, accounting standards, competitive
conditions, technological developments, interest and exchange rate
fluctuations, general economic and political conditions and the
impact of climate-related risks and the transitioning to a net zero
economy. These and other factors, risks and uncertainties that may
impact any forward-looking statement or NatWest Group plc's actual
results are discussed in NatWest Group plc's 2022 Annual Report on
Form 20-F, NatWest Group plc's Interim Results for H1 2023 on Form
6-K, Natwest Group plc's Interim Management Statement for Q1 and Q3
2023 on Form 6-K, and
its other public filings. The forward-looking statements contained
in this document speak only as of the date of this document and
NatWest Group plc does not assume or undertake any obligation or
responsibility to update any of the forward-looking statements
contained in this document, whether as a result of new information,
future events or otherwise, except to the extent legally
required.
Exhibit No. 4
19 December 2023
NatWest Group plc
INITIAL NOTIFICATION OF TRANSACTIONS OF PERSONS DISCHARGING
MANAGERIAL RESPONSIBILITY ("PDMRs") IN ACCORDANCE WITH ARTICLE 19
OF THE MARKET ABUSE REGULATION
NatWest Group plc (the "Company") announces that the PDMRs set out
below have acquired ordinary shares of £1.0769* each in the
Company ("Shares") (ISIN:GB00BM8PJY71). The Shares were acquired
following the exercise of options awarded under the NatWest Group
plc UK ShareSave Plan. A number of Shares were subsequently sold,
as set out below.
Name of PDMR
|
Position of PDMR
|
Acquisition price
|
No. of Shares acquired
|
No. of Shares sold
|
Sale price
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Katie Murray¹
|
Group Chief Financial Officer
|
£1.1247
|
3,200
|
N/a
|
N/a
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Paul Thwaite²
|
Group Chief Executive Officer
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£1.8931
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3,169
|
3,169
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£2.1991
|
1.
The transaction set out in the table above was executed on 19
December 2023 in relation to an option granted in
2020.
2.
The transactions set out in the table above were executed on 18
December 2023 in relation to an option granted in
2018.
|
* Note: the
nominal value of ordinary shares without rounding is
£1.076923076923077 per share
The transactions took place on the London Stock Exchange
(XLON).
Legal Entity Identifier: 2138005O9XJIJN4JPN90
For further information contact:-
NatWest Group Investor Relations
Alexander Holcroft
Head of Investor Relations
+44(0)20 7672 1758
NatWest Group Media Relations
+44(0)131 523 4205
Exhibit
No. 5
29 December 2023
NatWest Group plc
INITIAL NOTIFICATION OF TRANSACTION OF PERSON DISCHARGING
MANAGERIAL RESPONSIBILITY (PDMR) IN
ACCORDANCE WITH ARTICLE 19 OF THE MARKET ABUSE
REGULATION
NatWest Group plc (the Company) announces that the PDMR set out
below has sold ordinary shares of £1.0769* each in the Company
(Shares) (ISIN:GB00BM8PJY71) on the date and at the price
indicated:-
PDMR
|
Position of PDMR
|
No. of Shares sold
|
Sale Price
|
Date of transaction
|
Oliver Holbourn
|
CEO, RBS International
|
62,330
|
£2.1803
|
28 December 2023
|
* Note: the nominal value of ordinary shares without
rounding is £1.076923076923077 per share.
The transaction took place on the London Stock Exchange
(XLON).
Legal Entity Identifier: 2138005O9XJIJN4JPN90
For further information contact:-
NatWest Group Investor Relations
Alexander Holcroft
Head of Investor Relations
+44 20 7672 1758
NatWest Group Media
Relations
+44(0)131 523 4205
Exhibit No. 6
NatWest Group plc
Total Voting Rights and Capital
In conformity with the Disclosure Guidance and Transparency Rules,
NatWest Group plc ("NWG") hereby notifies the following in respect
of its issued share capital with voting rights as at 29 December
2023.
Share Class and nominal value
|
Number of Shares issued
|
Voting rights per share
|
Total Voting rights -
|
29 December 2023
|
Ordinary Shares of £1.0769* (excluding ordinary shares held in
treasury)
|
8,804,562,716
|
4
|
35,218,250,864
|
Ordinary Shares of £1.0769* held in treasury
|
187,174,260
|
4
|
Voting rights not exercisable
|
11% Cumulative Preference Shares of £1
|
240,686
|
4
|
962,744
|
5.5% Cumulative Preference Shares of £1
|
242,454
|
4
|
969,816
|
Total:
|
8,992,220,116
|
|
35,220,183,424
|
* Note: the
nominal value of Ordinary Shares without rounding is
£1.076923076923077 per share
Shareholders may use the above figure of 35,220,183,424 for
their calculations to determine whether they are required to notify
their interest in, or a change to their interest in, NWG under the
FCA's Disclosure Guidance and Transparency Rules.
Legal Entity
Identifier: 2138005O9XJIJN4JPN90
Date:
29 December 2023
|
NATWEST
GROUP plc (Registrant)
|
|
|
|
By: /s/
Jan Cargill
|
|
|
|
Name:
Jan Cargill
|
|
Title:
Chief Governance Officer and Company Secretary
|
NatWest (NYSE:NWG)
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