Wise Group plc Initiates £405 Million Share Repurchase Program with Goldman Sachs as Broker

Goldman Sachs to Manage Non-Discretionary Share Repurchases

Wise Group plc has engaged Goldman Sachs International as the sole broker to carry out the share buyback on a non-discretionary basis. This partnership with a prominent global investment bank highlights the transaction’s scale and regulatory complexity across multiple international markets. Goldman Sachs will independently determine the timing and volume of share purchases within pre-established parameters set by Wise to ensure adherence to securities laws across jurisdictions.

The buyback will operate on four trading venues: Nasdaq in the U.S., the London Stock Exchange, CBOE Europe Limited, and Aquis. This multi-market approach reflects Wise’s dual listing and its widespread shareholder base across North America and Europe. The use of preset trading limits safeguards against excessive price volatility and concentrated trading that could disrupt market stability.

Financial Details and Share Capital Reduction Goals

The total maximum commitment for the buyback is £405 million, equivalent to roughly $540 million at current exchange rates. This significant allocation underscores the board’s confidence in Wise’s financial health and cash flow. The repurchase aims to both reduce share capital and meet obligations under employee share incentive and equity compensation plans.

Approximately 40% of the repurchased shares will be transferred to the Wise Employee Share Trust to support employee equity awards, directly aiding talent retention and incentive programs. The remaining 60% will be held in treasury, allowing the company flexibility for future strategic initiatives such as acquisitions or additional capital returns. This dual allocation balances shareholder returns with employee engagement.

Repurchase Timeline and Completion Plan

The buyback began on 21 July 2026 following board approval announced on 26 June 2026. All repurchases are expected to be finalized by 31 March 2027, providing a nine-month window for Goldman Sachs to execute the program efficiently amid varying market conditions and liquidity across exchanges.

This extended period enables measured purchasing strategies aimed at minimizing market impact and securing favorable prices. Investors can anticipate a gradual reduction in outstanding shares over the coming months, with clear visibility on when capital structure changes will be completed to aid forecasting of per-share financial metrics.

Regulatory Compliance and Shareholder Authorization

The buyback complies with multiple regulatory frameworks due to Wise’s dual listing in the U.S. and U.K. It adheres to U.S. securities laws, including Rule 10b-18 of the Securities Exchange Act of 1934, and U.K. regulations derived from the EU Market Abuse Regulation (596/2014) and Commission Delegated Regulation (EU) 2016/1052. The repurchase is structured as a Rule 10b5-1 trading plan to mitigate insider trading risks.

Shareholder approval was obtained via a resolution passed on 29 April 2026, authorizing repurchase of up to 102,500,025 Class A ordinary shares. Wise will seek to renew this authority at its next Annual General Meeting to allow uninterrupted continuation of the buyback if not completed by then.

Employee Share Scheme Support and Talent Retention

A key purpose of the buyback is to fulfill commitments under employee share schemes. By allocating 40% of repurchased shares to the Wise Employee Share Trust, the company efficiently meets vested award obligations without diluting share capital through new issuances. This strategy supports competitive equity compensation critical for attracting and retaining skilled professionals in fintech and payments sectors.

Using repurchased shares for employee incentives avoids dilution while maintaining flexibility to reward talent, aligning capital management with human capital strategy and long-term competitiveness.

Wise Group’s Position in Cross-Border Payments Technology

Wise Group plc is a global technology leader in international money transfers and multi-currency account management. Its flagship products, Wise Account and Wise Business, enable users to hold over 40 currencies, transfer funds internationally, and spend abroad with minimal foreign exchange costs. The company also provides technology platforms to enterprises and financial institutions seeking to modernize cross-border payments.

In fiscal 2026, Wise served approximately 19 million customers worldwide, processing over $240 billion in cross-border transactions and generating more than $3 billion in cumulative customer savings. Its dual listing on Nasdaq and the London Stock Exchange reflects its substantial operations and market presence across North America and Europe.

Capital Allocation and Shareholder Return Strategy

The £405 million buyback represents a significant capital deployment demonstrating the board’s strategic approach to returning value to shareholders. Share repurchases offer investors flexibility compared to mandatory dividends and signal management’s confidence in the company’s valuation and financial outlook.

The program’s scale and timing indicate Wise’s belief that its shares are attractively valued. The buyback balances shareholder returns with maintaining financial flexibility and fulfilling employee equity commitments. Investors should consider this alongside Wise’s ongoing investments in product innovation and global expansion.

Shareholder Authority Renewal at Upcoming AGM

The current shareholder authority for the buyback, granted on 29 April 2026, will expire on 30 September 2026 or at the conclusion of the next Annual General Meeting, whichever is earlier. This may interrupt the buyback if the AGM occurs before the nine-month execution period ends. Wise plans to seek renewal of the repurchase authority at the AGM to ensure the program can proceed without disruption.

This renewal process is a governance requirement. Investors should review AGM materials for updates on the repurchase authority renewal, which will determine whether the buyback can continue through the full planned period subject to shareholder approval and market conditions.

Market Impact and Earnings Per Share Effects

Share repurchases typically reduce outstanding shares, potentially increasing earnings per share if net income remains stable or grows. However, the immediate impact on Wise’s share price will depend on market sentiment, fintech sector trends, and macroeconomic factors influencing cross-border payment demand. No definitive price impact was evident at the announcement time.

Long-term per-share metrics will reflect both the share count reduction and Wise’s operational performance. For a growth-oriented fintech, revenue growth and transaction volume expansion are primary drivers of shareholder value beyond mechanical EPS accretion. Investors should monitor future earnings and guidance to evaluate profitability relative to share count changes.

Regulatory Disclosures and Reporting Obligations

Wise Group commits to providing regular updates on share repurchases under the buyback program as required by U.S. and U.K. securities regulations. These disclosures will include details on shares acquired, average prices paid, and total expenditure, typically reported in quarterly results or regulatory filings.

Such transparency ensures all market participants have equal access to material information regarding the buyback’s progress, enabling informed analysis of Wise’s capital structure evolution and buyback effectiveness.