Business Context and Reporting Period
Company: POSCO HOLDINGS INC.
Filing Type: Form 6-K (Report of Foreign Private Issuer)
Date: February 19, 2026
Subject: Cancellation of Treasury Shares
Key Financial Metrics
This filing does not report operational financial metrics such as revenue, profit, cash flow, or margins. It details a specific capital structure transaction:
- Shares to be Retired: 1,691,425 Common Stock shares
- Total Issued Shares: 80,932,952 Common Stock shares
- Par Value: KRW 5,000 per share
- Estimated Retirement Amount: KRW 635,130,087,500
- Valuation Basis: Calculated using the closing price of KRW 248,500 on the day prior to the board resolution.
Material Changes
The filing announces the retirement of 1,691,425 treasury shares, representing 2% of the total issued shares (84,571,230) as of the July 2024 announcement. This action is part of a broader plan to cancel treasury shares accounting for 6% of outstanding shares within the 2024–2026 period. The shares were acquired via treasury stock holdings and are not being purchased anew in this transaction.
Management Commentary and Risks
- Capital Impact: Management states there is no reduction of capital following this cancellation, as the shares are retired using available dividends.
- Legal Basis: The cancellation is conducted under Article 343 Paragraph 1 of the Commercial Act.
- Scheduled Date: The retirement is scheduled for March 31, 2026, subject to change following consultations with relevant authorities.
- Board Approval: The resolution was passed on February 19, 2026, with 6 outside directors present and 0 absent.
Investor Verification Checklist
- Verify the final retirement date of March 31, 2026, as it is subject to regulatory consultation.
- Confirm the impact on the total outstanding share count post-cancellation.
- Review the July 12, 2024, ad hoc disclosure regarding the 6% treasury share cancellation plan for context.
- Check subsequent filings for confirmation that the retirement was executed as scheduled.