Manulife Financial Corporation's Strategic Move: Launch of Normal Course Issuer Bid

Manulife Financial Corporation Announces Normal Course Issuer Bid

On February 11, 2026, the Toronto-based Manulife Financial Corporation revealed its intention to launch a Normal Course Issuer Bid (NCIB), aiming to repurchase up to 42 million of its common shares, which constitutes approximately 2.5% of the company’s issued and outstanding common shares. This proposal is dependent on the approval from the Toronto Stock Exchange (TSX), and it has already received the green light from the Office of the Superintendent of Financial Institutions (Canada).

Objectives and Strategy Behind the NCIB

The primary purpose of this NCIB is to afford Manulife the flexibility to purchase its common shares as part of a broader capital management initiative. This strategy is aimed at maintaining robust regulatory capital ratios while simultaneously seeking to enhance shareholder value. As of January 31, 2026, Manulife had about 1.68 billion common shares issued and outstanding. The NCIB allows the company to acquire shares at current market prices, utilizing trading systems in both Canada and the United States.

Purchases will take place under the NCIB’s guidelines following the TSX’s acceptance of Manulife’s notice of intention, empowering the company to proceed with share repurchases for up to a year. All shares purchased will be cancelled post-acquisition. The flexibility of the NCIB also allows Manulife to undertake purchases outside of Canada and the U.S., aligning with applicable legal regulations.

Compliance and Regulatory Framework

As part of the NCIB structure, Manulife can engage in private agreements to acquire shares directly from other holders, as dictated by exemption orders from relevant securities regulatory authorities. Typically, these transactions are at a discount to the prevailing market price. Regulatory approval will also enable the company to develop derivative-based programs, including writing put options, forward purchase agreements, and accelerated share purchase transactions to support its repurchase activities.

The total number of shares targeted for purchase under the NCIB and any other associated plans will not exceed the specified 42 million common shares.

Furthermore, should regulatory conditions allow, Manulife considers implementing pre-defined buying plans with registered investment dealers. These arrangements will permit share purchases during periods when Manulife typically doesn’t enter the market due to internal restrictions or regulatory guidelines.

Past Performance and Expectations

The current NCIB aims to follow on from Manulife's recent successful bid that started on February 24, 2025. During the previous NCIB—designated as the “2025 NCIB”—Manulife set out to buy up to 51.5 million shares, concluding the purchase by January 22, 2026, at a volume-weighted average price of $44.28 per share. Having executed this plan through the available trading infrastructure of the TSX, the results reflect an active engagement in capital management strategies.