Form 6-K - Report of foreign issuer [Rules 13a-16 and 15d-16]

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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

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FORM 6-K

 

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REPORT OF FOREIGN PRIVATE ISSUER

Pursuant to Rule 13a-16 or 15d-16

under the Securities Exchange Act of 1934

 

September 17, 2024

 

Commission File Number: 001-38159

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BRITISH AMERICAN TOBACCO P.L.C.

(Translation of registrant’s name into English)

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Globe House

4 Temple Place

London WC2R 2PG

United Kingdom
(Address of principal executive office)

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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 ☒              Form 40-F ☐

 

 

 

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This report includes materials as exhibits that have been published and made available by British American Tobacco p.l.c. (the “Registrant”) as of September 17, 2024.

The information contained in Exhibit 1 of this Form 6-K is incorporated by reference into the Form S-8 Registration Statements File Nos. 333-223678, 333-219440 and 333-237186 of the Registrant and into the Form F-3 Registration Statement File Nos. 333-265958, 333-265958-01, 333-265958-02, 333-265958-03, 333-265958-04 and 333-265958-05 of the Registrant, British American Tobacco Holdings (The Netherlands) B.V., Reynolds American Inc., B.A.T. Netherlands Finance B.V., B.A.T. International Finance p.l.c. and B.A.T Capital Corporation, and related Prospectuses, as such Registration Statements and Prospectuses may be amended from time to time.

EXHIBIT INDEX

 

Exhibit		Description
Exhibit 1		Press Release entitled “British American Tobacco p.l.c. - Management Board Changes Announced” dated September 17, 2024.
Exhibit 2		Press Release entitled “Transaction in own shares” dated September 17, 2024.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

 

	British American Tobacco p.l.c.
	By:	/s/ Christopher Worlock
		Name:	Christopher Worlock
		Title:	Assistant Secretary

 

Date:  September 17, 2024

Exhibit 1

British American Tobacco p.l.c.

17 September 2024

Management Board Changes Announced

A key pillar of the refined BAT strategy announced earlier this year is the delivery of a Sustainable Future.  Together with a focus on Quality Growth and a more Dynamic Business, this underpins the Building of a Smokeless World.

To accelerate our progress, BAT announces today that Kingsley Wheaton will be appointed into the newly created role of Chief Corporate Officer. Kingsley’s current role, Chief Strategy & Growth officer, will cease to exist. Reporting into Tadeu Marroco, Chief Executive, the Chief Corporate Officer will have overall responsibility for the strategy and execution of the Group’s Sustainable Future pillar, including:

●

Establishing broad acceptance of our Tobacco Harm Reduction (THR) agenda, working with BAT’s Director, Research and Science, James Murphy, to ensure the scientific basis for harm reduction and encouraging a fact-based discussion on nicotine among key stakeholders;

●

Shaping the landscape through responsible and transparent dialogue with regulators, policy makers and other relevant stakeholders; and

●

Enhancing BAT’s leadership in sustainability and integrity.

Paul McCrory, Director, Corporate and Regulatory Affairs will continue to report to Kingsley in this role. Paul’s leadership has been instrumental in re-establishing this critical function for BAT’s future. Significant progress has been made in both developing the functional strategy and sharpening its executional focus.

Paul and Kingsley will work together during this important phase, as the management team continues to evolve to deliver the strategy.

Donato Del Vecchio, Chief Sustainability Officer, will also continue to report to Kingsley.

As we continue to expand and grow our smokeless new category product portfolio and Kingsley takes up this new role, Luciano Comin, Marketing Director, Combustibles & New Categories, will be appointed as Chief Marketing Officer, reporting directly to Tadeu Marroco, the Chief Executive.

James Barrett, Director, Business Development, will report to Soraya Benchikh, the Chief Financial Officer, bringing business development and M&A together with the rest of the Finance function.

All these changes are effective immediately.

Tadeu Marroco, Chief Executive, commented on these changes:

“We will be taking an important step later today in our journey to encourage THR acceptance with the launch of a compelling science and evidential case for THR in the form of ‘The Omni: Forward Thinking for a Smokeless World’.

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As we embark on the next phases of building a Sustainable Future this is the right time to make these changes and together, Kingsley, Paul, James and Donato, will form a powerful and complementary leadership team to deliver real change.

“I would like to thank Kingsley for all that he has done as Chief Strategy & Growth Officer. He has stepped into the role at a critical time for BAT and has helped shape the strategy and establish new functional capabilities. In all of these areas, BAT is now stronger and more robust.”

Kingsley Wheaton, Chief Corporate Officer commented:

“I feel honoured to take up this new challenge. As BAT moves forward towards A Better Tomorrow, the focus on this area of the strategy will be all-important. I am looking forward to bringing my experience and understanding of, both BAT and the external environment, and making a real difference.”

ENDS

Enquiries

Media Centre
[phone] (24 hours) | [e-mail] | @BATplc

Investor Relations
Victoria Buxton: [phone] | [e-mail]

About BAT

BAT is a leading, multi-category consumer goods business. Our purpose is to create A Better Tomorrow^™ by Building a Smokeless World. This commitment is demonstrated by our ambition to have 50 million consumers of our smokeless products by 2030.

BAT employs over 46,000 people and, in 2023, the BAT Group generated revenue of £27.28 billion, with an adjusted profit from operations of £12.46 billion.

BAT currently has 26.4 million consumers of its smokeless brands, which accounted for 17.9% of Group revenue in the first half of 2024. We are committed to becoming a predominantly smokeless business and have been clear on our ambition that 50% of our revenue will come from smokeless products by 2035.

The company’s Strategic Portfolio is made up of its global cigarette brands and a growing range of smokeless nicotine and tobacco products. These include our Vapour brand Vuse; our Heated Product brand glo; and Velo our Modern Oral (nicotine pouch) brand. These New Category products have delivered more than £3 billion in annual revenue since their introduction a decade ago.

The company continues to be clear that combustible cigarettes pose serious health risks, and the only way to avoid these risks is not to start or to quit. While addictive and not risk free, to help Build a Smokeless World, BAT encourages those who would otherwise continue to smoke to switch completely to our smokeless alternatives.

We are also reducing our use of natural resources, improving livelihoods, and delivering on our climate goals to be Net Zero across our value chain by 2050.

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Forward-looking statements

This release contains certain forward-looking statements, including “forward-looking” statements made within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. These statements are often, but not always, made through the use of words or phrases such as “believe,” “anticipate,” “could,” “may,” “would,” “should,” “intend,” “plan,” “potential,” “predict,” “will,” “expect,” “estimate,” “project,” “positioned,” “strategy,” “outlook”, “target” and similar expressions. These include statements regarding our customer target ambition, New Categories revenue targets and our ESG targets.

All such forward-looking statements involve estimates and assumptions that are subject to risks, uncertainties and other factors. It is believed that the expectations reflected in this release are reasonable but they may be affected by a wide range of variables that could cause actual results to differ materially from those currently anticipated. A review of the reasons why actual results and developments may differ materially from the expectations disclosed or implied within forward-looking statements can be found by referring to the information contained under the headings “Cautionary Statement” and “Group Principal Risks “ in the 2023 Annual Report and Form 20-F of British American Tobacco p.l.c. (BAT).

Additional information concerning these and other factors can be found in BAT’s filings with the U.S. Securities and Exchange Commission (“SEC”), including the Annual Report on Form 20-F and Current Reports on Form 6-K, which may be obtained free of charge at the SEC’s website, http://www.sec.gov and BAT’s Annual Reports, which may be obtained free of charge from the BAT website www.bat.com.

Past performance is no guide to future performance and persons needing advice should consult an independent financial adviser. The forward-looking statements reflect knowledge and information available at the date of preparation of this release and BAT undertakes no obligation to update or revise these forward-looking statements, whether as a result of new information, future events or otherwise. Readers are cautioned not to place undue reliance on such forward-looking statements.

Exhibit 2

British American Tobacco p.l.c.

17 September 2024

TRANSACTION IN OWN SHARES

British American Tobacco p.l.c. (the “Company”) announces that in accordance with the authority granted by shareholders at the Company’s Annual General Meeting on 24 April 2024 it purchased the following number of its ordinary shares of 25 pence each (“shares”) from Goldman Sachs International as part of its buyback programme announced on 18 March 2024:

Date of purchase:	16 September 2024
Number of ordinary shares of 25 pence each purchased:	51,000
Highest price paid per share (pence):	2980.00p
Lowest price paid per share (pence):	2962.00p
Volume weighted average price paid per share (pence):	2971.22p

The Company intends to cancel the purchased shares.

Following the purchase and cancellation of these shares, the Company will have 2,215,148,930 ordinary shares in issue (excluding treasury shares) which carry voting rights and will hold 133,274,739 ordinary shares in treasury. This information may be used by shareholders to determine whether they are required to notify their interest, or a change to their interest, in the Company under the FCA’s Disclosure Guidance and Transparency Rules.

In accordance with Article 5(1)(b) of the Market Abuse Regulation (EU) No 596/2014 as it applies in the UK, a schedule of individual trades carried out by Goldman Sachs International on 16 September 2024  is set out below.

Enquiries:

Investor Relations

Victoria Buxton: [phone] | [e-mail]

Schedule of purchases - aggregate information

Issuer name	ISIN Code	Transaction date	Daily total volume (in number of shares)	Daily weighted average price of shares acquired	Platform
British American Tobacco p.l.c.	GB0002875804	16/09/2024	51,000	2971.22p	LSE
British American Tobacco p.l.c.	GB0002875804	16/09/2024	0	0	CHIX
British American Tobacco p.l.c.	GB0002875804	16/09/2024	0	0	BATE

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Schedule of purchases - individual transactions

Number of shares purchased	Transaction price (per share)	Market	Time of transaction
905	2973	XLON	08:30:21
852	2972	XLON	08:30:25
281	2972	XLON	08:31:00
37	2973	XLON	08:32:48
38	2973	XLON	08:32:49
37	2973	XLON	08:33:01
100	2976	XLON	08:35:39
257	2976	XLON	08:35:39
103	2975	XLON	08:38:39
38	2975	XLON	08:40:59
231	2975	XLON	08:40:59
37	2974	XLON	08:42:23
353	2974	XLON	08:42:23
37	2973	XLON	08:42:36
38	2973	XLON	08:42:37
38	2973	XLON	08:42:51
37	2973	XLON	08:42:52
38	2973	XLON	08:42:53
74	2973	XLON	08:43:15
37	2972	XLON	08:43:24
222	2972	XLON	08:43:24
249	2971	XLON	08:50:41
253	2970	XLON	08:52:27
460	2970	XLON	08:55:21
376	2970	XLON	08:56:07
400	2971	XLON	09:00:00
289	2970	XLON	09:00:00
334	2969	XLON	09:00:01
377	2967	XLON	09:04:13
311	2967	XLON	09:07:15
312	2966	XLON	09:07:40
71	2965	XLON	09:08:32
37	2963	XLON	09:12:06
300	2963	XLON	09:12:14
392	2965	XLON	09:15:32
521	2967	XLON	09:21:14
409	2966	XLON	09:21:14
443	2965	XLON	09:22:50
273	2966	XLON	09:26:12
270	2967	XLON	09:31:06
259	2967	XLON	09:33:20
259	2967	XLON	09:34:00
314	2966	XLON	09:37:00
313	2968	XLON	09:41:24

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142	2968	XLON	09:41:25
347	2968	XLON	09:44:21
2	2967	XLON	09:44:21
218	2967	XLON	09:44:22
211	2967	XLON	09:44:22
38	2967	XLON	09:45:59
37	2967	XLON	09:46:01
191	2967	XLON	09:46:02
159	2966	XLON	09:48:08
319	2965	XLON	09:49:58
346	2965	XLON	09:52:50
97	2965	XLON	09:55:48
176	2965	XLON	09:55:48
211	2965	XLON	09:56:19
100	2964	XLON	09:58:09
168	2964	XLON	09:58:09
299	2963	XLON	10:02:30
32	2963	XLON	10:07:43
64	2963	XLON	10:07:43
152	2963	XLON	10:07:43
299	2962	XLON	10:08:01
120	2965	XLON	10:14:37
219	2965	XLON	10:16:06
121	2965	XLON	10:16:24
14	2966	XLON	10:19:45
484	2966	XLON	10:19:54
28	2965	XLON	10:19:54
385	2965	XLON	10:19:58
37	2965	XLON	10:27:40
331	2965	XLON	10:27:40
505	2966	XLON	10:30:24
341	2965	XLON	10:31:15
176	2965	XLON	10:31:15
416	2964	XLON	10:31:15
85	2967	XLON	10:36:08
188	2967	XLON	10:36:08
278	2968	XLON	10:39:22
182	2968	XLON	10:40:19
113	2968	XLON	10:40:19
263	2968	XLON	10:41:51
270	2971	XLON	10:46:02
65	2971	XLON	10:47:18
12	2971	XLON	10:47:47
188	2971	XLON	10:49:04
51	2971	XLON	10:49:49
37	2971	XLON	10:50:06
176	2971	XLON	10:50:06
254	2970	XLON	10:50:06

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272	2970	XLON	10:52:03
265	2968	XLON	10:57:32
269	2967	XLON	10:59:38
38	2966	XLON	11:00:48
37	2967	XLON	11:05:09
38	2967	XLON	11:05:11
37	2967	XLON	11:05:13
146	2967	XLON	11:05:36
30	2967	XLON	11:05:36
33	2967	XLON	11:05:49
248	2966	XLON	11:07:49
313	2966	XLON	11:10:54
178	2967	XLON	11:13:43
124	2967	XLON	11:13:43
302	2967	XLON	11:16:10
337	2968	XLON	11:20:25
249	2967	XLON	11:21:00
74	2967	XLON	11:22:47
38	2967	XLON	11:23:00
75	2967	XLON	11:23:02
183	2967	XLON	11:23:11
200	2966	XLON	11:27:50
93	2966	XLON	11:27:58
37	2966	XLON	11:29:15
15	2966	XLON	11:29:27
214	2966	XLON	11:29:27
358	2968	XLON	11:40:10
333	2968	XLON	11:46:08
227	2969	XLON	11:53:21
21	2969	XLON	11:53:21
250	2969	XLON	11:54:47
61	2968	XLON	11:56:22
200	2968	XLON	11:56:28
41	2969	XLON	12:17:48
176	2969	XLON	12:18:45
5	2969	XLON	12:18:45
449	2970	XLON	12:22:17
22	2969	XLON	12:22:52
17	2969	XLON	12:22:52
19	2969	XLON	12:22:52
16	2969	XLON	12:22:52
33	2969	XLON	12:22:52
27	2969	XLON	12:22:52
10	2969	XLON	12:22:52
17	2970	XLON	12:24:19
247	2970	XLON	12:24:19
279	2969	XLON	12:24:19
8	2971	XLON	12:33:31

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254	2972	XLON	12:35:24
246	2971	XLON	12:35:26
120	2973	XLON	12:39:42
305	2972	XLON	12:49:35
207	2973	XLON	12:54:06
44	2973	XLON	12:54:06
12	2972	XLON	12:54:06
3	2972	XLON	13:01:04
254	2972	XLON	13:01:04
40	2974	XLON	13:07:32
412	2978	XLON	13:16:30
293	2978	XLON	13:21:48
428	2977	XLON	13:24:35
144	2977	XLON	13:25:12
86	2977	XLON	13:25:12
332	2977	XLON	13:29:49
291	2975	XLON	13:32:52
276	2977	XLON	13:37:54
265	2976	XLON	13:42:02
264	2975	XLON	13:43:51
119	2977	XLON	13:49:52
129	2977	XLON	13:49:52
250	2977	XLON	13:53:39
75	2978	XLON	13:56:32
3	2978	XLON	13:56:32
266	2979	XLON	14:00:42
249	2979	XLON	14:03:44
249	2979	XLON	14:07:42
280	2978	XLON	14:10:58
324	2980	XLON	14:15:27
301	2979	XLON	14:15:27
31	2979	XLON	14:15:27
248	2976	XLON	14:20:46
234	2976	XLON	14:21:54
21	2976	XLON	14:21:54
258	2976	XLON	14:24:49
258	2977	XLON	14:26:27
253	2975	XLON	14:29:37
256	2978	XLON	14:30:00
47	2979	XLON	14:31:02
40	2980	XLON	14:31:06
218	2980	XLON	14:31:07
211	2979	XLON	14:31:07
258	2978	XLON	14:31:29
297	2972	XLON	14:32:27
283	2975	XLON	14:33:11
291	2974	XLON	14:33:51
285	2974	XLON	14:34:24

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117	2976	XLON	14:35:21
268	2975	XLON	14:35:27
320	2975	XLON	14:38:44
302	2977	XLON	14:39:24
252	2974	XLON	14:41:49
238	2975	XLON	14:42:39
320	2975	XLON	14:43:41
366	2973	XLON	14:45:52
367	2969	XLON	14:48:06
249	2970	XLON	14:50:58
214	2972	XLON	14:51:36
36	2972	XLON	14:51:38
188	2972	XLON	14:51:39
60	2972	XLON	14:51:39
383	2975	XLON	14:54:32
175	2975	XLON	14:56:44
201	2975	XLON	14:56:44
399	2974	XLON	14:57:51
287	2973	XLON	15:01:46
331	2972	XLON	15:03:12
339	2973	XLON	15:04:47
373	2974	XLON	15:07:50
389	2974	XLON	15:09:04
380	2975	XLON	15:10:46
373	2973	XLON	15:13:11
389	2972	XLON	15:16:01
211	2972	XLON	15:17:13
171	2972	XLON	15:17:13
371	2973	XLON	15:21:05
378	2973	XLON	15:22:29
312	2973	XLON	15:24:11
66	2973	XLON	15:24:11
374	2974	XLON	15:27:47
363	2974	XLON	15:30:04
370	2973	XLON	15:32:00
262	2973	XLON	15:34:33
256	2974	XLON	15:36:08
252	2974	XLON	15:36:11
383	2974	XLON	15:40:21
417	2974	XLON	15:41:06
387	2976	XLON	15:43:54
388	2977	XLON	15:47:58
309	2975	XLON	15:52:44
414	2974	XLON	15:53:28
11	2974	XLON	15:54:46
200	2974	XLON	15:54:57
164	2974	XLON	15:55:24
392	2974	XLON	15:56:03

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302	2974	XLON	15:57:18
301	2976	XLON	15:59:57

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