Imperial renews annual normal course issuer bid

Imperial Oil Limited (TSE: IMO, NYSE American: IMO) announced today that it has received final acceptance from the Toronto Stock Exchange (TSX) for a normal course issuer bid (NCIB) to repurchase up to five percent of its 509,044,963 outstanding common shares as of June 15, 2025, or a maximum of 25,452,248 shares during the next 12 months. This maximum will be reduced by the number of shares purchased from ExxonMobil, Imperial’s majority shareholder, as described below.

The new one-year program will begin on June 29, 2025, and will end should the company purchase the maximum allowable number of shares, or on June 28, 2026.

Imperial has established an automatic share purchase plan with its designated broker to facilitate the purchase of common shares, both from public shareholders and from ExxonMobil, during times when Imperial would ordinarily not be permitted to purchase due to regulatory restrictions or self-imposed black-out periods. Before entering a black-out period, Imperial may, but is not required to, instruct the broker to make purchases under the NCIB based on parameters set by Imperial in accordance with the share purchase plan, TSX rules and applicable securities laws. The plan has been pre-cleared by the TSX and will be implemented effective June 29, 2025.

Consistent with the company’s balance sheet strength, low capital requirements and strong cash generation, this announcement reflects the company’s priority and capacity to return cash to shareholders. The NCIB represents a flexible and tax-efficient way of distributing surplus liquidity to shareholders who choose to participate by selling their shares. In addition, the NCIB will be used to eliminate dilution from shares issued in conjunction with Imperial’s restricted stock unit plan.

ExxonMobil will be permitted to sell its shares to Imperial under the NCIB in order to maintain its proportionate share ownership at approximately 69.6 percent. ExxonMobil advised Imperial that it intends to participate, as it has in prior years, and has established an automatic share disposition plan to facilitate the sale of its shares.

All share purchases will be made through the Toronto Stock Exchange and alternative trading systems in Canada. Shares purchased under the NCIB are cancelled and restored to the status of authorized but unissued shares.

As of the close of business on June 15, 2025, Imperial has 509,044,963 issued and outstanding common shares. The average daily trading volume of Imperial’s common shares over the six calendar months prior to the date of this announcement was 868,310 shares per day. Imperial’s daily purchase limit under the new program for shares held by shareholders other than ExxonMobil will be 217,077 shares, which represents 25 percent of the average daily trading volume.