STMicroelectronics : Report of foreign issuer rules 13a-16 and 15d-16 of the Securities Exchange Act

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6‑K

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a‑16 OR 15d‑16 UNDER

THE SECURITIES EXCHANGE ACT OF 1934

Report on Form 6‑K dated August 19, 2019

Commission File Number: 1‑13546

STMicroelectronics N.V.

(Name of Registrant)

WTC Schiphol Airport

Schiphol Boulevard 265

1118 BH Schiphol Airport

The Netherlands

(Address of Principal Executive Offices)

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 ☐

Indicate by check mark if the registrant is submitting the Form 6‑K in paper as permitted by Regulation S‑T Rule 101(b)(1):

Yes ☐

No ☒

Indicate by check mark if the registrant is submitting the Form 6‑K in paper as permitted by Regulation S‑T Rule 101(b)(7):

Yes ☐

No ☒

Indicate by check mark whether the registrant by furnishing the information contained in this form is also thereby furnishing the information to the Commission pursuant to Rule 12g3‑2(b) under the Securities Exchange Act of 1934:

Yes ☐ No ☒

If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3‑2(b): 82‑ __________

Enclosure: A press release dated August 19, 2019, announcing the results of trading in STMicroelectronics' own shares as part of the previously announced share buy-back program for the period from August 12, 2019 to August 16, 2019.

PR N°C2912C

STMicroelectronics Announces Status of

Common Share Repurchase Program

Disclosure of Transactions in Own Shares - Period from Aug 12, 2019 to Aug 16, 2019

AMSTERDAM - August 19, 2019 -- STMicroelectronics N.V. (the "Company" or "STMicroelectronics"), a global semiconductor leader serving customers across the spectrum of electronics applications, announces full details of its common share repurchase program (the "Program") disclosed via a press release dated November 5, 2018. The Program was approved by a shareholder resolution dated May 31, 2018 and by the supervisory board.

STMicroelectronics N.V. (registered with the trade register under number 33194537) (LEI: 213800Z8NOHIKRI42W10) (Ticker: "STM") announces the repurchase (by a broker acting for the Company) on the regulated market of Euronext Paris, in the period between August 12, 2019 to August 16, 2019 (the "Period"), of 469,464 ordinary shares (equal to 0.05% of its issued share capital) at the weighted average purchase price per share of EUR 15.6444 and for an overall price of EUR 7,344,474.53.

Below is a summary of the repurchase transactions made in the course of the Period in relation to the ordinary shares of STM (ISIN: NL0000226223), in detailed form.

Transactions in Period

Dates of transaction	Number of share	Weighted average purchase	Total amount paid	Market on which the shares
	purchased	price per share (EUR)	(EUR)	were bought (MIC code)
Aug 12, 2019	98,279	15.7403	1,546,945.66	XPAR
Aug 13, 2019	68,202	15.5181	1,058,365.18	XPAR
Aug 14, 2019	99,732	15.7489	1,570,666.90	XPAR
Aug 15, 2019	100,956	15.4559	1,560,369.78	XPAR
Aug 16, 2019	102,295	15.7205	1,608,127.01	XPAR
Total for Period	469,464	15.6444	7,344,474.53

Following the share buybacks detailed above, the Company holds in total 17,623,623 treasury shares, which represents approximately 1.9% of the Company's issued share capital.

In accordance with Article 5(1)(b) of Regulation (EU) 596/2014 (the Market Abuse Regulation) and Article 2(3) of Commission Delegated Regulation (EU) 2016/1052, a full breakdown of the individual trades in the Program are disclosed on the ST website (https://investors.st.com/buyback- program).

About STMicroelectronics

ST is a global semiconductor leader delivering intelligent and energy-efficient products and solutions that power the electronics at the heart of everyday life. ST's products are found everywhere today, and together with our customers, we are enabling smarter driving and smarter factories, cities and homes, along with the next generation of mobile and Internet of Things devices.

By getting more from technology to get more from life, ST stands for life.augmented.

In 2018, the Company's net revenues were $9.66 billion, serving more than 100,000 customers worldwide. Further information can be found at www.st.com.

For further information, please contact:

INVESTOR RELATIONS: Céline Berthier

Group VP, Investor Relations Tel : [phone] [e-mail]

MEDIA RELATIONS: Alexis Breton

Corporate External Communications Tel: + 33 6 59 16 79 08 [e-mail]

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.

		STMicroelectronics N.V.
Date: August 19, 2019	By:	/s/
Lorenzo Grandi
	Name:	Lorenzo Grandi
	Title:	Chief Financial Officer
		President, Finance, Infrastructure and Services