NSE IPO 2026: SBI to sell 2.48 crore shares in OFS

NSE files DRHP for long-awaited IPO

National Stock Exchange (NSE) has filed draft papers for its initial public offering (IPO), setting the stage for what multiple reports describe as India’s largest public issue. The issue is structured entirely as an offer for sale (OFS), meaning NSE itself will not raise fresh equity. Instead, existing shareholders will sell a portion of their holdings to the public. The draft documents point to an OFS of up to 14.89 crore equity shares (face value Re 1 each). Reports citing the filing have pegged the IPO size at around ₹30,000 crore and, in another reference, at about $1 billion.

A pure OFS means proceeds go to selling shareholders

Because the IPO is a pure OFS, the cash raised will flow to shareholders who are tendering shares, not to NSE. The structure has put the spotlight on which institutions are selling, how many shares they plan to offload, and what that could mean for value unlocking. Some coverage of the same draft filing describes the OFS as a sale of up to 14.89 crore shares or a 22.5% stake, while another description calls it nearly 6% of NSE’s paid-up equity capital. What is consistent across reports is that NSE is not issuing new shares in this offering.

SBI emerges as the biggest PSU seller

Among government-backed institutions, State Bank of India (SBI) is positioned as the largest shareholder participating in the OFS. The draft papers and related reports indicate SBI will sell up to 2,47,50,000 shares (2.475 crore), widely reported as about 2.48 crore. A separate excerpt from the selling-shareholder list for PSU entities mentions SBI offering 64.28 lakh shares, alongside other PSU holders, highlighting that different report cuts focus on different subsets of sellers.

SBI’s proposed sale has drawn attention because of its historical acquisition price. Reports referencing the filing say SBI acquired NSE shares in the early 1990s at an average price of about ₹0.80 per share (80 paise). Using an expected IPO price mentioned in the coverage of about ₹2,200 per share, SBI’s holding is described as being set up for a four-figure return, with one estimate quantifying it at roughly 2,750 times.

PSU banks and state financial entities line up to divest

Other public sector banks and government-linked financial entities are also listed among sellers. Bank of Baroda (BoB) is expected to sell up to 1,09,86,250 shares (about 1.09 crore). BoB’s acquisition cost is cited at an average of ₹0.54 per share in one report.

A separate breakdown of PSU selling shareholders in the draft papers lists: IDBI Bank as the largest PSU shareholder participating with 74.15 lakh to 74.16 lakh shares, followed by SBI (64.28 lakh), SBI Capital Markets (53.62 lakh), IFCI (34.32 lakh), and Bank of Baroda (10.98 lakh to 10.99 lakh). These figures are part of a subset of PSU holders highlighted from the larger OFS.

Insurance companies also feature, with legacy costs in focus

State-run insurance companies are also expected to tender shares. One report says General Insurance Corporation of India (GIC Re) and The New India Assurance Company are among the top 10 selling shareholders and will be in focus following the filing. Another excerpt notes planned sales of roughly 1.07 crore shares by GIC Re and 1.05 crore shares by The New India Assurance, while Stock Holding Corporation of India is also cited as planning to offload about 1.09 crore shares.

The draft-paper coverage also highlights the unusually low acquisition costs for some insurers. The New India Assurance and National Insurance are described as having bought NSE shares early at a cost of ₹0.32 per share (32 paise). Based on an expected IPO price of ₹2,200 per share, the same report calculates a potential 6,875-times return for these two insurers.

Foreign and other institutional sellers named in the filing

Beyond PSUs, the seller list includes major international and institutional investors. The draft documents cited in reports list MS Strategic (Mauritius) Limited, Canada Pension Plan Investment Board (CPPIB), and Aranda Investments (Mauritius) Pte Ltd as large sellers. Share-sale sizes mentioned include 1.60 crore shares for MS Strategic, 1.19 crore for CPPIB, and 1.12 crore for Aranda Investments. Aranda is also referenced as a Temasek-linked route in the coverage.

LIC, the largest shareholder, will not sell

A key highlight from the filing is what will not happen. Life Insurance Corporation of India (LIC), described as NSE’s single largest shareholder, holding 10.72% or 26,52,75,000 shares, will not sell any shares in the OFS. Reports frame LIC’s non-participation as keeping optionality open for future value unlocking rather than monetising immediately.

Other non-sellers named in the coverage include Premji Invest (holding 2.35%) and investor Radhakishan Damani (holding 1.58%), both of whom are reported to be keeping their stakes intact during the IPO.

Stock reactions: IFCI, BoB, HDFC Life and others gain

Following the disclosure of selling shareholders in the draft papers, shares of several listed holders moved up. Reports state that IFCI, IDBI Bank, State Bank of India, and HDFC Life Insurance gained up to 3%. IFCI was cited as the top gainer, rising 3% to ₹92.60. Bank of Baroda was reported up over 2% at ₹287. HDFC Life rose over 1% to ₹589, while SBI traded marginally higher.

Key data points from the draft filing and reports

Valuation signals: unlisted market and grey market cues

The draft-paper coverage points to strong interest around valuation. Reports cite an unlisted valuation estimate of around ₹5 lakh crore for NSE, and another reference suggests the market capitalisation could exceed ₹5 lakh crore on listing based on grey market trades in the ₹1,950 to ₹2,200 range. One line also notes the IPO is expected to list on the BSE.

What investors will watch next

The next steps will depend on the regulatory review process and the final offer details that emerge after the draft stage. For listed shareholders, attention is likely to remain on the final OFS allocations and any changes in the selling list. LIC’s decision to stay out, despite being the largest holder, is also likely to remain a key discussion point as the IPO process moves forward.

Conclusion

NSE’s IPO filing brings clarity on a pure OFS structure, with SBI and several institutions preparing to monetise stakes while LIC, the largest shareholder, does not participate. The final offer terms will be watched closely as the issue progresses through regulatory review and towards listing.