Announcement according to article 119 section 9 BörseG
Addiko Bank AG: Publication of the authorisation resolution of the Annual General Meeting of 21 April 2023
Vienna (pta011/15.05.2023/10:45 UTC+2)
Addiko Bank AG
Vienna, FN 350921 k
ISIN AT000ADDIKO0
("Company")
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Publication of the authorisation resolution of the Annual General Meeting of 21 April 2023 pursuant to § 65 para 1 no. 4 and no. 8 Austrian Stock Corporation Act
(Publication pursuant to § 65 para 1a Austrian Stock Corporation Act and § 119 para 9 Austrian Stock Exchange Act in connection with § 2 Austrian Publication Regulation 2018 and Article 2 para 1 Delegated Regulation (EU) 2016/1052)
The Company's Annual General Meeting held on 21 April 2023 passed the following resolutions regarding the repurchase of own shares:
8. Resolution on:
a) the revocation of the authorization of the Management Board to acquire own shares of up to 10% of the share capital pursuant to § 65 para. 1 no. 4 AktG; and
b) the authorization of the Management Board to acquire own shares of up to 10% of the share capital for a period of 30 months from the day of the resolution by the pursuant to § 65 para. 1 no. 4 AktG.
"a) The authorization of the Management Board granted at the Annual General Meeting on 27 November 2020 to acquire own shares of up to 10% of the share capital for a period of 30 months from the day of the resolution by the Annual General Meeting for the purpose of offering to employees, executives and members of the Management Board of the company or a company affiliated with it pursuant to § 65 para. 1 no. 4 AktG shall be revoked to the extent not made use of.
b) The Management Board is authorized to acquire own shares in an amount of up to 10% of the share capital for the purpose of offering to employees, executives and members of the Management Board of the company or companies affiliated with it pursuant to § 65 para. 1 no. 4 AktG for a period of 30 months from the day of the resolution by the Annual General Meeting. The equivalent value per no-par value share to be acquired may not exceed or fall below the arithmetic average of the official closing prices published by the Vienna Stock Exchange of the shares of Addiko Bank AG listed on the Vienna Stock Exchange on the 20 trading days preceding the acquisition by more than 20%. This authorization applies for a period of 30 months from the day of the resolution by the Annual General Meeting and thus ends on 21 October 2025."
9. Resolution on:
a) the revocation of the authorization of the Management Board to acquire own shares of up to 10% of the share capital pursuant to § 65 para. 1 no. 8 AktG; and
b) authorization of the Management Board to acquire own shares of up to 10% of the share capital for a period of 30 months from the day of the resolution of the AGM pursuant to § 65 para. 1 no. 8 AktG.
"a) The authorization of the Management Board granted at the Annual General Meeting on 27 November 2020 to acquire own shares of up to 10% of the share capital for no specific purpose for a period of 30 months from the day of the resolution by the Annual General Meeting pursuant to § 65 para. 1 no. 8 AktG shall be revoked to the extent not made use of.
b) The Management Board is authorized to acquire own shares of up to 10% of the share capital of the Company for no specific purpose for a period of 30 months from the day of the resolution of the AGM pursuant to § 65 para. 1 no. 8 AktG.
Trading in own shares for profit is expressly excluded as reason for the repurchase. The equivalent value per no-par value share to be acquired may not exceed or fall below the arithmetic average of the official closing prices published by the Vienna Stock Exchange of the shares of Addiko Bank AG listed on the Vienna Stock Exchange on the 20 trading days preceding the acquisition by more than 20%. The Management Board is authorized to sell shares acquired based on this resolution. The Management Board is obliged to publish the respective buyback program as well as its duration and any resale program immediately before implementation in accordance with the provisions of the Stock Exchange Act. Every buyback and, if applicable, resale program must comply with the principle of equal treatment of shareholders in accordance with § 47a AktG. The share of the share capital associated with own shares acquired by the company in accordance with § 65 paras. 1 no. 1, 4, 7 and 8 AktG, together with other own shares that the company has already acquired and still owns, may not exceed 10% of the share capital. This authorization is valid for a period of 30 months from the day of the resolution of the Annual General Meeting and therefore ends on 21 October 2025."
Vienna, May 2023
The Management Board
This document is a translation of the German original version. In any case of doubt, the German original version shall prevail.
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Emitter: |
Addiko Bank AG Canetti Tower, Canettistraße 5/12.OG 1100 Wien Austria |
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Contact Person: | Addiko Investor Relations | |
Phone: | +43 664 884 268 31 | |
E-Mail: | investor.relations@addiko.com | |
Website: | www.addiko.com | |
ISIN(s): | AT000ADDIKO0 (Share) | |
Stock Exchange(s): | Vienna Stock Exchange (Official Trade) |