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EQS Post-admission Duties announcement: Semperit AG Holding / Publication according to § 119 (9) BörseG
Semperit AG Holding: Other admission duties to follow
2024-04-23 / 14:59 CET/CEST
Dissemination of a Post-admission Duties announcement transmitted by EQS News - a service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.
Semperit Aktiengesellschaft Holding
FN 112544 g
ISIN AT 0000785555
Publication of the resolutions passed by the Annual General Meeting held on 23 April 2024 on the authorization to
acquire and to sell own shares of the Company pursuant to Section 65 para 1 no 4 and no 8 and para 1a and 1b Austrian
Stock Corporation Act (AktG) in conjunction with Section 119 para 9 Austrian Stock Exchange Act (BörseG) and
Section 2 para2 Austrian Disclosure Regulation (VeröffentlichungsV)

In the 135. annual general meeting held on 23 April 2024 the following resolutions were adopted:
1. For a period of 30 months from the day on which the resolution is passed, the Management Board shall be
authorized in accordance with Section 65 para 1 no 8 and para 1a and 1b of the Austrian Stock Corporation Act
(AktG) - subject to the simultaneous revocation of the relevant resolutions adopted by the Annual General Meeting
on 27 April 2022 -, with the consent by the Supervisory Board, to acquire own shares of the Company, whereby the
lowest consideration to be paid at the time of repurchase is 25% below the weighted average closing price of the
last 20 trading days prior to the start of the respective repurchase program and the highest consideration to be
paid at the time of repurchase is 25% above the weighted average closing price of the last 20 trading days prior to
the start of the corresponding repurchase program, and to determine the terms and conditions of the repurchase,
whereby the Management Board shall publish the Management Board's resolution and the respective repurchase program
based on it, including its duration, in accordance with the statutory provisions (each). The Management Board may
exercise this authorization once or several times within the limits of the legal requirements regarding the maximum
number of own shares permitted, up to a total limit of 10% of the share capital. The authorization may be exercised
in whole or in part or in several partial amounts and in pursuit of one or more purposes by the Company, by a
subsidiary company (Section 189a no 7 of the Austrian Commercial Code) or by third parties for the account of the
Company. The acquisition can be carried out on or off-exchange in compliance with the legal requirements. Trading
in own shares is excluded as the purpose of acquisition.
2. The Management Board is authorized, with the consent by the Supervisory Board, to redeem or resell the
acquired own shares without a further resolution of the General Meeting and to determine the terms and conditions
of sale. The authorization may be exercised in whole or in several partial amounts and in pursuit of one or more
purposes by the Company, by a subsidiary company (Section 189a no 7 of the Austrian Commercial Code) or by third
parties for the account of the Company. The Supervisory Board is authorized to adopt any amendments to the Articles
of Association resulting from the redemption of shares.
3. For a period of 5 years from the date of the resolution - subject to the simultaneous revocation of the
respective resolutions by the Annual General Meeting of 27 April 2022 - the Management Board is authorized, with
the consent by the Supervisory Board, to determine, in accordance with Section 65 para 1b of the Austrian Stock
Corporation Act (AktG), for the sale of own shares a legally permissible method of disposal other than via the
stock exchange or a public offer and to resolve on any exclusion of the shareholders' right to repurchase
(subscription right) and to determine the conditions of sale.

2024-04-23 CET/CEST  
Language:     English 
Company:      Semperit AG Holding 

Am Belvedere 10
1100 Wien
Austria
Internet: www.semperitgroup.com

End of News EQS News Service
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1887309 2024-04-23 CET/CEST

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END) Dow Jones Newswires

April 23, 2024 08:59 ET (12:59 GMT)