EQS-CMS: Announcement according to Article 2 paragraph 1 of Delegated Regulation (EU) 2016/1052 to Regulation (EU) No 596/2014 (MAR)

The share buy-back programme announced by Deutsche Börse AG in the ad hoc announcement of 6 November 2023 will be implemented starting 2 January 2024 on the basis of the authorisation granted by the Annual General Meeting on 8 May 2019. In the period up to 3 May 2024 at the latest, a maximum number of 14,000,000 shares of the company (ISIN: DE0005810055) are to be repurchased exclusively via electronic trading on the Frankfurt Stock Exchange (Xetra) at a total cost of up to EUR 300 million (excluding incidental acquisition costs).

The share buy-back shall be carried out in accordance with the safe harbour rules laid down in Article 5 of Regulation (EU) No 596/2014 in conjunction with the provisions of Delegated Regulation (EU) 2016/1052.

The repurchase is carried out exclusively for the purpose set out in Article 5 paragraph 2 lit. a) of Regulation (EU) No 596/2014, i.e. to reduce the capital of Deutsche Börse AG.

A credit institution has been mandated for the share buy-back which makes its trading decisions concerning the timing of the purchases of the shares independently of and without any influence from the company.

The purchase price per repurchased share (excluding ancillary acquisition costs) may not exceed, or fall short of the average share price (closing auction price of the Deutsche Börse share in electronic trading on the Frankfurt Stock Exchange) on the last five trading days before entering into the purchase obligation by more than 10%.

In addition, the credit institution has undertaken in particular to comply with the trading conditions laid down in Article 3 of Delegated Regulation (EU) 2016/1052 which require, inter alia, that shares shall not be purchased at a price higher than the higher of the price of the last independent trade and the highest, at the time of the purchase, independent purchase bid on the trading venue where the purchase is carried out. Furthermore, no more than 25% of the average daily volume of the shares on the trading venue on which the purchase is carried out shall be purchased on any trading day. The average daily volume is calculated as the average daily volume traded during the 20 trading days preceding the date of purchase.

To the extent required and legally permissible, the share buy-back can be suspended and also resumed at any time.

The transactions relating to the buy-back programme will be disclosed in accordance with the requirements of Article 2 paragraph 3 of Delegated Regulation (EU) 2016/1052 no later than by the end of the seventh trading day following the date of execution of such transactions.

In addition, Deutsche Börse AG will regularly report on the progress of the share buy-back at www.deutsche-boerse.com/dbg-en/investor-relations/share-and-bonds/share-buyback.
Deutsche Börse AG

The Executive Board