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UniCredit share information - Intraday

 

UniCredit is a pan-European Commercial Bank with a unique service offering in Italy, Germany, Austria, Central and Eastern Europe. Our purpose is to empower communities to progress, delivering the best-in-class for all stakeholders, unlocking the potential of our clients and our people across Europe.

 

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Notice of call

PRESS RELEASE
03 April 2026 PRICE SENSITIVE
  NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH JURISDICTION.     Notice of call     The Extraordinary Shareholders’ Meeting of UniCredit S.p.A. (the “Company” or “UniCredit”) is convened in Milan, at Tower A, Piazza Gae Aulenti, 3, in a single call, on 4 May 2026, at 10:00 a.m..   The Company - in accordance with the provisions of Article 106 of Decree Law no. 18/2020 converted by Law no. 27/2020 and subsequent amendments and additions (“Decree”) - has decided to make use of the right to provide that the Shareholders’ attendance in the Shareholders’ Meeting shall be made exclusively through the Company-Designated Proxy Holder pursuant to Article 135-undecies of Legislative Decree no. 58/98, without physical participation by the shareholders.   The Shareholders’ Meeting is convened to decide on the following   AGENDA   Extraordinary Part   1.     Proposal to grant the Board of Directors, pursuant to Article 2443 of the Italian Civil Code, with the power, to be exercised within 31 December 2027, to increase the share capital, in one or more tranches and in a divisible form, without pre-emption right pursuant to Article 2441, paragraph 4, first sentence, of the Italian Civil Code, for a maximum nominal amount of Euro 6,704,080,000, plus share premium, by issuing maximum no. 470,000,000 ordinary shares, with ordinary rights and the same characteristics as the shares already outstanding on the issue date, whose issuance price shall be determined by the Board of Directors pursuant to applicable laws, to be paid up by way of contribution in kind reserved to a voluntary public takeover offer for all the ordinary shares of COMMERZBANK Aktiengesellschaft not directly held by UniCredit; subsequent amendment of Art. 6 of the Company’s by-laws; related and subsequent resolutions.   ****   Right to attend and vote at the Shareholders’ Meeting Pursuant to Article 83-sexies of the TUF, those who can legitimately attend and vote at the Shareholders’ Meeting - exclusively through the Company-Designated Proxy Holder - are the persons for whom, at their own request, the authorized intermediaries have sent to the Company the communications certifying ownership of the relevant right within the terms provided for by the current provisions of the law; the intermediaries make the communications on the basis of the evidence of the accounts on which the UniCredit shares are registered at the end of the accounting day of 22 April 2026 (the so-called record date). Credit and debt recordings carried out on the accounts after this date are not relevant for the purposes of legitimation: therefore, those who will be holders of the shares only after such date will not have the right to attend and vote at the Shareholders’ Meeting.   No provisions have been made for voting by correspondence or by using electronic means.   Voting proxies and Company-Designated Proxy Holder Pursuant to the Decree, attendance in the Shareholders’ Meeting by those who have the right to vote is allowed exclusively through the Company-Designated Proxy Holder. Those who have the right to vote will therefore necessarily have to grant a proxy and voting instructions to Computershare S.p.A., with registered office in Milan and offices in Via Nizza, 262/73 in Turin, the Representative designed for this purpose by the Company pursuant to Article 135-undecies of the TUF, in accordance with the procedures provided for by the current legislation. The proxy to the Company-Designated Proxy Holder, with voting instructions on all or some of the proposed resolutions on the items on the agenda, shall be conferred using the specific proxy form, also electronic, prepared by the Designated Proxy Holder itself in agreement with the Company, available on UniCredit website at www.unicreditgroup.eu/egm4may2026.   The proxy form with the voting instructions must be submitted, following the instructions therein, on 29 April 2026. Alternatively, the proxy may be transmitted, by 12:00 p.m. on 30 April 2026, using the specific web application prepared and managed directly by Computershare S.p.A., through which it will be possible to proceed with the guided filling in of the proxy form and voting instructions.   The web application, which can be accessed via a specific link on UniCredit website at www.unicreditgroup.eu/egm4may2026, will be made available by Computershare S.p.A. from 21 April 2026.   Within the aforementioned time limits, the proxy and the voting instructions can always be revoked using the procedures specified above. The proxy is effective only for proposals in relation to which voting instructions have been given.   ****   To the Company-Designated Proxy Holder, according to the Decree, also delegations or sub-delegations pursuant to Article 135-novies of the TUF may be conferred, with the possibility to use the delegation/sub-delegation form available on the Company website. The delegation or sub-delegation, together with the voting instructions, granted by means of a document in electronic format with a qualified electronic signature or digital signature may be notified to Computershare S.p.A. by sending an e-mail to unicredit@pecserviziotitoli.it.   Integration of the agenda, submission of new resolutions proposals on items already on the agenda The right to supplement the agenda of the Shareholders’ Meeting and/or to submit new resolution proposals on items already on the agenda may be exercised, in the cases and according to the procedures indicated in Article 126-bis of the TUF, by Shareholders who, also jointly, represent at least 0.50% of the share capital, within the term of 10 days from the publication of this notice of call. Integration of the agenda is not admissible for topics on which the Shareholders’ Meeting resolves, pursuant to law, upon the proposal of the Directors or based on plans or reports prepared by them, other than those indicated in Article 125-ter, paragraph 1 of the TUF.   The requests - together with the documentation certifying the ownership of the shareholding - must be submitted in writing or sent via registered mail with notice of receipt to UniCredit S.p.A.’s Registered Office (with the express indication: "To the attention of Group Corporate Affairs"); the requests may also be sent via certified e-mail to the address corporate.law@pec.unicredit.eu. Within the aforementioned deadline, and by using the same means, a report giving the reason for the request or the proposal must be sent to the Board of Directors by the requiring or proposing Shareholders. The legitimation of the Shareholders shall be ascertained based on the notice given by the intermediary according to Article 43 of the Bank of Italy-Consob Resolution dated 13 August 2018 (Regulation of central counterparties, central securities depositories and centralized management).   Additions to the agenda and further resolution proposals on items already on the agenda will be subject to public notice, in the same ways established for the publication of the notice of call, by 19 April 2026. At the same time the submitted reports drawn up by those requiring additions and/or further resolution proposals will be made available to the public, together with any view of the Board of Directors.   Individual resolution proposals   It should be noted that the right provided for in Article 126-bis, paragraph 1, of the TUF ("Any person who has the right to vote can individually submit resolution proposals at the shareholders’ meeting") may be exercised in the following manner and timing: -      Shareholders entitled to attend the Shareholders’ Meeting may submit proposals on the items on the agenda, by sending them by registered letter with return receipt to the Company’s Registered Office (with the express indication: "To the attention of Group Corporate Affairs") or by email to corporate.law@pec.unicredit.eu, indicating their identification and contact details; -      the proposals must contain the text of the resolution to be submitted to the Shareholders’ Meeting and must be received by UniCredit by 19 April 2026, to enable the Company to make them public and to integrate the proxy forms with the relevant voting instructions in time to allow those entitled to vote to make an informed decision on such proposals.   The entitlement to submit proposals must be certified by means of the communication pursuant to Article 83-sexies of the TUF issued by the intermediary for the purpose of attending and voting at the Shareholders’ Meeting and must be received by UniCredit by 22 April 2026.   UniCredit will publish the proposals received on its website by 21 April 2026., after verifying their relevance to the items on the agenda, as well as their correctness and completeness with respect to the applicable regulations.   Proposals for which the entitlement of the person making the proposal is not certified shall be considered as not submitted, with their consequent deletion from the Company’s website.   ****   Should the agenda be integrated or new proposed resolutions be submitted, the proxy forms referred to in the preceding paragraph will be updated as necessary.   Questions on the items on the agenda before the Shareholders’ Meeting As provided in Article 127-ter of the TUF, those entitled to vote may submit questions pertaining to the items on the agenda prior to the Shareholders’ Meeting by sending them: -    by e-mail to corporate.law@pec.unicredit.eu or -    by registered letter with notice of receipt to the Company’s Registered Office (with the express indication: “To the attention of Group Corporate Affairs”), with their identification and contact details.   The entitlement of those asking questions shall be ascertained based on the notice given by the intermediary according to Article 43 of the Bank of Italy-Consob Resolution dated 13 August 2018, or by means of the communication pursuant to Article 83-sexies of the TUF to allow attendance at the Shareholders’ Meeting. Those interested are invited to send the Company, together with their questions, a copy of the documentation proving their entitlement.   The questions must be received by 22 April 2026.   Questions that will result to be pertinent to the items on the agenda, will be given an answer by 28 April 2026 on the Company website (www.unicreditgroup.eu/egm4may2026). The Company will not answer questions that do not comply with the above modalities, due dates and conditions.   Documents for the Shareholders’ Meeting The documentation relating to the item on the agenda - including the explanatory report of the Board of Directors and the related proposed resolution, as well as the information document prepared pursuant to Article 70 of the Issuers’ Regulation regarding the delegation to the Board of Directors for the share capital increase – has been made available to the public concurrently with the publication of this notice of meeting, according to the terms provided for by the rules of law and regulations, at the Company’s Registered Office, on the website of the authorized storage mechanism “eMarket STORAGE” managed by Teleborsa S.r.l. (www.emarketstorage.it/en) as well as on the UniCredit website (www.unicreditgroup.eu/egm4may2026).   In accordance with the current provisions, the Shareholders may obtain a copy of the documents deposited at the Registered Office at their own expense.   Information concerning the share capital and the shares with voting rights As of the date of publication of this notice, the fully paid-up share capital of UniCredit S.p.A. is equal to Euro 21,509,089,303 and is divided into a total of 1,507,953,015 shares with no nominal value. Each share gives the right to one vote.   Website and Company addresses Any reference made in this document to the Company or to UniCredit website is to be understood as a reference, also pursuant to the provisions of Article 125-quater of the TUF, to the following address: www.unicreditgroup.eu/egm4may2026 The address of UniCredit S.p.A.’s Registered Office is Piazza Gae Aulenti no. 3, Tower A - 20154 Milan.   ****   An excerpt of this notice is published in the daily newspapers “Il Sole 24 Ore”, “Handelsblatt” and “Financial Times” (European edition). Milan, 2 April 2026   THE CHAIRMAN OF THE BOARD OF DIRECTORS Pietro Carlo Padoan   Financial instruments cannot be offered or sold in the United States unless they have been registered pursuant to the U.S. Securities Act of 1933, or are exempt from registration. Financial instruments referred to in this document, including those offered in the context of the transaction described herein, will not be registered pursuant to the U.S. Securities Act, and UniCredit does not intend to carry out a public offer of such financial instruments in the United States.   For further information on the procedures and conditions for attending the Shareholders’ Meeting, for supplementing the agenda and for submitting pre-meeting questions, Shareholders - in addition to referring to the laws in force and to the indications on UniCredit’s website - may call the TOLL-FREE NUMBER 800.307.307, operating, on weekdays, from 8:30 a.m. to 1:00 p.m. and from 2:00 p.m. to 5:00 p.m.   For specific information on granting proxies to the Company-Designated Proxy Holder, the Shareholders may directly contact Computershare S.p.A. at the telephone number +390110923200 operating on the same days and at the same times.   Please note that Shareholders holding an equity deposit and enabled to operate in the UniCredit S.p.A. Internet Banking can request tickets to attend the Shareholders’ Meeting also through this application, it being understood that participation may take place exclusively through the Company-Designated Proxy Holder pursuant to Article 135-undecies of Legislative Decree No. 58/98.   * * * The content of this document has a merely informative and provisional nature and is not to be construed as providing investment advice. The statements contained herein have not been independently verified. No representation or warranty, either express or implied, is made as to, and no reliance should be placed on, the fairness, accuracy, completeness, correctness or reliability of the information contained herein. Neither UniCredit nor any of its representatives shall accept any liability whatsoever (whether in negligence or otherwise) arising in any way in relation to such information or in relation to any loss arising from its use or otherwise arising in connection with this document. By accessing these materials, you agree to be bound by the foregoing limitations. This press release is neither an offer to sell or purchase nor a solicitation of an offer to sell or purchase Commerzbank shares. The definite terms and conditions of the offer, as well as further provisions concerning the offer, will be published in the offer document once its publication has been approved by the German Federal Financial Supervisory Authority (Bundesanstalt für Finanzdienstleistungsaufsicht). Investors and holders of Commerzbank Shares are strongly advised to read the offer document and all other documents regarding the offer as soon as they are published, as they will contain important information. Subject to the exceptions described in the offer document and any exceptions granted by the relevant regulatory authorities, an offer is not being made directly or indirectly, in or into those jurisdictions where to do so would constitute a violation pursuant to the laws of such jurisdiction. The offer will exclusively be subject to the laws of the Federal Republic of Germany. Any agreement that is entered into as a result of accepting the offer will be exclusively governed by the laws of the Federal Republic of Germany and is to be interpreted in accordance with such laws. For Commerzbank shareholders whose place of residence, incorporation or place of habitual abode is outside of the Federal Republic of Germany, it may be difficult to enforce rights and claims arising outside of the laws of their country of residency, incorporation or place of habitual abode, since Commerzbank is incorporated in the Federal Republic of Ger-many and some or all of its officers and directors may be residents of a country other than the country of residency, incorporation or place of habitual abode of the respective shareholders. It may not be possible for such Commerzbank shareholders to sue a foreign company or its officers or directors for violations of the laws of their country of residency, incorporation or place of habitual abode in a court in their country of residency, incorporation or place of habitual abode. Further, it may be difficult to compel a foreign company and its affiliates to subject themselves to a judgment of a court of their country of residency, incorporation or place of habitual abode.   Notice to Commerzbank shareholders in the United States The offer will exclusively be subject to the laws of the Federal Republic of Germany which differ from the disclosure, procedural, and filing requirements of the US tender offer rules under the US Securities Exchange Act of 1934, as amended (the Exchange Act) for tender offers for the securities of domestic US companies. The Offer will be made in compliance with applicable US laws and regulations, including Section 14(e) and Regulation 14E under the Exchange Act. The new ordinary shares in UniCredit offered as consideration for the tendered Commerzbank shares will not be registered under the US Securities Act of 1933, as amended (the Securities Act), and such shares in UniCredit may not be offered, sold or delivered within or into the United States, except pursuant to an applicable exemption of, or in a transaction not subject to, the Securities Act. Neither the offer nor this press release have been approved or disapproved by the US Securities and Exchange Commission, any state securities commission in the United States or any other US regulatory authority, nor have such authorities approved or disapproved or passed judgement upon the fairness or the merits of the offer, or determined if the information contained in this press release is adequate, accurate or complete. Any representation to the contrary is a criminal offense in the United States.   Forward-looking Statements This press release contains certain forward-looking statements. These statements do not represent facts and are characterized by words such as “expect”, “believe”, “estimate”, “intend”, “aim”, “assume” or similar words. Such statements express our intentions, opinions or current expectations, with respect to possible future events, e.g. regarding possible consequences of the offer for Commerzbank and the Commerzbank shareholders or for future financial results of Commerzbank. Such forward looking statements are based on the current plans, estimates and forecasts, which we have made to the best of our knowledge, but do not purport to be correct in the future. Forward-looking statements are subject to risks and uncertainties that are difficult to predict and generally cannot be influenced by us. The forward-looking statements contained in this press release could turn out to be incorrect and future events and developments could considerably deviate from the forward-looking statements contained in this press release. UniCredit is providing the information in this press release as of this date and does not undertake any obligation to update any forward-looking statements contained in this press release as a result of new information, future events or otherwise.   * * *   Contacts:   Media Relations e-mail: MediaRelations@unicredit.eu   Investor Relations e-mail: InvestorRelations@unicredit.eu    
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UniCredit Board of Directors convenes Extraordinary General Meeting

PRESS RELEASE
02 April 2026 PRICE SENSITIVE
  NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH JURISDICTION.     UniCredit Board of Directors convenes Extraordinary General Meeting     Milan, 2 April 2026 - With reference to the voluntary public takeover offer announced on 16 March 2026 to acquire all shares in Commerzbank AG (the “Offer”), the Board of Directors of UniCredit S.p.A. has today resolved to convene, in a single call, the extraordinary shareholders’ meeting on 4 May 2026, to resolve upon the proposals:   (i)                to grant the Board of Directors, pursuant to Article 2443 of the Italian Civil Code, with the power, to be exercised within 31 December 2027, to increase the share capital, in one or more tranches and in a divisible form, without pre-emption right pursuant to Article 2441, paragraph 4, first sentence, of the Italian Civil Code, by issuing maximum no. 470,000,000 ordinary shares, with ordinary rights and the same characteristics as the shares already outstanding on the issue date, whose issuance price shall be determined by the Board of Directors pursuant to applicable laws, to be paid up by way of contribution in kind since it is functional to the Offer (the “Share Capital Increase Reserved to the Offer”); (ii)              to amend consequently the By-laws to provide the powers of the Board of Directors to execute the Share Capital Increase Reserved to the Offer pursuant to Article 2443 of the Italian Civil Code, through the integration of art. 6 of the by-laws.   The notice of call and the relevant documentation for the extraordinary shareholders’ meeting will be published with the timing and modalities required by the applicable regulations.     * * *   The content of this document has a merely informative and provisional nature and is not to be construed as providing investment advice. The statements contained herein have not been independently verified. No representation or warranty, either express or implied, is made as to, and no reliance should be placed on, the fairness, accuracy, completeness, correctness or reliability of the information contained herein. Neither UniCredit nor any of its representatives shall accept any liability whatsoever (whether in negligence or otherwise) arising in any way in relation to such information or in relation to any loss arising from its use or otherwise arising in connection with this document. By accessing these materials, you agree to be bound by the foregoing limitations. This press release is neither an offer to sell or purchase nor a solicitation of an offer to sell or purchase Commerzbank shares. The definite terms and conditions of the offer, as well as further provisions concerning the offer, will be published in the offer document once its publication has been approved by the German Federal Financial Supervisory Authority (Bundesanstalt für Finanzdienstleistungsaufsicht). Investors and holders of Commerzbank Shares are strongly advised to read the offer document and all other documents regarding the offer as soon as they are published, as they will contain important information. Subject to the exceptions described in the offer document and any exceptions granted by the relevant regulatory authorities, an offer is not being made directly or indirectly, in or into those jurisdictions where to do so would constitute a violation pursuant to the laws of such jurisdiction. The offer will exclusively be subject to the laws of the Federal Republic of Germany. Any agreement that is entered into as a result of accepting the offer will be exclusively governed by the laws of the Federal Republic of Germany and is to be interpreted in accordance with such laws. For Commerzbank shareholders whose place of residence, incorporation or place of habitual abode is outside of the Federal Republic of Germany, it may be difficult to enforce rights and claims arising outside of the laws of their country of residency, incorporation or place of habitual abode, since Commerzbank is incorporated in the Federal Republic of Ger-many and some or all of its officers and directors may be residents of a country other than the country of residency, incorporation or place of habitual abode of the respective shareholders. It may not be possible for such Commerzbank shareholders to sue a foreign company or its officers or directors for violations of the laws of their country of residency, incorporation or place of habitual abode in a court in their country of residency, incorporation or place of habitual abode. Further, it may be difficult to compel a foreign company and its affiliates to subject themselves to a judgment of a court of their country of residency, incorporation or place of habitual abode.   Notice to Commerzbank shareholders in the United States The offer will exclusively be subject to the laws of the Federal Republic of Germany which differ from the disclosure, procedural, and filing requirements of the US tender offer rules under the US Securities Exchange Act of 1934, as amended (the Exchange Act) for tender offers for the securities of domestic US companies. The Offer will be made in compliance with applicable US laws and regulations, including Section 14(e) and Regulation 14E under the Exchange Act. The new ordinary shares in UniCredit offered as consideration for the tendered Commerzbank shares will not be registered under the US Securities Act of 1933, as amended (the Securities Act), and such shares in UniCredit may not be offered, sold or delivered within or into the United States, except pursuant to an applicable exemption of, or in a transaction not subject to, the Securities Act. Neither the offer nor this press release have been approved or disapproved by the US Securities and Exchange Commission, any state securities commission in the United States or any other US regulatory authority, nor have such authorities approved or disapproved or passed judgement upon the fairness or the merits of the offer, or determined if the information contained in this press release is adequate, accurate or complete. Any representation to the contrary is a criminal offense in the United States.   Forward-looking Statements This press release contains certain forward-looking statements. These statements do not represent facts and are characterized by words such as “expect”, “believe”, “estimate”, “intend”, “aim”, “assume” or similar words. Such statements express our intentions, opinions or current expectations, with respect to possible future events, e.g. regarding possible consequences of the offer for Commerzbank and the Commerzbank shareholders or for future financial results of Commerzbank. Such forward looking statements are based on the current plans, estimates and forecasts, which we have made to the best of our knowledge, but do not purport to be correct in the future. Forward-looking statements are subject to risks and uncertainties that are difficult to predict and generally cannot be influenced by us. The forward-looking statements contained in this press release could turn out to be incorrect and future events and developments could considerably deviate from the forward-looking statements contained in this press release. UniCredit is providing the information in this press release as of this date and does not undertake any obligation to update any forward-looking statements contained in this press release as a result of new information, future events or otherwise.   * * *   Contacts:  Media Relations e-mail: MediaRelations@unicredit.eu Investor Relations  e-mail: InvestorRelations@unicredit.eu      
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UniCredit supports the Louis Vuitton 38th America’s Cup as Global Partner and Global Banking Partner

PRESS RELEASE
02 April 2026
  A partnership built on shared commitments to innovation, sustainability and inclusion and driving impact beyond the competition     Milan, 02 April 2026 - Following the success of the Louis Vuitton 37th America’s Cup in Barcelona in 2024, UniCredit will support the Louis Vuitton 38th America’s Cup in Naples as Global Partner and Global Banking Partner, reinforcing its long-term commitment to the competition and complex, high-profile international projects.   The partnership between UniCredit and the America’s Cup is built on shared values, with a clear focus on innovation, sustainability, and inclusion, while also providing a concrete framework in which financial expertise, execution capability and multi-stakeholder coordination are central to delivery.   In previous editions, the America’s Cup has combined sporting excellence with initiatives supporting the Blue Economy, community development and alignment with the sustainability objectives defined by World Sailing under the United Nations 2030 Agenda.   The event has also acted as a testing ground for technological innovation, including the progressive adoption of low environmental impact solutions, experimentation with zero-emission sailing platforms, and the application of advanced technologies.   As part of the current Protocol that governs the Louis Vuitton 38th America’s Cup, the program also includes the continued usage of a dedicated hydrogen-powered vessel, underlining the growing relevance of alternative energy solutions and sustainable finance within capital-intensive projects.   The America’s Cup is the world’s oldest international sporting contest as well as being one of the most widely followed international sporting events, with a global audience reaching hundreds of millions of viewers in recent editions.   Europe continues to have a strong and growing presence of teams, including across Youth and Women’s America’s Cup regattas. Within this context, UniCredit’s role as a global partner reflects the pan-European scale of the Group, its strong positioning across multiple countries, and its extensive international client base.   The partnership is consistent with UniCredit’s solid operating performance and sustained growth in recent years, and with its ability to support complex projects across jurisdictions and sectors. The framework leading up to 2027 includes a series of initiatives requiring close coordination between public and private stakeholders at local and national level, alongside increasingly sophisticated financial, technical, and organisational requirements—areas in which execution reliability and long-term financial sustainability are critical.   Andrea Orcel, Group CEO at UniCredit, said: “The America’s Cup is a competition with a unique history and prestige, and a true benchmark for excellence, teamwork and innovation. We are especially proud to play our part in bringing this event to Italy for the first time – a country that is the beating heart of our bank’s progress and the future we are building. Once again, we are pleased to partner with an event that embodies our purpose and provides a platform to deliver meaningful, sustainable impact well beyond the competition. This is a historic first for Italy and an opportunity that we are committed to championing for the communities we serve”.   Grant Dalton, Chairman of the America's Cup Partnership Board said: “What is going to be key to the future of the America’s Cup is working with great partners for the long-term and to build sustainable commercial futures together. In UniCredit we deeply value their long-term perspective as well as their shorter-term dynamism and it’s a great ratification of the new America’s Cup Partnership to have UniCredit come onboard for the Louis Vuitton 38th America’s Cup in Naples. Their support in Barcelona, particularly with the Youth America’s Cup was sensational and it’s a relationship built on similar shared values, principles and ethics. We welcome UniCredit once again and very much look forward to working with them during the transformation of Naples – one of the truly great sailing venues in the world”.       Enquiries:  UniCredit MediaRelations@unicredit.eu
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UniCredit above MREL requirements set by Resolution Authorities

PRESS RELEASE
01 April 2026 PRICE SENSITIVE
  Following the Single Resolution Board (SRB) decision and the communication received by Banca d'Italia, the Minimum Requirements for Own Funds and Eligible Liabilities (MREL) applicable to UniCredit SpA on a consolidated basis are:   22.67 percent of Risk-Weighted Assets (RWA) plus the applicable Combined Buffer Requirement (CBR)1 6.00 percent of Leverage Ratio Exposure (LRE)   The MREL subordinated component - which already embeds the "senior allowance" benefit granted by the Resolution Authorities - is equal to:   14.36 percent of RWA plus the applicable CBR 6.00 percent of LRE   As of YE25, UniCredit is well above these requirements, with MREL eligible liabilities equal to:   30.6 percent of RWA 10.0 percent of LRE   Same date, the MREL subordinated eligible liabilities are equal to:   22.7 percent of RWA 7.4 percent of LRE     Milan, 1 April 2026     Contacts: Media Relations e-mail: MediaRelations@unicredit.eu Investor Relations e-mail: InvestorRelations@unicredit.eu     1Equal to 4.87% as of  YE25
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Shareholders' Meeting

PRESS RELEASE
31 March 2026
  Today UniCredit S.p.A. Ordinary and Extraordinary Shareholders' Meeting was held in Milan and approved the following resolutions.     Ordinary part     Approval of the 2025 Financial Statements The Shareholders' Meeting has approved, with 98.65 per cent of the share capital present and entitled to vote, the Financial Statements of UniCredit S.p.A as at 31 December 2025, along with the Reports of the Board of Directors, the External Auditors and the Audit Committee.   Allocation of the net profit of the year 2025 The Shareholders’ Meeting, in reference to the decisions taken upon approval of the 2025 Financial Statements of UniCredit S.p.A., and on the basis of the result for the year 2025 of €8,120,638,933.98, resolved, with 99.97per cent of the share capital present and entitled to vote, to allocate the net profit as follows: - to cover the interim dividend paid on 26 November 2025, for a total amount of €2,171,674,000.00; - to the Shareholders’ distribution a dividend equal to €1.7208 for each outstanding share and entitled to dividend at payment date, for a maximum amount of €2,578,326,000.00; - to social, charity and cultural initiatives in favor of UniCredit Foundation an amount of €35,000,000.00; - to the Reserve for social, charity and cultural initiatives aimed at the social and labour inclusion of young people, the promotion of education, the support for communities most impacted by the energy transition and fostering innovation as a driver of sustainable development and societal progress, an amount of €2,500,000.00; - to the Reserve related to the medium-term incentive program for Group Staff for an amount of €55,000,000.00; - to the Statutory Reserve the remaining amount.     Notice of dividend payment The Dividend will be paid, in accordance with the applicable laws and regulations, on 22 April 2026 with the "ex-dividend date" (coupon n° 12) on 20 April 2026, through the Intermediaries participating in the Monte Titoli centralized settlement service. Pursuant to art. 83-terdecies of Legislative Decree n. 58/1998, the shareholders entitled to receive the dividend will be those with evidenced ownership at the end of the accounting day of 21 April 2026 (record date).   Elimination of negative reserves for the components not subject to change by means of their definitive coverage The Shareholders' Meeting approved, with 99.98 per cent of the share capital present and entitled to vote, the coverage of the negative reserves for a total of €815,956,941.55 through use of the Statutory Reserve for i) €309,289,294.00 with reference to the tax step-up of the “extra profits” reserve pursuant to Law no. 136/2023, ii) €297,037,675.63 with reference to the coupon payments in 2025 related to Additional Tier 1 capital instruments and - the early repayment of the Additional Tier 1 instrument issued in 2017, iii) €205,688,008.37 with reference to the payments in 2024 related to the usufruct contract connected to the “Cashes” financial instruments and iv) €3,941,963.55 with reference to the payments under the Employee Stock Ownership Plan approved up to 2017.   Authorisation to purchase treasury shares aimed at remunerating the shareholders. Consequent and inherent resolutions  The Shareholders' Meeting, with 99.63 per cent of the share capital present and entitled to vote, authorised the Board of Directors, pursuant to Article 2357 of the Italian Civil Code and Article 132 of Legislative Decree 58/1998 (“Italian Consolidated Financial Act”) and the relevant implementing regulations, including the Regulations adopted by Consob Resolution No. 11971 of May 14, 1999, as amended (the “Issuers' Regulations”), to make purchases, even in more transactions, for a maximum number of shares of the Company equal to 100,000,000, subject to authorisation by the European Central Bank (“ECB”). The purchases of UniCredit shares may be carried out and therefore completed within the earliest of: (a) the term of 18 (eighteen) months from the date of this shareholder’s meeting resolution; and (b) the date of the shareholders’ meeting which will be called to approve the financial statements for the year ending on 31 December 2026. The purchases of UniCredit shares must be carried at a price that will be determined on a case-by-case basis, in compliance with Italian and European Union rules, also with regulatory requirements, in force from time to time, it being understood that the purchase price cannot diverge downwards or upwards by more than 10% from the official price registered by the UniCredit share in the trading session of Euronext Milan, organized and managed by Borsa Italiana S.p.A., on the day prior to the execution of each individual purchase transaction. The authorisation of treasury shares is part of the initiatives outlined by the Company functional to implement its shareholders’ remuneration policies.   2026 Group Remuneration Policy The Shareholders’ Meeting approved, with 93.42 per cent of the share capital present and entitled to vote, the 2026 Group Remuneration Policy which defines the principles and standards which UniCredit applies in designing, implementing and monitoring the Group compensation practices, plans and systems.   Remuneration Report The Shareholders’ Meeting approved, with 64.50 per cent of the share capital present and entitled to vote, the Remuneration Report which provides Group compensation-related detailed information on the remuneration policies, practices and outcomes.   2026 Group Incentive System The Shareholders’ Meeting approved, with 96.38 per cent of the share capital present and entitled to vote, the adoption of the 2026 Group Incentive System which, as required by national and international Authorities, provides for the allocation of an incentive in cash and/or UniCredit ordinary shares to be granted, subject to the achievement of specific performance conditions over a multi-year period to a selected group of UniCredit Group employees.     Extraordinary part     Delegation to the Board of Directors to carry out a free capital increase by a maximum of 247 UniCredit ordinary shares to service the 2020 Group Incentive System and consequent integration of clause 6 of the Articles of Association The Shareholders’ Meeting, with 99.73 per cent of the share capital present and entitled to vote, gave the Board of Directors, according to Section 2443 of the Italian Civil Code, approving the consequent amendments to the UniCredit Articles of Association, the authority to resolve – in 2027 – to carry out a free capital increase, as allowed by Section 2349 of the Italian Civil Code, through the issuance of maximum of 247 ordinary shares, to be assigned to the beneficiaries of the 2020 Group Incentive System.   Delegation to the Board of Directors to carry out a free capital increase by a maximum of 650,000 UniCredit ordinary shares to service the 2021 Group Incentive System and other forms of variable compensation and consequent integration of clause 6 of the Articles of Association The Shareholders’ Meeting, with 99.73 per cent of the share capital present and entitled to vote, gave the Board of Directors, according to Section 2443 of the Italian Civil Code, approving the consequent amendments to the UniCredit Articles of Association, the authority to resolve – in one or more occasions in 2027 – to carry out a free capital increase, as allowed by Section 2349 of the Italian Civil Code, through the issuance of maximum of 650,000 ordinary shares, to be assigned to the beneficiaries of the 2021 Group Incentive System and for other forms of variable remuneration.   Delegation to the Board of Directors to carry out a free capital increase by a maximum of 1,750,000 UniCredit ordinary shares to service the 2022 Group Incentive System and other forms of variable compensation and consequent integration of clause 6 of the Articles of Association The Shareholders’ Meeting, with 78.20 per cent of the share capital present and entitled to vote, gave the Board of Directors, according to Section 2443 of the Italian Civil Code, approving the consequent amendments to the UniCredit Articles of Association, the authority to resolve – in one or more occasions in 2027 – to carry out a free capital increase, as allowed by Section 2349 of the Italian Civil Code, through the issuance of maximum of 1,750,000 ordinary shares, to be assigned to the beneficiaries of the 2022 Group Incentive System and for other forms of variable remuneration.   Delegation to the Board of Directors to carry out a free capital increase by a maximum of 750,000 UniCredit ordinary shares to service the 2023 Group Incentive System and other forms of variable compensation and consequent integration of clause 6 of the Articles of Association The Shareholders’ Meeting, with 99.73 per cent of the share capital present and entitled to vote, gave the Board of Directors, according to Section 2443 of the Italian Civil Code, approving the consequent amendments to the UniCredit Articles of Association, the authority to resolve – in one or more occasions in 2027 – to carry out a free capital increase, as allowed by Section 2349 of the Italian Civil Code, through the issuance of maximum of 750,000 ordinary shares, to be assigned to the beneficiaries of the 2023 Group Incentive System and for other forms of variable remuneration.   Delegation to the Board of Directors to carry out a free capital increase by a maximum of 450,000 UniCredit ordinary shares to service the 2024 Group Incentive System and other forms of variable compensation and consequent integration of clause 6 of the Articles of Association The Shareholders’ Meeting, with 99.72 per cent of the share capital present and entitled to vote, gave the Board of Directors, according to Section 2443 of the Italian Civil Code, approving the consequent amendments to the UniCredit Articles of Association, the authority to resolve – in one or more occasions in 2027 – to carry out a free capital increase, as allowed by Section 2349 of the Italian Civil Code, through the issuance of maximum of 450,000 ordinary shares, to be assigned to the beneficiaries of the 2024 Group Incentive System and for other forms of variable remuneration.   Delegation to the Board of Directors to carry out a free capital increase by a maximum of 1,650,000 UniCredit ordinary shares to service the 2025 Group Incentive System and any other forms of remuneration and consequent integration of clause 6 of the Articles of Association The Shareholders’ Meeting, with 99.56 per cent of the share capital present and entitled to vote, gave the Board of Directors, according to Section 2443 of the Italian Civil Code, approving the consequent amendments to the UniCredit Articles of Association, the authority to resolve – in one or more occasions in 2027 – to carry out a free capital increase, as allowed by Section 2349 of the Italian Civil Code, through the issuance of maximum of 1,650,000 ordinary shares, to be assigned to the beneficiaries of the 2025 Group Incentive System and for any other forms of remuneration.   Delegation to the Board of Directors to carry out a free capital increase by a maximum of 550,000 UniCredit ordinary shares to service the 2020-2023 LTI Plan and consequent integration of clause 6 of the Articles of Association The Shareholders’ Meeting, with 99.73 per cent of the share capital present and entitled to vote, gave the Board of Directors, according to Section 2443 of the Italian Civil Code, approving the consequent amendments to the UniCredit Articles of Association, the authority to resolve – in one or more occasions in 2027 – to carry out a free capital increase, as allowed by Section 2349 of the Italian Civil Code, through the issuance of maximum of 550,000 ordinary shares, to be assigned to the beneficiaries of the 2020-2023 LTI Plan.   Cancellation of treasury shares with no reduction of share capital; consequent amendment of Article 5 of the Articles of Association. Related and consequent resolutions The Shareholders' Meeting approved, with 99.88 per cent of the share capital present and entitled to vote, the cancellation of all UniCredit shares that may be purchased on the basis of today’s authorization granted by the Shareholders' Meeting in ordinary session referred to in item n. 4 of the agenda to the Board of Directors for the purchase of UniCredit shares, up to a maximum total of no more than 100,000,000 shares. The aforementioned cancellation will have no effect on the Company's shareholders' equity, without prejudice to the amount of the share capital, with a consequent automatic increase in the "implicit accounting parity" of the shares issued by the Company. The Shareholders' Meeting also approved the amendments to Article 5 of the Articles of Association necessary for the implementation of this resolution. For a complete view of the voting outcome, please refer to the "Summary report of the votes" which will be published within the terms of the law on the Company's website. It should also be noted that the minutes of the meeting will be published on the Company's website as well as on the website of the authorised storage mechanism "eMarket STORAGE" managed by Teleborsa S.r.l. (www.emarketstorage.it/en) and will be made available to shareholders at the Company's registered office in Milan in accordance with the terms provided for by current legislation.     Milan, 31 March 2026     Enquiries:           Media Relations e-mail: mediarelations@unicredit.eu Investor Relations e-mail: investorrelations@unicredit.eu  
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