Milan, 24 July 2025 - UniCredit S.p.A. (the "Company" or "UniCredit") announces, as per the authorisation granted by the Shareholders' Meeting held on 27 March 2025, that it has defined the measures for the execution of the SBB 2024 residual amount - equal to Euro 3,574,462,000 - of the total share buy-back to be paid out for the financial year 2024 ("SBB 2024 Residual").
As disclosed on 9 May 2025, the SBB 2024 Residual has been entirely authorised by the ECB and will be executed in two tranches during 2025.
The first tranche of the SBB 2024 Residual will be for a maximum of Euro 1,800,000,000 and for a number of UniCredit shares not exceeding 110,000,000 (the "First Tranche of the SBB 2024 Residual").
For the purpose of executing the First Tranche of the SBB 2024 Residual, UniCredit engaged BNP Paribas SA as qualified third-party broker (the "Broker"), which will decide on the stock purchases in full independence, also in relation to the timing of the transactions and in compliance with the daily price and volume limits and the terms of the programme (so-called "riskless principal" or "matched principal").
The First Tranche of the SBB 2024 Residual has the following features:
· purposes and procedures according to which the purchases may be made: the First Tranche of the SBB 2024 Residual will be implemented for the purposes set forth in Article 5, paragraph 2, letter a) of Regulation (EU) 596/2014 (the "MAR") and the individual purchases shall be made in compliance with Article 132 of the Italian Consolidated Financial Act, Article 144-bis of CONSOB Regulation no. 11971/99, as well as in compliance with Article 5 of the MAR and Delegated Regulation (EU) 2016/1052;
· maximum amount in cash allocated to the First Tranche of the SBB 2024 Residual and maximum number of shares to be purchased: the purchases will be made, also partially and in one or more transactions, for a total expenditure up to Euro 1,800,000,000 and, in any case, not exceeding no. 110,000,000 UniCredit shares (the latter equal to approximately 7% of UniCredit share capital at the date of this press release);
· duration of the First Tranche of the SBB 2024 Residual: the purchases will start on 25 July 2025 and, pursuant to the mandate granted to the Broker, it is envisaged that the purchases may be completed indicatively by October 2025;
· minimum and maximum price: the purchases must be made in accordance with the limits set out by Delegated Regulation (EU) 2016/1052, it being understood that the purchase price cannot diverge downwards or upwards by more than 10% from the official price that will be registered by the UniCredit share in the trading session of Euronext Milan, organised and managed by Borsa Italiana S.p.A., on the day prior to the execution of each individual purchase transaction;
· exchange: the purchases will be made on Euronext Milan, organised and managed by Borsa Italiana S.p.A..
The transactions completed will be disclosed to the market in accordance with the terms and conditions set out in the laws and regulations in force.
Any subsequent changes to the First Tranche of the SBB 2024 Residual will be promptly disclosed to the public in the manners and terms provided for by the laws and regulations in force.
The UniCredit shares that will be acquired as part of the First Tranche of the SBB 2024 Residual will be cancelled in execution of the resolution of the abovementioned Shareholders' Meeting.
For further details, please refer to the Directors' Report to the Shareholders' Meeting of 27 March 2025, available on the Company's website (www.unicreditgroup.eu/agm27march2025) and on the website of the authorized storage mechanism "eMarket STORAGE" managed by Teleborsa S.r.l. (www.emarketstorage.it/en).
Contacts:
Media Relations e-mail: MediaRelations@unicredit.eu
Investor Relations e-mail: InvestorRelations@unicredit.eu