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Publication of a decision pursuant to the German Securities Acquisition and Takeover Act

 

 

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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Documentation about merger of UniCredit SA/NV into UniCredit S.p.A.

PRESS RELEASE
04 June 2026
  With regard to the common draft terms relating to the cross-border merger by absorption (the “Cross-Border Merger”) of UniCredit SA/NV (formerly Aion Bank SA/NV) (“UCBe”) into UniCredit S.p.A. (“UniCredit”) as approved by the Board of Directors of the latter on 23 February 2026, please be informed that as of today the following documents have been made available to the public at the registered office of UniCredit, pursuant to Article 70, paragraph 7, letter a) of CONSOB Regulation No. 11971/99 (the “Issuers’ Regulation”) and Article 23 of Legislative Decree No. 19/2023:   the common draft terms of the Cross-Border Merger approved by the Board of Directors of UniCredit on 23 February 2026 and by the Board of Directors of UCBe on 26 February 2026; the explanatory report of the board of Directors of UniCredit concerning the Cross-Border Merger addressed to the employees (the “Explanatory Report”). In accordance with the provisions of Article 23 of Legislative Decree No. 19/2023, the Explanatory Report has been duly transmitted to the employees’ representatives by means of specific communication. The same documents have also been published on UniCredit’s corporate website (Governance / Corporate Transactions section), as well as on the authorized storage mechanism “eMarket STORAGE” managed by Teleborsa S.r.l. (www.emarketstorage.it/en).   The completion of the transaction is subject to obtaining the necessary approvals, including from the European Central Bank (ECB).     Milan, 4 June 2026   Enquiries:  Media Relations e-mail: MediaRelations@unicredit.eu Investor Relations  e-mail: InvestorRelations@unicredit.eu
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Minutes of the Extraordinary Shareholders’ Meeting of 4 May 2026 and Amendments to the Articles of Association

PRESS RELEASE
29 May 2026
  The minutes of the Extraordinary Shareholders’ Meeting held on 4 May 2026 and the amended text of the Articles of Association (Article 6), registered in the Milan-Monza-Brianza-Lodi Trade and Companies Register on 29 May 2026, are available on the Company’s website - respectively at www.unicreditgroup.eu/egm4may2026 and www.unicreditgroup.eu/ArticlesAssociation - as well as on the website of the authorized storage mechanism “eMarket STORAGE” managed by Teleborsa S.r.l. (www.emarketstorage.it/en). The documentation is also available to shareholders at the Company’s registered office in Milan.       Milan, 29 May 2026     Enquiries: Investor Relations e mail: investorrelations@unicredit.eu Media Relations e mail: mediarelations@unicredit.eu
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Results announcement of UniCredit S.p.A. tender offer for one series of Notes

PRESS RELEASE
21 May 2026 PRICE SENSITIVE
  NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO OR TO ANY PERSON LOCATED OR RESIDENT IN THE UNITED STATES, ITS TERRITORIES AND POSSESSIONS (INCLUDING PUERTO RICO, THE U.S. VIRGIN ISLANDS, GUAM, AMERICAN SAMOA, WAKE ISLAND AND THE NORTHERN MARIANA ISLANDS), ANY STATE OF THE UNITED STATES OR THE DISTRICT OF COLUMBIA OR IN OR INTO OR TO ANY PERSON LOCATED OR RESIDENT IN ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO DISTRIBUTE THIS DOCUMENT.     PRESS RELEASE     Results announcement of UniCredit S.p.A. tender offer for one series of Notes     Milan, 21 May 2026 – UniCredit S.p.A. (the Offeror) announces the results of the invitation to holders of its €1,250,000,000 Fixed Rate Resettable Tier 2 Subordinated Callable Notes due 15 January 2032 (ISIN: XS2101558307) (the Notes) issued by the Offeror, to tender any and all of their Notes for purchase by the Offeror for cash (the Offer).   The Offer was launched on 12 May 2026 and was made on the terms and subject to the conditions set out in the tender offer memorandum dated 12 May 2026 (the Tender Offer Memorandum). Capitalized terms used in this announcement but not defined have the meanings given to them in the Tender Offer Memorandum, which is available, subject to eligibility and registration on the offer website (the Offer Website): https://deals.is.kroll.com/unicredit.   The Offeror hereby announces that it will accept for purchase all validly tendered Notes and that the Acceptance Amount is equal to €663,723,000. A summary of the results is set out below:    
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Fitch upgrades UniCredit SpA’s deposit rating to A+ and takes positive rating actions on UniCredit Bank GmbH

PRESS RELEASE
12 May 2026 PRICE SENSITIVE
  Fitch Ratings has upgraded UniCredit SpA’s Long-Term Deposit Rating from ‘A’ to ‘A+’ to reflect the view of increased depositor protection on the back of the new bank rating criteria adopted. Deposits are now rated three notches above the Italian sovereign.   The Long-Term Issuer Default Rating has been affirmed at ‘A-’, while outlook remains Stable.   The rating agency has also taken positive rating actions on our German subsidiary, and it now fully recognizes the structural protection provided by internal MREL instruments from the parent company.   UniCredit Bank GmbH’s Long-Term Issuer Default Rating has been upgraded from ‘A-’ to ‘A’, the Short-Term Issuer Default Rating has been upgraded from ‘F2’ to ‘F1’, while the Long-Term Deposit Rating has been upgraded from ‘A’ to ‘A+’.   For further details please refer to Fitch Ratings’ corresponding press release on the website of the rating agency: www.fitchratings.com     Milan, 12 May 2026   Contacts Media Relations: e-mail MediaRelations@unicredit.eu Investor Relations: e-mail InvestorRelations@unicredit.eu
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UniCredit successfully issued EUR 1.25 billion subordinated Tier 2 10NC5 bond

PRESS RELEASE
12 May 2026 PRICE SENSITIVE
  Today, UniCredit S.p.A. (issuer rating A3/ A-/ A-) successfully issued a Tier 2 subordinated bond with a 10-year maturity, callable after 5 years, targeted at institutional investors. The amount issued is equal to EUR 1.25 billion.   This is the first Tier 2 issuance in 2026 paying a fixed coupon of 4.231% until May 2031 and with an issue price of 100%. If the issuer does not call the bonds after 5 years, the coupon for the subsequent period until maturity will be reset based on the applicable 5-year swap rate, plus the initial spread.   Given the strong market feedback and the sizeable order book, the guidance which was initially set at 160 bps area over mid-swap, was revised downwards and set at 130 bps.   The transaction had very strong demand from more than 150 institutional investors, with an orderbook of over EUR 2.9 billion. The final allocation has been mainly in favor of funds (79%), with the following geographical distribution: France (29%), UK (24%) and Germany/Austria (14%).   UniCredit Bank GmbH acted as sole Global Coordinator and as Joint Bookrunner together with Barclays, BBVA, JP Morgan, Mediobanca, SocGen and Toronto Dominion.   The bond, documented under the issuer's Euro Medium Term Notes Program, is part of the funding plan for 2026 and will be included in UniCredit's Tier 2 regulatory capital, contributing to the Total Capital Ratio.   Considering the subordinated status, the expected ratings are as follows: Baa3 (Moody’s) / BBB- (S&P) / BBB (Fitch).   Listing will be on the Luxembourg Stock Exchange.      Milan, 12 May 2026   Contacts:  Media Relations e-mail: MediaRelations@unicredit.eu Investor Relations e-mail: InvestorRelations@unicredit.eu
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Go to Group Results Presentation
UniCredit logo on the upper part of UniCredit Tower building in Milan

Extraordinary Shareholders' Meeting
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Scuderia Ferrari Partnership