EQS-AGM: Raiffeisen Bank International AG: Resolution on the authorization to acquire and, if applicable, redeem treasury shares in accordance with section 65 para. 1 no. 8 and para. 1a and para. 1b AktG

Raiffeisen Bank International AG / AT0000606306

Raiffeisen Bank International AG / Announcement of the Results of the General Meeting
Raiffeisen Bank International AG: Resolution on the authorization to acquire and, if applicable, redeem treasury shares in accordance with section 65 para. 1 no. 8 and para. 1a and para. 1b AktG

09.04.2026 / 20:05 CET/CEST
Announcement of the Results of the General Meeting, transmitted by EQS News - a service of EQS Group.
The issuer is solely responsible for the content of this announcement.

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Publication of the resolution of the Annual General Meeting of Raiffeisen Bank International AG on April 9, 2026 on item 8 of the agenda (Resolution on the authorization to acquire and, if applicable, redeem treasury shares in accordance with section 65 para. 1 no. 8 and para. 1a and para. 1b of the Austrian Stock Corporation Act (AktG) in conjunction with the authorization of the Management Board, with the approval of the Supervisory Board, to sell treasury shares in a manner other than via the stock exchange or by means of a public offer excluding the shareholders’ subscription right).  

Publication pursuant to sec. 119 para. 9 Stock Exchange Act (BörseG) in connection with sec. 2 and sec. 3 Disclosure Regulation 2018 (Veröffentlichungsverordnung 2018)

The Annual General Meeting of Raiffeisen Bank International AG, Vienna, Company Register no. 122119 m, held on April 9, 2026, passed the following resolutions which are published pursuant to sec. 65 para. 1a Stock Corporation Act (AktG) in conjunction with sec. 119 para. 9 Stock Exchange Act (BörseG) and sec. 2 and 3 Disclosure Regulation 2018 (Veröffentlichungsverordnung 2018):

“ 1. The Management Board is authorized under the provisions of sec. 65 para. 1 no. 8 as well as para. 1a and para. 1b of the Stock Corporation Act (AktG) to acquire own shares, whereby, with the approval of the Supervisory Board, the acquisition can also be made off-exchange, excluding the proportional tender right of the shareholders. The proportion of own shares to be acquired and already acquired must not exceed 10% of the respective share capital of the Company. The duration of the authorization to acquire own shares is limited to 30 months from the date of the resolution in the General Meeting, thus until October 9, 2028.

The lowest consideration to be paid for the repurchase is EUR 3.05 per share, the highest consideration to be paid for the repurchase must not exceed 10% above the average, unweighted closing price on the stock exchange of the 10 trading days preceding the exercise of this authorization.

This authorization can be exercised in whole or in part, or also in several partial amounts and in pursuit of one or more purposes - with the exception of securities trading - by the Company, by a subsidiary (sec. 189a no. 7 of the Austrian Commercial Code (UGB)) or on their behalf by third parties.

The Management Board is authorized to reduce the share capital of the Company pursuant to sec. 65 para 1 no. 8 last sentence in connection with sec. 192 Stock Corporation Act (AktG) with the approval of the Supervisory Board by redeeming own shares without further resolution of the General Assembly, whereby the Supervisory Board is entitled to resolve on an amendment of the Company’s Articles of Association due to a redemption of own shares.

2. The Management Board is authorized, in accordance with sec. 65 para 1b of the Stock Corporation Act (AktG), with the approval of the Supervisory Board, to decide on a method of disposal for the Company's own shares other than via the stock exchange or through a public offer, partially or completely excluding the subscription right of the shareholders, and to determine the conditions of disposal. The shareholders' subscription right may only be excluded when the Company's own shares are used as consideration for a contribution in kind, in the acquisition of companies, operations, partial operations or shares in one or more companies in Austria or abroad. Furthermore, in the event that convertible bonds are issued in the future based on the resolution of the General Meeting of March 26, 2025, under item 8 of the agenda, the shareholders' subscription right may also be excluded in order to issue (own) shares to such creditors of convertible bonds who have exercised their conversion or subscription right to shares in the company granted under the terms of the convertible bonds, as well as in the case of a mandatory conversion stipulated in the terms of issue of convertible bonds, to fulfill this mandatory conversion. This authorization can be exercised in whole or in part, or also in several partial amounts and in pursuit of one or more purposes by the Company, by a subsidiary (sec. 189a no. 7 of the Austrian Commercial Code (UGB)) or on their behalf by third parties and is valid for a period of five years from the date of this resolution, thus until April 9, 2031.

3. Both, this resolution and any share buyback program or potential resale program based on it, as well as their duration, are to be published. This authorization replaces the authorization approved in the General Meeting on April 4, 2024, pursuant to sec. 65 para. 1 no. 8 of the Stock Corporation Act (AktG) and sec. 65 para. 1b AktG for the acquisition and use of own shares and also applies to the use of the Company's existing holdings of its own shares.”

The respective disclosure duties pursuant to sec. 6 and 7 of the Disclosure Regulation 2018 (Veröffentlichungsverordnung 2018) are complied with by internet publication via the website of the Company, www.rbinternational.com.

 

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09.04.2026 CET/CEST
View original content: EQS News

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Language:	English
Company:	Raiffeisen Bank International AG
	Am Stadtpark 9
	A-1030 Vienna
	Austria
Phone:	[phone]
E-mail:	[e-mail]
Internet:	https://www.rbinternational.com/en/raiffeisen.html
ISIN:	AT0000606306
WKN:	A0D9SU
Listed:	Regulated Unofficial Market in Dusseldorf, Frankfurt, Hamburg, Hanover, Munich, Stuttgart, Tradegate BSX; Luxembourg Stock Exchange, SIX, Vienna Stock Exchange (Official Market)

End of News	EQS News Service

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2298442  09.04.2026 CET/CEST