Commerzbank’s €1.2bn Dividend Bonanza and Share Price Rally Drown Out UniCredit’s Bid

Commerzbank stock hits six-month high at €36.07, above UniCredit's €34.50 offer, as shareholders back stand-alone strategy with €2.7bn capital returns and 98% AGM approval.

Shares of Commerzbank have blown past the implied value of UniCredit’s exchange offer, trading at €36.07 on Thursday – a clear premium to the Italian lender’s bid, which is worth roughly €34.50 per stub. That gap sends an unambiguous signal from the market: shareholders want more than Milan is prepared to pay. The stock, which touched a six?month high on the day, has now climbed almost 36% over the past twelve months.

The rally comes as the bank’s annual general meeting on Wednesday handed management a resounding vote of confidence. With approval ratings above 98% for both the board and the supervisory board, investors lined up behind the stand?alone strategy championed by chief executive Bettina Orlopp. The AGM also waved through a dividend of €1.10 per share, nearly double last year’s payout and worth roughly €1.2bn in total. On top of that, shareholders authorised a fresh buyback programme of up to 10% of share capital, though the scheme still needs the green light from the European Central Bank and Germany’s financial agency. Combined with buybacks already under way, that brings total capital returns for the 2025 financial year to a hefty €2.7bn.

Orlopp and the supervisory board have made no secret of their opposition to UniCredit’s approach, arguing it fails to reflect the bank’s underlying potential. Instead, management is leaning on its own “Momentum 2030” strategy, which targets net profit of at least €3.4bn this year, and a pivot toward positioning the lender as a “family office for the Mittelstand” to fatten fee income. The hefty payout package serves as a financial bulwark: if the current offer falls through, the €2.7bn in distributions provides a powerful argument for going it alone.

Analysts are backing that play. Barclays last week reiterated its “overweight” rating with a price target of €42, calling the bank the strongest it has been in years. Technically, the chart also supports the bullish case – the relative strength index has already pushed above 80, signalling an overbought condition that often precedes a pause, but for now the trend remains intact.

With the acceptance deadline for UniCredit’s bid fixed at 16 June, both sides face a tight countdown. The Italian group already controls close to 39% of voting rights including instruments, so it holds a solid foothold. Yet the strength of Commerzbank’s share price and the wall of shareholder support at the AGM have stiffened Frankfurt’s resolve. The next few weeks will show whether that can be sustained under the glare of regulatory scrutiny and a determined bidder.