• 24.04.2024, 09:30:59
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  • EQS0004

EQS-AGM: Lenzing AG: Resolutions on the authorization to acquire and to sell own shares

EQS-News: Lenzing AG / Announcement of the Results of the General Meeting
   Lenzing AG: Resolutions on the authorization to acquire and to sell own
   shares

   24.04.2024 / 09:30 CET/CEST
   Announcement of the Results of the General Meeting, transmitted by EQS
   News - a service of EQS Group AG.
   The issuer is solely responsible for the content of this announcement.

   ══════════════════════════════════════════════════════════════════════════

   Lenzing Aktiengesellschaft

   Commercial Register No. (“FN”) 96499 k

   ISIN 0000644505

    

   Publication of the resolutions passed by the Annual General Meeting

   held on 18 April 2024 on the authorization to acquire and to sell own
   shares of the Company

   pursuant to Section 65 para 1 no 4 and no 8 and

   para 1a and 1b Austrian Stock Corporation Act (AktG)

   in conjunction with Section 119 para 9 Austrian Stock Exchange Act
   (BörseG) and

   Section 2 para2 Austrian Disclosure Regulation (VeröffentlichungsV)

    

   At the 80^th Annual General Meeting of Lenzing Aktiengesellschaft, the
   following resolutions were adopted on 18 April 2024:
   1. For a period of 30 months from the day on which the resolution is
   passed, the Management Board shall be authorized in accordance with
   Section 65 para 1 no 4 and 8 and para 1a and 1b of the Austrian Stock
   Corporation Act (AktG) – subject to the simultaneous revocation of the
   relevant resolutions adopted by the Annual General Meeting on
   26 April 2022 - with the consent by the Supervisory Board to acquire own
   shares of the Company, whereby the lowest consideration to be paid at the
   time of repurchase is 25% below the weighted average closing price of the
   last 20 trading days prior to the start of the respective repurchase
   program and the highest consideration to be paid at the time of repurchase
   is 25% above the weighted average closing price of the last 20 trading
   days prior to the start of the corresponding repurchase program, and to
   determine the terms and conditions of the repurchase, whereby the
   Management Board shall publish the Management Board’s resolution and the
   respective repurchase program based on it, including its duration, in
   accordance with the statutory provisions (each). The Management Board may
   exercise this authorization once or several times within the limits of the
   legal requirements regarding the maximum number of own shares permitted,
   up to a total limit of 10% of the share capital. The authorization may be
   exercised in whole or in part or in several partial amounts and in pursuit
   of one or more purposes by the Company, by a subsidiary company
   (Section 189a no 7 of the Austrian Commercial Code) or by third parties
   for the account of the Company, in particular (i) for the purpose of
   implementing an employee participation program including members of the
   Management Board and senior executives of the Company or of companies
   affiliated with it (Section 189a no 8 of the Austrian Commercial Code) or
   (ii) as consideration in connection with the acquisition of companies,
   businesses, parts of businesses or shares in one or more companies in
   Austria or abroad. The acquisition can be carried out on or off-exchange
   in compliance with the legal requirements. Trading in own shares is
   excluded as the purpose of acquisition.

   2. The Management Board is authorized, with the consent by the Supervisory
   Board, to redeem or resell the acquired own shares without a further
   resolution of the General Meeting and to determine the terms and
   conditions of sale. The authorization may be exercised in whole or in
   several partial amounts and in pursuit of one or more purposes by the
   Company, by a subsidiary company (Section 189a no 7 of the Austrian
   Commercial Code) or by third parties for the account of the Company.

   3. For a period of 5 years from the date of the resolution – subject to
   the simultaneous revocation of the respective resolutions by the Annual
   General Meeting of 26 April 2022 – the Management Board is authorized,
   with the consent by the Supervisory Board, to determine, in accordance
   with Section 65 para 1b of the Austrian Stock Corporation Act (AktG), for
   the sale of own shares a legally permissible method of disposal other than
   via the stock exchange or a public offer and to resolve on any exclusion
   of the shareholders’ right to repurchase (subscription right) and to
   determine the conditions of sale.

   Lenzing, April 2024

   Management Board

   ══════════════════════════════════════════════════════════════════════════

   24.04.2024 CET/CEST

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   Language: English
   Company:  Lenzing AG
             4860 Lenzing
             Austria
   Phone:    +43 7672-701-0
   Fax:      +43 7672-96301
   E-mail:   office@lenzing.com
   Internet: www.lenzing.com
   ISIN:     AT0000644505
   Listed:   Vienna Stock Exchange (Official Market)


    
   End of News EQS News Service


   1888115  24.04.2024 CET/CEST

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