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EQS-AGM: Lenzing AG: Invitation to the Annual General Meeting
EQS-News: Lenzing AG / Announcement of the Convening of the General
Meeting
Lenzing AG: Invitation to the Annual General Meeting
24.03.2026 / 09:00 CET/CEST
Announcement of the Convening of the General Meeting, transmitted by
[1]EQS News - a service of [2]EQS Group.
The issuer is solely responsible for the content of this announcement.
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Lenzing Aktiengesellschaft
with its registered office in Lenzing an der Ager
Commercial Register No. (“FN”) 96499 k
ISIN: AT 0000644505
(“Company”)
Invitation to the
82^nd Annual General Meeting of
Lenzing Aktiengesellschaft
to be held on Thursday, 23 April 2026 at 10:00 a.m. (CEST)
at the Kulturzentrum Lenzing, Johann-Böhm-Straße 1, 4860 Lenzing an der
Ager.
I. Agenda
1. Presentation of the adopted annual financial statements including the
management report and the corporate governance report, the
consolidated financial statements, the group management report
including the consolidated sustainability statement, each as of
31 December 2025 and of the report of the Supervisory Board on the
business year 2025
2. Adopting a resolution on the discharge of the Members of the
Management Board for the business year 2025
3. Adopting a resolution on the discharge of the Members of the
Supervisory Board for the business year 2025
4. Adopting a resolution on the compensation of the Members of the
Supervisory Board for the business year 2026
5. Elections to the Supervisory Board
6. Adopting a resolution on the remuneration report
7. Election of the auditor for the annual and consolidated financial
statements and the auditor for the consolidated sustainability
reporting for the business year 2026
8a. Adopting a resolution on the new authorization of the Management Board
to purchase with the consent by the Supervisory Board, own shares up to
10% of the share capital for a maximum of 30 months from the date of the
resolution pursuant to Section 65 para 1 no 4 and 8 of the Austrian Stock
Corporation Act (AktG), if necessary for the redemption of own shares, and
on the determination of the repurchase terms and conditions, by revocation
of the corresponding authorization to purchase own shares granted by the
Annual General Meeting resolution of 18 April 2024 on item 10a of the
agenda.
8b. Adopting a resolution on the renewed authorization of the Management
Board pursuant to Section 65 para 1b of the Austrian Stock Corporation Act
(AktG), with the consent by the Supervisory Board, to sell the shares in a
manner other than via the stock exchange or by means of a public offer and
to decide on any exclusion of shareholders’ right to repurchase
(subscription rights) by revocation of the corresponding authorization to
sell own shares granted by the Annual General Meeting resolution of
18 April 2024 on item 10b of the agenda pursuant to Section 65 para 1b
Austrian Stock Corporation Act.
II. Documents for the General Meeting; Information made available on the
website
In particular, the following documents and records pursuant to
Section 108 para 3 and 4 of the Austrian Stock Corporation Act (AktG) will
be available for inspection no later than on 2 April 2026 on the Company
website [3]www.lenzing.com:
• Annual financial report 2025, including:
• Annual financial statements including the management report,
• Consolidated financial statements and the group management report
including the consolidated sustainability statement,
• Corporate governance report 2025,
• Report of the Supervisory Board,
• Proposed resolutions on items 2 – 8b of the agenda,
• Remuneration report on item 6 of the agenda,
• Statements by the candidates for the election to the Supervisory Board
pursuant to Section 87 para 2 of the Austrian Stock Corporation Act,
• Curriculum vitae of the candidates up for election to the Supervisory
Board,
• Report of the Management Board on the exclusion of subscription rights
for the sale of repurchased shares pursuant to Section 65 para 1b in
conjunction with Section 171 para 1 in conjunction with
Section 153 para 4 Austrian Stock Corporation Act on items 8a and 8b
of the agenda,
• Forms for the grant of a proxy,
• Forms for the revocation of a proxy,
• Invitation to the Annual General Meeting.
III. Information on shareholders’ rights pursuant to Sections 109, 110 and
118 of the Austrian Stock Corporation Act
1. Addendum to the agenda by shareholders in accordance with Section 109
of the Austrian Stock Corporation Act
Shareholders whose individual or aggregate shareholding equals 5% or more
of the nominal capital and who have been holders of these shares for at
least three months before making their request, may request in text form
that additional items be put on the agenda of the General Meeting and
published. Any such request by shareholders must be received in text form
due to Section 13 para 2 of the Austrian Stock Corporation Act by mail or
courier no later than on 2 April 2026 (12:00 a.m, CEST) by the Company at
the address 4860 Lenzing an der Ager, Werkstraße 2, Attn.: Sébastien Knus,
or by e-mail with qualified electronic signature to the e-mail address
[4][email protected]. If text form within the meaning of
Section 13 para 2 of the Austrian Stock Corporation Act is prescribed for
statements, statement must be made in a document or in another manner
suitable for permanent reproduction in writing, the person making the
statement must be named and the conclusion of the statement must be made
recognizable by reproduction of the signature or otherwise.
Each motion for an item to be put on the agenda must be accompanied by a
proposal for a resolution with a statement of reasons. The agenda item and
the proposed resolution, but not its justification, must in any case also
be written in German. Proof of shareholder capacity shall be furnished by
submitting a deposit certificate in accordance with Section 10a of the
Austrian Stock Corporation Act confirming that the applicant shareholder
has been the continuous holder of the shares for at least three months
prior to the application and that the deposit certificate must not be
older than seven days at the time it is submitted to the Company. Several
deposit certificates for shares, which only together convey the
shareholding of 5%, must refer to the same time (day, time).
With regard to the other requirements for the deposit certificate, see the
information on the right to participate (Item IV of this Invitation).
In case of an additional item requested to be put on the agenda, the
supplemented agenda will be announced publicly in electronic form on the
Company’s website at [5]www.lenzing.com under the menu items “Investors”
and “Shareholder meeting” no later than on 7 April 2026, as well as in the
same way as the original agenda (in particular in the electronic
announcement and information platform of the Federal Government (EVI)) no
later than on 9 April 2026.
2. Proposals for resolutions by shareholders on the agenda in accordance
with Section 110 of the Austrian Stock Corporation Act
Shareholders whose individual or aggregate shareholding equals 1% or more
of the nominal capital may submit proposed resolutions in text form with a
statement of reasons within the meaning of Section 13 para 2 of the
Austrian Stock Corporation Act concerning any item on the agenda, and
request that these be made available on the Company website registered
with the commercial register, together with the names of the respective
shareholders, a statement of reasons to be submitted together with the
proposal, and any comments of the Management Board or Supervisory Board.
Requests of this kind will only be considered when received by the Company
no later than on 14 April 2026 (12:00 a.m., CEST) by Telefax
+43 (7672) 918 3599 or by mail at the address 4860 Lenzing an der Ager,
Werkstraße 2, Attn. Sébastien Knus or by e-mail to
[6][email protected], whereby the request must be attached
to the e-mail in text form within the meaning of Section 13 para 2 of the
Austrian Stock Corporation Act, for example as a PDF. If text form within
the meaning of Section 13 para 2 of the Austrian Stock Corporation Act is
prescribed for statements, the statement must be made in a document or in
another manner suitable for permanent reproduction in writing, the person
making the statement must be named and the conclusion of the statement
must be made recognizable by reproduction of the signature or otherwise.
The proposed resolution, but not its justification, must in any case also
be written in German.
In case of a proposal for the election of a Supervisory Board member the
statement of the proposed person pursuant to Section 87 para 2 of the
Austrian Stock Corporation Act replaces the statement of reasons.
For the purpose of providing proof of shareholder status it is sufficient
if holders of deposited bearer shares submit a deposit certificate
pursuant to Section 10a of the Austrian Stock Corporation Act. The deposit
certificate used to prove current shareholder status must not be older
than seven days when submitted to the Company. Several deposit
certificates for shares, which only together convey the shareholding of
1%, must refer to the same time (day, time).
With regard to the other requirements for the deposit certificate, see the
information on the right to participate (item IV of this invitation).
3. Statements in accordance with Section 110 para 2 sentence 2 in
connection with Section 86 para 7 and 9 of the Austrian Stock
Corporation Act
These statements are omitted as Lenzing Aktiengesellschaft is not subject
to the scope of application of Section 86 para 7 of the Austrian Stock
Corporation Act and does not have to take into account the shareholding
requirement pursuant to Section 86 para 7 of the Austrian Stock
Corporation Act.
4. Shareholders’ information rights in accordance with Section 118 of the
Austrian Stock Corporation Act
Any shareholder shall be provided with information on the Company’s
affairs upon request at the General Meeting to the extent that such
information is required for proper assessment of an item on the agenda.
This obligation to provide information shall also extend to the legal and
business relationships of the Company with affiliated companies, the state
of affairs of the group, and the companies included in the consolidated
financial statements.
The Company may deny providing information to the extent that according to
sound business judgment it might cause material damage to the Company or
any affiliated company or if providing such information would constitute a
punishable offense.
The requirement for exercising the shareholders' right to information is
the proof of right to attend (item IV. of this invitation).
For the purpose of providing proof of shareholder status in order to
exercise the above mentioned shareholders’ rights it is sufficient if
holders of deposited bearer shares submit a deposit certificate
(Depotbestätigung) within the meaning of Section 10a Austrian Stock
Corporation Act. A deposit certificate used to prove current shareholder
status must not be older than seven days when submitted to the Company.
5. Possibility to appoint a proxy holder pursuant to Sections 113 et seq
Austrian Stock Corporation Act (Section 106 no 8 of the Austrian Stock
Corporation Act)
Any shareholder entitled to attend the General Meeting shall be entitled
to appoint a natural or legal person as proxy holder. The proxy holder may
attend the General Meeting on behalf of the shareholder and will have the
same rights as the shareholder represented. The Company itself or a member
of the Management Board or Supervisory Board may exercise voting rights as
a proxy holder only insofar as the shareholder has explicitly provided
detailed voting instructions regarding the individual items of the agenda.
The proxy must be granted to a specific person. A proxy in text form shall
be sufficient in any case. If a shareholder has granted power of proxy to
the depositary bank (Section 10a of the Austrian Stock Corporation Act) it
shall be sufficient if in addition to submitting the deposit certificate
the bank makes a statement that it has been granted power of proxy. It is
also possible to grant power of proxy to multiple persons. Forms for
granting power of proxy which may also be used to grant limited power of
proxy are available on the Company website [7]www.lenzing.com under the
menu items “Investors” and “Shareholder meeting”.
The proxy must be received no later than on 22 April 2026, 1:00 p.m.
(CEST) exclusively to the following addresses:
i. E-mail address [8][email protected];
ii. by SWIFT BIC COMRGB2L (Message Type MT598 or MT599, stating
ISIN AT 0000644505 in the text),
whereby the proxy must be attached to the e-mail in text form, e.g. as
PDF-file, and will be kept by the Company.
On the day of the General Meeting the proxy may only be submitted upon
registration for the General Meeting at the venue of the meeting. The
aforementioned provisions on granting power of proxy apply analogously to
the revocation of power of proxy. Any revocation shall be valid only when
received at one of the aforementioned addresses respectively by the
Company.
As a special, free of charge service, shareholders who are not able or do
not wish to attend the General Meeting in person may have their voting
rights in the General Meeting exercised by Dr. Michael Knap as
representative of the “Interessenverband für Anleger” (IVA, Austrian
Association of Investors), 1130 Vienna, Feldmühlgasse 22. As independent
proxy holder Dr. Michael Knap will exercise the voting rights exclusively
in accordance with and bound by voting instructions given by the
respective shareholders regarding the individual items of the agenda.
Proxies without explicit voting instructions are invalid. Shareholders
intending to grant power of proxy are not obliged to appoint
Dr. Michael Knap as their proxy holder. A special form for granting power
of proxy or revocation of proxy to Dr. Michael Knap may be downloaded at
the Company website [9]www.lenzing.com under the menu items “Investors”
and “Shareholder meeting”. The proxy granted to Dr. Michael Knap must be
received no later than on 22 April 2026, 1:00 p.m. (CEST) exclusively
through one of the following addresses:
i. E-mail address [10][email protected];
ii. per SWIFT BIC COMRGB2L (Message Type MT598 or MT599, stating
ISIN AT 0000644505 in the text),
whereby the proxy must be attached to the e-mail in text form, e.g. as
PDF-file, and will be kept by the Company.
Shareholders may also contact Dr. Michael Knap directly by tel:
+43 1 876 33 43-30, by fax: +43 (0) 1 876 33 43 39 or by
e-mail:[11] [email protected].
IV. Record date and conditions of attendance of the General Meeting
Pursuant to Section 111 para 1 of the Austrian Stock Corporation Act, the
right to attend the General Meeting and to exercise the shareholders’
rights that are exercised during the General Meeting is determined by the
shares held at the end of the tenth day before the date of the General
Meeting (Record Date), therefore by the shares held on 13 April 2026,
12:00 a.m. (CEST).
Participation in the General Meeting is limited to persons who are
shareholders on the Record Date and supply proof thereof to the Company.
In case of deposited bearer shares proof of shareholding at the Record
Date is provided by submitting a deposit certificate pursuant to
Section 10a of the Austrian Stock Corporation Act. The deposit certificate
shall be issued by the depositary bank based in a member state of the
European Economic Area or in a full member state of the OECD. The deposit
certificate must contain at least the information required according to
Section 10a para 2 of the Austrian Stock Corporation Act. Deposit
certificates will be accepted in German and English.
Proof of shareholder status at the Record Date in the form of a deposit
certificate must be received no later than on the third working day before
the General Meeting, i.e. by 20 April 2026 exclusively through one of the
following addresses:
i. for submission of the deposit certificate in text form, for which the
Articles of Association pursuant to Section 15 para 3 are sufficient
by e-mail [12][email protected]
(deposit certificates in PDF format please)
ii. for submission of the deposit certificate in text form
by SWIFT BIC COMRGB2L
(Message Type MT598 or MT599
stating ISIN AT0000644505 in the text)
V. Information to shareholders regarding data processing
1. Which personal data of shareholders is processed and for what
purposes?
Lenzing Aktiengesellschaft processes personal data of shareholders (in
particular those of the deposit certificate pursuant to
Section 10a para 2 Austrian Stock Corporation Act – these are name,
address, date of birth, number of the securities deposit, number of shares
of the shareholder, type of share if applicable and the granting of a
proxy – number of the voting card and, if applicable, name and date of
birth of the independent proxy or proxies, requests to speak,
declarations, approvals or rejections of agenda items) on the basis of the
applicable data protection regulations, in particular the European General
Data Protection Regulation EU 2016/679 (“GDPR”) and the Austrian Data
Protection Act (“DSG”), in order to enable shareholders to exercise their
rights at the General Meeting.
In this connection the shareholders’ personal data is processed for the
following purposes:
• Organization and holding of General Meetings, including verification
of the right to attend/power of proxy and determination of the voting
ratios,
• Preparation of registration, power of proxy and attendance lists,
• Participation of shareholders in the General Meeting and exercise of
shareholder rights,
• Determination of the voting results and preparation of the minutes of
the General Meeting,
• Fulfillment of compliance obligations, including recording, disclosure
and reporting obligations.
The processing of the shareholders’ personal data is mandatory for the
participation of shareholders and their representatives in the General
Meeting in accordance with the Austrian Stock Corporation Act. If you do
not provide your data or do not provide it to the extent required, you
will not be able to participate in the General Meeting. The legal basis
for the processing therefore is the relevant provisions of the Austrian
Stock Corporation Act in conjunction with Art 6 para 1 lit c GDPR
(compliance with a legal obligation). For the processing Lenzing
Aktiengesellschaft is controller as defined in Art 4 no 7 GDPR.
2. To whom is the shareholders’ personal data transferred?
Lenzing Aktiengesellschaft uses external service providers, such as
notaries, lawyers, banks and IT service providers, for the purpose of
organizing the General Meeting. These service providers receive only such
personal data from Lenzing Aktiengesellschaft as is necessary for the
performance of the commissioned service, and, where they are processors as
defined in Art 4 no 8 GDPR, process the data solely on instructions of
Lenzing Aktiengesellschaft. Lenzing Aktiengesellschaft has concluded data
processing agreements with these processors in accordance with
Art 28 GDPR.
If a shareholder participates in the General Meeting, the members of the
Management Board and Supervisory Board, the notary and any other person
with a legal right to attend may view the list of participants stipulated
by statute (Section 117 Austrian Stock Corporation Act) and thereby also
have access to the personal data contained therein (inter alia name,
address, shareholding relationship). Lenzing Aktiengesellschaft also has
the statutory obligation to submit the shareholders’ personal data (in
particular the list of participants) to the commercial register at the
competent commercial register court (Section 120
Austrian Stock Corporation Act) as part of the notarial protocol.
3. How long is the shareholders’ personal data stored?
Shareholders’ data will be anonymized or deleted as soon as it is no
longer necessary for the purposes for which it was collected or processed,
and no other legal obligations require further storage. Obligations to
provide evidence and to retain records arise in particular from corporate,
stock corporation and takeover law, from tax and duties law as well as
from anti-money laundering regulations. If legal claims are made by
shareholders against Lenzing Aktiengesellschaft or vice versa by Lenzing
Aktiengesellschaft against shareholders, the storage of personal data
serves to clarify and enforce claims in individual cases. In connection
with proceedings before civil courts, this can lead to storage of data for
the duration of the statute of limitations plus the duration of the court
proceedings up to its legally binding conclusion.
4. What rights do shareholders have with regard to their personal data?
Every shareholder has a right to access, rectification, restriction,
objection and deletion at any time with regard to the processing of
his/her personal data as well as the right to data portability (Art 15 to
21 GDPR). Shareholders can assert these rights against Lenzing
Aktiengesellschaft free of charge by contacting the e-mail address
[13][email protected] or by mail to: Lenzing Aktiengesellschaft, Privacy
Office, 4860 Lenzing an der Ager, Werkstraße 2.
If you believe that, despite our obligation to process your data lawfully,
your right to legitimate processing of your data has been violated, please
contact [14][email protected] so that we can remedy the situation.
However, you also have the right to lodge a complaint with the Austrian
Data Protection Authority or another competent data protection authority
in the EU, in particular at your place of residence or work.
5. Further information
For further information on data protection, please refer to our data
protection information for the General Meeting, which can be found on the
website of Lenzing Aktiengesellschaft [15]www.lenzing.com.
VI. Total number of shares and voting rights at the date of convocation
At the date of convocation of the General Meeting, the nominal capital of
the Company amounts to EUR 40,107,738.37 and is divided into 38,618,180
no-par value bearer shares. Each no-par value share grants one vote at the
General Meeting.
The Company does not hold any treasury shares at the time of convening the
General Meeting.
There are no multiple classes of shares.
This document is published in German and in a non-binding English
convenience translation.
Lenzing an der Ager, March 2026 The Management Board
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24.03.2026 CET/CEST
View original content: [16]EQS News
══════════════════════════════════════════════════════════════════════════
Language: English
Company: Lenzing AG
4860 Lenzing
Austria
Phone: +43 7672-701-0
Fax: +43 7672-96301
E-mail: [email protected]
Internet: www.lenzing.com
ISIN: AT0000644505
Listed: Vienna Stock Exchange (Official Market)
End of News EQS News Service
2296140 24.03.2026 CET/CEST
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