Kontron AG resolves on a new share buyback program of up to EUR 70 million

On 3 February 2023, the Executive Board of Kontron AG (www.kontron.com, ISIN AT0000A0E9W5, WKN A0X9EJ, KTN) resolved on the implementation of a new buyback program for own shares (“Buyback Program I 2023“) in accordance with § 65 para. 1 no. 8 of the Austrian Stock Corporation Act (AktG) by utilizing the authorization granted by the ordinary shareholder meeting on 6 May 2022, published on 6 May 2022 via an electronic information dissemination system, for the first time. The Buyback Program I 2023 was completed on 4 August 2023 and the final announcement on the completion of the Buyback Program I 2023 was published via an electronic information dissemination system on 7 August 2023.

On 27.09.2023, the Executive Board of Kontron AG resolved on the implementation of a new buyback program for own shares (“Buyback Program II 2023“) in accordance with § 65 para. 1 no. 8 of the Austrian Stock Corporation Act (AktG) by further utilizing the authorization granted by the extraordinary shareholder meeting on 6 May 2022, published on 6 May 2022 via an electronic information dissemination system.

The share buyback under the Buyback Program II 2023 will be made for the account of Kontron AG and managed by a credit institution. The volume under the Buyback Program II amounts to up to 4 million of shares and the Buyback Program II 2023 is planned to commence on Monday, 02.10.2023 (terms of the Buyback Program II are outlined below).

Details on the Buyback Program II 2023 will be published on the website of Kontron AG under: https://ir.kontron.com/Share_buyback_program_II_2023.en.html

Terms of the Buyback Program II 2023:

Date of the granted authorization by the shareholder meeting pursuant to § 65 para. 1 no. 8 of the Stock Corporation Act (AktG): 6 May 2022 (published on 6 May 2022)

Start and provisional duration: on or about 02.10.2023 until 01.10.2024 (including) at the latest

Type of securities: bearer shares (ISIN AT0000A0E9W5)

Intended volume: up to 4 million shares, representing approx. 6.26% of the current share capital of Kontron AG

Maximum amount to be utilized by Kontron AG under the Buyback Program II 2023: EUR 70.000.000

Price limits (highest price and lowest price per share): The price must not exceed the threshold of 10% higher or lower than the average share price of the last 5 trading days prior to the purchase of shares. The relevant share price is the average closing price of Kontron AG shares in XETRA trading (or any equivalent successor system) on the Frankfurt Stock Exchange.

– Price cap (cumulative):
(i)   Purchase price range not above 10% of the average price of the last 5 trading days in XETRA trading
(according to the authorization by the general assembly);

(ii)  EUR 23.00.

– Lowest price (cumulative):

(i)   Purchase price range not under 10% of the average price in the last 5 trading days in XETRA trading
(according to the authorization by the general assembly);

(ii) At least EUR 1.00 per share (proportionate amount of the share capital).

Type of repurchase: Via stock exchange and Multilateral Trading Facilities (MTFs)

Reason for the repurchase: Utilization of own shares for all purposes under applicable laws and in accordance with the authorization granted by the shareholder meeting on 6 May 2022.

Effects of the Buyback Program II 2023 on the admission of the shares to listing on the stock exchange: None

The share buyback is being processed by a credit institution that resolves upon the purchase timing independently and uninfluenced from Kontron AG and will conduct the share buyback in accordance with the provisions set forth in article 3 of the Delegated Regulation (EU) 2016/1052 as of 8 March 2016.

Important notice: Details on transactions made under the Buyback Program II 2023 as well as amendments, if any, will be published on the website of Kontron AG under: https://ir.kontron.com/Share_buyback_program_II_2023.en.html

This announcement is no public offer for the purchase of shares of Kontron AG and does not impose any obligations for Kontron AG or any of its subsidiaries to accept any offers to repurchase shares of Kontron AG.

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