Commerzbank Aktiengesellschaft: Acceptance period for UniCredit’s offer concluded – Commerzbank remains focused on creating value for all stakeholders

- Low acceptance rate among institutional and retail investors

- Commerzbank remains open to constructive dialogue with UniCredit

- Focus remains on implementing successful “Momentum 2030” strategy

Commerzbank AG has taken note of the final tender results of UniCredit S.p.A.’s takeover offer published today. In total, 17.60% of shares were tendered by the end of the additional acceptance period on 3 July 2026. The transfer of tendered shares and the associated voting rights to UniCredit remains subject to the required regulatory approvals.

Based on information on the shareholder structure that Commerzbank continuously collects as issuer from custodian banks, the total number of shares tendered by institutional and retail investors amounts to less than 2%. The tendered shares originate predominantly from banks and parties connected to UniCredit. The low acceptance rate among independent shareholders is clear evidence of the low attractiveness of the offer. In this context, Commerzbank notes that shares held directly by UniCredit, reported derivative positions, and tendered shares should not be interpreted as one aggregated overall position. It also remains unclear to what extent borrowed shares were tendered and which hedging arrangements were entered into in this context.

“We have taken note of the results of the takeover offer. We will continue to focus on the interests of our clients, employees, and shareholders. Next to UniCredit, the latter include the German government and all our minority shareholders. As a leading financing partner for the German Mittelstand and as a bank serving more than 10 million private customers, we carry great responsibility, including towards the German economy. We will continue to fulfil this responsibility,” said Bettina Orlopp, CEO of Commerzbank.

Jens Weidmann, Chairman of the Supervisory Board of Commerzbank AG, emphasised: “Stability and reliability remain essential for the Bank’s business and its client relationships. The Supervisory Board and the Board of Managing Directors remain bound to act in the best interests of Commerzbank and to protect the interests of all its stakeholders, including clients, employees, and shareholders.”

As stated before, the Supervisory Board and the Board of Managing Directors of Commerzbank remain open to a constructive dialogue with UniCredit. This has not changed. In Commerzbank’s view, realising synergies from a combination to a meaningful extent and within a reasonable timeframe is only realistic through a consensual solution that involves the Bank’s management, employees, and their representatives, as well as the German federal government as second-largest shareholder.

As stated before, the Supervisory Board and the Board of Managing Directors of Commerzbank remain open to a constructive dialogue with UniCredit. This has not changed. In Commerzbank’s view, realising synergies from a combination to a meaningful extent and within a reasonable timeframe is only realistic through a consensual solution that involves the Bank’s management, employees, and their representatives, as well as the German federal government as second-largest shareholder.

At the same time, the Bank continues to pursue a clear path of growth and transformation, delivering sustainable value creation with its “Momentum 2030” strategy. Since the strategy was launched in February 2025, the share price has doubled, while the 2025 financial year marked a record year in Commerzbank’s 156-year history.

Commerzbank confirms its outlook for the 2026 financial year as well as its ambitious targets through 2030. On 6 August 2026, the Bank will publish its results for the second quarter of 2026.