Informazione
Regolamentata n.
0043-115-2026Data/Ora Inizio Diffusione 8 Settembre 2026 19:34:14Euronext Milan
Societa' :BPER BANCA Utenza - referente :BPERN04 - Anselmi Eleonora
Tipologia :REGEM
Data/Ora Ricezione :8 Settembre 2026 19:34:14 Data/Ora Inizio Diffusione :8 Settembre 2026 19:34:14 Oggetto :Communication of change in share capital of BPER Banca S.p.A. pursuant to article 85-bis of
Issuers’ Regulation
Testo del comunicato
Vedi allegato
BPER Banca S.p.A., Head Office in Via San Carlo 8/20, Modena – Tax Code and Modena Companies Register No. 01153230360 – Company belonging to the BPER BANCA GROUP VAT, VAT No. 03830780361 – Share capital Euro 3,136,702,715.30 - ABI Code 5387.6 – Register of Banks No. 4932 – Member of the Interbank Deposit Guarantee Fund and of the National Guarantee Fund – Parent Company of the BPER Banca S.p.A. Banking Group – Register of Banking Groups No. 5387.6 – Certified e -mail (PEC): bper@pec.gruppobper.it – bper.it –
group.bper.it
Page 1 of 2
PRESS RELEASE
Communication of change in share capital of BPER Banca S.p.A.
pursuant to article 85 -bis of Issuers’ Regulation
Modena
– 8 September 2026 .
BPER Banca S.p.A. (“ BPER
”) notifies, pursuant to article 85 -
bis of
Consob Regulation no. 11971/1999 as subsequently amended (
“Issuers’ Regulation
” ), the new composition of its share capital following the partial voluntary conversion of the convertible bond
loan “
€ 150,000,000 Convertible Additional Tier 1 Capital Notes ”, issued by the Bank on 25 July 2019, as approved by BPER’s Board of Directors on 11 July 2019 on the basis of the mandate granted by the Extraordinary Shareholders’ Meeting of 4 July 2019 , as well as by virtue of the resolution adopted by the Board of Directors of the Bank held on 5 August 2026,
partially exercising
the
delegated
power granted
to the same Board of Directors by the
Extraordinary Shareholders’
Meeting
o f 19 April 2024.
More precisely,
following the conversion requests received by 31
July
202 6
, on
14
August
202 6
a partial voluntary conversion of the aforementioned convertible bond loan took place, involving the issuance of no.
17 ,
054,262
BPER ordinary shares, with regular entitlement and the same characteristics as the shares outstanding as of the issuance date
, ISIN IT0000066123
.
The certification
pursuant to Article 2444 of the Italian Civil Code regarding the new amount of the share capital was
filed
for registration
with the Companies’ Register of Modena on
7 September
2026
.
The following table s show the current composition of BPER’s share capital, fully subscribed and paid in, as of 14
August
202 6
, also highlighting the previous share capital and the change that
occurred
, as well as the residual amount of the aforementioned convertible bond loan as of 14
August
202 6
.
TAB L
E 1 Current share capital Previous share capital Change
Euro
no. of shares
Expresse
d unit
nominal
value
Euro
no. of shares
Expresse
d unit
nominal
value
Euro
no. of shares
Total
of
which
:
3 , 185 , 390 , 321 .
30 2
, 103
, 238
, 728
-
3 , 136 , 702 , 715 .
30 2
, 086
, 184
, 466
-
48,687,606
.
00
17,054,262
Ordinary
shares
(full
rights:
3 , 185 , 390 , 321 .
30 2
, 103
, 238
, 728
-
3,136,702,715.30
2,086,184,466
-
48,687,606
.
00
17,054,262
BPER Banca S.p.A., Head Office in Via San Carlo 8/20, Modena – Tax Code and Modena Companies Register No. 01153230360 – Company belonging to the BPER BANCA GROUP VAT, VAT No. 03830780361 – Share capital Euro 3,136,702,715.30 - ABI Code 5387.6 – Register of Banks No. 4932 – Member of the Interbank Deposit Guarantee Fund and of the National Guarantee Fund – Parent Company of the BPER Banca S.p.A. Banking Group – Register of Banking Groups No. 5387.6 – Certified e -mail (PEC): bper@pec.gruppobper.it – bper.it –
group.bper.it
Page 2 of 2
TABL
E 2 No. of converted/redeemed securities No. of outstanding remaining securities New overall nominal value
Convertible Bonds
264
(nominal value
Euro
66
,000
,000
.00 )
7
(nominal value
Euro
1 , 75 0 ,
000.00)
Euro
1 , 75
0,000.00
* * * * * The Manager responsible for preparing the Company’s financial reports, Giovanni Tincani,
declares
-
in accordance with art. 154 -
bis , paragraph 2, of Legislative Decree no. 58/1998 (Italian Consolidated Law on Finance) -
that the accounting information contained in this press release are consistent with the corporate documents, accounting books and entries.
Manager responsible for preparing the Company’s
financial reports
Giovanni Tincani
* * * * * Finally, we notify that the updated Articles of Association of BPER was
filed
with the Companies’ Register of Modena on
7 September
202 6
and will be made available to the public at the
Company’s
registered office,
o n the Emarket Storage
mechanism
and on the Bank’s website (https://group.bper.it/en, section Governance –
Documents)
in accordance with the law .
BPER Banca S.p.A.
This press release is also available in the storage mechanism EmarketStorage.
Contact information
:
Investor Relations
Corporate
and
Regulatory
Affairs
Media
Relations
investor.relations@bper.it
governance.marketabuse@bper.it
mediarelations@bper.it
www.bper.it
-
https://group.bper.it/
01.01.20
2 6 )
current
coupon
number:
45
Fine Comunicato n.0043-115-2026 Numero di Pagine: 4