EQS-News: NORMA Group launches second public ...

NORMA Group launches second public share buyback offer with a total volume of approximately EUR 208 million

• Public share buyback offer for up to 9,306,487 shares at a price of EUR 22.35 per share
• The offer price includes a premium of 25.47 percent on the average of the closing prices for NORMA Group SE shares in Xetra trading on the Frankfurt Stock Exchange over the past three months
• The second public share buyback offer marks the final step in the announced capital return of approximately EUR 260 million and underscores NORMA Group’s disciplined capital allocation
• As part of a residual allocation, the company may acquire shares until the total volume of approximately EUR 208 million is reached

Maintal, August 14, 2026 – NORMA Group is continuing to implement the capital return to shareholders announced in February 2026. The second public share buyback offer, with a total volume of approximately EUR 208 million, begins on August 17, 2026. Together with the share buyback of approximately EUR 53 million completed in the spring of 2026, this measure is intended to complete the announced capital return to shareholders totaling approximately EUR 260 million and underscore NORMA Group’s disciplined capital allocation.

The company is making a public offer to shareholders to buy back up to 9,306,487 NORMA Group SE shares at a price of EUR 22.35 per share. This corresponds to a premium of 25.47 percent on the average closing price of NORMA Group SE shares in Xetra trading on the Frankfurt Stock Exchange over the three months up to August 13, 2026. Compared with the closing price of the NORMA Group SE share on June 30, 2026, the day before the Annual General Meeting adopted the resolution on the measure now announced, the premium amounts to 27.42 percent. The Offer Price is within the independently determined value ranges per share newly calculated in accordance with the IDW S1 standard as of August 13, 2026. The Management Board expects to be able to increase these further in the future as part of the transformation to NewNORMA.

The offer volume of approximately EUR 208 million, or up to 9,306,487 shares, corresponds to approximately 29.21 percent of NORMA Group SE’s current share capital (32.45 percent of outstanding shares, excluding treasury shares).

The shares acquired as part of the offer will be cancelled upon completion of the transaction, in accordance with the resolution of the Annual General Meeting of July 1, 2026. As a result, the company’s share capital will be reduced by the nominal amount attributable to the shares acquired by NORMA Group SE under the offer.

CEO Birgit Seeger: “With this second share buyback, we intend to complete the announced capital return. We are consistently enabling our shareholders to participate in our strategic portfolio realignment while at the same time sending a clear signal of disciplined capital allocation. In doing so, we are establishing a clear capital structure for the further development of NewNORMA into an industrial powerhouse for connecting technology. We consider the premium of 25.47 percent on the average closing price over the past three months to be appropriate. It is within the value ranges per share newly determined in accordance with IDW S1 as of August 13, 2026, and within the premium of up to 30 percent authorized by the Annual General Meeting. The value ranges determined in the IDW S1 valuation reflect only the status of the measures already initiated, but not yet the further opportunities that, from today’s perspective, we expect from the transformation to NewNORMA. We will provide initial details on the implementation of our strategy as part of our Strategy Update on October 19, 2026.”

The acceptance period for the offer begins on August 17, 2026 (12:00 am Central European Summer Time) and ends on September 15, 2026 (11:59 pm Central European Summer Time). Shareholders can tender their shares during this period.

The structure of the offer reflects the Annual General Meeting resolution to achieve a distribution of close to EUR 208 million while at the same time taking into account NORMA Group’s objective of appropriately considering the interests of retail shareholders. NORMA Group SE shareholders will receive tender rights, with each NORMA Group share granting one tender right. In accordance with the tender ratio of 19:6 determined by the company, 19 tender rights are required in order to accept the public share buyback offer for 6 NORMA Group SE shares. Trading in the tender rights will be established on the Frankfurt Stock Exchange. Shareholders of NORMA Group SE thus have the opportunity to sell their tender rights if they do not wish to participate in the public share buyback offer, or if they wish to participate only partially. They also have the opportunity to purchase additional tender rights if they wish to tender more NORMA Group SE shares than they would be able to based on the tender rights allocated to them. The tender rights will be credited to shareholders based on their shareholdings as of August 19, 2026 and will be tradable starting August 20, 2026, under the designated tender rights ISIN DE000A41YH53 and tender rights WKN A41YH5, through September 10, 2026.

In addition, shareholders may tender further shares as part of a residual allocation during the acceptance period. Tender rights are not required for the tender of shares as part of the residual allocation. However, shares tendered as part of the residual allocation will only be taken into account to the extent that the maximum repurchase volume of up to 9,306,487 shares has not been exhausted and the company is still able to acquire shares under this offer. Further details are set out in the offer document.

Chief Executive Officer Birgit Seeger, Management Board member Dr Daniel Heymann and the Chair of the Supervisory Board, Mark Wilhelms, do not intend to tender any shares held by them into the buyback offer. They are, however, expected to offer the tender rights allocated to them for sale as part of the trading in tender rights.

The comprehensive offer documentation from the company and additional information will be published in the Federal Gazette and on the NORMA Group website prior to the start of the acceptance period.

You will find additional information about the company at www.normagroup.com. For press photos, please visit our platform.

 

Press and investor contact:

Pia-Maria Görner

Director Investor Relations, Corporate Communications & Sustainability
Email: pia-maria.goerner@normagroup.com
Tel.: +49 177 308 54 02

 

About NORMA Group

NORMA Group is an international market leader in engineered and standardized connecting technology. With around 6,000 employees, NORMA Group supplies customers in over 100 countries with more than 40,000 product solutions. NORMA Group supports its customers and business partners in responding to global challenges such as climate change and the increasing scarcity of resources. NORMA Group’s innovative connecting solutions are used in electric and combustion vehicles, ships and aircraft, in energy and infrastructure systems, in machinery, pharma, agriculture and white goods as well as in buildings. NORMA Group generated sales of around EUR 820 million in 2025. The company has a global network of 19 production sites and numerous sales offices in Europe, North, Central and South America and the Asia-Pacific region. Its headquarters are located in Maintal near Frankfurt/Main. NORMA Group SE is listed on the Frankfurt Stock Exchange in the regulated market (Prime Standard) and is a member of the SDAX.

Disclaimer

This announcement may not be published, distributed or transmitted in Canada, Australia or Japan. This announcement is not directed at or intended for distribution to, or use by, any person who is a citizen or resident of, or located in, any state, country or other jurisdiction where such distribution, publication, availability or use would violate applicable law or require any registration or approval within such a jurisdiction.

This announcement does not constitute an offer to buy or sell securities or a solicitation of an offer to buy or sell securities of the company in the United States of America, Germany or any other jurisdiction.

This announcement contains forward-looking statements. These statements are based on the current view, expectations and assumptions of the management of NORMA Group SE and involve known and unknown risks and uncertainties that could cause actual results, performance or events to differ materially from those expressed or implied by them. The actual results or events may differ materially from those described herein due to, among other things, changes in the general economic environment or the competitive situation, risks in connection with capital markets, foreign exchange rate fluctuations and competition from other companies, changes in a foreign or domestic legal system, in particular with regard to the tax environment, that affect NORMA Group SE, or by other factors. NORMA Group SE assumes no obligation to update any forward-looking statements.

Notice to NORMA Group shareholders in the United States

The share buyback offer relates to securities in a non-US company which is incorporated in Germany and has its registered seat in Germany. The offer is subject to the disclosure requirements, rules and practices applicable to companies listed in Germany, which differ from those in the United States in certain material respects. Accordingly, the offer document has been prepared in accordance with German style and practice for the purpose of complying with German law. The financial information relating to the company, which is available for review on the company’s website, has not been prepared in accordance with generally accepted accounting principles in the United States and thus may not be comparable to financial information relating to US companies.

US shareholders should note that the NORMA Group shares are not listed on a US securities exchange and the company is not subject to the periodic reporting requirements of the US Securities Exchange Act of 1934, as amended (the “US Exchange Act”), and is not required to, and does not, file any reports with the US Securities and Exchange Commission thereunder.

The share buyback offer is not subject to the disclosure and other procedural requirements of Rule 13e-4 or Regulation 14D under the US Exchange Act. The offer will be made in the United States in accordance with Regulation 14E under the US Exchange Act to the extent applicable.

The receipt of cash pursuant to the offer by a shareholder who is a US person may be a taxable transaction for US federal income tax purposes and under applicable US state and local, as well as foreign and other, tax laws. Any such shareholder should consult and seek individual advice from an appropriate professional adviser.

While the share buyback offer is being made available to shareholders in the United States, the right to tender NORMA Group shares is not being made available in any jurisdiction in the United States in which the making of the offer or the right to tender such NORMA Group shares would not be in compliance with the laws of that jurisdiction.

The tender rights associated with the share buyback offer have not been and will not be registered under the US Securities Act of 1933, as amended (“US Securities Act”), and may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the US Securities Act. No public offering of the tender rights will be made in the United States. NORMA Group shareholders (whether US shareholders or not) who are “affiliates” of NORMA Group (in accordance with the US Securities Act) are subject to certain US transfer restrictions with respect to the tender rights.