EQS-News: Kapsch TrafficCom AG / Announcement of the Results of the
General Meeting
Publication of a resolution adopted at the AGM on 3 September 2025
pursuant to § 119 (9) of the Austrian Stock Exchange Act in conjunction
with §§ 2 (1) and 3 (1) of the 2018 Publication Regulation
03.09.2025 / 14:48 CET/CEST
Announcement of the Results of the General Meeting, transmitted by EQS
News - a service of EQS Group.
The issuer is solely responsible for the content of this announcement.
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Kapsch TrafficCom AG
ISIN: AT000KAPSCH9
Publication of a resolution adopted at the AGM on 3 September 2025
pursuant to § 119 (9) of the Austrian Stock Exchange Act in conjunction
with §§ 2 (1) and 3 (1) of the 2018 Publication Regulation
At the Annual General Meeting of Kapsch TrafficCom AG (the “Company”) held
on 3 September 2025, the following resolution was adopted under agenda
item 8 (Resolution on the authorization of the Executive Board to purchase
own shares in accordance with Section 65 (1) no. 8 as well as (1a) and
(1b) AktG both via the stock exchange and over-the-counter of up to 10% of
the share capital, also by excluding the shareholders’ pro rata disposal
rights, as well as in accordance with Section 65 (1b) AktG to resolve on
the sale or appropriation of own shares in a different way than via the
stock exchange or via a public offer and to exclude the shareholders’ pro
rata subscription rights (exclusion of subscription rights), and to
decrease the share capital of the Company by a redemption of own shares
without any further resolution by the Shareholders’ Meeting):
- Pursuant to Section 65 (1) No. 8 as well as (1a) and 1b AktG, the
Executive Board shall be authorized to purchase both via the stock
exchange and over the counter own bearer shares of the Company of up to 10
% of the share capital of the Company for a validity period of 30 months
from September 3, 2025, thus until the end of 5 March 3, 2028, whereby the
minimum consideration may not be more than 25 % below and the maximum
consideration may not be more than 25 % above the weighted average closing
price on the Vienna Stock Exchange of the last 20 (twenty) trading days
preceding the start of the buyback program. Trade in own shares is
excluded as a purpose of purchase. The said authorization may be exercised
wholly or in part or also by way of several part amounts, with the option
to make repeated use of the 10% limit, and in pursuit of one or several
purposes by the Company, by a subsidiary (Section 189a (7) of the Austrian
Business Enterprise Code (“Unternehmensgesetzbuch” or “UGB”)) or for the
account of the Company by third parties.
The Executive Board shall be authorized to resolve the purchase of own
shares via the stock exchange and has to inform the Supervisory Board on
the resolution afterwards. The purchase over the counter shall be subject
to the Supervisory Board’s prior approval. A purchase of shares over the
counter may be performed excluding the shareholders’ pro rata disposal
rights.
- For a period of five years with effect from September 3, 2025, the
Executive Board shall be authorized pursuant to Section 65 (1b) AktG, with
the approval of the Supervisory Board, to resolve on the sale or
appropriation of own shares in a different way than via the stock exchange
or via a public offer, and exclude the shareholders’ pro rata subscription
rights (exclusion of subscription rights), and to stipulate the conditions
of sale. Authorization may be exercised wholly or in part or by way of
several part amounts and in pursuit of one or several purposes by the
Company or by a subsidiary (Section 189a (7) UGB) or for the account of
the Company by third parties.
- The Executive Board is authorized, with the approval of the Supervisory
Board, to decrease the share capital of the Company by a redemption of own
shares according to Section 65 (1) no. 8 last sentence in conjunction with
Section 122 AktG without any further resolution by the Shareholders’
Meeting. The Supervisory Board is authorized to resolve upon the
amendments of the Articles of Association as a consequence of the
redemption of shares.
Vienna, September 2025
The Executive Board
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03.09.2025 CET/CEST
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Language: English
Company: Kapsch TrafficCom AG
Am Europlatz 2
1120 Vienna
Austria
Phone: +43 50811 1122
Fax: +43 50811 99 1122
E-mail: ir.kapschtraffic@kapsch.net
Internet: www.kapschtraffic.com
ISIN: AT000KAPSCH9
WKN: A0MUZU
Listed: Vienna Stock Exchange (Official Market)
End of News EQS News Service
2191924 03.09.2025 CET/CEST
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