By rewarding members of the Board of Directors and staff through the program, it is also intended to further engage and motivate these individuals to maintain their high level of performance.
THE: Optima Bank S.A. informs the investing public of the free distribution of eighty thousand (80,000) new, ordinary, registered voting shares with a nominal value of EUR 3.45 each through the capitalization of part of the profit for the fiscal year 2023. To the President and Executive Members of the Board of Directors (except Independent non-executive members), as well as to the Bank’s senior managers (Executive Committee members) in the context of the creation of the free share distribution program, in accordance with the provisions of Article 114 of Law 4548/2018. . In particular:
On 23.05.2024, the regular general meeting of the Bank’s shareholders, on the recommendation of the remuneration and nominations committee, approved the free distribution of the Bank’s shares through the capitalization of a part of the profit of the financial year 2023 until this year. sum from EUR 1,035,000.00, by an equal increase of the share capital, according to the amount of the increase, divided into up to 300,000 new nominal, ordinary, immaterial shares with voting rights, with a nominal value of EUR 3.45 per share, in order to: new shares, which will be allocated free of charge to the president and executive members of the board of directors, based on the conditions established by law. (excluding Independent Non-Executive Members) as well as the Bank’s senior management officials (Executive Committee members) in accordance with the provisions of Article 114 of Law 4548/2018, as applicable and subject to obtaining appropriate approvals. from the supervisory authorities of competent authorities (“Program”).
By rewarding members of the Board of Directors and staff through the program, it is also planned to further engage and motivate these individuals for their retention. high level of performance and the increase in value of the Bank and its share over time. Moreover, it aims to retain these individuals as important to the Bank, as well as to attract new valuable and capable personnel, a goal that serves and secures the long-term interests of the Bank and its subsidiaries.
Therefore, for the purpose of the free share distribution program in accordance with Article 114 of Law 4548/2018 in the current financial year, the ordinary general meeting on 23.05.2024 decided to increase the Bank’s share capital by two hundred. and seventy-six thousand (€276,000) euros by issuance eighty thousand (80,000) new, common, registered shares with voting rightseach with a nominal value of EUR 3.45, with the capitalization of an equal part of the retained earnings of 2023 and the amendment of Article 5 of the Bank’s Charter.
At the same time, it authorized and instructed the Board of Directors to take all necessary actions: i) for the increase of the aforementioned share capital by the capitalization of profits in the amount of two hundred and seventy-six thousand (€276,000) Euros; and ii) in its sole discretion and in accordance with applicable law, determine the more specific terms and conditions of the Program, and take any appropriate actions and decisions regarding the purposes of the implementation and application of the Program.
In the context of the above decision, the New Shares will be allocated to a total of twelve (12) beneficiaries in accordance with Article 114 of Law 4548/2018.
On 12.06.2024, it was registered in the General Commercial Register (G.E.M.H.) under registration code (K.A.K.) 4218440 or no. prot. 3296001 AP/12-06-2024 The decision of the Directorate of Companies, Financial Organizations, Insurance Companies Anonymous and the Directorate of DEKO, which as a result approved the amendment of Article 5 of the Bank’s Charter. from the above increase in share capital. The above registration was preceded by the registration of G.E.M.H. on 10.06.2024. with registration code (CAK) No. 4213677 Prot. up to a total amount of €38,175,422.48, For the distribution of a dividend of EUR 0.44 per share for the year 2023, as well as for the purpose of free distribution of shares to the members of the Board of Directors and the staff, in accordance with the provisions of Article 114 of the Law. 4548/2018 and as a one-time extraordinary remuneration (Bonus) for achieving the objectives of the Bank’s Board of Directors members and staff.
The bank’s nominal share capital, after the increase of the above-mentioned authorized capital, amounts to two hundred fifty four million five hundred twenty thousand seven hundred eighty nine euro cents (254,520,789.90 euro) and is divided into seventy three million. seven hundred seventy-four thousand one hundred forty-two (73,774,142) nominal shares with a nominal value of three euro forty-five euro cents (3.45 euro) per share.
The new shares are of the same category as the Bank’s shares, which are already traded on the Main Market of the Athens Stock Exchange (“ATH”).
The Bank will follow the process of introducing new shares for trading on the Athens Stock Exchange (“ATHEX”) in accordance with the provisions of Regulation AX. and the relevant decisions of the AA Board of Directors. The New Shares are expected to be admitted to trading on the second (2nd) working day after confirmation of their introduction by AA. The initial price of the bank’s shares was A.A. on the date of commencement of trading will be formed in accordance with the regulation of the AAA. and under h. 26 decision of the AA Board of Directors, respectively. The new shares will be registered on the day of the start of trading in the files of the Central Securities Depository of Greece (HKAT) and in the shares and accounts held by beneficiaries in the System of Intangible Securities (SAT) of the Athens Stock Exchange. , in accordance with the current legislation.
The Bank will inform the investing public of the exact date of listing of the new shares for trading on the AHE.