REG-TUI AG TUI AG: Release of a capital market information

TUI AGAnnouncement

27/09/2022 17:30

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TUI AG (TUI)
TUI AG: Release of a capital market information

27-Sep-2022 / 18:18 CET/CEST
Dissemination of a Regulatory Announcement, transmitted by EQS Group.
The issuer is solely responsible for the content of this announcement.

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Disclosure pursuant to Article 5(1) lit. a) Regulation (EU) No. 596/2014 and Article 2(1)
of Delegated Regulation (EU) No 2016/1052

Announcement of purchase of own shares in the course of the employee share participation
program „oneShare“

                               Hanover, 27 September 2022

The Executive Board of TUI AG, having its corporate seat in Hanover and Berlin, ISIN:
DE000TUAG000, has resolved to buy back up to 398,901 own shares (the “Shares”) pursuant
to Section 71(1) No. 2 German Stock Corporation Act (Aktiengesetz – AktG). The Shares
bought back shall be transferred to employees of TUI Group participating in the employee
share participation program „oneShare“.

The shares are supposed to be purchased on 28 September 2022 for a maximum total purchase
price of EUR 742,953.11 (without transaction costs). The 398,901 shares to be purchased
would result in an estimate total purchase volume of EUR 594,362.49 (without transaction
costs) on the basis of share price of EUR 1.49 (Xetra closing price of 26 September
2022).

The shares purchased shall be transferred to the employees participating in “oneShare”
immediately after the completion of the buyback. Consequently, the buyback will have no
impact in the number of shares attracting a dividend. The share buyback thus serves to
meet obligations arising from share option program, under Art. 5(2) lit. c) Regulation
(EU) No 596/2014 of the European Parliament and the Council of 16 April 2014 („MAR“).

A credit institution was retained to carry out the buyback on behalf of TUI AG. This
institution shall make its decisions regarding the buyback independently and uninfluenced
by TUI AG. TUI AG’s right to early termination of the mandate shall remain unaffected.
The buyback may be suspended, discontinued and resumed at any time in compliance with the
applicable statutory provisions.

The buyback is to be carried out at the best price and in the best interest of TUI AG. It
shall be carried out exclusively via the stock exchange in electronic trading through the
Frankfurt Stock Exchange (Xetra).

The buyback shall be performed in compliance with the safe harbor rules of Art. 5 MAR and
Art. 2-4 of Delegated Regulation (EU) of the Commission No 2016/1052 of 8 March 2016.
Accordingly, no purchase price may be paid which exceeds the price of the last
independent trade or the highest independent bid placed at the time of the purchase on
the stock exchange on which the purchase is carried out, whichever value is the higher.
Orders are not placed during the auction phase and orders placed prior to the start of an
auction phase are not changed during this phase. The retained credit institution shall,
furthermore, acquire no more than 25% of the average daily volume of shares on the stock
exchange on which the purchase is carried out. The average volume of shares is calculated
based on the average daily trade volume of the 20 trading days preceding the specific
date of purchase.

Because of TUI AG’s listing at the London Stock Exchange the buyback is also performed in
accordance with the stock exchange rules of the United Kingdom, especially UK Listing
Rule 12.4.1.

Transactions executed in the course of the buyback will be disclosed in a manner
consistent with the applicable legal requirements.

Furthermore, TUI AG will report on the buyback on a regular basis under
 1 https://www.tuigroup.com/en-en/investors/share/employee-share-participation-programme.

TUI AG

The Executive Board

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   ISIN:           DE000TUAG000
   Category Code:  POS
   TIDM:           TUI
   LEI Code:       529900SL2WSPV293B552
   OAM Categories: 2.4. Acquisition or disposal of the issuer's own shares
   Sequence No.:   190832
   EQS News ID:    1451515


    
   End of Announcement EQS News Service

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