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Based on the Board of Directors' approval of the financial results as of 31 December
2025, disclosed to the market on 9 February 2026, the Board of Directors of UniCredit
S.p.A. in today's meeting approved:
- the Draft Company's Financial Statements and the Consolidated Financial Statements
as of 31 December 2025, recording a net profit for Euro 8,121 million for UniCredit
S.p.A. and a net profit for Euro 10,915 million at Consolidated level.
- the transfer of the "extra-profit" reserve _Euro 1,125 million_ to the statutory
reserve, which will take place after the payment to be executed in 2026 of the extraordinary
contribution envisaged by the Italian Budget Law [1]
- the Board of Directors' Reports to the Shareholders' Meeting - to be held on 31
March 2026 - related to the following proposals:
-- approval of the 2025 Company Financial Statement of UniCredit S.p.A.
-- allocation of the 2025 net profit of UniCredit S.p.A. that envisages - among other
items - the distribution of the final cash dividend for Euro 2,578,326,000, corresponding
to Euro 1.7208 [2] per share.
-- elimination of negative reserves for the components not subject to change by means
of their definitive coverage, by use of available reserves.
-- purchase of a maximum no. 100,000,000 UniCredit shares, to allow the execution
of a Share Buy Back Program _SBB_ for a maximum amount of Euro 4,750,000,000 with
the aim of pursuing the actions and targets in terms of shareholder remuneration.
The authorization to purchase is requested until the earlier of _i_ the term of 18
_eighteen_ months from the authorizing resolution of the Shareholders' Meeting; and
_ii_ the date of the shareholders' meeting that will be called to approve the financial
statements for the year ending December 31, 2026. The share purchases must be carried
out at a price that will be determined on a case-by-case basis, in compliance with
applicable rules, including regulatory requirements, in force from time to time, it
being understood that the purchase price cannot diverge downwards or upwards by more
than 10% from the official price registered by the UniCredit share in the trading
session of Euronext Milan, on the day prior to the execution of each individual purchase
transaction. The purchase transactions which are the subject of the authorization
requested to the Shareholders' Meeting will be carried out _indicatively in more transactions_
in accordance with the procedures regulated pursuant to Article 132 of the Italian
Consolidated Financial Act, Article 144-bis of the Consob Issuers' Regulation no.
11971/99 and more generally by the applicable rules, in force from time to time and
may be carried out in compliance with the conditions provided by Article 3 of Delegated
Regulation _EU_ No. 1052/2016 in order to benefit, where the conditions exist, from
the exemption under Article 5 of Regulation _EU_ no. 596/2014 _MAR_ and the related
implementing provisions. On the date of this report, UniCredit S.p.A. does not hold
treasury shares in the portfolio.
Subject to the approval of the abovementioned Shareholders' Meeting, the Company:
_i_ will proceed with the cash dividend distribution that envisages an ex-dividend
date on 20 April 2026, a record date on 21 April 2026 and a payment date on 22 April
2026; _ii_ intends to launch the purchases of the 2025 SBB, with the prior approval
of the Supervisory Authorities.
For further information please see the Directors' Reports for the Shareholders' Meeting,
which will be made available within the deadlines provided by law.
In line with the distribution policy and subject to the necessary corporate and regulatory
approvals and to the applicable capital requirements, an interim FY26 cash dividend
is expected to be paid in November 2026, amounting to approximately 45% of the total
expected FY26 cash dividend, based on a target payout of 50% of net profit.
Milan, 23 February 2026
Contact:
Media Relations e-mail: MediaRelations@unicredit.eu
Investor Relations e-mail: InvestorRelations@unicredit.eu
[1] Following the payment of the extraordinary contribution, the tax mechanism provided
for by Law No.136/2023 will permanently cease to apply, and the "extra-profit" reserve
will be tax-exempt pursuant to Law No.199/2025.
[2] The overall 4,750 million cash dividend _of these, 2,172 million already paid
as interim dividend in November 2025_ corresponds to a dividend per share _DPS_ equal
to 3.1490 calculated as 1.4282 interim DPS paid in November 2025, plus 1.7208 final
DPS, calculated as of 23 February 2026 based on the number of shares eligible for
dividend payment at payment date.
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RB-W: UniCredit S.p.A. Board of Directors approves draft Company's Financial Statements
and Consolidated Financial Statements as of 31 December 2025 
