EQS-CMS: HORNBACH Holding AG & Co. KGaA: Release of a capital market information

Subject: HORNBACH Holding AG & Co. KGaA: Disclosure of information relating to a buy-back programme pursuant to Art. 2 (1) of Commission Delegated Regulation (EU) 2016/1052

Information on issuer and content:

Name: HORNBACH Holding AG & Co. KGaA

Address:  Hornbachstr. 11, 76879 Bornheim, Germany

Content of the publication: Share buy-back programme

Disclosure pursuant to Art. 2 (1) of Commission Delegated Regulation (EU) 2016/1052 
Information relating to a buy-back programme

On 5 July 2023, the management board of HORNBACH Management AG, the general partner of HORNBACH Holding AG & Co. KGaA (HORNBACH Holding or the Company) with corporate seat in Neustadt (ISIN DE0006083405), resolved on the acquisition of up to 55,000 own shares by HORNBACH Holding according to Section 278 (3) in conjunction with Section 71 (1) no. 2 AktG.

1. Purpose of the programme

The acquired own shares will be issued to employees of HORNBACH Holding and companies affiliated with HORNBACH Holding as part of an employee share programme at the end of 2023. Therefore, the sole purpose of the buy-back programme is to meet obligations within the meaning of Art. 5 (2) lit. (c) of Regulation (EU) No 596/2014.

2. Maximum pecuniary amount allocated to the programme

As maximum total purchase price for the acquisition of shares in the Company (excluding incidental acquisition costs), the management board of HORNBACH Management AG allocated an amount of EUR 5,500,000.00 to the programme.

The consideration paid per share (excluding incidental acquisition costs) may not fall below or exceed the average value of the closing prices for the Companys shares in XETRA trading (or a comparable successor system) of the Frankfurt Stock Exchange on the last five trading days prior to the respective acquisition by more than 10%.

When executing transactions under the buy-back programme, in accordance with Art. 3 (2) of Commission Delegated Regulation (EU) 2016/1052, shares may not be purchased at a price higher than the higher of the price of the last independent trade and the highest current independent purchase bid on the trading venue where the purchase is carried out.

3. Maximum number of shares to be acquired

A total of up to 55,000 shares without par value in the Company shall be acquired. These shares represent approximately 0.34% of the nominal share capital of the Company.

No more than 25% of the respective average daily trading volume in XETRA trading (or a comparable successor system) on the Frankfurt Stock Exchange may be repurchased per day. The average daily volume is to be derived from the average daily trading volume of the 20 trading days prior to the respective purchase date.

4. Duration of the programme

The buy-back programme is expected to start on 11 July 2023 and is limited in time until the end of the Companys financial year 2023/24, i.e. until 29 February 2024. The buy-back programme may, in compliance with the applicable statutory provisions, be suspended and resumed at any time.

5. Further details

The share buy-back will be carried out by a credit institution which will, within the aforementioned time period, make its decisions regarding the exact timing of the purchase of shares in the Company independently from, and without influence by, HORNBACH Holding. The credit institution has undertaken vis-à-vis the Company to comply with the conditions for trading pursuant to Art. 3 of Commission Delegated Regulation (EU) 2016/1052.

Information on the transactions relating to the buy-back programme will be publicly disclosed in an adequate manner in accordance with Art. 2 (3) sentence 1 in conjunction with (2) of Commission Delegated Regulation (EU) 2016/1052 no later than by the end of the seventh daily market session following the date of execution of such transactions.

The Company will also post the transactions disclosed on its website (www.hornbach-holding.de) in the Investor Relations section in accordance with Art. 2 (3) sentence 2 of Commission Delegated Regulation (EU) 2016/1052 and will keep that information available to the public for at least a 5-year period from the date of adequate public disclosure.

Bornheim (Palatinate), 7 July 2023

HORNBACH Management AG

The Management Board