| Element List | Explanation |
|---|---|
| Introduction | Saudi Tadawul Group Holding Co. (the Group) announces the Board of Directors recommendation to the Extraordinary General Assembly to buy-back the Group’s shares, up to a maximum of One Million Two Hundred Twenty Thousand (1,220,000) of the Group’s ordinary shares, for the purpose of allocating them to the Employee Stock Incentive Plan. |
| Board of director’s recommendation date | 2026-05-05 Corresponding to 1447-11-18 |
| Purpose of Purchase | To hold them as treasury shares. |
| Purpose of Purchase (If the Purpose to Keep the Shares as Treasury Shares) | To allocate them to the Employee Stock Incentive Plan. |
| Number of Shares to be Bought | 1220000 |
| Shares Class and type | Ordinary shares. |
| Method of Financing the Purchasing Process | The share buy-back will be financed from the Group’s internal resources. |
| Current Percentage of the Treasury Shares at the Company out of the Total Class of Shares Purchased | 0% |
| Approvals and Meeting the Conditions of Financial Appropriateness | The Board of Directors’ recommendation will be subject to approval by the Extraordinary General Assembly, the date of which will be announced at a later stage, in accordance with the requirements of Paragraph (4) of Article (17) of the Implementing Regulation of the Companies Law for Listed Joint Stock Companies. Noting that the finalization of the buy-back transaction within a maximum period of eighteen (18) months from the date of the Extraordinary General Assembly’s resolution. This is subject to the Group fulfilling all financial solvency requirements of Paragraph (3) of Article (17) of the same Implementing Regulations, through the submission of a report issued by the Group’s external auditor in line with the requirements of this paragraph. |
| Voting Right | The repurchased shares shall have no voting rights in the Group’s General Assemblies. |
| Additional Information | The shares allocated to employees will not be entitled to any dividends during the period the Group holds them. The Group would also like to clarify that, in accordance with the requirements of Article (17) of the Implementing Regulation of the Companies Law for Listed Joint Stock Companies: - Paragraph (5): The buy-back in a single trading day must not exceed (25%) of the average daily trading volume of the Group's shares during the last five trading days preceding the buy-back transaction, and for the purpose of calculating the average daily trading volume in accordance with the provisions of this paragraph, private transactions shall not be calculated in the Group’s daily trading volume. - Paragraph (6): The purchase price shall not exceed 5% of the closing price on the day preceding the day the share buy-back transaction is executed. - Paragraph (8): The share buy-back transactions shall be executed through the Exchange and not through a private transaction. |