FAIS HOLDINGS S.A. (the “Company”) announces that the Company’s Annual General Meeting of Shareholders held on June 29, 2026, approved the distribution of a total dividend of 0.155 euros per share for the 2025 fiscal year from the distributable profits of that fiscal year (the “Dividend”).
The above amount to be distributed is subject to a 5% withholding tax (with the exception or adjustment of the withholding rate for shareholders subject to special provisions).
The above amount per share, increased proportionally by the amount of the dividend attributable to the 545,822 treasury shares that the Company will hold as of the ex-dividend date, Monday, July 6, 2026, in accordance with Article 50(1)(b) of Law 4548/2018, amounts to a gross total of 0.156874464 euros per share.
After a 5% withholding tax, the final net dividend per share amounts to 0.149030741 euros.
Furthermore, in accordance with and pursuant to the dividend reinvestment program for the 2025 fiscal year (“Dividend Reinvestment Program”), pursuant to the authorization granted by the Extraordinary General Meeting of November 28, 2024, the Company’s Board of Directors, by its resolution of July 2, 2026, resolved to increase the Company’s share capital by up to 3,540,200 euros (the “Share Capital Increase”), through the issuance of up to 3,540,200 new common, dematerialized, registered shares with voting rights, with a par value of 1.00 euro each (the “New Shares”), with the option of partial subscription in accordance with Article 28 of Law 4548/2018, through the reinvestment of up to 50% of the gross dividend attributable to each eligible shareholder from the profits of the 2025 fiscal year, with the total amount eligible for reinvestment amounting to up to €3,540,200, from those eligible for the Dividend who choose to reinvest the aforementioned amount in a whole number of New Shares, rather than in cash.
The offering price of the New Shares will be equal to the volume-weighted average share price (VWAP—Volume-Weighted Average Price) over the following three (3) trading days of the reinvestment right exercise period, from July 15, 2026, through July 17, 2026, reduced by 3% (discount rate). In the event of a fractional amount, the offering price of the New Shares will be rounded to the next higher second decimal place.
More specifically, each eligible shareholder will be able to reinvest in New Shares, in whole or in part, up to an amount of €0.0775 per share held as of the record date for the Dividend (i.e., July 7,2026), which corresponds to up to 50% of the gross dividend per share (the “Reinvestment Amount”).
The remaining amount of the Dividend per share will be paid to shareholders in cash, regardless of their choice to participate in the Dividend Reinvestment Program. It is clarified that the portion of the Dividend corresponding to the Company’s treasury shares, which will increase the Dividends of the other shareholders in accordance with Article 50, paragraph 1, subparagraph (b) of Law 4548/2018, will be paid in cash and will not increase the Reinvestment Amount.
The right of election—that is, the right of Shareholders to choose how to receive the Reinvestment Amount, either in cash and/or by reinvesting all or part of the Reinvestment Amount in New Shares— shall be exercised within a period of fourteen (14) days, beginning on the day following the ex-dividend date, i.e., from July 7, 2026, through July 20, 2026.
The number of New Shares of the Company that each eligible Shareholder may receive will be determined by dividing the total Reinvestment Amount that each shareholder declares they wish to reinvest through the Capital Increase and the offering price, rounded down to the nearest whole number in the event of decimal places.
Any remaining balance of the Reinvestment Amount, resulting from such rounding, will be paid in cash on the Dividend Payment Date, i.e., July 30, 2026. A shareholder of the Company who is not entitled to the required Reinvestment Amount to acquire at least one (1) New Share of the Company, based on the offering price, will not be entitled to participate in the Dividend Reinvestment Program and will receive the total Reinvestment Amount to which they are entitled exclusively in cash.
The amount corresponding to the New Shares to be issued at the offering price will be paid by set-off, in accordance with Article 20(4) of Law 4548/2018, against the Reinvestment Amount of Shareholders who are eligible and choose to reinvest the Reinvestment Amount, or a portion thereof.
In the event of partial subscription to the Share Capital Increase, the unsubscribed New Shares will not be offered to third parties or to other shareholders of the Company; rather, the Company’s share capital will be increased up to the amount subscribed, in accordance with Article 28 of Law 4548/2018, and the Company’s Board of Directors will amend Article 5 of the Company’s Articles of Incorporation accordingly, specifying the amount of capital resulting from the partial subscription of the Share Capital Increase. Those entitled to the Dividend and to the right to reinvest the Reinvestment Amount through the Share Capital Increase will be the Company’s shareholders who are registered in the records of the Dematerialized Securities System (“DSS”) on Tuesday, July 7, 2026 (record date).
Starting Monday, July 6, 2026 (cutoff date), the Company’s shares will trade on Euronext Athens without the right to receive the Dividend and without the right to reinvest the Reinvestment Amount.
Payment of the Dividend to eligible shareholders will begin on Thursday, July 30, 2026, through the paying bank, “Optima Bank.”
* The report of the Fais Group Board of Directors is published in the right-hand column under “Supporting Documents.”