Shareholding disclosure
SMG Swiss Marketplace Group Holding AG
Collectively declared rate
69.827%
Threshold
Crossed upwards
Timeline
Published
16.12.2025
Transaction
19.10.2025
Voting rights breakdown
Declared beneficial owners · 35
A single, collectively filed disclosure: the voting-rights rate applies to the whole group, not to each person.
Notice details
Notification ID
ZA02-000000000REQ2
Beneficial owner
Michael Ringier
Declared address
Michael Ringier, Küsnacht, CH
In connection with the initial public offering and listing of shares of SMG Swiss Marketplace Group Holding AG ("SMG") on SIX Swiss Exchange (the "IPO"), SMG entered into separate relationship agreements with each of Ringier AG (direct holder of the position reported by Michael Ringier and Evelyn Lingg-Ringier), Schweizerische Mobiliar Holding AG (direct holder of the position reported by Schweizerische Mobiliar Genossenschaft) and TX Group AG (direct holder of the position reported by the TX Group shareholder group) governing certain rights and obligations of the parties in relation to nomination and election of board members and related matters. Further, under SMG's management equity participation program (MEP), certain MEP participants (including certain members of SMG's executive leadership team) have been granted and acquired shares that are subject to a call option to the benefit of SMG in case of leaver events. The purchase positions relate to SMG's call option against the respective MEP participant. The call option can be exercised by SMG in case of leavers and expires twelve months after the first day of trading (i.e., on September 19, 2026). In addition, in connection with the IPO: (A) Ringier AG, Schweizerische Mobiliar Holding AG, General Atlantic SC B.V., TX Group AG, members of the board of directors and the executive leadership team and certain other employees of SMG agreed to parallel lockup undertakings of six and twelve months, respectively, vis-à-vis the managers in the IPO (or the Company, respectively); and (B) Ringier AG, Schweizerische Mobiliar Holding AG, TX Group AG and General Atlantic SC B.V. entered into a sell-down coordination agreement governing certain rights and obligations in connection with future sales of their shares in SMG which, subject to certain earlier termination events, will terminate 18 months after the six month lock-up, i.e., on September 19, 2027. Such group arrangements are separate from the group arrangements notified hereby and are notified by two separate group notifications, but the positions notified by Ringier AG, Schweizerische Mobiliar Holding AG and TX Group AG in such group notifications are the same as the positions notified by Ringier AG, Schweizerische Mobiliar Holding AG and TX Group AG in such seperate group notifications.
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