EQS-CMS: Schaeffler AG: Release according to Article 50 of the WpHG [the German Securities Trading Act] with the objective of Europe-wide distribution

Schaeffler AG
Herzogenaurach

Common shares
- ISIN DE000SHA0019 (old) - WKN SHA001 (old)
- ISIN DE000SHA0100 (new) - WKN SHA010 (new)

Announcement pursuant to Section 50 (1) sentence 1 no. 1 of the German Securities Trading Act (WpHG)

Conversion of bearer shares into registered shares and conversion of stock exchange listing

On April 24, 2025, the Annual General Meeting of Schaeffler AG, Herzogenaurach, (the “Company”) resolved under agenda item 8 to convert the bearer shares into registered shares and to amend the Company's Articles of Association accordingly.

The amendments to the Articles of Association associated with the conversion were entered in the Company's Commercial Register B at the Fürth Local Court (HRB 14738) on May 14, 2025, and thus became effective. The Company's share capital of EUR 944,884,641.00 is now divided into a total of 944,884,641 registered ordinary shares, each representing a notional share of the share capital of EUR 1.00. There are no plans to restrict the transferability of the shares. Since June 26, 2025, the Company's common shares have been listed as registered shares under the new ISIN DE000SHA0100 / WKN SHA010.

In connection with the conversion of bearer shares to registered shares, a technical conversion of securities holdings took place on the evening of June 27, 2025 (record date). For this purpose, the bearer shares held in custody at credit institutions under ISIN DE000SHA0019 were converted into registered shares at a ratio of 1:1. From June 30, 2025 (payment date) onwards, they will be booked as registered shares under the new ISIN DE000SHA0100.

The share capital, divided into registered ordinary shares, is represented by two global certificates deposited with Clearstream Banking AG, Frankfurt am Main. Shareholders of the Company participate as co-owners of the collective holding of the Company's ordinary shares held by Clearstream Banking AG in proportion to their share.

In the course of converting the company's bearer shares into registered shares, the Company has established a share register. In the case of registered shares, only those persons who are entered as such in the share register are deemed to be shareholders in relation to the Company. This means that only the shareholder entered in the share register is entitled to participate in and exercise voting rights at the Annual General Meeting. Shareholders who are natural persons are entered in the Company's share register with their name, date of birth, and postal address; shareholders who are legal entities or companies with (partial) legal capacity are entered with their company name, registered office, and business address, as well as an email address and the number of shares held.

Herzogenaurach, June 30, 2025

Schaeffler AG
The Board of Managing Directors