EQS-CMS: Deutsche Bank AG: Release of a capital market information

The share buyback approved by the European Central Bank and resolved by the management board of Deutsche Bank Aktiengesellschaft (DB AG) on 27 March 2025 (the Share Buyback) will start on 1 April 2025 and will end no later than 19 September 2025 (subject to regulatory approval remaining in place). Under the Share Buyback, shares of DB AG (ISIN: DE0005140008) with a value of up to EUR 750 million (excluding purchase related costs) but not more than 90 million shares will be purchased. The purpose of the Share Buyback is to reduce the share capital of DB AG and therefore shares purchased under the Share Buyback will be cancelled. The management board is initially making use of the authorization granted by the annual general meeting of DB AG on 16 May 2024 to acquire own shares in accordance with section 71(1) no. 8 of the German Stock Corporation Act (Aktiengesetz), which allows the acquisition of a maximum of 10% of the share capital until 30 April 2029.

The Share Buyback will be carried out by a credit institution (the Broker) mandated by DB AG and acting independently from DB AG in accordance with Art. 4(2) lit. b) of Delegated Regulation (EU) No. 2016/1052 (the DRO). The Broker will make its decisions on the timing of the acquisition of the shares independently of DB AG. The right of DB AG to terminate the Broker’s mandate remains unaffected. The Share Buyback may be stopped, interrupted and continued at any time in accordance with the legal requirements to be observed.

No purchases will be made in the United States.

All shares shall be purchased on the electronic trading platform of the Frankfurt Stock Exchange (Xetra) and in accordance with the provisions of the authorization of the annual general meeting. Accordingly, the countervalue for the purchase of shares (excluding ancillary purchase costs) through a stock exchange may not be more than 10% higher or more than 20% lower than the average of the share prices (closing auction prices of DB AG’s share in Xetra trading and/or in a comparable successor system on the Frankfurt Stock Exchange) on the last three stock exchange trading days before the obligation to purchase.

In addition, the Broker is obliged to comply with the applicable legal requirements and, in particular, with the trading conditions pursuant to Art. 3 DRO, as well as with all other relevant provisions. Pursuant to Art. 3 DRO, this means, among other things, shares in DB AG may not be purchased at a price that is higher than the price of the last independent trade or higher than the price of the last highest independent bid on the trading venue on which the purchase takes place. The higher of the two values is decisive. In addition, no more than 25% of the average daily share turnover on the stock exchange on which the respective purchase is made may be acquired on any one day. The average share turnover is derived from the average daily trading volume on the 20 trading days prior to the specific purchase date.

The purchases will be disclosed in a manner that complies with the requirements of Art. 2(3) DRO no later than at the end of the seventh trading day after their execution. In addition, DB AG will publish the relevant data on its website at https://investor-relations.db.com/share/share-buybacks/capital-distribution#show-content-of-share-buyback-program-2025-1 and ensure that the information remains publicly accessible for at least five years from the day of announcement.