UNIQA Insurance Group AG successfully places new EUR 500,000,000 fixed to floating rate subordinated (Tier 2) notes

UNIQA Insurance Group AG ("UNIQA" or the "Company") publicly announced on 5 May 2026 (i) that the Company invites holders of UNIQA's EUR 500,000,000 Subordinated Fixed to Floating Rate Notes with scheduled maturity in 2046 and a first issuer call date on 27 July 2026, ISIN XS1117293107 (the "Notes"), to tender their Notes for repurchase by the Company until 12 May 2026 (the "Tender Offer" or the "Repurchase") and, in connection with the intended Repurchase, (ii) that the Company intends to issue new EUR 500,000,000 fixed to floating rate subordinated (Tier 2) notes with a minimum denomination of EUR 100,000 (the "New Notes").

Today, UNIQA successfully priced and placed the New Notes with an aggregate principal amount of EUR 500,000,000 (ISIN XS3357207417) with institutional investors in Austria and abroad.

Subject to certain conditions, the New Notes are scheduled to be redeemed after expiry of 20 years in 2046 and can be early redeemed by UNIQA for the first time after 9.5 years. They bear interest at a fixed rate of 4.5% per annum during the first ten years and at a floating interest rate of 3-month EURIBOR (or relevant replacement rate) plus margin (including a 100bps step-up) thereafter. The issue price was set at 99.369% of the principal amount. The New Notes are intended to be eligible as tier 2 basic own funds in accordance with regulatory requirements.

Subject to approval of the listing prospectus, admission of the New Notes to trading on the Official Market (Amtlicher Handel) of the Vienna Stock Exchange will be applied for. Trading of the New Notes is expected to commence on or around 13 May 2026.

UNIQA intends to use net proceeds of the New Notes for general corporate purposes, including the Repurchase and for refinancing upcoming redemptions under its existing tier 2 instruments.

Final results of the Tender Offer are expected to be announced as soon as practicable on 13 May 2026. Settlement of the Repurchase is expected to take place on 15 May 2026.

J.P. Morgan SE, UniCredit Bank GmbH, Barclays Bank Ireland PLC, Morgan Stanley Europe SE and Raiffeisen Bank were acting as Joint Bookrunners on this transaction.

Legal notice/disclaimer:

This communication is a mandatory notification under Article 17 of Regulation (EU) No 596/2014 of the European Parliament and of the Council of 16 April 2014 on market abuse, as amended (Market Abuse Regulation).

This communication is for information purposes only and does not constitute an offer to sell or an offer or solicitation to buy or subscribe to securities, nor does it constitute financial analysis or advice or a recommendation relating to financial instruments. The securities have not been and will not be registered under foreign securities laws, in particular not under the U.S. Securities Act of 1933, as amended ("Securities Act") and may not be offered or sold, in particular in the United States of America ("USA"), without registration or exemption from the registration requirements under the Securities Act.

This communication is not intended for distribution in or within the USA, Australia, Canada or Japan or any other country where such distribution or dissemination would be unlawful and may not be distributed or forwarded to publications with a general circulation in the USA. There will be no public offering of securities in the USA.

The liability management transaction referred to herein is not being made, directly or indirectly, in or into the United States by use of the mails or by any means or instrumentality (including, without limitation, e-mail, facsimile transmission, telephone and the internet) of interstate or foreign commerce, or of any facility of a national securities exchange of the United States and the tender offer cannot be accepted by any such use, means, instrumentality or facility or from within the United States.

This communication does not constitute and shall not, in any circumstances, constitute a public offering nor an invitation to the public in connection with any offer within the meaning of the Prospectus Regulation (EU) 2017/1129, as amended (the "Prospectus Regulation"). The offer and sale of the New Notes was made pursuant to an exemption under the Prospectus Regulation from the requirement to produce a prospectus for offers of securities.

A listing prospectus will exclusively be prepared for the purpose of admitting the New Notes to trading on the Official Market of the Vienna Stock Exchange. Once approved by the Austrian Financial Market Authority, the listing prospectus will be available for download free of charge in electronic form from UNIQA's website at https://www.uniqagroup.com/grp/investor-relations/debt-investors.en.html.