Eurobank launches five-year share award programme

Greek lender Eurobank has launched a five-year programme for the free allocation of shares to management executives and employees, as well as staff at affiliated companies. Implementation of the programme will begin in 2026, following decisions taken during the bank’s annual general meeting on April 28, 2026 and the board of directors on April 29, 2026. The bank informed investors of the main terms and conditions of the programme, which is designed to operate over a five-year period. Under the scheme, a maximum of 36.4 million ordinary registered shares may be allocated. This number corresponds to 1 per cent of the bank’s paid-up share capital as it stood on the date of the relevant decision by the 2026 annual general meeting. The beneficiaries of the programme are management executives and employees of Eurobank and its affiliated companies, as defined under Article 32 of Law 4308/2014. According to the bank, the programme does not constitute a separate or standalone variable remuneration scheme. Instead, it serves as a mechanism for paying the portion of variable remuneration delivered through financial instruments under the group’s existing remuneration policies. These include annual variable remuneration schemes, any long-term incentive programmes, and any other variable remuneration arrangements adopted from time to time. The programme is intended to reward beneficiaries for their contribution to achieving the group’s strategic objectives, as well as specific financial and operational targets. It is also designed to ensure compliance with regulatory requirements concerning the payment of part of variable remuneration in financial instruments for certain categories of staff. In addition, the scheme seeks to align the interests of beneficiaries with the long-term interests and sustainable growth of the group. Eurobank said that the programme also supports the effective implementation of its remuneration policies, which provide for variable pay to be delivered through a balanced combination of cash and financial instruments. Moreover, the initiative aims, over the longer term, to attract, retain and motivate executives and employees across the bank and its affiliated companies. The programme will be implemented through successive cycles under different series, provided that the relevant performance conditions and other requirements are satisfied. It may also be used to meet the group’s obligations regarding variable remuneration payable to beneficiaries. The beneficiaries in each cycle will be determined according to the terms and conditions of the relevant series and the decisions of the competent corporate bodies. The board of directors, following recommendations from the remuneration committee, may amend or supplement any terms of the programme within the framework approved by the general meeting and in accordance with the applicable legal and regulatory framework. At one or more meetings during each calendar year, the board of directors, acting upon recommendations from the remuneration committee, will determine the beneficiaries and the methodology for distributing shares. The board may decide on allocations at separate meetings either by category of beneficiary or by programme series. Such decisions will take into account the relevant allocation decisions and the bank’s obligations regarding the granting of variable remuneration. The allocation of shares will remain subject to the requirements of the prevailing legal and regulatory framework. It will also take into account the provisions contained in the remuneration policies for members of the board of directors and employees, together with the specific conditions attached to each programme series. The deferral periods and vesting conditions will be aligned with the bank’s remuneration policies and the provisions of the relevant programme series. They will also remain subject to the requirements and restrictions imposed by applicable legislation. Shares distributed under the programme will be subject to a one-year holding period, unless otherwise required under the prevailing regulatory framework and the bank’s remuneration policies. According to Eurobank, this requirement is intended to ensure continued alignment with the principles of long-term performance and prudent remuneration practices. During the holding period, beneficiaries will not be permitted to sell, transfer or otherwise encumber the shares. However, shareholders participating in the programme will continue to exercise all administrative and economic rights attached to the shares.