The board approves the 5th treasury share repurchase program

Barcelona, 11 February 2020

The board of directors of the Company, at his meeting held on February 10, 2020, has approved the fifth program to repurchase its own shares, under the authorization granted to it by the ordinary general meeting of shareholders on June 23 of 2017, in the following terms:

Purpose of the repurchase program: The amortization of treasury shares acquired by reducing the share capital in its nominal amount, as provided in point 2.a) of article 5 of Regulation 596/2014.
Maximum monetary amount and maximum number of shares: The repurchase program will have a maximum monetary amount of 18 million euros. In no case, however, the number of treasury shares to be acquired under the repurchase program may exceed 7% of the capital of the Company current share capital consisting of 104,915,821 shares (equivalent to 3.3 million shares of the current share capital).
Price and volume conditions: The shares will be purchased at market price in accordance with the price and volume conditions established in the legislation on the subject. In particular, as regards the price, the Company will not acquire shares at a price higher than the highest of the following: (a) the price of the last independent operation; or (b) the highest independent offer at that time in the trading centre where the purchase is made, even when the shares are negotiated in different trading centres. Regarding to the contract volume, the Company will not acquire more than 25% of the average daily volume of its own shares in the trading centre where the purchase is carried out, applying that limit to the entire repurchase program. Regarding these purposes, the average daily volume will be based on the average daily volume negotiated during the 20 trading days prior to the date of purchase.
Duration: This fifth repurchase program is in force from the publication of this communication until June 30, 2021.

Notwithstanding the foregoing, the Company reserves the right to terminate the repurchase program if, prior to its effective date, it has acquired the maximum number of shares authorized by the board of directors, the maximum monetary amount assigned to the repurchase program has been exceeded or if any other circumstance may concur that so advises.

The four programs and the three reductions in share capital, which have been undertaken since the end of 2016 to date in the framework of the shareholder remuneration policy, have accumulated a purchase of 9.16 million own shares, whose amortization has led to a decrease in the share capital of 2.75 million euros, which represents a reduction of 8.03% of the initial capital.

Purchase operations of shares made under the repurchase program will be duly communicated to the National Securities Market Commission («CNMV») through the corresponding communication of «other relevant information», with the periodicity provided in the regulations. The interruption, finalization or modification of the program will also be communicated to the CNMV.

The repurchase program, which in any case will comply with the obligations that are required to the Company, will have as its main manager Banco de Sabadell in accordance with the provisions of the applicable regulations.

The repurchase program is subject to the provisions of Regulation (EU) No. 596/2014 of the European Parliament and the Council of April 16, 2014, on market abuse and Delegated Regulation (UE) 2016/1052 of the Commission, of March 8, 2016, which completes Regulation 596/2014 as regards the technical regulatory standards relating to the conditions applicable to repurchase programs stabilization measures, as well as others applicable regulations.