Sika's share structure

  • Bearer shares, Nominal value CHF 0.60.
    Total 2,151,199 titles. Sika AG bearer shares are listed on SIX Swiss Exchange.
  • Registered shares, Nominal value CHF 0.10.
    Total 2,333,874 titles. The registered shares of Sika AG were delisted on the SIX, the Swiss stock exchange, on September 4, 2003.

Capital Structure

Capital stock totals CHF 1,524,106.80. All shares earn the same dividend, with payout adjusted according to nominal value. One share represents one vote. In addition, there is CHF 155,893.20 in contingent capital, unrestricted in time, comprising 259,822 bearer shares with a per-share nominal value of CHF 0.60. These shares are reserved for the exercise of option or conversion rights. Shareholders are excluded from subscription rights.

In 2011 a repayment of nominal value was done with regard to the business year 2010, amounting to CHF 8.40 for bearer shares and CHF 1.40 for registered shares. This payout to the shareholders led to a reduction of capital stock from CHF 22,861,602.00 to CHF 1,524,106.80. There have been no changes in capital stock since then.

Shareholders

As of the balance sheet date of December 31, 2015, Sika had received notification of three significant shareholders whose voting rights exceed 3%: (1) The Burkard-Schenker family, who, according to information provided by the family, held 52.92% of all voting shares via Schenker-Winkler Holding AG as at December 31, 2015. On December 8, 2014, the Burkard-Schenker family announced the sale of their Sika participation to the Compagnie de Saint-Gobain (“Saint-Gobain”), and, on December 11, 2014, the Burkard-Schenker family and Saint-Gobain announced the formationof a group. On April 7, 2015, the Burkard-Schenker family and Saint-Gobain announced the dissolution of their group.Saint-Gobain itself announced on April 7, 2015, that it held 52.92% of all voting rights via Schenker-Winkler Holding AG. Legal proceedings are underway in connection with the planned transaction, which, as far as the company is aware, has not yet been concluded.

(2) Black Rock, Inc., which owned 3.02% of all voting shares on the balance sheet date.

(3) A group consisting of Threadneedle Asset Management Limited, Threadneedle Investment Services Limited, Threadneedle Management LuxembourgS.A., FIL Limited, William H. Gates II, Melinda French Gates and Bill & Melinda Gates Foundation Trust, which owned 5.23% of all voting shares on the balance sheet date. A list of changes in significant shareholdings reported to the Disclosure Office of SIX Swiss Exchange Ltd during the year under reviewcan be found on the SIX website.There are no crossover holdings exceeding 3%, either in terms of capital or votes.

Transfer restrictions on shares

The purchase of Sika bearer and registered shares is open to all lega lpersons and individuals. The Board of Directors can deny purchase of registered shares if the purchaser’s registered shareholdings exceed 5% of the total number of registered shares entered in the commercial register. Nominees, i.e. shareholders who acquire shares in their own name but on the account of third parties, are registered as shareholders without voting rights.