Significant shareholders and shareholder structure

Under the Financial Markets Infrastructure Act (FMIA), anyone holding shares in a company listed on the SIX Swiss Exchange is required to notify the company and the SIX Swiss Exchange if its direct or indirect holding reaches, falls below or exceeds the following thresholds: 3%, 5%, 10%, 15%, 20%, 25%, 33⅓%, 50% or 66⅔% of the voting rights pursuant to the entry into the commercial register, whether or not the voting rights can be exercised*. Notifications must also include financial instruments, regardless of whether cash or physically settled, constituting a purchase or a sale position. Upon receipt of such notifications, the company is required to inform the public by publishing within two trading days the notification on the electronic platform of the SIX Swiss Exchange.

The following table provides a summary of the current disclosure notifications of major shareholders holding more than 3% of the voting rights:

Significant shareholders

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Shareholder1

Number of shares

% of voting rights and share capital

Creation of the obligation to notify

1

In the context of Swiss Reinsurance Company Ltd’s issuance of Perpetual Subordinated Capital Instruments in 2012 with a face value of USD 750 million with a stock settlement in registered shares of Swiss Re Ltd, Aquarius + Investments plc (“Aquarius”) reported in compliance with the Federal Act on Stock Exchanges and Securities Trading (Stock Exchange Act, SESTA) and the Ordinance of the Swiss Financial Market Supervisory Authority on Stock Exchanges and Securities Trading (Stock Exchange Ordinance – FINMA, SESTO-FINMA) a disclosable purchase and a sales position, each corresponding to 6.32% of the voting rights. Aquarius does not hold any registered shares of Swiss Re Ltd.

2

In compliance with Article 120 of the Financial Markets Infrastructure Act (FMIA), BlackRock, Inc., New York, U.S.A. (BlackRock), notified Swiss Re Ltd (Swiss Re) on 11 October 2016 following an acquisition of Swiss Re shares that it holds as of 10 October 2016 a total of 18 218 492 voting rights corresponding to 5.06% of the voting rights in Swiss Re. With recommendation of the Disclosure Office dated 15 July 2016, BlackRock was granted easing provisions from the obligation to disclose the direct shareholders according to Article 120 para. 1 FMIA in conjunction with Article 11 let. b and Article 22 para. 1 let. e and para. 3 FMIO-FINMA when disclosing holdings according to Article 18 para. 1 and 4 FMIO-FINMA. However, collective investment schemes within the meaning of Article 18 para 2 let. a FMIO-FINMA that hold individually 3% or more of the voting rights of the relevant issuer will be mentioned in the relevant disclosure notificaton. Any person shall, at his/her request and without prove of interest, receive information about the direct shareholders within the meaning of Article 11 let. b and Article 22 para. 1 let. e and para. 3 FMIO-FINMA. Such request has to be addressed via email to the Disclosure Office: offenlegung@six-group.com. The information will be provided within five trading days from receipt of the relevant request by BlackRock, Inc. The information will be provided in electronic format with a reference date not older than one month. The easing provisions are granted until 15 July 2016. The 18 218 492 voting rights result from (i) the holding of 15 251 817 registered shares of Swiss Re (corresponding to 4.24% of the voting rights), of which 962 492 voting rights (corresponding to 0.27% of the voting rights) are due to repos (on the purchaser side) and/or collateral received with the title transfer (non-repo), (ii) 2 931 037 voting rights (corresponding to 0.81% of the voting rights) delegated by a third party and which can be exercised at BlackRock’s own discretion and (iii) contracts for difference conferring a total of 35 638 voting rights (corresponding to 0.01% of the voting rights) in Swiss Re. In addition, BlackRock disclosed sales positions arising from contracts for difference amounting to 57194 voting rights corresponding to 0.02% of the voting rights in Swiss Re.

 

 

 

 

BlackRock, Inc.

18 218 4922

5.06

10 October 2016

 

 

 

 

In addition, Swiss Re Ltd and Group companies held, as of 31 December 2016, directly and indirectly, 34 093 834 shares, which includes 5 542 500 shares repurchased under the public share buy-back programme Swiss Re Ltd launched on 4 November 2016. The public share buy-back programme was completed on 9 February 2017. This represents 9.47% of voting rights and share capital. Neither Swiss Re Ltd nor the Group companies can exercise the voting rights of these shares. All notifications received in 2016 are published at www.swissre.com/investors/shares/disclosure_of_shareholdings/ For further details on the past share buy-back programmes please visit: www.swissre.com/investors/shares/share_buyback/

* According to Article 120 (1) FMIA anyone who directly or indirectly or acting in concert with third parties acquires or disposes shares or acquisition or sale rights relating to shares of a company with its registered office in Switzerland whose equity securities are listed in whole or in part in Switzerland, or of a company with its registered office abroad whose equity securities are mainly listed in whole or in part in Switzerland, and thereby reaches, falls below or exceeds the thresholds of 3%, 5%, 10%, 15%, 20%, 25%, 33⅓%, 50% or 66⅔% of the voting rights, whether exercisable or not, must notify this to the company and to the stock exchanges on which the equity securities are listed. According to Article 120 (3) FMIA, anyone who has the discretionary power to exercise the voting rights associated with equity securities in accordance with Article 120 (1) FMIA is also subject to the notification. The person or group is obliged to make a notification in writing to the company (issuer) and the stock exchange no later than four trading days after the creation of the obligation to notify (conclusion of a contract).

Registered shareholders by type

as of 31 December 2016

Registered shareholders by type (pie chart)

Registered shareholdings by country

as of 31 December 2016

Registered shareholdings by country (pie chart)

Shareholder structure

Registered — unregistered shares

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As of 31 December 2016

Shares

in %

1

Without Swiss Re’s holdings.

Registered shares1

193 711 538

53.8

Unregistered shares1

132 267 189

36.7

Shares held by Swiss Re

28 551 334

7.9

Share Buy-back Programme

5 542 500

1.6

Total shares issued

360 072 561

100.0

Registered shares with voting rights by shareholder type

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As of 31 December 2016

Shareholders

in %

Shares

in %

Individual shareholders

76 602

87.8

54 870 537

28.3

Swiss Re employees

6 503

7.4

7 955 764

4.1

Total individual shareholders

83 105

95.2

62 826 301

32.4

Institutional shareholders

4 162

4.8

130 885 237

67.6

Total

87 267

100.0

193 711 538

100.0

Registered shares with voting rights by country

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As of 31 December 2016

Shareholders

in %

Shares

in %

Switzerland

75 653

86.7

103 057 224

53.2

United Kingdom

1 434

1.6

31 494 230

16.3

USA

1 385

1.6

28 006 420

14.4

Other

8 795

10.1

31 153 664

16.1

Total

87 267

100.0

193 711 538

100.0

Registered shares with voting rights by size of holding

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As of 31 December 2016

Shareholders

in %

Shares

in %

Holdings of 1–2 000 shares

80 810

92.6

31 550 558

16.3

Holdings of 2 001–200 000 shares

6 366

7.3

58 796 579

30.3

Holdings of > 200 000 shares

91

0.1

103 364 401

53.4

Total

87 267

100.0

193 711 538

100.0

Cross-shareholdings

Swiss Re has no cross-shareholdings in excess of 5% of capital or voting rights with any other company.