Significant shareholders and shareholder structure

Under the Financial Markets Infrastructure Act (FMIA), anyone holding shares in a company listed on SIX Swiss Exchange is required to notify the company and 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 SIX Swiss Exchange.

The following table provides a summary of the 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

In the context of the issuance of USD 500 000 000 exchangeable notes due 2024 by Swiss Re Ltd with issuer stock settlement, ELM B.V., Amsterdam, Netherlands, (the repackaging vehicle used for the issuance of these notes), notified Swiss Re Ltd, in compliance with Article 120 of the Financial Markets Infrastructure Act (FMIA), that as of 13 June 2018 it holds a purchase position in the amount of 3.20% of the voting rights in Swiss Re Ltd.

In compliance with Article 120 of the Financial Markets Infrastructure Act (FMIA), BlackRock, Inc., New York, USA (BlackRock), notified Swiss Re Ltd (Swiss Re) on 28 December 2018 following an acquisition of collateral (acquisition and share position obligation) that it holds as of 27 December 2018 a total of 17 037 445 voting rights corresponding to 5.03% 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(1) FMIA in conjunction with Article 11b and Article 22(1e) and (3) FMIO-FINMA when disclosing holdings according to Article 18(1) and (4) FMIOFINMA. However, collective investment schemes within the meaning of Article 18(2a) FMIO-FINMA that hold individually 3% or more of the voting rights of the relevant issuer will be mentioned in the relevant disclosure notification. Any person shall, at his/her request and without prove of interest, receive information about the direct shareholders within the meaning of Article 11b and Article 22(1e) and (3) FMIO-FINMA. Such request has to be addressed via email to the Disclosure Office: [email protected]. The information will be provided within five trading days from receipt of the relevant request by BlackRock. 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 2019. The 17 037 445 voting rights result from (i) the holding of 14 231 033 registered shares of Swiss Re (corresponding to 4.20% of the voting rights), of which 387 711 voting rights (corresponding to 0.11% of the voting rights) are due to repos (on the purchaser side) and/or collateral received with the title transfer (non-repo), (ii) 2 743 998 voting rights (corresponding to 0.81% of the voting rights) delegated by a third party and which can be exercised at BlackRockâ€™s own discretion and (iii) contracts for difference and one equity-linked note (with expiry date of 6 February 2019) conferring a total of 62 414 voting rights (corresponding to 0.02% of the voting rights) in Swiss Re. In addition, BlackRock disclosed sales positions arising from contracts for difference amounting to 224 474 voting rights, corresponding to 0.07% of the voting rights in Swiss Re.

BlackRock, Inc.

17 037 445²

5.03

27 December 2018

In addition, Swiss Re Ltd and Swiss Reinsurance Company Ltd held, as of 31 December 2018, directly and indirectly, 38 575 324 shares, which includes 10 050 442 shares repurchased under the public share buy-back programme Swiss Re Ltd launched on 7 May 2018. This represents 11.4% of voting rights and share capital. The public share buy-back programme was completed on 15 February 2019. Neither Swiss Re Ltd nor the Group companies can exercise the voting rights of these shares. All notifications received in 2018 are published at www.swissre.com/investors/shares/disclosure_of_shareholdings/

For further details on the 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 shareholdings by type

As of 31 December 2018

Registered shareholders by type (pie chart)

Registered shareholdings by country

As of 31 December 2018

Shareholder structure

Registered — unregistered shares

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As of 31 December 2018

in %

¹	Without Swiss Re’s holdings.

Registered shares¹

175 680 523

51.9

Unregistered shares¹

124 363 618

36.7

Shares held by Swiss Re

28 524 882

8.4

Share buy-back programme

10 050 442

3.0

Total shares issued

338 619 465

100.0

Registered shares with voting rights by shareholder type

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As of 31 December 2018	Shareholders	in %	Shares	in %
Individual shareholders	78 343	87.8	52 537 878	29.9
Swiss Re employees	6 864	7.7	7 663 333	4.4
Total individual shareholders	85 207	95.5	60 201 211	34.3
Institutional shareholders	4 017	4.5	115 479 312	65.7
Total	89 224	100.0	175 680 523	100.0

Registered shares with voting rights by country

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As of 31 December 2018	Shareholders	in %	Shares	in %
Switzerland	76 941	86.2	103 088 947	58.7
United Kingdom	1 463	1.6	31 366 390	17.9
USA	1 464	1.6	22 693 849	12.9
Other	9 356	10.6	18 531 337	10.5
Total	89 224	100.0	175 680 523	100.0

Registered shares with voting rights by size of holding

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As of 31 December 2018	Shareholders	in %	Shares	in %
Holdings of 1–2 000 shares	83 123	93.2	31 362 696	17.8
Holdings of 2 001–200 000 shares	6 017	6.7	55 615 847	31.7
Holdings of > 200 000 shares	84	0.1	88 701 980	50.5
Total	89 224	100.0	175 680 523	100.0

Cross-shareholdings

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

More information

More information on the Swiss Re shares, such as the price performance and trading volume in 2018, Swiss Re’s dividend policy and dividends, the share buy-back programme and an overview on the key share statistics since 2014, is included in the section Share performance of this Financial Report.