Nordea Bank AB

Transaction in Own Shares • Jun 12, 2025

Nordea to launch share buy-back programme of up to EUR 250 million

Nordea to launch share buy-back programme of up to EUR 250 million

Nordea Bank Abp

Stock exchange release - Other information disclosed according to the rules of

the Exchange

12 June 2025 at 12.30 EET

Nordea has received approval from the European Central Bank (ECB) for further

share buy-backs of EUR 250 million, and Nordea's Board of Directors has today in

accordance with the authorisation granted by the 2025 Annual General Meeting

decided on a share buy-back programme of up to EUR 250 million. The programme

will commence on 16 June 2025 or as soon as possible after that date.

The purpose of the buy-backs is to maintain an efficient capital structure and

improve shareholder returns. The programme will commence on 16 June 2025 or as

soon as possible after that date and end no later than 30 September 2025.

Nordea has engaged a third-party broker to execute the buy-back programme. Based

on irrevocable instructions, the broker will decide on the repurchases,

including their timing, in full independence. All repurchases will be made in

compliance with applicable price and volume limits and other applicable terms.

The key terms of the share buy-back programme include:

· Nordea may repurchase shares for the maximum amount of up to EUR 250 million

based on and subject to the maximum number of 340,000,000 repurchased shares

stated in the authorisation by the 2025 Annual General Meeting. At any given

time, the number of own shares collectively held by Nordea and its subsidiaries

may not exceed 10% of all the shares in Nordea.

· Nordea will repurchase the shares otherwise than in proportion to the

shareholdings of its shareholders (directed repurchases).

· The shares will be repurchased in public trading in accordance with

Regulation (EU) 596/2014 and Commission Delegated Regulation (EU) 2016/1052

(which together constitute the Safe Harbour regulation). The shares will be

repurchased on Nasdaq Helsinki, Nasdaq Stockholm and Nasdaq Copenhagen.

· The price payable per share will be determined by the pricing obtainable on

the relevant trading venue and in accordance with the authorisation granted by

the 2025 Annual General Meeting.

· Nordea will not repurchase any shares in the United States or in respect of

its American Depositary Receipts.

· Nordea will repurchase the shares using its unrestricted equity and record

the repurchases as a deduction from retained earnings.

· The repurchase of shares may be temporarily paused at any time around

corporate events of Nordea, such as dividend payments.

· The repurchased shares will be cancelled on a monthly basis.

· Nordea may suspend or terminate the programme before its scheduled end date.

In such cases this will be announced in a stock exchange release.

Prior to commencement of the buy-back programme Nordea holds 10,299,096treasury

shares for remuneration purposes.

Nordea is focused on maintaining an efficient capital structure and will

continue to distribute excess capital to shareholders in line with its capital

and dividend policy. If the share buy-back programme had been in place on 31

March 2025, it would have reduced the Nordea Group CET1 ratio by approximately

15 bp.

For further information:

Ilkka Ottoila, Head of Investor Relations, +358 9 5300 7058

Media inquiries, +358 10 416 8023 or press@nordea.com

The information provided in this stock exchange release was submitted for

publication, through the agency of the contacts set out above, at 12.30 EET on

12 June 2025.

We are a universal bank with a 200-year history of supporting and growing the

Nordic economies - enabling dreams and aspirations for a greater good. Every

day, we work to support our customers' financial development, delivering best-in

-class omnichannel customer experiences and driving sustainable change. The

Nordea share is listed on the Nasdaq Helsinki, Nasdaq Copenhagen and Nasdaq

Stockholm exchanges. Read more about us at nordea.com.