H&M Hennes & Mauritz

Transaction in Own Shares • Sep 27, 2023

Press release

27 September 2023

H&M decides to buy back own shares for SEK 3 billion

The board of directors of H & M Hennes & Mauritz AB has decided to utilise the authorisation granted by the 2023 annual general meeting to acquire the company's own B shares in order to transfer capital to the shareholders and adjust the company's capital structure.

The share buyback programme will be carried out in accordance with the EU Market Abuse Regulation (MAR) and Commission Delegated Regulation (EU) 2016/1052 (the so-called Safe Harbour Regulation). Acquisitions of shares will be managed by an investment firm or credit institution that makes its trading decisions regarding the timing of the acquisitions of H&M's shares independently of H&M.

In conjunction with the full-year report for 2022 the board of H&M communicated its intention to buy back shares for a total of SEK 3 billion in the period up to the 2024 annual general meeting if certain preconditions were met. Since the authorisation was given the board has waited and monitored the company's development and now assesses that the preconditions have been met, and has therefore resolved to buy back shares for a maximum of SEK 3 billion by no later than 31 March 2024. The purpose of the buybacks is to transfer capital to the shareholders and adjust H&M's capital structure by reducing its capital. Accordingly, the board of directors intends to propose to the 2024 annual general meeting that the repurchased shares are cancelled. It is intended that the reduction in share capital will be met by a corresponding bonus issue so that the level of share capital is restored.

The share buyback programme is subject to the following terms:

• Buybacks are to take place on Nasdaq Stockholm in accordance with its Rule Book for Issuers, MAR and the Safe Harbour Regulation.
• The shares shall be purchased at a per-share price within the price range (spread) on Nasdaq Stockholm applicable from time to time, meaning the spread between the highest purchase price and the lowest selling price prevailing and disseminated by Nasdaq Stockholm from time to time.
• The maximum total purchase amount is SEK 3 billion. In accordance with the Swedish Companies Act, H&M may not buy more shares than would bring H&M's holding of own shares to ten percent of the shares in H&M.
• The programme begins on 27 September 2023 and continues until no later than 31 March 2024.
• Payment for the shares is to be made in cash.

The total number of shares in H&M is 1,629,686,837, of which 194,400,000 are A shares and 1,435,286,837 are B shares. H&M currently holds none of its own shares.

Contact:

Joseph Ahlberg, Head of Investor Relations Telephone; +46 (0) 73 465 93 92 E-mail: joseph.ahlberg@hm.com

For more information from the H&M group and press images visit hmgroup.com/media.

H & M Hennes & Mauritz AB (publ) was founded in Sweden in 1947 and is quoted on Nasdaq Stockholm. H&M's business idea is to offer fashion and quality at the best price in a sustainable way. In addition to H&M, the group includes the brands COS, Monki, Weekday, & Other Stories, H&M HOME, ARKET and Afound as well as Sellpy. For further information, visit hmgroup.com.