Roche Annual General Meeting 2026

2026-03-10

Shareholders approved all proposals of the Board of Directors
Severin Schwan re-elected as Chairman of the Board of Directors; all other Board members standing for election were confirmed
39th consecutive dividend increase to CHF 9.80 per share
Exchange of non-voting equity securities (Genussscheine) for Participation Certificates approved

Basel, 10 March 2026 – Roche (SIX: RO, ROG; OTCQX: RHHBY) announced today that its shareholders approved all proposals of the Board of Directors at its Annual General Meeting. The 594 shareholders in attendance, who represented 77,22% of the total 106,691,000 shares, approved the Annual Financial Statements and Consolidated Financial Statements for 2025, the Remuneration Report and the Sustainability Report for 2025.

Dr Severin Schwan was re-elected as Chairman of the Board of Directors by 97,75% of the votes. Addressing the shareholders in a speech, he said:

“The past year was a very successful one for Roche. With our long-term focus, we at Roche are on track — scientifically, financially, and strategically. By combining our expertise in Diagnostics and Pharmaceuticals under one roof, we will continue to have a competitive advantage in the future — one that benefits millions of patients around the world.”

In addition, the shareholders approved an increase in the dividend for the past financial year to 9.80 Swiss francs (gross) per share and non-voting equity security. This is the 39th consecutive dividend increase. The shareholders also authorised the discharge of the members of the Board of Directors and the Corporate Executive Committee.

The shareholders approved the total bonuses of the Corporate Executive Committee for the 2025 financial year by 95,18% of votes. They also approved a maximum total future remuneration by 94,77% of votes for the Board of Directors and by 90,18% of votes for the Corporate Executive Committee until the 2027 Annual General Meeting.

In addition to Severin Schwan, all other members of the Board of Directors were re-elected to the Board of Directors for a one-year term:

Mr André Hoffmann
Dr Jörg Duschmalé
Dr Patrick Frost
Ms Anita Hauser
Professor Dr Akiko Iwasaki
Professor Dr Richard P. Lifton
Dr Jemilah Mahmood
Dr Mark Schneider

Additionally, Lubomira Rochet was elected to the Board of Directors for a one-year term.

The following Board members were re-elected to the Remuneration Committee for a one-year term:

Dr Jörg Duschmalé
Ms Anita Hauser
Professor Dr Richard P. Lifton

The Annual General Meeting appointed KPMG AG as statutory auditors for the 2026 financial year and Testaris AG as independent proxy until the conclusion of the 2027 Annual General Meeting.

The Annual General Meeting approved a partial amendment of the articles of incorporation (§6 letter f and §12 subsection 2). The shareholders approved a decrease in the share capital through a reduction of the nominal value of each bearer share from CHF 1.00 to CHF 0.001.

The shareholders further approved the exchange of Genussscheine for Participation Certificates. As a result of the exchange, Participation Certificates will replace Genussscheine as non-voting equity security in the capital structure of Roche. The Participation Certificates will be listed at SIX Swiss Exchange and carry a new International Securities Identification Number (CH1499059983), a new Valor (149.905.998) and ticker symbol (“ROP”), which are different from those previously used for the Genussscheine.

The last trading day at SIX Swiss Exchange of the Genussscheine is foreseen to be 16 March 2026. The first trading day of the Participation Certificates is expected to be 17 March 2026.

Holders of printed certificates representing Roche equity securities (“Home Custodians”) are urged to submit their printed certificates, together with the remaining dividend vouchers, to a depository bank promptly for conversion into intermediated securities. This will ensure smooth future dividend payments to current Home Custodians and avoid a potential loss of dividend claims. Dividends will be forfeited if not claimed within five years.

For additional details on the exchange of Genussscheine for Participation Certificates, please refer to the announcement of the Roche’s Board of Directors’ on 22 July 2025, the invite to the AGM 2026, the Listing Prospectus, the information document and consult the dedicated FAQ section available here.

The address by Chairman of the Board of Directors Severin Schwan to shareholders will be available at https://www.roche.com/about/governance/annual-general-meetings.

About Roche
Founded in 1896 in Basel, Switzerland, as one of the first industrial manufacturers of branded medicines, Roche has grown into the world’s largest biotechnology company and the global leader in in-vitro diagnostics. The company pursues scientific excellence to discover and develop medicines and diagnostics for improving and saving the lives of people around the world. We are a pioneer in personalised healthcare and want to further transform how healthcare is delivered to have an even greater impact. To provide the best care for each person we partner with many stakeholders and combine our strengths in Diagnostics and Pharma with data insights from the clinical practice.

For over 125 years, sustainability has been an integral part of Roche’s business. As a science-driven company, our greatest contribution to society is developing innovative medicines and diagnostics that help people live healthier lives. Roche is committed to the Science Based Targets initiative and the Sustainable Markets Initiative to achieve net zero by 2045.

Genentech, in the United States, is a wholly owned member of the Roche Group. Roche is the majority shareholder in Chugai Pharmaceutical, Japan.

For more information, please visit www.roche.com.

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Roche Investor Relations
Dr. Bruno Eschli Phone: +41 61 68-75284 e-mail: bruno.eschli@roche.com	Dr. Sabine Borngräber Phone: +41 61 68-88027 e-mail: sabine.borngraeber@roche.com
Dr. Birgit Masjost Phone: +41 61 68-84814 e-mail: birgit.masjost@roche.com

Investor Relations North America
Loren Kalm Phone: +1 650 225 3217 e-mail: kalm.loren@gene.com