3.2Share capital and treasury shares
Share capital
The inventory of 10ʼ600ʼ000 fully paid-up registered shares with a par value of CHF 10.00 each remains unchanged.
The shareholders united under the shareholdersʼ agreement, consisting of members of the founding family, held 66.8% of TX Group registered shares on the balance sheet date.
On 11 April 2025 the shareholders approved the proposal of the Board of Directors that a dividend of CHF 4.80 per share be distributed for the 2024 financial year. The Board of Directors will recommend to the Annual General Meeting on 10 April 2026 the distribution of a dividend of CHF 4.00 for the 2025 financial year.
Disclosures on the major shareholders of TX Group AG in accordance with the provisions of the Swiss Code of Obligations, Art. 663(c), are provided in Note 17 to the financial statements of TX Group AG.
Treasury shares
2025 | 2024 | ||
Number of treasury shares | |||
As of 1 January | 4’001 | 8’787 | |
Additions | 324’650 | 146 | |
Disposals | -1’849 | -4’932 | |
As of 31 December | 326’802 | 4’001 | |
Initial value of treasury shares | in CHF mn | ||
As of 1 January | 0.5 | 0.9 | |
Additions | 53.4 | 0.0 | |
Disposals | -0.2 | -0.5 | |
As of 31 December | 53.6 | 0.5 | |
Market value | 53.9 | 0.7 | |
Paid / received prices | in CHF | ||
Additions (weighted average) | 164.34 | 121.66 | |
min. | 161.96 | 121.66 | |
max. | 206.90 | 121.66 | |
Disposals (weighted average) | 109.94 | 95.00 | |
min. | 108.68 | 90.23 | |
max. | 112.33 | 99.77 |
The year-end price of treasury shares was CHF 164.8, compared to CHF 182.2 in the previous year.
In connection with the profit participation programme of the former Executive Board, which was valid until 2023 (see also Note 1.3), 1ʼ849 treasury shares with a total value of CHF 0.2 million were surrendered.
On 24 January 2025 TX Group AG acquired 200ʼ000 TX Group AG shares (1.89% of the capital and voting rights) from Ellermann Pyrit GmbH, a member of the shareholder pool, at a price of CHF 150 per share (in total: CHF 30.0 million). The shares will not be cancelled, but used to facilitate strategic flexibility and serve future purposes in the interests of the company.
As announced in the press release dated 25 September 2025, TX Group AG will repurchase up to 662ʼ500 registered shares with a nominal value of CHF 10 each over a maximum period of three years, representing up to 6.25% of the share capital entered in the commercial register. The aim of the buyback is to ensure efficient use of capital and a return of funds to shareholders. Shares will be bought back at market price on a second trading line for the purpose of cancelling the shares. The repurchased shares will be cancelled by means of a capital reduction. Under the share buyback programme, 124ʼ650 additional treasury shares were purchased in the 2025 financial year. As of the reporting date, 326ʼ802 treasury shares are held.