Dividend policy and dividend history

Dividend policy

NN Group intends to pay an ordinary dividend in line with its medium term financial performance and envisages an ordinary dividend pay-out ratio of 40-50% of the net operating result. NN Group intends to pay interim dividends calculated at approximately 40% of the prior year’s full year dividend. Barring unforeseen circumstances, NN Group intends to declare an interim dividend with the disclosure of its second quarter results and to propose a final dividend at the annual general meeting of shareholders. NN Group intends to pay dividends either in cash, after deduction of withholding tax if applicable, or in ordinary shares from the share premium reserve at the election of the shareholder and intends to neutralise the dilutive effect of the stock dividend through repurchase of ordinary shares. In addition, capital generated in excess of NN Group’s capital ambition (which may change over time) is expected to be returned to shareholders unless it can be used for any other appropriate corporate purposes, including investments in value creating corporate opportunities. NN Group is committed to distributing excess capital in a form which is most appropriate and efficient for shareholders at that specific point in time, such as special dividends or share buybacks.

When proposing a dividend, NN Group will take into account, among other things, its capital position, leverage and liquidity position, regulatory requirements and strategic considerations as well as the expected developments thereof. There is no requirement or assurance that NN Group will declare and pay any dividends. On the basis of Solvency II regulatory capital requirements, dividend can only be paid out if NN Group is compliant with the group Solvency Capital Requirement within the meaning of the Solvency II legislation.

Final dividend 2018

At the annual general meeting on 29 May 2019, a final dividend of EUR 1.24 per ordinary share, or approximately EUR 413 million in total based on the current number of outstanding shares (net of treasury shares) was adopted. Together with the 2018 interim dividend of EUR 0.66 per ordinary share paid in September 2018, NN Group’s total dividend for 2018 will be EUR 635 million, or EUR 1.90 per ordinary share, which is equivalent to a dividend pay-out ratio of 50% of NN Group’s net operating result of the ongoing business for the financial year 2018. The final dividend will be paid in cash, after deduction of withholding tax if applicable, or ordinary shares from the share premium reserve at the election of the shareholder. To neutralise the dilutive effect of the stock dividend, NN Group will repurchase ordinary shares for an amount equivalent to the stock dividend. NN Group ordinary shares will be quoted ex-dividend on 31 May 2019. The record date for the dividend will be 3 June 2019. The election period will run from 4 June up to and including 18 June 2019. The stock fraction for the stock dividend will be based on the volume weighted average price of NN Group ordinary shares on Euronext Amsterdam for the five trading days from 12 June through 18 June 2019. The dividend will be payable on 25 June 2019.

The new ordinary shares that will be issued as stock dividend will be entitled to the same rights as the ordinary shares already admitted to trading. For further information regarding the rights connected to and the characteristics of the ordinary shares, reference is made to the articles of association of NN Group and the relevant parts of the annual report which are both available on this website. Reference is also made to the press releases published on 14 February 2019 and 29 May 2019.

Pursuant to Sections 5:3 paragraph 2 sub d and 5:4 paragraph 1 sub e of the Dutch Financial Supervision Act, dividend payments in shares may occur without a prospectus, provided that a document is made available giving the required information. The above mentioned information together with the press release referred to above constitute that document. Please note that neither this information nor the press release is a prospectus within the meaning of the Prospectus Directive.

Dividend history

Financial year Dividend Amount (EUR) Record date Payment date
2018 Final 1.24 3 June 2019 25 June 2019
2018 Interim 0.66 21 Aug 2018 10 Sept 2018
2017 Final 1.04 5 June 2018 25 June 2018
2017 Interim 0.62 22 Aug 2017 11 Sept 2017
2016 Final 0.95 6 June 2017 26 June 2017
2016 Interim 0.60 23 Aug 2016 9 Sept 2016
2015 Final 1.05 8 June 2016 28 June 2016
2015 Interim 0.46 11 Aug 2015 7 Sept 2015
2014 Final 0.57 3 June 2015 30 June 2015