Signify Initiates €14.5M Share Buyback for Employee Share Plans

EINDHOVEN, the Netherlands – February 13, 2026 – Signify, the world leader in lighting, today announced the commencement of a new share repurchase program, signaling a strategic move to bolster its employee incentive schemes. The company plans to buy back up to 725,000 of its own shares from the open market, a transaction valued at approximately €14.5 million based on the current share price.

The program, which begins today and is expected to conclude by the end of April 2026, is not aimed at capital reduction but is specifically designed to cover obligations from Signify's long-term incentive performance share plan (LTI) and other employee stock programs. This action underscores the company's commitment to its workforce while employing a common financial strategy to manage its capital structure effectively.

A Strategic Tool for Talent and Performance

At its core, this share repurchase program is intrinsically linked to Signify’s talent management and corporate performance strategy. The shares acquired will be held in treasury to satisfy future vesting of performance shares granted to executives and other employees. These grants are a key component of the company's remuneration policy, designed to align the interests of its employees with those of its shareholders over the long term.

Signify’s LTI plan is structured to reward sustained performance. Employees receive annual grants of performance shares that vest over a three-year period, but only if the company achieves a demanding set of targets. These performance measures are equally weighted across four distinct areas: relative total shareholder return (TSR), free cash flow, return on capital employed, and sustainability. This balanced scorecard ensures that employee rewards are tied not just to stock market performance but also to operational efficiency, capital discipline, and the company's strategic environmental goals.

By repurchasing shares to cover these awards, Signify avoids the dilutive effect of issuing new shares. This practice is crucial for attracting and retaining top-tier talent in the competitive global technology and industrial sectors. Incentive plans like these are considered vital for motivating employees, fostering a sense of ownership, and encouraging long-term strategic thinking that drives value creation for the entire enterprise.

Financial Prudence and Shareholder Value

From a financial perspective, the buyback is a calculated and prudent maneuver. The 725,000 shares represent a modest 0.6% of Signify's total issued share capital of approximately 124.3 million shares, ensuring the program does not significantly alter the company's capital base. With Signify's stock (LIGHT.AS) closing at €20.16 on the Euronext Amsterdam exchange, the total program size of €14.5 million is a manageable expenditure.

The primary financial benefit is the mitigation of share dilution. When companies grant stock to employees, it can increase the total number of shares outstanding, which in turn can reduce the earnings per share (EPS) for existing shareholders. By buying back an equivalent number of shares from the market, a company effectively neutralizes this effect, protecting shareholder value. This demonstrates careful capital stewardship, balancing the need to reward employees with the responsibility to maintain strong financial metrics for investors.

This type of targeted buyback is often viewed by the market as a sign of operational health and confidence from management. It indicates that the company is generating sufficient cash flow to not only fund its operations and growth initiatives but also to manage its equity structure proactively.

A History of Consistent Capital Management

This latest announcement is consistent with Signify's established history of using share repurchases as a flexible financial tool. An analysis of the company's past actions reveals a regular pattern of buybacks timed to manage obligations from its employee compensation plans. Similar programs were initiated in February 2024, February 2022, and February 2021, all with the stated purpose of covering LTI and other share plans.

For instance, in February 2024, the company repurchased 450,000 shares for €11.9 million for the same purpose. In 2022, a larger program saw 850,000 shares bought back for €35.5 million. This consistent, almost annual, cadence demonstrates that such buybacks are a routine part of Signify’s financial calendar rather than a reaction to short-term market conditions.

Furthermore, the company has also used buybacks for more substantial capital returns. A program initiated in February 2025, for example, saw the repurchase of over 7.1 million shares for €150 million. While a portion of those shares was allocated to employee plans, the majority were cancelled to reduce the company's overall share count, directly returning capital to shareholders. The current, smaller program's sole focus on employee obligations distinguishes it as a specific tool for compensation management, showcasing a sophisticated and multi-pronged approach to capital allocation.

Ensuring Transparency and Regulatory Compliance

Executing a share repurchase requires strict adherence to financial regulations to prevent market manipulation. Signify is conducting its program in line with the EU's Market Abuse Regulation (MAR), which provides a 'safe harbor' for legitimate buybacks.

The company has confirmed that the program will be executed within the limits of the authority granted by its Annual General Meeting of Shareholders on April 25, 2025. A key element of its compliance strategy is the appointment of an independent intermediary to conduct the share purchases. This arm's-length arrangement allows the program to continue during both open and closed periods—times when the company itself would be restricted from trading due to potential access to inside information. The intermediary makes its trading decisions independently, insulating the process from any direct influence by Signify's management.

In a further commitment to best practices and transparency, Signify has pledged to keep the market fully informed. The company will issue weekly press releases detailing the progress of the repurchase program, with the same information made available on its corporate website. This level of disclosure provides clarity to investors and the public, reinforcing confidence in the company's corporate governance and its methodical approach to managing its financial obligations.