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Publication pursuant to Article 61 para. 3 of the Ordinance of the Takeover Board on Public Takeover Offers: WISeKey International Holding AG communicates the decision of the Takeover Board

Zug, 3 August 2026

Decision of the Takeover Board 947/01 dated 30 July 2026 concerning WISeKey International Holding AG / WISeKey International Corp. on the request of WISeKey International Holding AG and WISeKey International Corp. regarding the determination of validity of an opting-out clause

On 30 July 2026, the Takeover Board rendered the f­­ollowing decision (unofficial translation of the original German text):

  1. It is determined that the opting-out provision in the articles of association of WISeKey International Corp. will be valid and effective under takeover law if this opting-out provision forms part of the articles of association of WISeKey International Corp. no later than the time at which the merger of WISeKey International Holding AG with and into WISeKey International
  2. WISeKey International Holding AG shall publish the position statement of its board of directors (if any), the operative part of this decision, and  the information regarding the objection right of qualified shareholders in accordance with articles 6 and 7 TOO.
  3. This decision will be published on the website of the Takeover Board after WISeKey
  4. International Holding AG has made the publication provided for in item 2 of this operative part.
  5. The fee payable by WISeKey International Holding AG and WISeKey International Corp., with joint and several liability, amounts to CHF 30,000.

Objection (article 58 of the Ordinance of the Takeover Board on Public Takeover Offers; TOO)

A shareholder with a holding of at least 3% of the voting rights of WISeKey International Holding SA, whether exercisable or not (a “qualified shareholder”, article 56 TOO), who has not yet participated in the proceedings, may file an objection against the decision of the Takeover Board. The objection must be filed with the Takeover Board within five trading days after the publication of the decision of the Takeover Board. The objection must contain a formal request and a summary of the legal grounds, as well as proof of the holding in accordance with article 56 para. 3 and 4 TOO (article 58 para. 3 TOO).

Contact

Media and Investor Relations 

Carlos Moreira, Chairman and CEO, info@wisekey.com, +41 22 594 30 00