FLSmidth A/S

FLSmidth announces share buy-back programme of up to DKK 1.4 billion

COMPANY ANNOUNCEMENT NO. 11-2025

FLSmidth & Co. A/S
20 June 2025

Copenhagen, Denmark

FLSmidth & Co. A/S (“FLSmidth”) today announces a share buy-back programme of up to DKK 1.4 billion to be completed before the next Annual General Meeting, which is expected to be held on 24 March 2026. This marks the company’s first share buy-back programme since 2012.

Objective
The company’s decision to initiate a share buy-back programme is supported by a significantly stronger and more stable financial performance (ref. Company Announcement no. 8-2025). Through strategic portfolio optimisation, our order backlog has over the past years undergone a material de-risking, with a shift toward more resilient, higher-margin technology and service offerings and reduced exposure to volatile or non-strategic projects. The decision is furthermore supported by the recently announced divestments of the Cement business (ref. Company Announcement no. 10-2025) and corporate headquarters in Valby, Copenhagen (ref. Company Announcement no. 9-2025).

While pursuing value-accretive investments remains an important strategic focus point for FLSmidth, the Board of Directors continues to prudently balance additional investments in growth with returning value to shareholders. Given the substantial headroom to the company’s targeted leverage ratio (ref. Company Announcement no. 8-2025), the Board of Directors sees an opportunity to return capital to the company’s shareholders while still maintaining the ambition to pursue attractive growth opportunities.

The share buy-back programme is carried out with the objective of adjusting the capital structure of FLSmidth and to meet obligations arising from share-based incentive programmes. Accordingly, any shares repurchased under the share buy-back programme that are not intended to cover obligations related to the company’s share-based incentive programmes are ultimately intended to be proposed for cancellation at a General Meeting following the completion of the share buy-back programme.

Authorisation
The share buy-back programme is initiated pursuant to the authorisation granted to the Board of Directors at the Annual General Meeting on 2 April 2025, allowing the company in the period until the next Annual General Meeting to be held in 2026 to acquire its own shares up to an aggregate nominal amount corresponding to 10 percent of the company’s share capital. The consideration must according to the authorisation not deviate by more than 10% from the official price quoted on Nasdaq Copenhagen at the time of acquisition. Prior to the commencement of the share buy-back programme, FLSmidth held a total of 567,002 shares, corresponding to 0.98 percent of the company’s share capital, as treasury shares.

The share buy-back programme will be executed in accordance with Article 5 of Regulation (EU) No. 596/2014 of the European Parliament and of the Council of 16 April 2014 on Market Abuse (MAR) (as amended) and the Commission Delegated Regulation (EU) 2016/1052 of 8 March 2016 (the “Safe Harbour Regulation”).

FLSmidth has appointed BNP Paribas to manage the programme. The manager will make all trading decisions independently of and without involving FLSmidth.

Terms of the share buy-back programme
The share buy-back programme commences on Wednesday 25 June 2025 and will end no later than Friday 20 March 2026.
Under the share buy-back programme, FLSmidth may repurchase shares up to a maximum amount of
DKK 1.4 billion, and no more than 4,600,000 shares, corresponding to approximately 8 percent of the share capital of the company.

The shares bought back on each trading day may not exceed 25 percent of the average daily trading volume over the 20 trading days preceding the date of purchase.

Shares acquired under the share buy-back programme may not be bought at a price exceeding the higher of (i) the share price of the last independent transaction, and (ii) the highest independent bid on the shares on the trading venue where the transaction is executed. Further, shares may not be bought at a price deviating by more than 10% from the official price quoted on Nasdaq Copenhagen at the time of acquisition.

FLSmidth will be entitled to suspend the share buy-back programme at any time. Should the share buy-back programme be suspended, FLSmidth will announce this in a Company Announcement and the manager will stop buying back shares in the market.

In accordance with the Safe Harbour Regulation, FLSmidth will as a minimum for every 7^th trading day issue an announcement in respect of transactions made under the share buy-back programme.

Contacts:

Investor Relations
Andreas Holkjær, +45 24 85 03 84, andh@flsmidth.com
Jannick Denholt, +45 21 69 66 57, jli@flsmidth.com

Media
Jannick Denholt, +45 21 69 66 57, jli@flsmidth.com

About FLSmidth

FLSmidth is a full flowsheet technology and service supplier to the global mining industry. We enable our customers to improve performance, lower operating costs and reduce environmental impact. MissionZero is our sustainability ambition towards zero emissions in mining by 2030. We work within fully validated Science-Based Targets, have a clear commitment to improving the sustainability performance of the global mining industry and aim to become carbon neutral in our own operations by 2030. www.fls.com

Attachment

• FLSmidth Company Announcement no. 11-2025