EQS-Adhoc: JOST Werke SE: JOST launches a cash capital increase

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AD-HOC NEWS

JOST launches a cash capital increase

Neu-Isenburg, February 24, 2026 - The Executive Board of JOST Werke SE (“JOST”), one of the world's leading manufacturers and suppliers of safety-related systems for the on- and off-highway commercial vehicle industry, resolved today, with the approval of the Supervisory Board, to launch a capital increase against cash contributions with the exclusion of subscription rights of the shareholders by utilizing its authorized capital. As a result, JOST’s share capital would be increased by up to 10% by issuing up to 1,490,000 new no-par value bearer shares, each with a nominal amount of EUR 1.00 (the “New Shares”). The New Shares are entitled to dividends from January 1, 2025.

The New Shares will be offered exclusively to institutional investors in a private placement by way of an accelerated bookbuilding process, which will commence immediately after publication of this notification. The placement price and the final number of shares to be issued will be announced, together with the final gross proceeds, after completion of such process. Following the private placement, JOST will be subject to a lock-up obligation not to, among others, issue additional shares or financial instruments convertible into shares or conduct a further capital increase for 180 days, subject to customary exceptions.

Admission of the New Shares to trading on the regulated market of the Frankfurt Stock Exchange is expected to take place on or around February 27, 2026 and trading of the New Shares is expected to commence on or around March 2, 2026. The delivery of the New Shares to investors is expected to occur on or around March 2, 2026.

The net proceeds from the capital increase will further enhance JOST’s financial flexibility to execute value-accretive M&A opportunities in line with its AMBITION 2030 strategy. JOST sees attractive opportunities in the off-highway segment to strengthen its global footprint and value proposition for its customers, while balancing revenue exposure across on- and off-highway segments and increasing profitability and resilience. With a track record of successfully integrating acquired companies and improving its market positioning over time, most recently through the strategic acquisition of Hyva, JOST has consistently strengthened its portfolio to deliver strong results that support its long-term growth trajectory.

Contact:

JOST Werke SE
Romy Acosta
Head of Investor Relations
T: +49 6102 295-379
romy.acosta@jost-world.com

Disclaimer

The distribution of this announcement and the offering of the shares of JOST Werke SE in certain jurisdictions may be restricted by law. Persons into whose possession this announcement comes are required to inform themselves about, and to observe, any such restrictions. This announcement does not contain or constitute an offer of, or the solicitation of an offer to buy or subscribe for, securities to any person in the United States of America, Australia, Canada, Japan or in any jurisdiction to whom or in which such offer or solicitation is unlawful. Securities may not be offered or sold absent registration except pursuant to an exemption from, or a transaction not subject to, the registration requirements under the U.S. Securities Act of 1933, as amended. There will be no public offer of securities in the United States of America or in any other jurisdiction. In member states of the European Economic Area (“EEA”), this announcement is only addressed to and directed at persons who are 'qualified investors' within the meaning of Article 2(e) of the Prospectus Regulation (Regulation (EU) 2017/1129) (as amended, the “Prospectus Regulation”) (“Qualified Investors”). In the United Kingdom, this announcement is only addressed to and directed at Qualified Investors who are persons (i) who have professional experience in matters relating to investments falling within Article 19(5) (investment professionals) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (as amended, the "Order") or (ii) falling within Article 49(2)(a) to (d) (high net worth companies, incorporated associations, etc.) of the Order. To the extent this announcement contains predictions, expectations or statements, estimates, opinions and projections with respect to anticipated future performance of JOST (“forward-looking statements”), they are based upon current views and assumptions of JOST’s management, which were made to its best knowledge. Forward-looking statements reflect various assumptions taken from JOST’s current business plan or from public sources which have not been independently verified or assessed by JOST and which may or may not prove to be correct. Forward-looking statements are subject to known and unknown risks, uncertainties and other factors which could cause the earnings position, profitability, performance or the results of JOST or the success of the industries in which JOST operates to differ materially from the earnings position, profitability, performance or the results expressly or implicitly assumed or described in these forward-looking statements. In consideration of these risks, uncertainties and other factors, persons receiving this document are advised not to rely on these forward-looking statements. JOST does not assume any liability or guarantee for such forward-looking statements and will not adjust them to any future results and developments.

Information to Distributors

Pursuant to EU product governance requirements, the shares have been subject to a product approval process, under which each distributor has determined that such shares are: (i) compatible with an end target market of retail investors and investors who meet the criteria of professional clients and eligible counterparties, each as defined in MiFID II; and (ii) eligible for distribution through all distribution channels as are permitted by MiFID II. Any distributor subsequently offering the shares is responsible for undertaking its own target market assessment in respect of the shares and determining appropriate distribution channels.

2280930  24-Feb-2026 CET/CEST