Shareholder remuneration

Cash dividend
€9.50 cents per share
 will be paid in May 

Total cash dividend
€17.60 cents per share
 +50% vs 2022
Charged to 2023 results

PAYOUT
c.50 %
of attributable profit1

THE BUY-BACK PROGRAMME
€1,459 million

Total buy-back programme 
€2,679 millions
2023 results

Total Shareholder remuneration
€5,538 million
against the 2023 results

Access to the press release

In line with the 2023 shareholder remuneration policy, the board of directors has resolved to:

  • submit to the 2024 Annual Shareholders’ Meeting, whose call is being published today, the approval of a final gross cash dividend of €9.50 cents per share entitled to receive dividends. Subject to the approval of the 2024 Annual Shareholders’ Meeting, the dividend would be payable from 2 May 2024. Thus, the last day to trade shares with a right to receive the dividend would be 26 April, the ex-dividend date would be 29 April and the record date would be 30 April; and

  • implement a new share buy-back programme, to which the Bank will allocate an amount of 1,459 million euros (the “Buy-Back Programme” or the “Programme”). The appropriate regulatory authorization for the new programme has already been obtained and its execution will therefore commence from tomorrow as detailed below.

Once the above mentioned actions are completed, the Bank’s shareholder remuneration for the 2023 results will total 5,538 million euros (c. 50% of the Group reported profit in 2023) split in approximately equal parts in cash dividends (2,769 million euros) and share buybacks (2,769 million euros)1.

Second Buy-Back Programme for 2023 results

The Buy-Back Programme will be executed pursuant to the resolutions adopted by the 2023 Annual Shareholders’ Meeting held on 31 March 2023, as well as in accordance with the provisions of Article 5 of Regulation (EU) No. 596/2014 of the European Parliament and of the Council of 16 April 2014 on market abuse (the “Market Abuse Regulation”) and in Commission Delegated Regulation (EU) 2016/1052 (the “Delegated Regulation”), and will have the following characteristics:

  • Purpose of the Buy-Back Programme: to reduce the Bank’s share capital through the redemption of the shares acquired under the Programme in the share capital reduction which will be submitted for approval by the 2024 Annual Shareholders’ Meeting under item 5ºB of the agenda.

  • Maximum investment: the Buy-Back Programme will have a maximum monetary amount of 1,459 million euros.

  • Maximum price: Banco Santander intends to implement the Buy-Back Programme in a way that causes the average purchase price of shares not to exceed 4.76 euro, corresponding to the tangible book value per share at 31 December 2023. 

  • Maximum number of shares: The maximum number of shares that may be acquired pursuant to the Programme will depend on the average price at which they are acquired, but will not exceed 1,566,857,857 shares. Assuming that the average purchase price at which shares are acquired pursuant to the Programme were 3.95 euros, the maximum number of shares that would be acquired would be 369,367,088 (2.33% of the Bank’s share capital as of today).

  • Other conditions: shares will be purchased at market price, subject to the following restrictions:

     - Maximum price per share may not exceed the higher of the price of the last independent purchase or the highest independent offer at that time at the trading venue where the purchase is made.

     - The Bank may not purchase on any trading day more than 25% of the average daily volume of the Bank’s shares on the trading venue on which the purchase is carried out. For the purposes of the above computation, the average daily volume will be based on the average daily volume traded in the twenty (20) business days preceding the date of each purchase.

  • Indicative duration of the Buy-Back Programme: from 20 February 2024 to 21 June 2024. However, the Bank reserves the right to terminate the Buy-Back Programme if, prior to its expiry date, the maximum monetary amount is reached or if any other circumstances so advise.

  • Execution of the Buy-Back Programme: the Programme will be executed by the team that, in accordance with the Bank’s treasury stock policy, is responsible for the execution of treasury shares transactions. Acquisitions under the Buy-Back Programme may be made in the Spanish Automated Quotation System (Mercado Continuo), as well as in Turquoise Europe, DXE Europe and Aquis Exchange Europe.

The interruption, termination or modification of the Buy-Back Programme will be duly communicated to the Spanish National Securities Market Commission (Comisión Nacional del Mercado de Valores). Transactions under the Buy-Back Programme will be publicly disclosed within 7 daily market sessions following the date of their execution.

1 The Bank’s shareholder remuneration policy is approximately 50% payout of the group net attributable profit (excluding non-cash, non- capital ratios impacts items). The above-mentioned amounts have been estimated assuming that, with the partial execution of the share buy-back programme described above, the number of outstanding shares entitled to receive the final dividend will be 15,483,617,874. Therefore, the total dividend will be higher if fewer shares than planned are acquired in the buy-back programme and will be lower in the opposite scenario

Further information on shareholder remuneration can be found in the following sections of this website:

Exercise
Date
Gross
Net
Class
Type
Exercise
Dividend Yield
Ex-dividend Date