Deutz Stock (DEZ): The 24 August 2026 Extraordinary General Meeting, the FFG Share Issue and What the Resolution Says

As of 12 August 2026. Every figure below is taken from DEUTZ AG's own convocation, its management board report, or its investor relations pages, all listed at the end.

DEUTZ AG has convened an extraordinary general meeting for Monday, 24 August 2026 to vote on a capital increase against contributions in kind. This page sets out what the resolution proposes, in the wording of the published documents. It contains no price target, no forecast and no voting recommendation.

The meeting

The convocation states that the extraordinary general meeting takes place on Monday, 24 August 2026 at 10:00 as a virtual meeting. The place of the meeting for the purposes of the German Stock Corporation Act is DEUTZ AG's offices at Ottostraße 1, 51149 Cologne, and physical attendance by shareholders and their proxies is excluded. All times in the convocation are Central European Summer Time.

This is an extraordinary meeting, not the annual one; the 2026 annual general meeting was held on 13 May according to the company's financial calendar.

The agenda has two items

• Item 1 — a resolution on a capital increase against contributions in kind, with the statutory subscription rights of shareholders excluded.
• Item 2 — a resolution amending § 9(4) of the articles of association, on the resignation of supervisory board mandates, by adding a new sentence.

What item 1 does

On 9 July 2026 DEUTZ and the sellers entered into a transaction agreement for the acquisition of FFG Flensburger Fahrzeugbau Gesellschaft mbH, announced the same day under Article 17(1) of the Market Abuse Regulation. The consideration has two separate legs:

• A share component — the subject of item 1. The sellers contribute their FFG shares as a contribution in kind and receive new DEUTZ shares in exchange.
• A cash component — a cash purchase price of EUR 1,029,677,852 plus further consideration elements, structured outside the capital increase. The convocation notes that this cash amount reduces to the extent the sellers exercise their maximum-participation right.

The company states that the consideration is based on an enterprise value for the FFG group of EUR 1.5 billion on a cash-free, debt-free basis assuming normalised working capital, and a derived equity value of EUR 1.6 billion. Enterprise value and equity value are different measures and should not be used interchangeably.

Four selling entities each subscribe 16,276,317 new shares in the base case. On completion DEUTZ would hold 100% of FFG. The new shares carry a 24-month lock-up before admission to the Prime Standard, and the company expects completion at the end of 2026 or in the first quarter of 2027.

The numbers, base case and maximum

• Before: share capital of EUR 390,753,548.80, divided into 152,638,105 no-par bearer shares with a notional value of EUR 2.56 each.
• Base case: an increase of EUR 166,669,486.08 through the issue of 65,105,268 new shares, taking share capital to EUR 557,423,034.88.
• Maximum case: an increase of up to EUR 183,336,437.76 through up to 71,615,796 new shares, taking share capital to up to EUR 613,165,340.16.

The maximum requires both a prior 10% cash capital increase and the exercise of the maximum-participation right by the sellers. It is a ceiling, not an expected outcome. The lowest issue amount is EUR 2.56 per share, with a further EUR 6.20 per new share allocated to the capital reserve.

Subscription rights are excluded, in full

The resolution states that shareholders' statutory subscription rights to the new shares are excluded pursuant to § 186(3) of the German Stock Corporation Act, and that only the sellers are admitted to subscribe. The management board's report — provided under § 186(4) sentence 2 of that Act — refers to a complete exclusion. Neither document contains any reference to a rights offering, a subscription period or rights trading. There will therefore be no subscription rights credited and no rights trading.

Dilution and the 29.9% figure

The convocation states that the sellers acquire a shareholding of at most approximately 29.9% of the shares then issued and of share capital, and that the capital increase necessarily dilutes existing shareholders to a combined up to approximately 70.1%.

The reason for that ceiling appears not in the convocation but in the management board's report, where alternatives are discussed. The report notes that a holding of at least 30% of voting rights would trigger a mandatory offer obligation under § 35(2) sentence 1 of the German Securities Acquisition and Takeover Act, and states that the sellers were not prepared to accept that. The report attributes the reluctance to the sellers; it is one of several reasons given for rejecting an all-share structure.

The report separately notes that a holding above 25% would allow the sellers to block resolutions requiring a three-quarters majority of the share capital represented. The convocation itself states no majority requirement for item 1; the three-quarters requirement for a capital increase excluding subscription rights follows from § 182(1) sentence 1 and § 186(3) sentence 2 of the Stock Corporation Act as a matter of law.

Participation deadlines

• Record date — Sunday, 2 August 2026, 24:00. Proof of shareholding must relate to the close of business on the 22nd day before the meeting, and changes in holdings after that date have no effect on entitlement.
• Registration and proof — Monday, 17 August 2026, 24:00. The same deadline applies to intermediary notifications under § 67c of the Stock Corporation Act.
• Investor portal — expected to open on 3 August 2026; administration is handled by DEUTZ AG c/o Computershare Operations.
• Changes to proxies and voting instructions — until Friday, 21 August 2026, 18:00.

The company

DEUTZ AG is a listed stock corporation seated in Cologne (Ottostraße 1, commercial register HRB 281, Cologne local court), founded in 1864, and describes itself as one of the world's leading manufacturers of drive systems for off-highway applications. As of 31 December 2025 the company reports around 5,700 group employees, revenue at DEUTZ AG of around EUR 1.5 billion and group revenue of around EUR 2 billion.

The shares trade under ISIN DE0006305006 on the regulated market of the Frankfurt Stock Exchange in the Prime Standard segment and on the regulated market of the Düsseldorf Stock Exchange; the company's investor relations pages list the shares in the MDAX.

Effective 1 January 2026 DEUTZ introduced a structure of five business units — Defense, Energy, Engines, NewTech and Service. The company states that FFG will be positioned as the platform and top holding company for the group's present and future defence-related activities, forming the Defense business unit together with existing operations. FFG was founded in 1872, employs around 1,000 people and is described in the convocation as a systems house in the defence-technology field. Parts of FFG outside the defence business are to be carved out before completion. No quantified defence revenue target appears in any of these documents.

Reporting calendar

The company's financial calendar lists the half-year 2026 interim report on 6 August, the extraordinary general meeting on 24 August, and a nine-month statement on 5 November. The November item is a quarterly statement rather than a full quarterly report.

Shares, crypto and where WEEX fits

DEUTZ shares are not traded on WEEX. WEEX is a cryptocurrency exchange and does not list equities, tokenised versions of equities, or derivatives on them; buying DEZ goes through a broker with access to the Frankfurt or Düsseldorf exchanges. DEUTZ appears here only because it is among the names many people follow alongside digital assets. For the crypto part of a watchlist, WEEX offers perpetual futures — long and short — and spot markets: see the WEEX futures markets. Leveraged products carry a high risk of loss.

Frequently asked questions

When is the DEUTZ extraordinary general meeting? Monday, 24 August 2026 at 10:00 CEST, held virtually. Physical attendance is excluded.

Will shareholders receive subscription rights? No. The resolution excludes statutory subscription rights and admits only the sellers to subscribe. There is no rights trading.

How many new shares are proposed? 65,105,268 in the base case, up to 71,615,796 under two additional conditions.

Does DEUTZ raise cash from this issue? Not from this tranche. The shares are consideration for the FFG interests; the cash purchase price flows the other way, to the sellers.

Does DEUTZ have any cryptocurrency activity? No. It manufactures drive systems.

Primary sources

• DEUTZ AG — Convocation of the 2026 extraordinary general meeting — https://www.deutz.com/fileadmin/contents/global/investoren/veranstaltungen/hauptversammlung/2026/aoHV/20260709_DEUTZ_aoHV_Einberufung_de.pdf
• DEUTZ AG — Management board report under § 186(4) sentence 2 AktG on agenda item 1 — https://www.deutz.com/fileadmin/contents/global/investoren/veranstaltungen/hauptversammlung/2026/aoHV/20260709_DEUTZ_aoHV2026_Bericht_des_Vorstands_de.pdf
• DEUTZ AG — 2026 extraordinary general meeting overview — https://www.deutz.com/de/investor-relations/hauptversammlung/2026-aohv/
• DEUTZ AG — Ad hoc announcements — https://www.deutz.com/de/investor-relations/pflichtmitteilungen/ad-hoc-mitteilungen/
• DEUTZ AG — Financial calendar — https://www.deutz.com/de/investor-relations/finanzkalender/
• DEUTZ AG — The DEUTZ share — https://www.deutz.com/de/investor-relations/aktie/

All sources retrieved on 12 August 2026.

This content is provided for general information only and does not constitute financial, investment, legal or tax advice; it is not a recommendation to buy or sell any security or crypto asset, is not a recommendation to exercise or withhold voting rights, and contains no price target or forecast. Statements about proposed resolutions reflect the documents published on the dates indicated; the company's own published text always prevails. Crypto assets are highly volatile and can result in losses; leveraged products amplify gains and losses alike. Availability of WEEX services and products may vary by region, and it is your responsibility to ensure your use complies with applicable local law.