The Spanish Securities Commission (CNMV) has outlined changes under a royal decree that simplify treasury share reporting and raise the disclosure threshold for shareholders acquiring voting securities during takeover bids. The revised requirements apply from Oct. 28, 2026. Issuers of listed shares will notify the CNMV when their final treasury share position reaches or crosses 3%, 5% or 10% of voting rights, in either direction, without detailing each underlying transaction. This replaces the requirement to report all purchases and sales when cumulative purchases since the previous notification exceed 1% of share capital. Until a new notification form is approved, issuers must use the existing Form 2 but omit Section 4, which requests individual transaction details. Shareholders acquiring voting securities in a company subject to a takeover bid will have to notify the CNMV when their holdings reach or exceed 3% of voting rights, up from the previous 1% threshold. Shareholders who exceed or have previously exceeded 3% must continue to report any subsequent transaction that changes their percentage holding.
Spanish Securities Commission outlines simpler treasury share reporting and higher takeover disclosure threshold
The Spanish Securities Commission (CNMV) has outlined reporting changes applying from Oct. 28, 2026. Listed issuers will notify treasury share positions reaching or crossing 3%, 5% or 10% of voting rights without reporting individual transactions. During takeover bids, the acquisition disclosure threshold rises from 1% to 3%, while subsequent transactions changing the percentage holding remain reportable for shareholders who exceed or have exceeded 3%.