Shareholding Structure

Shareholding Structure

ABOUT GARANTI BBVA STOCK

Garanti BBVA carried out its IPO in 1990 on Borsa İstanbul and became the first Turkish company to offer its shares on international markets in 1993. Garanti BBVA’s depositary receipts are listed on the OTC (Over-The-Counter) Markets in the USA. In 2012, Garanti BBVA participated in the prestigious tier of the U.S. OTC market, OTCQX International Premier, where companies traded must meet high financial standards and an effective disclosure process. With its yield and daily trading volume growth in 2022, the Bank qualified to be included in 2023 OTCQX Best 50.

The major shareholder of the Bank, Banco Bilbao Vizcaya Argentaria, S.A. (BBVA) disclosed on 15 November 2021 that the Board of Directors of BBVA decided to launch a voluntary takeover bid for the entire share capital of the Bank not already owned by BBVA (50.15%). Following this disclosure, on 18 November 2021, BBVA informed that it has submitted to the Capital Markets Board of Türkiye (CMB) the application for authorization of the voluntary tender offer for the entirety of the said shares in Türkiye Garanti Bankası A.Ş.

On 31 March 2022, the CMB authorized BBVA’s voluntary takeover bid. On 25 April 2022, BBVA Board of Directors announced their decision to increase the price, initially announced as 12.20 TL for each share, to 15.00 TL. The voluntary takeover bid was finalized on 18 May 2022 and BBVA acquired Garanti BBVA shares with a total nominal value of TL 1.517.195.890,189 corresponding to 36.12% of Garanti BBVA’s total share capital. Hence, BBVA’s  stake in Garanti BBVA reached 85.97%.

This decision by BBVA, one of the world's most important and one of Europe's most established banking groups, demonstrates their confidence in Türkiye's strong economic Fundamentals and long-term potential.

42% of Garanti BBVA’s shares in the free float are owned by foreign investors. 70% of the publicly traded shares are held by institutional investors, whereas the remaining 30% are held by individual investors*.

*According to MKK (CSD of Türkiye) data as of 31 December 2022

According to MKK (CSD of Türkiye) data as of 31 December 2022
Foreign Institutional Investors: Fund + Institutions
Domestic Institutional Investors: Fund + Institutions + Investment Partnership + Other

ABOUT BBVA (Banco Bilbao Vizcaya Argentaria, S.A.)

Banco Bilbao Vizcaya Argentaria S.A. (“BBVA”), which has been our shareholder since 2011 made a voluntary takeover offer for the shares not currently held at the end of 2021. The voluntary takeover bid was finalized on May 18, 2022 and BBVA's shareholding in Garanti BBVA reached 85.97%.

Continuing its activities for more than 160 years, BBVA is a global group that offers a wide range of financial and non-financial products and services and serves 89.3 million customers with more than 116,000 employees and 6,040 branches in more than 25 countries. With the vision of putting its customers at the center of its activities in the new competitive environment, BBVA's aim is to "bring the age of opportunity to everyone".

BBVA is a leader in the South American market and the largest financial institution in Mexico. Headquartered in Spain, the group maintains a solid leadership in retail and commercial banking in this market. Adopting an innovative, customer and community-oriented management approach, BBVA operates in areas such as insurance in Europe, portfolio management in global markets, private banking and investment banking, aside from banking. 

As of December 31, 2022, BBVA's assets are 713.1 billion Euros, its shareholders' equity is 51 billion Euros and its 2022 net profit is 6.4 billion Euros. As of December 31, 2022, all shares of BBVA, whose shares are traded on the stock exchanges of Spain, New York, London and Mexico, have equal voting rights and the stock has approximately 801,000 shareholders worldwide.

ABOUT INSIDER HOLDINGS

The chairman, members of the Board of Directors, the CEO and the Executive Vice Presidents are allowed to own publicly-traded shares of Garanti BBVA in accordance with the limitations set out in Capital Markets Board  regulations and the internal regulations of the Bank; their transactions in Garanti BBVA shares are publicly disclosed pursuant to Capital Markets Board regulations. Pursuant to Article 11/2 of the Communiqué on Material Events Disclosure numbered II-15.1, if and when the total amount of transactions made on behalf of persons with administrative responsibility exceeds TRY 1,000,000 (*Revalued figure/value for 1.1.2022 – 31.12.2022, pursuant to the Announcement made pursuant to the Decision of the Capital Markets Board dated 30/12/2021 and numbered 67/1936) within a calendar year, it is publicly disclosed.

There is no ultimate non-corporate controlling shareholder holding more than 5% share in the shareholding structure.