On July 26, 2011, Vossloh AG’s Executive Board resolved, after obtaining the Supervisory Board’s approval, to exercise the authority conferred by the May 19, 2010 annual general meeting and to buy back from the stock market up to 1,332,529 Vossloh shares, equivalent to a maximum of 10 percent of the capital stock.

The reacquired treasury stock may be used for any of the purposes stated in the above-mentioned AGM resolution.

The price paid by Vossloh AG for one treasury share (excl. incidentals) shall not be more than 10 percent above or below the Vossloh stock price as quoted at the trading day’s opening auction of the Xetra trade at the Frankfurt Stock Exchange.

The stock buyback program commenced on July 27, 2011, and should end not later than June 30, 2012. The stock buyback will be managed by a securities firm independently and uninfluenced by Vossloh AG and be implemented in accordance with the trading terms of EC Regulation No. 2273/2003 of the EU Commission dated December 22, 2003.

On December 2, 2011, the stock repurchase program was completed, Vossloh AG now owning 1,332,529 of the total 13,325,290 no-par shares issued, equivalent to 10 percent of the capital stock. The treasury shares were purchased at an average price of €75.76, incurring total expenses of about €100.9 million. Pursuant to Art. 71b AktG, Vossloh AG is not entitled to any rights or interests from such treasury stock.

In financial year 2012, 5,808 no-par shares from treasury stock were used in connection with the employee bonus program, in financial year 2013 a total of 6,118 shares were used. At December 31, 2013, a total of 1,320,603 treasury shares were thus held by Vossloh AG. This corresponds to 9.91 percent of the capital stock.

On March 26, 2014, the Executive Board of Vossloh AG, with the approval of the Supervisory Board, resolved to sell the 1,320,603 treasury shares. The shares were offered to qualified investors in Germany and outside of Germany in the course of an accelerated bookbuilding procedure and sold for a price of €69.00. Gross proceeds for Vossloh AG thus amounted to approximately €91 million.