Aegon’s common shares are mostly held by institutional shareholders such as pension or investment funds. These shareholders include Vereniging Aegon, the company’s largest shareholder.
Vereniging Aegon, Aegon's largest shareholder, is an association which safeguards the interests of the company and its stakeholders. Vereniging Aegon holds Common Shares and Common Shares B, in aggregate representing 32.6% of the issued and outstanding shares.
Common shares and common shares B, each have a nominal value of EUR 0.12 and a full voting right of one vote per share. The financial rights attached to the common share B are 1/40th of a common share. The common shares carry one vote per share in all circumstances. In the Voting Rights Agreement, Vereniging Aegon voluntarily agreed to waive its full voting rights on the common share B except in certain circumstances, which qualify as Special Cause. These circumstances may include a hostile takeover bid for all or part of the company. In the ordinary course of business, Vereniging Aegon casts one vote for 40 common shares B it holds. In case of a Special Cause, Vereniging Aegon may cast one vote for every common share B it holds, resulting in a Special Cause voting right of 32.6%, for a limited period of six months. At December 31, 2021 Vereniging Aegon, based on the number of outstanding and voting shares (excluding issued common shares held in treasury by Aegon), had a voting right of approximately 15.39% in absence of a Special Cause.
In 1983, Aegon N.V. and Vereniging Aegon entered into a Merger Agreement. The 1983 Merger Agreement (as amended in May 2013) provides that additional common shares B are to be issued by Aegon to Vereniging Aegon at the option of Vereniging Aegon in order to keep or restore its total stake at 32.6%, irrespective of the circumstances which caused the total shareholding to be or become lower than 32.6%.
To Aegon's knowledge based on the filings made with the Dutch Autoriteit Financiële Markten, UBS Group AG, Dodge & Cox Stock Fund, BlackRock, Inc., EuroPacific Growth Fund, Capital Research and Management Company and Dodge & Cox International Stock Fund hold a capital or voting interest in Aegon of 3% or more.
See also the "Major Shareholders" chapter of Aegon's latest Integrated Annual Report for more detail.
