Relaxed

The German Federal Financial Supervisory Authority (BaFin) has raised the threshold for reporting requirements for personal transactions by means of a general ruling. From January 1, 2026, members of the executive and supervisory boards and their relatives will only have to report personal transactions if these exceed a cumulative value of EUR 50,000 within a calendar year.

The reporting requirements for directors' dealings, i.e., personal transactions by executives, are based on the rules of the Market Abuse Regulation (MAR). Previously, the reporting requirement applied to personal transactions with a cumulative value of EUR 20,000 or more within a year.

The provisions of the MAR were amended on December 4, 2024, as part of the EU Listing Act. This legislative package aims to reduce the costs of listing on the stock exchange for companies. As part of this, national authorities were authorized to raise the reporting threshold for personal transactions to up to EUR 50,000. BaFin has now made use of this option. Reason: Raising the threshold is intended to strike an appropriate balance between the degree of transparency and the number of notifications, taking into account current market conditions.

BaFin expects this step to reduce the number of notifications by up to a third, which should significantly reduce the administrative burden on executives and issuers. Analysis of previous reporting data shows that the median reported annual volumes were consistently above EUR 100,000. This means that even after the threshold has been raised, a significant proportion of proprietary transactions will remain subject to reporting requirements and transparency.

The definition of reportable proprietary transactions remains unchanged. These include trading in financial instruments such as shares, bonds, or derivatives issued by the company concerned and traded either on a regulated market or over the counter with the company's consent. Transactions within the framework of remuneration programs, as well as gifts and inheritances, are also subject to reporting requirements.

Transactions by persons closely associated with managers – such as spouses and legal entities, fiduciary institutions or partnerships with which they have close ties – are also covered. Issuers must publish the transactions within the EU via a suitable medium and submit them to the company register no later than three business days after they have been carried out.