Group Structure and Shareholders
Group Structure
SMG Swiss Marketplace Group Holding AG (SMG Holding or the Company), with its registered office at Thurgauerstrasse 36, 8050 Zurich, Switzerland, is a stock corporation, and serves as the ultimate parent company as well as the sole listed entity of the SMG Swiss Marketplace Group Holding AG and its subsidiaries (the Group).
Since 19 September 2025 the Company’s shares have been listed on the SIX Swiss Exchange (SIX) under the laws of Switzerland.
Stock Exchange Listing:
SIX Swiss Exchange
Security Number:
Valor: 148495368
ISIN: CH1484953687
On 31 December 2025, the Company had a market capitalisation of CHF 3,568 million. Prior to the initial public offering and the first day of trading, the Company was subject to an internal legal restructuring; all associated disclosures can be found in the Group’s Consolidated Financial Statements.
The Group’s operations are organised into four independently managed business units: Real Estate, Automotive, General Marketplaces, and Finance & Insurance. These business units reflect the underlying markets and specific characteristics of the marketplaces in which the Group operates. Central Services complements the business units by providing Group-wide support and subject-matter expertise in the areas of IT Operations, Finance, Legal & Compliance, Human Resources, Strategy & Pricing, Investor Relations, and Communications.
For additional details on the Company’s non-listed subsidiaries, including registered offices, share capital and ownership percentages, refer to Note 5.1 of the Group’s Consolidated Financial Statements.
Significant Shareholders
Based on information available as of 31 December 2025 and in accordance with Section 1.2 of the Annex to the SIX Swiss Exchange Directive on Information relating to Corporate Governance, the table below shows shareholders that hold more than 3% of the Company’s voting rights.
at 31 December | in % | 2025 | 2024 | ||
|---|---|---|---|---|
TX Group AG, Switzerland | 31.14% | 30.72% | ||
Schweizerische Mobiliar Holding AG, Switzerland¹ | 19.32% | 29.32% | ||
Ringier AG, Switzerland | 19.23% | 29.32% | ||
General Atlantic SC B.V., Netherlands | 8.03% | 10.03% | ||
BlackRock, Inc., United States of America | 3.29% | – | ||
UBS Fund Management (Switzerland) AG | 3.02% | – | ||
Pictet Asset Management SA, Switzerland | 3.00% | – |
1 In 2025, Group Mobiliar reorganised its shareholding structure. Prior to the IPO, ownership resided with Mobiliar Versicherungsgesellschaft AG.
Disclosures of shareholdings under Art. 120 of the Financial Market Infrastructure Act (FinMIA) are published on the website of SIX Exchange Regulation AG.
In connection with the listing of the Company’s shares on SIX Swiss Exchange, Ringier AG, Schweizerische Mobiliar Holding AG, TX Group AG, and General Atlantic SC B.V. all agreed to parallel lock-up undertakings vis-à-vis Goldman Sachs Bank Europe SE, J.P. Morgan Securities plc, and UBS AG for a total of 75,878,379 shares, representing 77.31% of the voting rights, ending on 19 March 2026, six months after the first day of trading.
The Chairperson, all six members of the Group’s Executive Leadership Team, and all remaining participants in the Management Equity Plan (for details, refer to the Compensation Report ) have agreed to lock-up undertakings covering a total of 567,400 shares, representing approximately 0.58% of the voting rights. The lock-up period ends 12 months after the first day of trading, on 19 September 2026.
Under the Group’s Management Equity Plan, members of the Group’s Executive Leadership Team and other participants, were granted the right to acquire shares that are subject to a call option in favour of the Group in the event of the bearer leaving the Group. The related sale positions correspond to the Group’s call option against the respective participant. The Group may exercise the call option in such a case, with the option expiring twelve months after the first day of trading, on 19 September 2026.
Cross-Shareholdings
As of 31 December 2025, there were no cross-shareholdings exceeding 5% of the capital shareholdings or voting rights on either side.