Term · Regulation & Capital-Market Communication

WpHG Notification (voting rights notification)

AdvancedAlso: Voting rights notification, major holdings notification
In briefA WpHG notification is a voting rights notification required under the German Securities Trading Act (WpHG) when a shareholder crosses certain holding thresholds in a listed company. It makes changes in the shareholder structure transparent but is not a trading signal.

Definition

A WpHG notification is a notification required under the German Securities Trading Act (WpHG) about reaching, exceeding or falling below certain voting rights thresholds in a listed company. Shareholders are subject to reporting obligations from defined threshold values; the company then publishes the notification. This makes changes in the shareholder structure transparent.

Why it matters for small caps

For small and micro caps, WpHG notifications make the entry and exit of large shareholders visible. Such shifts are especially significant for control, free float and liquidity.

Common misreadings

  • A WpHG notification is often interpreted as a buy or sell signal, even though it only documents the crossing of a voting rights threshold.

Frequently asked

From which threshold must notification be made?
The WpHG provides for graduated thresholds, starting at a low single-digit percentage of voting rights. Reaching, exceeding or falling below these thresholds triggers the reporting obligation.
Who notifies and who publishes?
The shareholder subject to the obligation informs the company and the supervisory authority; the company then publishes the voting rights notification. This makes the information publicly accessible.
How does it differ from an ad-hoc disclosure?
The WpHG notification specifically concerns the voting rights of individual shareholders. The ad-hoc disclosure publishes price-relevant inside information of the company itself.

Sources

Primary
Wertpapierhandelsgesetz (WpHG)
https://www.gesetze-im-internet.de/wphg/
Category: Regulation & Capital-Market Communication · Holdings TransparencyRelevance: AdvancedJurisdiction: Germany

Education only, not investment advice. Ranges and thresholds are didactic orientation values, not an official standard.