Aegon Ltd.: Aegon announces agreement with Vereniging Aegon and publishes proposal for US-aligned governance framework

Aegon Ltd. announced an agreement with its largest shareholder, Vereniging Aegon, to align its governance with US market standards as part of its planned relocation to Delaware. The proposed framework includes phasing out Aegon’s staggered board structure by 2030, adopting annual director elections, and implementing majority voting in uncontested elections. Say-on-Pay advisory votes will also be introduced, alongside the elimination of Common Shares B and Special Cause voting rights by converting them into a single class of common stock with equal voting rights. The agreement also restructures Vereniging Aegon’s role, renaming it Vereniging Aegon Americas while retaining its 18.4% ownership stake. The organization will transfer its Dutch charitable activities to a new entity, Stichting Aegon Fonds Nederland, receiving a EUR 500 million donation to support these initiatives. Aegon CEO Lard Friese emphasized the agreement’s importance for its US ambitions, while Vereniging Aegon Chairman Lodewijk Hijmans van den Bergh praised the governance changes and the preservation of Aegon’s Dutch heritage. The proposed governance framework will be discussed with shareholders following Aegon’s Annual General Meeting on June 10, 2026. Shareholder approval for redomiciliation and related bylaw changes is expected at an Extraordinary General Meeting in the fourth quarter of 2026. The full framework, including a comparison to Aegon’s current governance, is available for review. The restructuring aims to simplify Aegon’s capital structure and authorize a new class of preferred stock, aligning with US-listed company practices. The agreement ensures Vereniging Aegon Americas remains a committed long-term shareholder while separating its charitable focus in the Netherlands. Next steps include broader shareholder engagement and regulatory compliance before the final transition.