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BioNTech (BNTX) CEO Ugur Sahin details major share and option stake

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
3

Rhea-AI Filing Summary

BioNTech SE Chief Executive Officer Ugur Sahin filed an initial ownership report detailing his direct, indirect and derivative interests in the company’s ordinary shares. The filing shows indirect ownership of 40,132,788 ordinary shares held through Medine GmbH, which he wholly owns and may be deemed to beneficially own. It also lists 858,209 ordinary shares held directly.

In addition, Sahin holds several option and phantom option awards and performance share units tied to BioNTech ordinary shares, with various exercise prices and expiration dates extending to 2035. These awards generally vest in equal annual installments over four years and are subject to performance-based and other conditions.

Positive

  • None.

Negative

  • None.
SEC Form 3
FORM 3UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0104
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1. Name and Address of Reporting Person*
Sahin Ugur

(Last)(First)(Middle)
C/O BIONTECH SE
AN DER GOLDGRUBE 12

(Street)
MAINZD-55131

(City)(State)(Zip)

GERMANY

(Country)
2. Date of Event Requiring Statement (Month/Day/Year)
03/18/2026
3. Issuer Name and Ticker or Trading Symbol
BioNTech SE [ BNTX ]
3a. Foreign Trading Symbol
5. If Amendment, Date of Original Filed (Month/Day/Year)
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
DirectorX10% Owner
XOfficer (give title below)Other (specify below)
Chief Executive Officer
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Ordinary Shares40,132,788ISee Footnote(1)
Ordinary Shares858,209D
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year)3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date ExercisableExpiration DateTitleAmount or Number of Shares
Option (right to buy)05/22/2027(2)05/22/2033Ordinary Shares(3)38,506$113.94(4)D
Option (right to buy)08/26/2028(2)08/26/2034Ordinary Shares(3)53,233(4)(5)D
Option (right to buy)05/28/2029(2)05/28/2035Ordinary Shares(3)18,747(4)(6)D
Phantom Option05/12/2025(2)05/12/2031Ordinary Shares(7)17,780$185.23(4)D
Phantom Option05/31/2026(2)05/31/2032Ordinary Shares(7)19,997$152.1(4)D
Performance Share Unit05/27/2029(8)05/27/2035Ordinary Shares(8)23,434$0D
Explanation of Responses:
1. The ordinary shares are held by Medine GmbH. The Reporting Person is the sole shareholder of Medine GmbH. 1,021,398 of the ordinary shares noted herein are held for the benefit of an individual under a trust arrangement, pursuant to which Medine GmbH exercises voting power, but not dispositive power, over such ordinary shares for so long as such ordinary shares are held in trust. The Reporting Person may be deemed to beneficially own the ordinary shares held by Medine GmbH.
2. The option vests annually in equal installments over four years commencing on the first anniversary of the grant date and becomes exercisable four years after the grant date, subject to certain performance-based and other conditions.
3. The option may be settled in ordinary shares, American Depositary Shares ("ADSs") and/or cash at the election of the supervisory board.
4. Subject to adjustment such that the trading price of an ADS as of an exercise date does not exceed 800% of the grant date exercise price.
5. The exercise price of this option is EUR 75.91.
6. The exercise price of this option is EUR 93.35.
7. Each phantom option represents the right to receive a cash payment equal to the difference between an exercise closing price (average closing price of an ADS over the last ten trading days preceding the exercise date) and the exercise price.
8. Each performance share unit ("PSU") is the economic equivalent of one ordinary share of the Issuer and represents a right to receive, at the Issuer's option, one ordinary share, one ADS representing one ordinary share, or a cash payment or another form of settlement equal to the economic value thereof. PSUs vest annually in equal installments over four years commencing on the first anniversary of the grant date and become exercisable four years after the grant date, subject to the achievement of certain performance targets based on the market price of the Issuer's ordinary shares relative to the Nasdaq Biotechnology Index (or a comparable successor index) and the Reporting Person's continued service through each such date.
Remarks:
Exhibit List - Exhibit 24 - Power of Attorney
/s/ Humza Bokhari, Attorney-in-Fact03/25/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 3: SEC 1473 (03-26)

FAQ

What does Ugur Sahin’s Form 3 filing for BioNTech (BNTX) show?

The Form 3 shows Ugur Sahin’s initial ownership in BioNTech, including direct and indirect ordinary shares and multiple option, phantom option, and performance share unit awards with long-dated expirations and performance-based vesting conditions tied to the company’s ordinary share performance.

How many BioNTech ordinary shares does Ugur Sahin indirectly hold via Medine GmbH?

Ugur Sahin’s filing reports 40,132,788 BioNTech ordinary shares held indirectly through Medine GmbH. He is the sole shareholder of Medine GmbH and may be deemed to beneficially own these shares, though some are held in trust where Medine has voting but not dispositive power.

What direct BioNTech (BNTX) share ownership does Ugur Sahin report?

The filing lists 858,209 BioNTech ordinary shares held directly by Ugur Sahin. This direct position is separate from his much larger indirect holdings through Medine GmbH and from his derivative awards such as options, phantom options, and performance share units.

What option and phantom option awards tied to BioNTech shares does Ugur Sahin hold?

Ugur Sahin holds several option and phantom option awards over BioNTech ordinary shares, with exercise prices including 113.94, 185.23 and 152.10, and expirations from 2031 to 2035. These instruments may settle in shares, ADSs or cash, depending on plan terms and supervisory board decisions.

How do Ugur Sahin’s performance share units in BioNTech (BNTX) work?

Each performance share unit is economically equivalent to one BioNTech ordinary share. They vest annually in equal installments over four years, become exercisable after four years, and depend on meeting performance targets tied to BioNTech’s share price relative to the Nasdaq Biotechnology Index and continued service.

Are Ugur Sahin’s phantom options in BioNTech settled in cash or shares?

Each phantom option gives a right to a cash payment equal to the difference between an exercise closing price, based on ADS trading averages before exercise, and the exercise price. They are cash-settled instruments, not direct share deliveries, and have specified exercise price and expiration terms.
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Germany
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