Form 6-K - Report of foreign issuer [Rules 13a-16 and 15d-16]

 

 

 

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 6-K

 

REPORT OF FOREIGN PRIVATE ISSUER

 

Pursuant to Rule 13a-16 or 15d-16 of the

Securities Exchange Act of 1934

 

For the month of December 2024

 

Commission file number: 001-32749

 

FRESENIUS MEDICAL CARE AG

(Translation of registrant's name into English)

 

Else-Kröner Strasse 1

61346 Bad Homburg

Germany

(Address of principal executive offices)

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

 

Form 20-F x                Form 40-F ¨

 

 

 

 

 

 

EXHIBITS

 

The following exhibits are being furnished with this Report:

 

Exhibit 99.1

Convenience translation of the announcement pursuant to section 248a sentence 1 of the German Stock Corporation Act.

 

 

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 

DATE: December 12, 2024

 

	Fresenius Medical Care AG
	By:	/s/ Helen Giza
	Name:	Helen Giza
	Title:	Chief Executive Officer and Chair of the Management Board
	By:	/s/ Martin Fischer
	Name:	Martin Fischer
	Title:	Chief Financial Officer and member of the Management Board

 

 

 

 

Exhibit 99.1

 

Convenience translation

 

Fresenius Medical Care AG

 

Hof

 

ISIN: DE0005785802 // WKN: 578580

ISIN: US3580291066 // CUSIP: 358029106

 

Announcement pursuant to section 248a sentence 1 of the German Stock Corporation Act (Aktiengesetz – AktG)

 

In accordance with section 248a sentence 1 AktG, we hereby announce the following: The action for defective resolution (Beschlussmängelklageverfahren) brought before the Regional Court of Nuremberg-Fürth (Landgericht Nürnberg-Fürth) (file number: 1 HK O 4610/23), in which individual shareholders of the Company had objected to the resolution passed at the Extraordinary General Meeting of the Company on July 14, 2023 regarding the change of the Company's legal form to that of a stock corporation, has been terminated. This proceeding had been combined as the leading proceeding with the action for defective resolution initially initiated at the Regional Court of Frankfurt a.M. (Landgericht Frankfurt a.M.) under the then file number 3-05 O 539/23, after the proceedings initiated at the Regional Court of Frankfurt a.M. had been referred to the Regional Court of Nuremberg-Fürth.

 

The termination of the related proceeding before the District Court of Nuremberg-Fürth is based on the fact that all shareholders who had filed actions for rescission or nullity against the resolution in question have withdrawn their actions. No agreements were concluded between the Company and the plaintiffs.

 

Hof, this December 2024

 

Fresenius Medical Care AG

 

The Management Board

 

 

 

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