DGAP Post-admission Duties announcement: TUI AG / Disclosure pursuant to Article 5(1) lit. a) Regulation (EU) No. 596/2014 and Article 2(1) of Delegated Regulation (EU) No 2016/1052 TUI AG: Release of a capital market information 2021-09-23 / 19:10 Dissemination of a Post-admission Duties announcement transmitted by DGAP - a service of EQS Group AG. The issuer is solely responsible for the content of this announcement.

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Disclosure pursuant to Article 5(1) lit. a) Regulation (EU) No. 596/2014 and Article 2(1) of Delegated Regulation (EU) No 2016/1052

Announcement of purchase of own shares in the course of the employee share participation program "oneShare"

Hanover, 23 September 2021

The Executive Board of TUI AG, having its corporate seat in Hanover and Berlin, ISIN: DE000TUAG000, has resolved to buy back up to 317,171 own shares (the "Shares") pursuant to Section 71(1) No. 2 German Joint Stock Corporation Act ( Aktiengesetz - AktG). The Shares bought back shall be transferred to employees of TUI Group participating in the employee share participation program "oneShare".

The shares are supposed to be purchased on 24 September 2021 for a maximum total purchase price of EUR 1,457,000.00 (without transaction costs). The 317,171 shares to be purchased would result in an estimate total purchase volume of EUR 1,165,603.43 (without transaction costs) on the basis of share price of EUR 3.675 (Xetra closing price of 22 September 2021).

The shares purchased shall be transferred to the employees participating in "oneShare" immediately after the completion of the buyback. Consequently, the buyback will have no impact in the number of shares attracting a dividend. The share buyback thus serves to meet obligations arising from share option program, under Art. 5(2) lit. c) Regulation (EU) No 596/2014 of the European Parliament and the Council of 16 April 2014 ("MAR").

A credit institution was retained to carry out the buyback on behalf of TUI AG. This institution shall make its decisions regarding the buyback independently and uninfluenced by TUI AG. TUI AG's right to early termination of the mandate shall remain unaffected. The buyback may be suspended, discontinued and resumed at any time in compliance with the applicable statutory provisions.

The buyback is to be carried out at the best price and in the best interest of TUI AG. It shall be carried out exclusively via the stock exchange in electronic trading through the Frankfurt Stock Exchange (Xetra).

The buyback shall be performed in compliance with the safe harbor rules of Art. 5 MAR and Art. 2-4 of Delegated Regulation (EU) of the Commission No 2016/1052 of 8 March 2016. Accordingly, no purchase price may be paid which exceeds the price of the last independent trade or the highest independent bid placed at the time of the purchase on the stock exchange on which the purchase is carried out, whichever value is the higher. Orders are not placed during the auction phase and orders placed prior to the start of an auction phase are not changed during this phase. The retained credit institution shall, furthermore, acquire no more than 25% of the average daily volume of shares on the stock exchange on which the purchase is carried out. The average volume of shares is calculated based on the average daily trade volume of the 20 trading days preceding the specific date of purchase.

Because of TUI AG's listing at the London Stock Exchange the buyback is also performed in accordance with the stock exchange rules of the United Kingdom, especially UK Listing Rule 12.4.1.

Transactions executed in the course of the buyback will be disclosed in a manner consistent with the applicable legal requirements.

Furthermore, TUI AG will report on the buyback on a regular basis under https://www.tuigroup.com/en-en/investors/ share/employee-share-participation-programme.

TUI AG

The Executive Board

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2021-09-23 The DGAP Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases. Archive at www.dgap.de

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Language:     English 
Company:      TUI AG 
              Karl-Wiechert-Allee 4 
              30625 Hannover 
              Germany 
Internet:     www.tuigroup.com 
 
End of News   DGAP News Service 
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1235575 2021-09-23

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September 23, 2021 13:10 ET (17:10 GMT)