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6-K 1 db202305226k.htm Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K For the month of May 2023

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13 a -16 OR 15 d -16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

Commission File Number 1-15242

DEUTSCHE BANK CORPORATION

(Translation of Registrant’s Name Into English)

Deutsche Bank Aktiengesellschaft

Taunusanlage 12

60325 Frankfurt am Main

Germany

(Address of Principal Executive Office)

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 ☒ Form 40-F ☐

Explanatory note

This Report on Form 6-K contains the following exhibit relating to Deutsche Bank AG’s 2023 Annual General Meeting of Shareholders, which took place on Wednesday, May 17, 2023. This Report on Form 6-K and such exhibit are not intended to be incorporated by reference into registration statements filed by Deutsche Bank AG under the Securities Act of 1933.

Exhibit 99.1: Voting Results for the 2023 Annual General Meeting of Deutsche Bank AG.

Forward-looking statements contain risks

This report contains forward-looking statements. Forward-looking statements are statements that are not historical facts; they include statements about our beliefs and expectations. Any statement in this report that states our intentions, beliefs, expectations or predictions (and the assumptions underlying them) is a forward-looking statement. These statements are based on plans, estimates and projections as they are currently available to the management of Deutsche Bank. Forward-looking statements therefore speak only as of the date they are made, and we undertake no obligation to update publicly any of them in light of new information or future events.

By their very nature, forward-looking statements involve risks and uncertainties. A number of important factors could therefore cause actual results to differ materially from those contained in any forward-looking statement. Such factors include the conditions in the financial markets in Germany, in Europe, in the United States and elsewhere from which we derive a substantial portion of our trading revenues, potential defaults of borrowers or trading counterparties, the implementation of our strategic initiatives, the reliability of our risk management policies, procedures and methods, and other risks referenced in our filings with the U.S. Securities and Exchange Commission. Such factors are described in detail in our 2022 Annual Report on Form 20-F filed with the SEC, on pages 12 through 54 under the heading “Risk Factors.” Copies of this document are readily available upon request or can be downloaded from www.deutsche-bank.com/ir.

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.

Deutsche Bank Aktiengesellschaft

Date: May 22, 2023

By:	_/s/ Andrea Schriber____________
Name:	Andrea Schriber
Title:	Managing Director

By:	_/s/ Mathias Otto ______________
Name:	Mathias Otto
Title:	Managing Director and Senior Counsel

EX-1 2 db20230522991.htm Report

Exhibit 99.1

Deutsche Bank

Deutsche Bank Aktiengesellschaft - General Meeting 2023

Voting results

Item 2	Appropriation of distributable profit for the 2022 financial year - proposal pursuant to convocation corrected for own shares approved
882,732,066		shares for which valid votes were submitted (= 43.27% of the share capital)
880,788,748		yes votes	99.78%
1,943,318		no votes	0.22%
Item 3	Ratification of the acts of management of the members of the Management Board for the 2022 financial year

	Mr. Christian Sewing - acts of management ratified
869,142,561		shares for which valid votes were submitted (= 42.60% of the share capital)
829,047,379		yes votes	95.39%
40,095,182		no votes	4.61%
	Mr. James von Moltke - acts of management ratified
868,712,920		shares for which valid votes were submitted (= 42.58% of the share capital)
828,858,969		yes votes	95.41%
39,853,951		no votes	4.59%
	Mr. Karl von Rohr - acts of management ratified
836,683,863		shares for which valid votes were submitted (= 41.01% of the share capital)
795,458,686		yes votes	95.07%
41,225,177		no votes	4.93%
	Mr. Fabrizio Campelli - acts of management ratified
867,572,684		shares for which valid votes were submitted (= 42.52% of the share capital)
827,501,202		yes votes	95.38%
40,071,482		no votes	4.62%
	Mr. Bernd Leukert - acts of management ratified
836,402,415		shares for which valid votes were submitted (= 41.00% of the share capital)
795,913,598		yes votes	95.16%
40,488,817		no votes	4.84%
	Mr. Stuart Lewis - acts of management ratified
845,278,577		shares for which valid votes were submitted (= 41.43% of the share capital)
800,975,823		yes votes	94.76%
44,302,754		no votes	5.24%
	Mr. Alexander von zur Mühlen - acts of management ratified
868,250,734		shares for which valid votes were submitted (= 42.56% of the share capital)
828,375,378		yes votes	95.41%
39,875,356		no votes	4.59%
	Ms. Christiana Riley - acts of management ratified
868,135,382		shares for which valid votes were submitted (= 42.55% of the share capital)
828,217,887		yes votes	95.40%
39,917,495		no votes	4.60%

Page 1

Deutsche Bank

Deutsche Bank Aktiengesellschaft - General Meeting 2023

Voting results

	Ms. Rebecca Short - acts of management ratified
868,301,344		shares for which valid votes were submitted (= 42.56% of the share capital)
828,722,653		yes votes	95.44%
39,578,691		no votes	4.56%
	Mr. Stefan Simon - acts of management ratified
867,831,523		shares for which valid votes were submitted (= 42.54% of the share capital)
827,808,511		yes votes	95.39%
40,023,012		no votes	4.61%
	Mr. Olivier Vigneron - acts of management ratified
868,011,012		shares for which valid votes were submitted (= 42.54% of the share capital)
828,249,569		yes votes	95.42%
39,761,443		no votes	4.58%
Item 4	Ratification of the acts of management of the members of the Supervisory Board for the 2022 financial year

	Mr. Alexander Wynaendts - acts of management ratified
836,562,823		shares for which valid votes were submitted (= 41.00% of the share capital)
795,807,508		yes votes	95.13%
40,755,315		no votes	4.87%
	Dr. Paul Achleitner - acts of management ratified
845,415,703		shares for which valid votes were submitted (= 41.44% of the share capital)
798,302,790		yes votes	94.43%
47,112,913		no votes	5.57%
	Mr. Detlef Polaschek - acts of management ratified
836,025,085		shares for which valid votes were submitted (= 40.98% of the share capital)
795,138,325		yes votes	95.11%
40,886,760		no votes	4.89%
	Mr. Norbert Winkeljohann - acts of management ratified
836,451,333		shares for which valid votes were submitted (= 41.00% of the share capital)
795,514,508		yes votes	95.11%
40,936,825		no votes	4.89%
	Mr. Ludwig Blomeyer-Bartenstein - acts of management ratified
835,908,505		shares for which valid votes were submitted (= 40.97% of the share capital)
795,281,672		yes votes	95.14%
40,626,833		no votes	4.86%
	Ms. Mayree Clark - acts of management ratified
836,169,945		shares for which valid votes were submitted (= 40.98% of the share capital)
796,181,079		yes votes	95.22%
39,988,866		no votes	4.78%

Page 2

Deutsche Bank

Deutsche Bank Aktiengesellschaft - General Meeting 2023

Voting results

	Mr. Jan Duscheck - acts of management ratified
835,657,384		shares for which valid votes were submitted (= 40.96% of the share capital)
794,945,086		yes votes	95.13%
40,712,298		no votes	4.87%
	Ms. Manja Eifert - acts of management ratified
835,615,591		shares for which valid votes were submitted (= 40.96% of the share capital)
795,663,505		yes votes	95.22%
39,952,086		no votes	4.78%
	Dr. Gerhard Eschelbeck - acts of management ratified
844,942,568		shares for which valid votes were submitted (= 41.41% of the share capital)
804,111,745		yes votes	95.17%
40,830,823		no votes	4.83%
	Mr. Sigmar Gabriel - acts of management ratified
836,183,997		shares for which valid votes were submitted (= 40.98% of the share capital)
793,339,932		yes votes	94.88%
42,844,065		no votes	5.12%
	Mr. Timo Heider - acts of management ratified
835,715,872		shares for which valid votes were submitted (= 40.96% of the share capital)
794,949,119		yes votes	95.12%
40,766,753		no votes	4.88%
	Ms. Martina Klee - acts of management ratified
836,068,795		shares for which valid votes were submitted (= 40.98% of the share capital)
795,984,445		yes votes	95.21%
40,084,350		no votes	4.79%
	Ms. Henriette Mark - acts of management ratified
844,889,490		shares for which valid votes were submitted (= 41.41% of the share capital)
804,102,770		yes votes	95.17%
40,786,720		no votes	4.83%
	Ms. Gabriele Platscher - acts of management ratified
835,799,434		shares for which valid votes were submitted (= 40.97% of the share capital)
795,572,006		yes votes	95.19%
40,227,428		no votes	4.81%
	Mr. Bernd Rose - acts of management ratified
835,793,195		shares for which valid votes were submitted (= 40.97% of the share capital)
795,087,916		yes votes	95.13%
40,705,279		no votes	4.87%
	Mr. Yngve Slyngstad - acts of management ratified
836,104,293		shares for which valid votes were submitted (= 40.98% of the share capital)
795,446,517		yes votes	95.14%
40,657,776		no votes	4.86%

Page 3

Deutsche Bank

Deutsche Bank Aktiengesellschaft - General Meeting 2023

Voting results

	Mr. John Alexander Thain - acts of management ratified
836,180,647		shares for which valid votes were submitted (= 40.98% of the share capital)
795,485,863		yes votes	95.13%
40,694,784		no votes	4.87%
	Ms. Michele Trogni - acts of management ratified
836,271,595		shares for which valid votes were submitted (= 40.99% of the share capital)
796,135,793		yes votes	95.20%
40,135,802		no votes	4.80%
	Dr. Dagmar Valcárcel - acts of management ratified
836,296,752		shares for which valid votes were submitted (= 40.99% of the share capital)
795,622,293		yes votes	95.14%
40,674,459		no votes	4.86%
	Mr. Stefan Viertel - acts of management ratified
835,787,899		shares for which valid votes were submitted (= 40.97% of the share capital)
795,149,223		yes votes	95.14%
40,638,676		no votes	4.86%
	Dr. Theodor Weimer - acts of management ratified
836,303,402		shares for which valid votes were submitted (= 40.99% of the share capital)
795,698,974		yes votes	95.14%
40,604,428		no votes	4.86%
	Mr. Frank Werneke - acts of management ratified
836,243,962		shares for which valid votes were submitted (= 40.99% of the share capital)
794,728,637		yes votes	95.04%
41,515,325		no votes	4.96%
	Mr. Frank Witter - acts of management ratified
836,122,716		shares for which valid votes were submitted (= 40.98% of the share capital)
795,625,370		yes votes	95.16%
40,497,346		no votes	4.84%
Item 5	Election of the auditor for the 2023 financial year, interim accounts - proposal pursuant to convocation approved
873,087,014		shares for which valid votes were submitted (= 42.79% of the share capital)
861,303,715		yes votes	98.65%
11,783,299		no votes	1.35%
Item 6	Resolution to be taken on the approval of the Compensation Report produced and audited pursuant to § 162 Stock Corporation Act for the 2022 financial year - proposal pursuant to convocation approved
880,145,375		shares for which valid votes were submitted (= 43.14% of the share capital)
783,987,321		yes votes	89.07%
96,158,054		no votes	10.93%

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Deutsche Bank

Deutsche Bank Aktiengesellschaft - General Meeting 2023

Voting results

Item 7	Authorization to acquire own shares pursuant to § 71 (1) No. 8 Stock Corporation Act as well as for their use with the possible exclusion of pre-emptive rights - proposal pursuant to convocation approved
880,962,664		shares for which valid votes were submitted (= 43.18% of the share capital)
859,494,951		yes votes	97.56%
21,467,713		no votes	2.44%
Item 8	Authorization to use derivatives within the framework of the purchase of own shares pursuant to § 71 (1) No. 8 Stock Corporation Act - proposal pursuant to convocation approved
880,864,337		shares for which valid votes were submitted (= 43.17% of the share capital)
865,249,171		yes votes	98.23%
15,615,166		no votes	1.77%
Item 9a	Election of Mrs. Mayree Clark as member of the Supervisory Board - proposal pursuant to convocation approved
873,993,335		shares for which valid votes were submitted (= 42.84% of the share capital)
800,948,970		yes votes	91.64%
73,044,365		no votes	8.36%
Item 9b	Election of Mr. John Alexander Thain as member of the Supervisory Board - proposal pursuant to convocation approved
878,400,467		shares for which valid votes were submitted (= 43.05% of the share capital)
826,668,012		yes votes	94.11%
51,732,455		no votes	5.89%
Item 9c	Election of Mrs. Michele Trogni as member of the Supervisory Board - proposal pursuant to convocation approved
877,551,141		shares for which valid votes were submitted (= 43.01% of the share capital)
823,159,298		yes votes	93.80%
54,391,843		no votes	6.20%
Item 9d	Election of Mr. Professor Dr. Norbert Winkeljohann as member of the Supervisory Board - proposal pursuant to convocation approved
880,462,344		shares for which valid votes were submitted (= 43.15% of the share capital)
754,744,236		yes votes	85.72%
125,718,108		no votes	14.28%
Item 10a	Amendment to the Articles of Association to authorize the Management Board to allow for a virtual General Meeting to be held - proposal pursuant to convocation approved
873,427,493		shares for which valid votes were submitted (= 42.81% of the share capital)
764,560,495		yes votes	87.54%
108,866,998		no votes	12.46%

Page 5

Deutsche Bank

Deutsche Bank Aktiengesellschaft - General Meeting 2023

Voting results

Item 10b	Subsequent amendments to the Articles of Association resulting from the authorization of the Management Board to allow for a virtual General Meeting to be held - proposal pursuant to convocation approved
873,586,569		shares for which valid votes were submitted (= 42.82% of the share capital)
863,173,562		yes votes	98.81%
10,413,007		no votes	1.19%
Item 10c	Amendment to the Articles of Association to enable the participation of members of the Supervisory Board in General Meetings by way of audio and video transmission - proposal pursuant to convocation approved
873,396,274		shares for which valid votes were submitted (= 42.81% of the share capital)
859,724,597		yes votes	98.43%
13,671,677		no votes	1.57%
Item 10d	Amendments to the Articles of Association to adjust the information for the share register - proposal pursuant to convocation approved
881,810,502		shares for which valid votes were submitted (= 43.22% of the share capital)
877,339,524		yes votes	99.49%
4,470,978		no votes	0.51%
Item 11	Amendments to the Articles of Association relating to Supervisory Board compensation - proposal pursuant to convocation approved
881,007,779		shares for which valid votes were submitted (= 43.18% of the share capital)
865,006,503		yes votes	98.18%
16,001,276		no votes	1.82%

Page 6