6-K

UNITED STATES

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

February 21, 2019

Commission file number:

1-14251

SAP SE

(Exact name of registrant as specified in its charter)

SAP EUROPEAN COMPANY

(Translation of registrant’s name into English)

Dietmar-Hopp-Allee 16

69190 Walldorf

Federal Republic of 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 o

Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

Yes o No x

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82-       .

SAP SE

FORM 6-K

On February 21, 2019, SAP SE, (“SAP”), issued a press release (the “Press Release”) announcing that the Executive Board and the Supervisory Board of SAP SE recommend that shareholders approve a dividend of €1.50 per share for the fiscal year 2018 at the Annual General Meeting of Shareholders. The Press Release is attached as Exhibit 99.1 hereto and incorporated by reference herein.

Any statements contained in this document that are not historical facts are forward-looking statements as defined in the U.S. Private Securities Litigation Reform Act of 1995. Words such as “anticipate,” “believe,” “estimate,” “expect,” “forecast,” “intend,” “may,” “plan,” “project,” “predict,” “should” and “will” and similar expressions as they relate to SAP are intended to identify such forward-looking statements. SAP undertakes no obligation to publicly update or revise any forward-looking statements. All forward-looking statements are subject to various risks and uncertainties that could cause actual results to differ materially from expectations. The factors that could affect SAP’s future financial results are discussed more fully in SAP’s filings with the U.S. Securities and Exchange Commission (the “SEC”), including SAP’s most recent Annual Report on Form 20-F filed with the SEC. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of their dates.

2

EXHIBITS

Exhibit No.	Exhibit
99.1	Press Release dated February 21, 2019

3

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.

	SAP SE
	(Registrant)
	By:	/s/ Christoph Huetten
		Name:	Dr. Christoph Huetten
		Title:	Chief Accounting Officer
	By:	/s/ Julia Zicke
		Name:	Dr. Julia Zicke
		Title:	Head of Corporate External Reporting
Date: February 21, 2019

4

EXHIBIT INDEX

Exhibit No.	Exhibit
99.1	(i) Press Release dated February 21, 2019

5

EX-99.1

Exhibit 99.1

SAP Supervisory Board Proposes Increased Dividend of €1.50 per Share

WALLDORF, Germany — February 21, 2019 — SAP SE (NYSE: SAP) The Supervisory Board of SAP SE, in alignment with the Executive Board, has decided to recommend that shareholders approve a dividend of €1.50 per share for the fiscal year 2018. This represents a year-over-year increase of €0.10, or 7% compared to last year’s dividend of €1.40. If the shareholders approve this recommendation and if treasury shares remain at the 2018 closing level, the total amount of dividends to be distributed will be approximately €1.79 billion (2017: €1.67 billion), representing a pay-out ratio of 44% (2017: 41%). The 2018 fiscal year dividend is scheduled to be paid on or after May 20, 2019.

“With our strong growth in 2018, our shareholders should participate in this success. Therefore, we are recommending a 7% increase in dividend,” said Luka Mucic, Chief Financial Officer, SAP. “We appreciate the support of our shareholders as we steer our company toward sustainable and profitable growth and deliver on our purpose of helping the world run better and improving people’s lives.”

Note to holders of SAP ADRs (American Depositary Receipts):

One SAP ADR represents one SAP SE share. The final dividend amount per ADR is dependent upon the euro/US dollar exchange rate. Since SAP SE pays cash dividends on the ordinary shares in euro, the exchange rate fluctuations will affect the US dollar amounts received by holders of ADRs. The final dividend payment by SAP SE to the depositary bank is scheduled for May 20, 2019. The depositary bank will then convert the dividend payment from euro into US dollars as promptly as practicable.

Visit the SAP News Center. Follow SAP on Twitter at @sapnews.

About SAP

As the cloud company powered by SAP HANA®, SAP is the market leader in enterprise application software, helping companies of all sizes and in all industries run at their best: 77% of the world’s transaction revenue touches an SAP® system. Our machine learning, Internet of Things (IoT), and advanced analytics technologies help turn customers’ businesses into intelligent enterprises. SAP helps give people and organizations deep business insight and fosters collaboration that helps them stay ahead of their competition. We simplify technology for companies so they can consume our software the way they want — without disruption. Our end-to-end suite of applications and services enables more than 425,000 business and public customers to operate profitably, adapt continuously, and make a difference. With a global network of customers, partners, employees, and thought leaders, SAP helps the world run better and improve people’s lives. For more information, visit www.sap.com.

# # #

Any statements contained in this document that are not historical facts are forward-looking statements as defined in the U.S. Private Securities Litigation Reform Act of 1995. Words such as “anticipate,” “believe,” “estimate,” “expect,” “forecast,” “intend,” “may,” “plan,” “project,” “predict,” “should” and “will” and similar expressions as they relate to SAP are intended to identify such forward-looking statements. SAP undertakes no obligation to publicly update or revise any forward-looking statements. All forward-looking statements are subject to various risks and uncertainties that could cause actual results to differ materially from expectations. The factors that could affect SAP’s future financial results are discussed more fully in SAP’s filings with the U.S. Securities and Exchange Commission (“SEC”), including SAP’s most recent Annual Report on Form 20-F filed with the SEC. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of their dates.

© 2019 SAP SE. All rights reserved.
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Stefan Gruber     +49 (6227) 7-44872            investor@sap.com, CET

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Rajiv Sekhri      +49 (6227) 7-74871              rajiv.sekhri@sap.com, CET

Daniel Reinhardt          +49 (6227) 7-40201          daniel.reinhardt@sap.com, CET

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