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Notice of change in share capital. Filing of the statement pursuant to article 2444 of the italian civil code and filing of the updated company by-laws
06 ago 2026
06 ago 2026
Fincantieri S.p.A. (Fincantieri or the Company) communicates, pursuant to article 85-bis of Consob Regulation 11971/1999, the new composition of its share capital, subscribed and paid up, following: (i) the issuance, on 30 July 2026, of no. 1,802,068 ordinary shares, without par value, without increasing the share capital, to be used for the second cycle of the 2022-2024 Performance Share Plan and to be attributed to the beneficiaries of the plan, pursuant to Article 2349 of the Italian Civil Code; (ii) the exercise, during the month of July 2026, of no. 778,396 “2024-2026 Fincantieri Warrants” with consequent subscription and simultaneous liberation of no. 114,470 Fincantieri ordinary shares, at a price of Euro 4.44 per share, of which Euro 0.10 to be allocated to share capital and Euro 4.34 to be allocated to share premium, for a total amount of Euro 508,246.80 (of which Euro 11,447 to be allocated to share capital).
The following table shows the current composition of the share capital of the Company, highlighting the previous one:
| Current Share Capital | Previous Share Capital | Variation | |||||||
| Euro | No. of shares | Par Value | Euro | No. of shares | Par Value | Euro | No. of shares | Par Value | |
| Total, of which: | 881,764,991.70 | 360,702,298 | With no expressed par value | 881,753,544.70 | 358,785,760 | With no expressed par value | 11,447 | 114,470 | - |
| Ordinary shares with regular entitlement: Current coupon number: 1 | 881,764,991.70 | 360,702,298 | With no expressed par value | 881,753,544.70 | 358,785,760 | With no expressed par value | 11,447 | 114,470 | - |
The following table shows the number of the exercised warrants as at 31 July 2026 and the number of the outstanding warrants as at 1 August 2026:
| No. exercised warrants | No. outstanding warrants | |
| 2024-2026 Fincantieri Warrants | 19,276,674 | 133,142,736 |
In accordance with Article 2444 of the Italian Civil Code, the certification of completion of the Rights Issue has been filed with the Companies' Register of Venezia Giulia on 5 August 2026 and registered on 6 August 2026, along with the new version of Fincantieri’s bylaws, updated with the new amount of share capital and of shares.
The bylaws are made available to the public on the Company’s website (www.fincantieri.com) in the section “Governance and Ethics – Corporate Governance System – Bylaws” and on the website of the authorized storage mechanism “eMarket STORAGE” (www.emarketstorage.it).