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Issuance of shares to service the second cycle of the "Performance Share Plan 2022-2024" and assessment of the requirements for the office of standing auditor

18 mag 2026
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18 mag 2026

Fincantieri S.p.A. (“Fincantieri” or the “Company”) announces that today the Board of Directors of Fincantieri, exercising the powers given by the Extraordinary Shareholders’ Meeting held on May 14, 2026, resolved on the issuance, without increasing the share capital, of No. 1,802,068 ordinary shares, without par value, having the same characteristics as the outstanding ordinary shares, to service the second cycle of the Performance Share Plan 2022-2024, to be attributed to beneficiaries of the plan, pursuant to Article 2349 of the Italian Civil Code, under the terms and conditions set forth in the plan.

Further information pursuant to Annex 3A, Scheme 7 of the Issuers’ Regulation is available in the Report on the policy regarding remuneration and fees paid approved by the Board of Directors on March 25, 2026 and submitted to the Shareholders’ Meeting of Fincantieri on May 14, 2026 (www.fincantieri.com section “Group – Governance and Ethics – Corporate Bodies and Management – Shareholders’ Meeting – Shareholders’ Meeting 2026”).

 

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The Board of Directors also acknowledged the results of the assessment carried out by the Board of Statutory Auditors for all its Standing members (Gabriella Chersicla – Chairman, Elena Cussigh and Antonello Lillo) regarding (i) the independence requirements, pursuant to Article 148, paragraph 3, of the Italian Consolidated Law on Finance and pursuant to Article 2 of the Corporate Governance Code; (ii) the integrity and professional requirements and the absence of causes of ineligibility and incompatibility and (iii) the respect of the maximum number of offices as required by current regulations.

 

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Please note that the members of the Board of Statutory Auditors, at the date of their appointment, May 14, 2026, did not hold Fincantieri’s shares.

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