Fincantieri

AGM Information • Mar 27, 2024

Informazione Regolamentata n. 1616-16-2024		Data/Ora Inizio Diffusione 27 Marzo 2024 14:36:16	Euronext Milan
Societa'	:	FINCANTIERI
Identificativo Informazione Regolamentata	:	188071
Utenza - Referente	:	FINCANTIERIN04 - Dado
Tipologia	:	REGEM
Data/Ora Ricezione	:	27 Marzo 2024 14:36:16
Data/Ora Inizio Diffusione	:	27 Marzo 2024 14:36:15
Oggetto	:	FINCANTIERI Publication of 2023 Financial and Non-Financial Statements and documents regarding 2024 Shareholders' Meeting
Testo del comunicato

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PRESS RELE/ Trieste, March 27, 2024

EMARKET SDIR certifie

NOTICE OF PUBLICATION OF THE ANNUAL REPORT AS AT DECEMBER 31, 2028 CONSOLIDATED NON-FINANCIAL STATEMENT AS AT DECEMBER 31.2023 AND OTHER DOCUMENTS REGARDING 2024 SHAREHOLDERS' MEETING

FINCANTIERI S.p.A. ("Fincantieri" or the "Company") informs that the following documents are available to the public at the Company's registered office, on the Company's website (www.fincantieri.com) in the section "Governance and Ethics - Shareholders' Meeting -Shareholders' Meeting 2024" and in the sections mentioned below and on the website of the authorized storage mechanism "eMarket STORAGE" ():

• the annual report, containing Fincantieri Group consolidated financial statements as at December 31, 2023, draft financial statements of Fincantieri as at December 31, 2023, report on operations and the certifications pursuant to Article 154-bis, paragraph 5 of the Legislative Decree No. 58 of February 24, 1998 (the "Italian Consolidated Financial Act"), as well as the reports prepared by the external auditors and the Board of Statutory Auditors (section "Investor Relations - Financial Statements" of the Company's website);
• the statement of non-financial information as at December 31, 2023, drafted in accordance with Legislative Decree No. 254 of December 30, 2016 (section "Investor Relations - Financial Statements" of the Company's website);
• the report on corporate governance and ownership structure, drafted in accordance with Article 123-bis of the Italian Consolidated Financial Act (section "Governance and Ethics - Corporate Governance System - Corporate Governance Reports" of the Company's website);
• the report on the policy regarding remuneration and fees paid, drafted pursuant to Article 123-ter of the Italian Consolidated Financial Act (section "Governance and Ethics -Remuneration" of the Company's website);
• the explanatory reports by the Board of Directors on the first (financial statements), . second (allocation of annual financial result), fourth (purchase and disposal of Company shares) and fifth (remuneration policy) items on the agenda of the Shareholders' Meeting called on April 23, 2024 (it is recalled that the explanatory report by the Board of Directors on the third item on the agenda (share ownership plan) was already made available to the public on March 22, 2024).

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www.fincantieri.com

Trieste, March 27, 2024

The annual report is made available to the public in the European Single Electronic Format (ESEF) pursuant to Delegated Regulation (EU) 2019/815 and, format on a voluntary basis, in PDF.

The Company also informs that the financial statements and/or summary schedules of Fincantieri's subsidiaries and affiliates pursuant to Article 2429, paragraphs 3 and 4 of the Italian Civil Code, as well as the financial statements of significant non-EU subsidiaries prepared pursuant to Article 15 of Consob Regulations No. 20249 of December 28, 2017 (the "Market Regulations"), will be made available to the public in the manner and by the dates required by law.

The Company informs that, according to Article 84-bis of Consob Regulation No.11971 of May 14, 1999 (the "Issuers' Regulations"), the tables containing information on the implementation status of the Performance Share Plan 2019-2021, approved by the Shareholders' Meeting of May 11, 2018 and of the Performance Share Plan 2022-2024, approved by the Shareholders' Meeting of April 8, 2021, drafted in accordance with diagram 7 of Annex 3A of the Issuers' Regulations, are published in the annex to this press release. For information on the characteristics of the assigned instruments and on the Performance Share Plans as a whole, please refer to the relevant information documents available on the Company's website (www.fincantieri.com) in the sections "Governance and Ethics -Shareholders' Meeting archive – Shareholders' Meeting 2018" and "Governance and Ethics - Shareholders' Meeting archive - Shareholders' Meeting 2021".

Fincantieri is one of the world's largest shipbuilding groups, the only one active in all high-tech marine industy sectors. It is leader in the construction of cruise, naval and oil & gas and wind offshore vessels, as well as in the production of systems and component, after-sales services and marine interiors solutions. Thanks to the expertise developed in the management of complex projects, the Group boasts first-class references in infrastructures, and is a reference player in digital technologies and cybersecurity, electronics and advanced systems.

With over 230 years of history and more than 7,000 ships built, Fincantieri maintains its know-how, expertise and management centres in Italy, here employing 10,000 workers and creating around 90,000 jobs, which double worldwide thanks to a production network of 18 shipyards operating in four continents and with almost 21,000 employees.

www.fincantieri.com

FINCANTIERI Press Office Investor Relations Tel. +39 040 3192473 Tel. +39 040 3192111 press.office@fincantieri.it_investor.relations@fincantieri.it

FINCANTIERI

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(2) Pursuant to the Plan, the Vesting Period is the period that runs between the Entitlements Grant Date and the Date of Allotment of Shares to the Beneficiaries. That period is approximately three years but can be longer depending on the actual Allotment Date and Grant of the Shares with reference to each Plan Cycle.

			CHART 1
			Plan for the granting of shares free of charge – "Performance Share Plan 2019-2021" (1st three-year Cycle 2019-2021, 2nd three-year Cycle 2020-2022 and 3nd three-year Cycle 2021-2023)
Name and surname or category	Office		Section 2 Shares relating to the plans, valid and approved on the basis of previous shareholders' meetings' resolutions
		Date of the Shareholders' resolution (1)	Type of financial instrument	Maximum number of Granted Shares	Grant Date	Share purchase price if applicable	Market price on Grant Date	Vesting Period
	8 Executives with Strategic Responsibilities in FINCANTIERI S.p.A.			1,614,351 st cycle (2019-2021) 1	24 July 2019	N.A.	1.0095	- (2)
	8 Executives with Strategic Responsibilities in FINCANTIERI S.p.A.	11 May 2018	FINCANTIERI S.p.A. shares	4,257,038 nd cycle (2020-2022) 2	30 July 2020	N.A.	0.6119	- (2)
	8 Executives with Strategic Responsibilities in FINCANTIERI S.p.A.			3,245,820 nd cycle (2021-2023) 3	10 June 2021	N.A.	0.7978	- (2)
	14 Key Executives in FINCANTIERI S.p.A.			2,613,969 stcycle (2019-2021) 1	24 July 2019	N.A.	1.0095	- (2)
	12 Key Executives in FINCANTIERI S.p.A.	11 May 2018	FINCANTIERI S.p.A. shares	3,614,269 nd cycle (2020-2022) 2	30 July 2020	N.A.	0.6119	- (2)
	11 Key Executives in FINCANTIERI S.p.A.			2,715,721 nd cycle (2021-2023) 3	10 June 2021	N.A.	0.7978	- (2)
	41 Other key resources in FINCANTIERI S.p.A.			3,810,367 st cycle (2019-2021) 1	24 July 2019	N.A.	1.0095	- (2)
	44 Other key resources in FINCANTIERI S.p.A.	11 May 2018	FINCANTIERI S.p.A. shares	6,086,463 nd cycle (2020-2022) 2	30 July 2020	N.A.	0.6119	- (2)
	46 Other key resources in FINCANTIERI S.p.A.			5,467,709 nd cycle (2021-2023) 3	10 June 2021	N.A.	0.7978	- (2)

(1) The date refers to the Shareholders' Meeting called to approve the Plan.

					CHART 1
					Plan for the granting of shares free of charge – "Performance Share Plan 2022-2024" (1st three-year Cycle 2022-2024) (1)
Name and surname or category	Office		Section 2 Shares relating to the plans, valid and approved on the basis of previous shareholders' meetings' resolutions
		Date of the Shareholders' resolution (2)	Type of financial instrument	Maximum number of Granted Shares	Grant Date (3)	Share purchase price if applicable	Market price on Grant Date	Vesting Period
	Chief Executive Officer FINCANTIERI S.p.A.	8 April 2021	FINCANTIERI S.p.A. shares	2,433,936 1st cycle (2022-2024)	26 July 2022	N.A.	0.5675	- (4)
Pierroberto Folgiero	General Manager FINCANTIERI S.p.A. (4)	8 April 2021	FINCANTIERI S.p.A. shares	2,982,955 2st cycle (2023-2025)	25 July 2023	N.A.	0.5280	- (4)
	4 Executives with Strategic Responsibilities in FINCANTIERI S.p.A.	8 April 2021	FINCANTIERI S.p.A. shares	3,151,024 st cycle (2022-2024) 1	26 July 2022	N.A.	0.5675	- (4)
	7 Executives with Strategic Responsibilities in FINCANTIERI S.p.A.	8 April 2021	FINCANTIERI S.p.A. shares	5,876,667 2st cycle (2023-2025)	25 July 2023	N.A.	0.5280	- (4)
	10 Key Executives in FINCANTIERI S.p.A.	8 April 2021	FINCANTIERI S.p.A. shares	3,172,335 stcycle (2022-2024) 1	26 July 2022	N.A.	0.5675	- (4)
	9 Key Executives in FINCANTIERI S.p.A.	8 April 2021	FINCANTIERI S.p.A. shares	2,817,239 2st cycle (2023-2025)	25 July 2023	N.A.	0.5280	- (4)
	55 Other key resources in FINCANTIERI S.p.A.	8 April 2021	FINCANTIERI S.p.A. shares	9,665,742 st cycle (2022-2024) 1	26 July 2022	N.A.	0.5675	- (4)
	52 Other key resources in FINCANTIERI S.p.A.	8 April 2021	FINCANTIERI S.p.A. shares	9,632,885 2st cycle (2023-2025)	25 July 2023	N.A.	0.528	- (4)

(4) Pursuant to the Plan, the Vesting Period is the period that runs between the Entitlements Grant Date and the Date of Allotment of Shares to the Beneficiaries. That period is approximately three years but can be longer depending on the actual Allotment Date and Grant of the Shares with reference to each Plan Cycle.

(2) The date refers to the Shareholders' Meeting called to approve the Plan.

(3) With reference to the and 3nd cycle of the Plan, the Grant is envisaged to take place by 31 July 2024.

(1) The information on the 3nd Plan Cycle will be provided in compliance with the procedures and within the period specified in Article 84-bis(5)(A) of the Issuers' Regulations and, in any event, in the regulations from time to time in force.

Fine Comunicato n.1616-16-2024	Numero di Pagine: 6
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