Remuneration Information • Mar 31, 2025
Remuneration Information
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Drawn up as per Article 123ter of Legislative Decree No. 58 of February 24, 1998
This Remuneration Policy and Report (the "Report"), approved by the Board of Directors (the "Board") of Aeroporto Guglielmo Marconi di Bologna S.p.A. ("Aeroporto di Bologna", the "Issuer" or the "Company") on March 14, 2025, at the proposal of the Company's Remuneration Committee ("Remuneration Committee", "Committee" or "RC") and prepared pursuant to Article 123-ter of Legislative Decree No. 58 of February 24, 1998 ("CFA"), also taking into account the recommendations contained in the Corporate Governance Code (the "Code") applicable to companies listed on the Euronext Milan market of Borsa Italiana S.p.A. ("EXM"), to which the Company adheres, is divided into the following Sections:
• SECTION I: this sets out the Company's Remuneration Policy (the "Policy") with reference to the members of the administrative and management bodies as well as the Issuer's Senior Executives for the three-year period 2025-2027, describing the principles underlying it, the bodies involved and the procedures used to adopt and implement it.
We note that the Policy outlined in this Report was prepared and approved on March 14, 2025 by the Company's Board of Directors, assisted by the Remuneration Committee in accordance with Principle XVI and Recommendation 25 (a) of the Code, and is subject by law to approval with a binding vote by the AdB Shareholders' Meeting (the "Meeting"). This Policy, once approved by the Shareholders' Meeting, will be apply for the three-year period 2025-2027 and until the approval of the December 31, 2027 annual accounts, unless it is amended prior to the three-year natural conclusion. The Policy is discussed in Section I of this Report.
• SECTION II: this sets out the remuneration paid in 2024 to the named members of the Issuer's administration, management and control bodies. SECTION II is by law subject to an advisory vote at the Shareholders' Meeting called to approve the financial statements as of December 31, 2024.
In accordance with the regulations in effect at the relevant times, the Board first approved the Policy on June 11, 2015, and also approved an update on February 15, 2016. On March 14, 2019, the Board, at the Remuneration Committee's proposal, then approved a further update of the Policy, which was submitted pursuant to Article 123-ter of the CFA to an advisory vote of the Shareholders' Meeting called to approve the Annual Financial Statements for the year ended December 31, 2018. A further update of the Policy was approved by the Board on March 30, 2020, following a new proposal by the Committee subsequent to the entry into force of the new provisions introduced by Legislative Decree No. 49/2019 and the corresponding regulatory legislation applicable. The Policy described herein, as revised and with additions, was approved by the Board of Directors on March 14, 2022, at the recommendation of the Remuneration Committee, and was approved by the Shareholders' Meeting of April 26, 2022 called to approve the Financial Statements for the year ended December 31, 2021.
The Policy has been established in line with the Company's traditional governance model and the recommendations of the Code and seeks, like the remuneration policies defined in previous years, to pursue the Company's sustainable success, taking into account the need to have, retain and motivate people with the skills and professionalism necessary in the role they hold in the Company and in the group it heads ("the Group"), and to promote the establishment of fair remuneration for members of corporate bodies and Senior Executives.
The Policy pursues the following goals based on the framework and principles described below:
| Purpose | Principles | Instruments |
|---|---|---|
| Value creation | Incentive plans to align the interests of management with the | Management By Objectives |
| interests of the Company, shareholders and stakeholders in | -"MBO" | |
| general, providing for the payment of a variable share of | Medium/long-term | |
| remuneration when pre-determined, measurable, sustainable | incentive plans ("LTI") | |
| but challenging short and medium/long-term economic | ||
| objectives are met | ||
| Sustainability | Incentive plans developed over a period of time consistent | LTI |
| with the Company's risk profile and key stakeholders' | ||
| expectations in order to generate sustainable value in the | ||
| medium to long term | ||
| Attractiveness and | Remuneration Policy designed to attract, retain and motivate | MBO |
| Motivation | Key Personnel to achieve the Company's strategic objectives | LTI |
| Fixed/variable | ||
| remuneration mix | ||
| Post-employment | ||
| benefits/indemnities | ||
| Performance | Remuneration linked to the achievement of clear |
MBO |
| Enhancement | performance targets | LTI |
| Variable remuneration |
The Policy is also strongly aligned with best remuneration practices for Key Personnel, such as:
The following table shows voting trends on the Remuneration Report over the past 5 years:
| Date of Shareholders' Meeting |
Those present voting for |
Those present voting against |
Those present who abstained |
Those present who were non-voting |
|---|---|---|---|---|
| 99.529170% | 0.470830% | 0% | 0% | |
| April 30, 2020 | 31,498,912 shares | 149,008 shares | 0 shares | 0 shares |
| April 26, 2021 | 99.518094% | 0.481906% | 0% | 0% |
| 31,458,984 shares | 152,337 shares | 0 shares | 0 shares | |
| 100.00000% | 0.00000% | 0% | 0% | |
| April 26, 2022 | 31,551,748 shares | 0 shares | 0 shares | 0 shares |
| 99.957944% | 0.042056% | 0% | 0% | |
| April 26, 2023 | 31,511,174 shares | 13,258 shares | 0 shares | 0 shares |
| 99.960236% | 0.039764% | 0% | 0% | |
| April 23, 2024 | 31,646,507 shares | 12,589 shares | 0 shares | 0 shares |
The Policy is adopted through a process that provides for the Board of Directors to establish it, on a proposal by the Remuneration Committee, and for the Shareholders' Meeting to subsequently give binding approval.
The Remuneration Committee has the duty of presenting to the Board proposals for the remuneration of the Chief Executive Officers, monitoring the application of the decisions adopted by the Board, in addition to assessing periodically the criteria adopted for the remuneration of Senior Executives ("Senior Executives"), overseeing their application and drawing up for the Board recommendations in general.
The Remuneration Committee, in addition, periodically assesses the adequacy, the overall consistency and the concrete application of the Policy, utilising the information provided by the Chief Executive Officers and reporting to shareholders upon the manner of exercising their functions, through the Chairperson or a differing member appointed by the annual Shareholders' Meeting approving the financial statements.
In preparing the first Policy, Aeroporto di Bologna was supported by the independent expert consultancy of the Hay Group, which prepared in July 2015, on appointment by the Issuer, research on the medium/long-term incentive plan thereafter adopted by the Company (containing also a comparative analysis of the remuneration of the Executive Directors with management powers at the main European airport companies listed in Italy and in Europe), in addition to a comparative analysis of the remuneration of the Non-Executive Chairpersons of the Board of Directors and of the members of the Internal Committees of the Board at Italian listed companies of a similar size to the Company.
The first version of the Policy was approved by the Board of Directors of the company at its meeting of June 11, 2015. The update of the Policy was made available by the Remuneration Committee, following alignment with the sector benchmark in 2018 by the independent expert Korn Ferry. This update was approved by the Board of Directors on March 14, 2019, and then at the Shareholders' Meeting on April 29, 2019. The current Policy was further updated in line with the provisions of Legislative Decree No. 49/2019 and the relative regulatory provisions and, on the proposal of the Remuneration Committee at its meeting of March 30, 2020, was approved by the Board of Directors on March 30, 2020, and then by the Shareholders' Meeting on April 30, 2020.
Following a proposal by the Committee, the Board then decided to amend the Policy approved in 2020 by the Shareholders' Meeting to adjust the range of the variable component/fixed component ratio of the remuneration of Executive Directors and Senior Executives. It sought to narrow it and bring it into line with the actual variable component awarded in recent financial years when applying the Policy. In 2021 the Board also took specific actions, on an extraordinary basis, to cope with the effects of the COVID-19 pandemic and to bring the remuneration of Key Personnel (and specifically the Chief Executive Officer) into line with the resulting changed scenario. Based on the experience in 2020 and 2021 of managing the effects of the health crisis on remuneration policy, the Board, at the Committee's suggestion, decided to adopt a more structured and organised process for waiving the Policy temporarily if exceptional circumstances arise, where this is necessary in the pursuit of the Company's long-term interests and for its sustainability, and/or to ensure the Company's ability to stay in the market. The procedures for using this new tool are outlined in point 1.3.1(vii) below.
The Policy described above, as revised and with additions, was approved by the Board of Directors on March 14, 2022, at the recommendation of the Remuneration Committee, and was approved by the Shareholders' Meeting called to approve the Financial Statements for the year ended December 31, 2021. It has now reached its natural three-year conclusion.
Finally, the proposed new Policy for the three-year period 2025-2027 described in Section I of this Report was approved on March 14, 2025 by the Board of Directors, assisted by the Remuneration Committee, and - in relation to the compensation package of the Senior Executive - with the specialised input of the independent expert Willis Tower Watson. It is generally consistent with that of the 2022–2024 cycle, except for (i) certain updates clarifying best practices regarding sustainability and innovation objectives in relation to the variable remuneration component and (ii) the flatrating of the Board of Statutory Auditors' remuneration defined partly in application of the current rules on fair remuneration of the supervisory body, which also provides for an increase of between 20% and 40% in the Chairperson's remuneration compared to that of the other members of the Board of Statutory Auditors, in view of his/her role and commitment to the internal Board Committees.
For the operating mechanisms, activities and, where applicable, the composition of the Shareholders' Meeting, the Board of Directors and the Remuneration Committee in 2024, please refer to the 2024 Corporate Governance Report, published in the Investor Relations section of the Company's website (www.bologna-airport.it).
*
This Policy establishes the guidelines and principles for the definition of the remuneration of the key management personnel of the Company and the Group, drawn up to attract, maintain and motivate individuals with the professional qualities required to successfully manage the Company and the Group and to align their interests with the achievement of the key objective of the creation of value for shareholders over the medium/long term. The Policy also establishes guidelines and principles for the Board's proposal to the Shareholders' Meeting for an adequate remuneration of the members of the Board of Directors and the Board of Statutory Auditors.
In order to achieve the above objectives, and in view of the Group's size and organisational characteristics and the nature of the market in which it operates, the Company adopts a Policy based on the following principles when setting the remuneration of Relevant Persons (as defined below):
shares or options (including of a virtual nature) as part of the share investment plans, with an annual maturation or vesting period in the former case and of at least three years in the latter;
corporate transactions or in the case of the achievement by the company of equity, economic and financial objectives considered as particularly significant by the Company, having received the positive opinion of the Remuneration Committee and provided that the policy set out in the relevant related party transactions regulation is executed;
(vii). at the Committee's recommendation, the Board may temporarily waive the Policy if exceptional circumstances arise where this is necessary in the pursuit of the Company's long-term interests and for its sustainability, and/or to ensure the Company's ability to stay in the market. Such waivers must be decided on by the Board following a proposal by the Committee, which is the body responsible for identifying the presence of such exceptional situations and formulating proposals for temporary waivers. Any waivers approved, which may concern one or more principles or elements of the Policy (including as reflected in agreements with Relevant Persons or in incentive plans already in place) must be disclosed in the subsequent Remuneration Report, which must state the reasons for the waiver. If necessary, these waivers may be approved only if the procedure set out in the relevant Issuer's Regulation for related party transactions is adhered to. Specifically, the elements of the Policy which may be waived are the objectives or targets in the incentive plans or the ratio between the variable component and the fixed component of remuneration. This may be done where external events cause situations that disrupt the plans approved by the Board of Directors, or make it impossible, even temporarily, to lay down multi-year plans (e.g. wars, pandemics, other events of an extraordinary nature), or make it necessary to increase the fixed component of remuneration for retention purposes.
The recipients of the Policy are (collectively, the "Relevant Persons"):
1 This refers to Executive Directors as defined in Article 2 of the Corporate Governance Code.
2 Directors other than Executive Directors.
3 Directors considered independent as per Article 147-ter of the CFA and Recommendation 2 of the Corporate Governance Code. 4 Definition contained in IAS 24.
The remuneration of the Directors is established as follows:
See SECTION II of this Remuneration Report for details of remuneration paid to Directors during the year ended December 31, 2024.
Remuneration for Senior Executives will be established as follows:
See SECTION II of this Remuneration Report for details of remuneration paid to Senior Executives in the year ended December 31, 2024.
The remuneration of the members of the Board of Statutory Auditors is within the scope of the Shareholders' Meeting, on the proposal of the Board of Directors according to the following principles:
The Board of Directors and/or the Remuneration Committee may utilise independent remuneration policy experts for the analysis regarding the calculation of the remuneration of Statutory Auditors.
See SECTION II of this Remuneration Report for details of compensation paid to members of the Board of Statutory Auditors in the year ended December 31, 2024.
The Remuneration Committee periodically assesses the adequacy, the overall consistency and the concrete application of the Policy, utilising the information provided by the Chief Executive Officers and reporting to shareholders upon the manner of exercising their functions, through the Chairperson or a differing member appointed by the annual Shareholders' Meeting approving the financial statements.
The Policy is valid for three years from the approval date of the 2024 Annual Accounts, i.e. until the date of the Shareholders' Meeting called to approve the 2027 Annual Accounts.
Compared to the previous version, this Policy has undergone amendments only in terms of (i) certain clarifications of best practices regarding sustainability and innovation objectives in relation to the variable remuneration component and (ii) the flat-rating of the Board of Statutory Auditors' remuneration defined partly in application of the current rules on fair remuneration of the supervisory body, which also provides for an increase of between 20% and 40% in the Chairperson's remuneration compared to that of the other members of the Board of Statutory Auditors, in view of his/her role and commitment to the internal Board Committees.
The variable component of the remuneration of the Executive Directors and of the Senior Executives of the Company is paid on the achievement of set economic, financial and sustainability targets and/or individual objectives, through two incentive mechanisms, one of which short-term (annual) (MBO) and one of which medium/long-term (LTI). Maximum limits for the variable components should be established - both for the variable component linked to the short-term objectives, and for that linked to the medium/long-term objectives - must be included on an annualised basis, of between 30% and 50% of the gross fixed component for each of the two variable components.
The MBO is a short-term monetary incentive plan with annual assignment of targets. In the absence of a Net Profit, there will be no basis for disbursing any Bonus.
The conditions under the previous two points apply unless business results (Net Profit and EBITDA) are negatively impacted by extraordinary contingencies or causes that are, in any event, external to airport operations (e.g. pandemics, terrorist or war events).
The LTI Plans are medium/long-term monetary incentive plans (rolling), normally with the annual assignment of threeyear objectives.
With the adoption of the LTI Plans, the Company has set the prefixed objective of incentivising the Chief Executive Officer and General Manager to pursue the improved medium/long-term performance, particularly with regards to the economic-financial performance levels and equity growth related to infrastructural development, also pursuing with the most recent innovations in the Policy - targets relating to sustainability and innovation plans, with a view to sustainable business success. It also aims to create the conditions for an improved convergence of management's interests with those of shareholders and to ensure greater alignment of the remuneration package with market practice.
In particular, the LTI Plans involve the assigning of the right to receive an annual monetary bonus, established by the Board of Directors, against the achievement of specific and pre-set performance targets measured at the end of the cycle. Its issue is also subject to the continuation of employment with the Company over the three-year baseline period and until the effective issue of the bonus, except in certain situations such as dismissal without just cause or resignation for just cause, or in the case of the mutual conclusion of the relationship. The right to the bonus is not in any case transferrable, except in the case of mortis causa.
For each of the targets of the long-term plan, minimum and maximum result levels may be established and, on the achievement of the minimum results, 50% of the matured bonus shall be paid out. On achieving or exceeding the maximum result, 100% of the matured assigned bonus shall be paid out, while in the case of the achievement of a set interim result, the matured bonus shall be proportionally calculated on the basis of the minimum and maximum levels. The bonus payable to the beneficiary shall be paid within 90 days following the approval of the Company's financial statements for the last year of the LTI Plan.
The Regulation of the LTI Plans provide for the possibility of modifying the mechanism of the LTI Plan following any corporate transactions resolved by the Company, as well as legislative or regulatory changes or other events likely to affect the performance targets, the bonus or the Plan; in such cases, the Board of Directors, after consulting the Remuneration Committee, has the right to make, at its discretion, all the amendments and additions deemed necessary and/or appropriate to the Regulations of the current LTI Plans and to the related documents, in order to keep the essential substantial and economic contents of the Plan as unchanged as possible, in compliance with the objectives and purposes pursued and the economic and financial rights recognised by the same, as well as with the legislation in force. The LTI Plan Regulation establishes that where, subsequent to the issue of the bonus, it emerges that the objective level resulting in the assignment of the bonus was calculated on manifestly erroneous or false figures and that the differences between the figures utilised and the adjusted figures were such to have caused, if known in advance, the accrual of a lesser bonus than that effectively issued, the Board of Directors has the option to request the beneficiary (with the consequent obligation on the part of the same) to return that previously issued erroneously (clawback).
The terms and conditions of the annual MBO and of the current multi-year LTI Plans comply with the principles and guidelines of the Policy.
All members of the Board of Directors benefit from civil liability insurance coverage regarding their role, in addition to the reimbursement of any legal expenses and administrative-monetary penalties sustained or issued on the basis of the role held, with charges borne by the Company, except in the case of malicious or negligent conduct. The Chief Executive Officer and the General Manager have a medical policy for an annual check-up, with costs borne by the Company.
Indemnities are payable to the Chief Executive Officer and the General Manager in the event of termination of employment, in accordance with the terms and conditions set out in Article 2.2 of this Report.
See point 1.3.1 (vii) above for the elements of the Policy that may be waived in the event of exceptional circumstances.
The remuneration received during the year to December 31, 2024 by the members of the Board of Directors of Aeroporto di Bologna, the Senior Executives and the Board of Statutory Auditors is presented below. The company Aeroporto di Bologna has identified one Senior Executive in the person of the General Manager of the Company, who is also the Chief Executive Officer.
The remuneration of the Directors of Aeroporto di Bologna and of the Senior Executives in the year to December 31, 2023 comprised the following items:
| OFFICE | FIXED | VARIABLE | BENEFITS | BENEFITS IN THE CASE OF AN EARLY |
||
|---|---|---|---|---|---|---|
| B1 | M/L2 | RESOLUTION OF CONTRACT |
||||
| Executive Directors | √ | √ | √ | √ | √ | |
| Non-Executive Directors | √ | |||||
| Independent Directors | √ | |||||
| Senior Executives | √ | √ | √ | √ | √ |
1 Variable component linked to the achievement of the short-term objectives
2 Variable component linked to the achievement of the medium/long-term objectives
The individual remuneration components are assigned to the various categories of Directors of Aeroporto di Bologna identified above and to the Senior Executives in accordance with the Policy.
With reference to the 2024 financial year, the only Executive Director and Senior Executive whose remuneration includes a fixed and variable component is Nazareno Ventola, the Chief Executive Officer and General Manager. The variable component linked to short-term objectives and medium/long-term objectives, allocated to Chief Executive Officer and General Manager Nazareno Ventola through the MBO and LTI Plans respectively, corresponds to a maximum opportunity of 30% of the gross fixed component for each of the two variable components. With the exception of the provision - for the short-term (annual) variable component only - of overperformance defined for certain specific, particularly significant targets which, in any case, even if reached at "maximum terms," does not exceed the 50% value defined in the Policy as a reference ceiling.
Specifically, the variable components and the performance targets of the remuneration policy were applied as indicated below and achieved as follows, with indication also of the objectives reached against those assigned to the General Manager and Chief Executive Officer, as Senior Executive:
In February 2025, the Remuneration Committee carried out finalisation activities for the MBO 2024, verifying that all the targets assigned to the Chief Executive Officer and Senior Executive had been achieved. Specifically, the economic and financial targets for the year assigned with reference to non-aviation expenses, EBITDA margin and liquidity were fully achieved, and the three targets relating to the progress of the infrastructure development plan, the two ESG targets and two relating to innovation were also fully achieved. The additional target related to airport service quality was also achieved in relation to overall satisfaction according to the metrics of the international ASQ model for the year 2024. The scale of the results relating to the economic-financial targets and those in the area of quality of airport services, moreover, also resulted in overperformance such that the expected and specific respective multipliers were applied for an overall +124% of the final value of the short-term target framework (MBO 2024 framework).
The LTI Eighth Cycle - 2022-2024 finalisation activities carried out by the Remuneration Committee in February 2025 verified that 60% of the targets assigned to the Chief Executive Officer and Senior Executive were achieved. This plan provided for a profitability target (management EBITDA), an ROCE financial target, three targets linked to implementing the airport investment plan, one target linked to the progress of the Sustainability Plan, and finally, one target linked to the progress of the Innovation Plan. Specifically, the economic-financial targets and those relating to sustainability and innovation targets and milestones were fully met, while the goals relating to the three infrastructure progress milestones were not fully met.
To monitor the trends of the additional annual rolling LTI Plans already assigned to the Senior Executive, also in order to duly estimate the variable remuneration due for the reference and accrual years, the Remuneration Committee, in February 2025 also, as usual, developed some assumptions and estimates about the ongoing LTI Plans below.
The Ninth LTI Plan - "2023-2025 Long-Term Incentive Plan (LTI)", approved for the three-year period 2023-2025 by the Board of Directors of the Company on March 14, 2023 on the proposal of the Remuneration Committee. This plan includes a cumulative profitability target (management EBITDA), a financial target linked to ROCE, three targets linked to implementing the airport investment plan, two targets linked to the progress of the Sustainability Plan, and one target linked to the progress of the Innovation Plan.
The Tenth LTI Plan - "2024-2026 Long-Term Incentive Plan (LTI)", approved for the three-year period 2024-2026 by the Board of Directors of the Company on March 14, 2024 on the proposal of the Remuneration Committee. This plan includes a cumulative profitability target (management EBITDA), a financial target linked to ROCE, three targets linked to implementing the airport investment plan, one target linked to the progress of the Sustainability Plan, and one target linked to the progress of the Innovation Plan.
The benefits granted to the Senior Executive - also for 2024 - consisted of the use of a car (medium-term rental), company phone and other technological devices.
For further details on the components of the remuneration devolving and/or paid to the individual Directors of Aeroporto di Bologna and the Senior Executives, reference should be made to the tables presented in the Second Part of this Section.
In addition to that established by law and collective bargaining contracts within the notice period (or the relative substitute indemnity), the following indemnities are provided for Executive Directors and the Chairperson of the Board of Directors of Aeroporto di Bologna in the case of the early resolution of employment. As the company is considered "of smaller size" as per Article 3, paragraph 1, letter f of Consob Regulation No. 17221 of March 12, 2010, the information on indemnities is provided only for the above-stated two categories:
(a) to the sole Chief Executive Officer and General Manager Nazareno Ventola an indemnity arises in the case of the early resolution of employment as General Manager and is equal to two years gross annual salary, each calculated as the Gross Annual Remuneration at the date of resolution of employment, plus one-half of the last three-year period as the annual variable bonus and long-term incentive. The awarding of the indemnity is not linked to performance parameters. The right to the indemnity matures where employment is resolved by the Company - also as part of a collective dismissal - for objective reasons, or technical, organisational and productive reasons, including restructurings, reorganisations, reconversions, also in the case of crisis or admission to examinership proceedings, the discontinuation of the role of General Manager or for reasons or fault owing to the Executive not qualifying as a just cause for the resolution of employment with immediate effect, and independently of verification of whether such resolution is justified or not.
(b) the effects of the resolution of employment on the rights devolving under the LTI Plan are indicated at Paragraph 1.5 (b) above;
(c) no agreements have been put in place regarding the maintenance or assignment of non-monetary benefits to those concluding office or the signing of consultancy contracts for the period subsequent to the conclusion of employment;
(d) the sole Chief Executive Officer and General Manager Nazareno Ventola has signed a non-competition agreement with the Company which stipulates the awarding of remuneration;
(e) no Director or Senior Executive with the right to indemnity for the conclusion of employment left office in 2024.
In 2024 there were no exceptions to the Policy.
No ex post correction mechanisms for the variable component were applied.
An extraordinary bonus awarded in 2024 to the Senior Executive to recognise extraordinary performance - in terms of long-term commitment and the significant progress of the investment plan - in the role of Interim Infrastructures Director. This performance was deemed by the Remuneration Committee and the Board of Directors, in accordance with the provision set forth in the Policy in force, of such operational and strategic value, considering the relevance for the Issuer of any particularly significant advancement of the investment plan and, with it, of the Airport Masterplan, as to be worthy of and justifying a one-off bonus of Euro 30,000 gross. The value of the aforementioned bonus was, moreover, such that it did not necessitate a prior RPT procedure.
The remuneration of the members of the Board of Statutory Auditors of Aeroporto di Bologna as of December 31, 2024 consists of the following items:
| OFFICE | FIXED | VARIABLE |
|---|---|---|
| Members of the Board of Statutory Auditors |
√ |
Specifically, the Shareholders' Meeting of April 26, 2022, upon the appointment of the Board of Statutory Auditors and based on the Guidelines approved by the Board of Directors on February 21, 2019 on this matter, resolved to award the following fees to the Statutory Auditors, in addition to the reimbursement of documented travel and accommodation expenses incurred in carrying out their duties:
The fee for attending the above meetings is a flat fee, in line with that currently established for the Board of Directors for the meetings of the Internal Committees. This remuneration is also due in the case of audio, video and teleconferences. In view of the additional amounts mentioned above an indemnity is no longer be paid for travel times, as such are considered absorbed into the remuneration at points 1, 2 and 4. The above remuneration shall also be considered inclusive of "reimbursement for general research expenses and for indemnities incurred to travel outside the Municipality where the workplace of the Statutory Auditor is located" and remuneration for any opinion on the motion of the Board of Directors fixing the remuneration of the Senior Executives, as per Article 2389, paragraph 3 of the Civil Code, in addition to any opinions on the Board of Directors motion concerning the co-option of Directors; all remuneration shall be settled on a quarterly basis.
| Remuneration of each of the persons for whom the information in this section of the Report is provided by name |
2020 | Cge. % 20/19 +/- |
2021 | Cge. % 21/20 +/- |
2022 | Cge. % 22/21 +/- |
2023 | Cge. % 23/22 +/- |
2024 | Cge. % 24/23 +/- |
|---|---|---|---|---|---|---|---|---|---|---|
| Postacchini Enrico | 94,750 | 0.8% | 102,500 | 8.2% | 106,201 | 3.6% | 108,000 | 1.7% | 108,000 | 0.0% |
| Nazareno Ventola | 311,781 | -28.3% | 395,535 | 26.9% | 433,539 | 9.6% | 463,148 | 6.8% | 562.707 | 21.5% |
| Pascotto Laura | 15,750 | -4.5% | 18,000 | 14.3% | 28,571 | 58.7% | 32,000 | 12.0% | 34,000 | 6.3% |
| Leti Elena | 14,314 | n.a. | 20,800 | 45.3% | 23,897 | 14.9% | ||||
| Bonfiglioli Sonia | n.a. | n.a. | 20,385 | n.a. | 30,500 | 49.6% | 5,462 | -82.1% | ||
| Grandi Giada | 12,000 | -9.4% | 15,000 | 25.0% | 19,201 | 28.0% | 20,500 | 6.8% | 21,500 | 4.9% |
| Veronesi Valerio | 10,000 | 17.9% | 12,000 | 20.0% | 15,951 | 32.9% | 18,000 | 12.8% | 18,000 | 0.0% |
| Cavallaro Giovanni | 2,951 | n.a. | 12,500 | 323.6% | 17,701 | 41.6% | 20,000 | 13.0% | 31,214 | 56.1% |
| Montrella Alessio | 12,264 | n.a. | 18,000 | 46.8% | 19,000 | 5.6% | ||||
| Bugno Claudia | 14,966 | n.a. | ||||||||
| Troncone Marco | 12,250 | -10.9% | 15,250 | 24.5% | 5,937 | -61.1% | n.a. | n.a. | ||
| Giannini Silvia | 23,750 | 42.1% | 26,000 | 9.5% | 9,124 | -64.9% | n.a. | n.a. | ||
| Tozzi Gennarino | 6,685 | -18.8% | n.a. | n.a. | n.a. | n.a. | ||||
| Sidoli Eugenio | 22,000 | 35.7% | 24,750 | 12.5% | 8,374 | -66.2% | n.a. | n.a. | ||
| Mantecchini Luca | n.a. | n.a. | n.a. | n.a. | n.a. | |||||
| Tabellini Giorgio | n.a. | n.a. | n.a. | n.a. | n.a. | |||||
| Trombone Domenico | n.a. | n.a. | n.a. | n.a. | n.a. | |||||
| Cotroneo Rosalba | 21,176 | n.a. | 48,500 | 129.0% | 62,000 | 27.8% | ||||
| Aielli Francesca | 18,676 | n.a. | 39,000 | 108.8% | 49,500 | 26.9% | ||||
| Bonura Alessandro | 39,789 | 210.3% | 39,520 | -0.7% | 40,572 | 2.7% | 40,923 | 0.9% | 50,440 | 23.3% |
| Voci Pietro | 52,500 | 272.9% | 51,000 | -2.9% | 36,824 | -27.8% | n.a. | n.a. | ||
| Gardin Samantha | 40,068 | 231.4% | 39,000 | -2.7% | 26,337 | -32.5% | n.a. | n.a. | ||
| 2020 | Cge. % 20/19 |
2021 | Cge. % 21/20 |
2022 | Cge. % 22/21 |
2023 | Cge. % 23/22 |
2024 | Cge. % 24/23 |
|
| Average remuneration AdB employees | 39,276 | 0.3% | 40,494 | 3.1% | 41,322 | 2.0% | 36,120 | -12.6% | 36,375 | 0.7% |
| Group Results | 2020 | Cge. % 20/19 |
2021 | Cge. % 21/20 |
2022 | Cge. % 22/21 |
2023 | Cge. % 23/22 |
2024 | Cge. % 24/23 |
| Passenger Traffic | 2,506,258 | -73.4% | 4,103,816 | 63.7% | 8,496,000 | 107.0% | 9,970,284 | 17.4% | 10,775,972 | 8.1% |
| Consolidated Operating EBITDA (€ 000) | -5,638 | n.a. | 3,145 | n.a. | 32,897 | n.a. | 42,556 | 29.4% | 53,197 | 25.0% |
| Consolidated Net Profit (€ 000) | -13,590 | n.a. | -6,717 | n.a. | 31,109 | n.a. | 16,706 | -46.3% | 24,437 | 46.3% |
| Surname | Name | Office | Title of holding |
Company | Number of shares held at the end of the previous year |
Number of shares purchased |
Number of shares sold |
Number of shares held at the end of the year |
|---|---|---|---|---|---|---|---|---|
| VENTOLA | NAZARENO | Executive Director & General Manager 1 |
owner | AdB | 2,750 | 1,250 | 0 | 4,000 |
(1) Sole Senior Executive.
| (A) | (B) | (C) | (D) | (1) | (2) | (3) | (4) | (5) | (6) | (7) | (8) | (9) |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| NAME | OFFICE | PERIOD OF OFFICE |
CONCL. OF OFFICE |
FIXED REMUN. |
REMUN. FOR COMMITTEE PARTICIPATI ON |
NON-EQUITY VARIABLE REMUNERATION BONUSES PROFIT AND OTHER SHARING INCENTIVES3 |
NON MONETARY BENEFITS |
OTHER REMUNERA TION |
FAIR VALUE OF EQUITY REMUNERA TION |
TOTAL | PROPORTI ON OF FIXED AND VARIABLE REMUNERA TION1 |
REMUNER ATION AT END OF OFFICE OR TERMINAT ION OF EMPLOYM ENT2 |
| ENRICO POSTACCHINI |
Chairperso n |
From 01.01.24 to 31.12.24 |
Appr. 2024 Accounts |
||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Remuneration from company preparing the financial statements | 98,000.004 | NA | 0 | NA | NA | NA | NA | 98,000.00 | 100% / 0% | NA | |||
| Remuneration from subsidiaries and associates | 10,000.005 | NA | 0 | NA | NA | NA | NA | 10,000.00 | 100% / 0% | NA | |||
| Total | 108,000.00 | 0 | 108,000.00 |
| NAZARENO VENTOLA |
Chief Executive Officer |
From 01.01.24 to 31.12.24 |
Appr. 2024 Accounts |
||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Remuneration from company preparing the financial statements | 336,165.006 | NA | 183,795.007 | NA | 12,747.00 | 30,000.00 | NA | 562,707.00 | 60% / 40% | NA | |||
| Remuneration from subsidiaries and associates | 0 | NA | 0 | NA | 0 | NA | NA | 0 | NA | ||||
| Total | 336,165.00 | 183,795.00 | 12,747.00 | 30,000.00 | 562,707.00 |
(1) The column "Proportion of fixed and variable remuneration" shows in the form A%/B% the percentages of: (a) the sum of fixed remuneration, deriving from the sum of items (1), (2), (4) and (5), in relation to total remuneration and (b) the sum of variable remuneration, deriving from the sum of items (3) and (6), in relation to total remuneration.
(2) The column "Remuneration at end of office or termination of employment" shows the remuneration accrued, even if not yet paid, in favour of Directors for termination of office during the financial year under review, with reference to the year in which the actual termination took place. The estimated value of any non-monetary benefits, consultancy contracts and non-competition commitments is also indicated. The amount of compensation for non-competition commitments shall be reported only once at the time of termination of office, specifying in the first part of the second section of the report the duration of the non-competition commitment and the date of actual payment.
(3) It has been clarified that the amount is reported on an accrual basis even if the financial statements have not yet been approved.
(4) Remuneration for the office of Chairperson Euro 80,000, in addition to emoluments approved by the Shareholders' Meeting Euro 18,000.00, though not yet paid.
(5) Remuneration for the office of Chairperson of Fast Freight Marconi S.p.A. Euro 10,000.00, not yet paid.
(6) Employee fixed remuneration. The amount of remuneration stipulated by the Employment Contract is inclusive of the fee for all activities carried out as Chief Executive Officer and however for any and all corporate offices to be undertaken for the Company and/or subsidiaries and/or associates.
(7) Since 2024, From 2024, the cell contains, in addition to the accrued MBO 2024, also the Long-Term Incentive Plan bonus for the VIII° cycle 2022-2024, both to be paid in 2025.
| (A) | (B) | (C) | (D) | (1) | (2) | (3) | (4) | (5) | (6) | (7) | (8) | (9) |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| NAME | OFFICE | PERIOD OF OFFICE |
CONCL. OF OFFICE |
FIXED REMUN. |
REMUN. FOR COMMITTEE PARTICIPATI ON |
NON-EQUITY VARIABLE REMUNERATION BONUSES PROFIT AND OTHER SHARING INCENTIVES3 |
NON MONETARY BENEFITS |
OTHER REMUNERA TION |
FAIR VALUE OF EQUITY REMUNERA TION |
TOTAL | PROPORTI ON OF FIXED AND VARIABLE REMUNERA TION1 |
REMUNER ATION AT END OF OFFICE OR TERMINAT ION OF EMPLOYM ENT2 |
| LAURA PASCOTTO |
Chief Exec. | From 01.01.24 to 31.12.24 |
Appr. 2024 Accounts |
||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Remuneration from company preparing the financial statements | 18,000.008 | 16,000.009 | NA | NA | NA | NA | NA | 34,000.00 | 100% / 0% | NA | |||
| Remuneration from subsidiaries and associates | 0 | 0 | NA | NA | NA | NA | NA | 0 | NA | ||||
| Total | 18,000.00 | 16,000.00 | 34,000.00 |
| ELENA LETI | Chief Exec. | From 01.01.24 to 31.12.24 |
Appr. 2024 Accounts |
||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Remuneration from company preparing the financial statements | 18,720.0010 | 5,177.0011 | NA | NA | NA | NA | NA | 23,897.00 | 100% / 0% | NA | |||
| Remuneration from subsidiaries and associates | 0 | 0 | NA | NA | NA | NA | NA | 0 | NA | ||||
| Total | 18,720.00 | 5,177.00 | 23,897.00 |
| SONIA BONFIGLIOLI |
Chief Exec. | From 01.01.24 to 28.02.2024 |
Appr. 2024 Accounts |
||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Remuneration from company preparing the financial statements | 2,868.0012 | 2,594.0013 | NA | NA | NA | NA | NA | 5,462.00 | 100% / 0% | NA | |||
| Remuneration from subsidiaries and associates | 0 | 0 | NA | NA | NA | NA | NA | 0 | NA | ||||
| Total | 2,868.00 | 2,594.00 | 5,462.00 |
(1) The column "Proportion of fixed and variable remuneration" shows in the form A%/B% the percentages of: (a) the sum of fixed remuneration, deriving from the sum of items (1), (2), (4) and (5), in relation to total remuneration and (b) the sum of variable remuneration, deriving from the sum of items (3) and (6), in relation to total remuneration.
(2) The column "Remuneration at end of office or termination of employment" shows the remuneration accrued, even if not yet paid, in favour of Directors for termination of office during the financial year under review, with reference to the year in which the actual termination took place. The estimated value of any non-monetary benefits, consultancy contracts and non-competition commitments is also indicated. The amount of compensation for non-competition commitments shall be reported only once at the time of termination of office, specifying in the first part of the second section of the report the duration of the non-competition commitment and the date of actual payment.
(8) Fee approved by the Shareholders' Meeting, though not yet paid, reversed to the employer.
(9) Fee for attendance at the Remuneration Committee Euro 3,000, Fee for attendance at the Control, Risks and Sustainability Committee Euro 3,000, in addition to the fixed compensation for chairing the latter Committee of Euro 10,000.00, though not yet paid, reimbursed to the employer.
(10) Fee approved by the Shareholders' Meeting, though not yet paid.
(11) Fee for attendance at the Control, Risks and Sustainability Committee Euro 3,120, Fee for attendance at the Investment Committee Euro 1,040, in addition to the fixed compensation for chairing the latter Committee since 21/10/24 of Euro 1,017, fee for attendance at the Quality and Customer Experience Committee, Euro 0, though not yet paid.
(12) Fee approved by the Shareholders' Meeting until 27.02.2024, though not yet paid.
(13) Fee for attendance at Remuneration Committee Euro 1,000, in addition to fixed remuneration for Chair of the Remuneration Committee until 27.02.24, Euro 1,594, not yet paid.
| (A) | (B) | (C) | (D) | (1) | (2) | (3) | (4) | (5) | (6) | (7) | (8) | (9) |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| NAME | OFFICE | PERIOD OF OFFICE |
CONCL. OF OFFICE |
FIXED REMUN. |
REMUN. FOR COMMITTEE PARTICIPATI ON |
NON-EQUITY VARIABLE REMUNERATION BONUSES PROFIT AND OTHER SHARING INCENTIVES3 |
NON MONETARY BENEFITS |
OTHER REMUNERA TION |
FAIR VALUE OF EQUITY REMUNERA TION |
TOTAL | PROPORTI ON OF FIXED AND VARIABLE REMUNERA TION1 |
REMUNER ATION AT END OF OFFICE OR TERMINAT ION OF EMPLOYM ENT2 |
| GIADA GRANDI | Chief Exec. | From 01.01.24 to 31.12.24 |
Appr. 2024 Accounts |
||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Remuneration from company preparing the financial statements | 18,000.0014 | 3,500.0015 | NA | NA | NA | NA | NA | 21,500.00 | 100% / 0% | NA | |||
| Remuneration from subsidiaries and associates | 0 | 0 | NA | NA | NA | NA | NA | 0 | NA | ||||
| Total | 18,000.00 | 3,500.00 | 21,500.00 |
| VALERIO VERONESI |
Chief Exec. | From 01.01.24 to 31.12.24 |
Appr. 2024 Accounts |
||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Remuneration from company preparing the financial statements | 18,000.0016 | NA | NA | NA | NA | NA | NA | 18,000.00 | 100% / 0% | NA | |||
| Remuneration from subsidiaries and associates | 0 | NA | NA | NA | NA | NA | NA | 0 | NA | ||||
| Total | 18,000.00 | 18,000.00 |
| GIOVANNI CAVALLARO |
Chief Exec. | From 01.01.24 to 31.12.24 |
Appr. 2024 Accounts |
||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Remuneration from company preparing the financial statements | 18,000.0017 | 13,214.0018 | NA | NA | NA | NA | NA | 31,214.00 | 100% / 0% | NA | |||
| Remuneration from subsidiaries and associates | 0 | 0 | NA | NA | NA | NA | NA | 0 | NA | ||||
| Total | 18,000.00 | 13,214.00 | 31,214.00 |
(1) The column "Proportion of fixed and variable remuneration" shows in the form A%/B% the percentages of: (a) the sum of fixed remuneration, deriving from the sum of items (1), (2), (4) and (5), in relation to total remuneration and (b) the sum of variable remuneration, deriving from the sum of items (3) and (6), in relation to total remuneration.
(2) The column "Remuneration at end of office or termination of employment" shows the remuneration accrued, even if not yet paid, in favour of Directors for termination of office during the financial year under review, with reference to the year in which the actual termination took place. The estimated value of any non-monetary benefits, consultancy contracts and non-competition commitments is also indicated. The amount of compensation for non-competition commitments shall be reported only once at the time of termination of office, specifying in the first part of the second section of the report the duration of the non-competition commitment and the date of actual payment.
(14) Fee approved by the Shareholders' Meeting, though not yet paid, reversed to the employer.
(15) Fee for attendance of the Remuneration Committee Euro 3,500, fee for attendance at the Quality and Customer Experience Committee Euro 0, not yet paid, reversed to the employer.
(16) Fee approved by the Shareholders' Meeting, though not yet paid.
(17) Fee approved by the Shareholders' Meeting, though not yet paid, reversed to the employer.
(18) Fee for attendance at the Control, Risks and Sustainability Committee Euro 2,500, Fee for attendance at the Remuneration Committee Euro 2,500, in addition to the fixed compensation for chairing the latter Committee from 06.03.24 of Euro 8,214, though not yet paid, returned to the employer.
| (A) | (B) | (C) | (D) | (1) | (2) | (3) | (4) | (5) | (6) | (7) | (8) | (9) | |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| NAME | OFFICE | PERIOD OF OFFICE |
CONCL. OF OFFICE |
FIXED REMUN. |
REMUN. FOR COMMITTEE PARTICIPATI ON |
NON-EQUITY VARIABLE REMUNERATION |
NON | OTHER | FAIR VALUE OF |
PROPORTI ON OF FIXED AND |
REMUNER ATION AT END OF |
||
| BONUSES AND OTHER INCENTIVES3 |
PROFIT SHARING |
MONETARY BENEFITS |
REMUNERA TION |
EQUITY REMUNERA TION |
TOTAL | VARIABLE REMUNERA TION1 |
OFFICE OR TERMINAT ION OF EMPLOYM ENT2 |
||||||
| ALESSIO MONTRELLA |
Chief Exec. | From 01.01.24 to 31.12.24 |
Appr. 2024 Accounts |
||||||||||
| Remuneration from company preparing the financial statements | 18,000.0019 | 1,000.0020 | NA | NA | NA | NA | NA | 19,000.00 | 100% / 0% | NA | |||
| Remuneration from subsidiaries and associates |
0 | NA | NA | NA | NA | NA | NA | 0 | NA | ||||
| Total | 18,000.00 | 1,000.00 | 19,000.00 |
| CLAUDIA BUGNO |
Chief Exec. | From 23.04.2024 to 31.12.24 |
Appr. 2024 Accounts |
||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Remuneration from company preparing the financial statements | 12,909.0021 | 2,057.0022 | NA | NA | NA | NA | NA | 14,966.00 | 100% / 0% | NA | |||
| Remuneration from subsidiaries and associates | 0 | 0 | NA | NA | NA | NA | NA | 0 | NA | ||||
| Total | 12,909.00 | 2,057.00 | 14,966.00 |
(1) The column "Proportion of fixed and variable remuneration" shows in the form A%/B% the percentages of: (a) the sum of fixed remuneration, deriving from the sum of items (1), (2), (4) and (5), in relation to total remuneration and (b) the sum of variable remuneration, deriving from the sum of items (3) and (6), in relation to total remuneration.
(2) The column "Remuneration at end of office or termination of employment" shows the remuneration accrued, even if not yet paid, in favour of Directors for termination of office during the financial year under review, with reference to the year in which the actual termination took place. The estimated value of any non-monetary benefits, consultancy contracts and non-competition commitments is also indicated. The amount of compensation for non-competition commitments shall be reported only once at the time of termination of office, specifying in the first part of the second section of the report the duration of the non-competition commitment and the date of actual payment.
(19) Remuneration approved by the Shareholders' Meeting, though not yet paid, reversed to the employer.
(20 Remuneration for attendance at the Investment Committee, not yet paid, reversed to the employer.
(21) Remuneration approved by the Shareholders' Meeting of 23.04.24, though not yet paid.
(22) Fee for attendance at the Investment Committee Euro 1,040, Free for attendance at the Quality and Customer Experience Committee € 0 in addition to the fixed compensation for Chairmanship of the latter Committee € 1,017 from 21.10.24, though not yet paid.
| (A) | (B) | (C) | (D) | (1) | (2) | (3) | (4) | (5) | (6) | (7) | (8) | (9) |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| NAME | OFFICE | PERIOD OF OFFICE |
CONCL. OF OFFICE |
FIXED REMUN. |
REMUN. FOR COMMITTEE PARTICIPATI ON |
NON-EQUITY VARIABLE REMUNERATION BONUSES PROFIT AND OTHER SHARING INCENTIVES3 |
NON MONETARY BENEFITS |
OTHER REMUNERA TION |
FAIR VALUE OF EQUITY REMUNERA TION |
TOTAL | PROPORTI ON OF FIXED AND VARIABLE REMUNERA TION1 |
REMUNER ATION AT END OF OFFICE OR TERMINAT ION OF EMPLOYM ENT2 |
| ROSALBA COTRONEO |
Statutory Auditor |
From 01.01.24 to 31.12.24 |
Appr. 2024 Accounts |
||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Remuneration from company preparing the financial statements | 56,000.0023 | 6,000.0024 | NA | NA | NA | NA | NA | 62,000.00 | 100% / 0% | NA | |||
| Remuneration from subsidiaries and associates | 0 | NA | NA | NA | NA | NA | NA | 0 | NA | ||||
| Total | 56,000.00 | 6,000.00 | 62,000.00 |
| FRANCESCA AIELLI |
Statutory Auditor |
From 01.01.24 to 31.12.24 |
Appr. 2024 Accounts |
||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Remuneration from company preparing the financial statements | 48,000.0025 | 1,500.0026 | NA | NA | NA | NA | NA | 49,500.00 | 100% / 0% | NA | |||
| Remuneration from subsidiaries and associates | NA | NA | NA | NA | NA | NA | 0 | NA | |||||
| Total | 48,000.00 | 1,500.00 | 49,500.00 |
| ALESSANDRO BONURA |
Statutory Auditor |
From 01.01.24 to 31.12.24 |
Appr. 2024 Accounts |
||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Remuneration from company preparing the financial statements |
49,440.0027 | 1,000.0028 | NA | NA | NA | NA | NA | 50,440.00 | 100% / 0% | NA | |||
| Remuneration from subsidiaries and associates | 0 | NA | NA | NA | NA | NA | NA | 0 | NA | ||||
| Total | 49,440.00 | 1,000.00 | 50,440.00 |
(1) The column "Proportion of fixed and variable remuneration" shows in the form A%/B% the percentages of: (a) the sum of fixed remuneration, deriving from the sum of items (1), (2), (4) and (5), in relation to total remuneration and (b) the sum of variable remuneration, deriving from the sum of items (3) and (6), in relation to total remuneration.
(2) The column "Remuneration at end of office or termination of employment" shows the remuneration accrued, even if not yet paid, in favour of Directors for termination of office during the financial year under review, with reference to the year in which the actual termination took place. The estimated value of any non-monetary benefits, consultancy contracts and non-competition commitments is also indicated. The amount of compensation for non-competition commitments shall be reported only once at the time of termination of office, specifying in the first part of the second section of the report the duration of the non-competition commitment and the date of actual payment.
(23) Fee approved by the Shareholders' Meeting, not yet paid, of which Euro 50,000 reversed to the employer. This remuneration, pursuant to Article 24, paragraph 3 of Legislative Decree No. 165/2001, flows into the resources allocated to the fund for the all-inclusive economic treatment of MEF management (with the exception of remuneration paid as attendance fees).
(24) Remuneration for attendance at Remuneration Committee meetings Euro 3,000 and at Control and Risks Committee meetings Euro 3,000, though not yet paid.
(25) Remuneration approved by the Shareholders' Meeting, not yet paid, of which Euro 42,000 reversed to the employer. This remuneration, pursuant to Article 24, paragraph 3 of Legislative Decree No. 165/2001, flows into the resources allocated to the fund for the all-inclusive economic treatment of MIT management (with the exception of remuneration paid as attendance fees).
(26) Remuneration for attendance at Remuneration Committee meetings Euro 500 and at Control, Risks and Sustainability Committee meetings Euro 1,000, though not yet paid.
(27) Remuneration approved by the Shareholders' Meeting, though not yet paid.
(28) Remuneration for attendance at Control, Risks and Sustainability Committee meetings, Euro 1,000, though not yet paid.
Table 2: Financial instrument-based incentive plans, other than stock option plans, in favour of members of the management, administration and control boards of Aeroporto Guglielmo Marconi di Bologna S.p.A. and of the Senior Executives for 2024
Not applicable
Table 3: Monetary incentive plans in favour of members of the management, administration and control boards of Aeroporto Guglielmo Marconi di Bologna S.p.A. and of the Senior Executives for 2024 (in Euro)
| BENEFICIARIES | BONUS FOR 2024 (€) |
PRIOR YEAR BONUSES (€) | OTHER | |||||
|---|---|---|---|---|---|---|---|---|
| NAME | OFFICE | ISSUABLE/ISSUED | DEFERRED | PERIOD OF DEFERMENT |
NO LONGER ISSUABLE |
ISSUABLE/ISSUED | STILL DEFERRED |
BONUSE S |
| NAZARENO VENTOLA |
CHIEF EXECUTIVE OFFICER & GENERAL MANAGER |
|||||
|---|---|---|---|---|---|---|
| Long-term incentive plan - Eighth Cycle 2022-2024 |
62,356 (1) | |||||
| Long-term incentive plan - Ninth Cycle 2023-2025 |
103,926 (2) | |||||
| Long-term incentive plan - Tenth Cycle 2024-2026 |
103,926 (3) | |||||
| MBO 2024 | 121,439 (4) | |||||
| One-off 2024 | 30,000 |
(1) The regulation for the 2022-2024 long-term incentive plan stipulates that the issue of the bonus depends on achieving the economic objectives and the milestones defined for AdB's airport investment plan, innovation plan and sustainability plan. On achieving the minimum result level, where established, 50% of the matured bonus shall be paid out. On achieving or exceeding the maximum result level, 100% of the matured bonus shall be paid out. In the case of the achievement of a set interim result (between 50% and 100%), the matured bonus shall be proportionally calculated on the basis of the "minimum" and "maximum" levels.
(2) Maximum amount payable. GAR rise for seniority increase is highlighted.
(3) Maximum amount payable. GAR rise for seniority increase is highlighted.
(4) Payment to be made in 2025, with payout for the month following the approval of the 2024 accounts.
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