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Aeroporto Guglielmo Marconi Di Bologna

AGM Information Apr 29, 2025

4160_rns_2025-04-29_34518126-48e0-4121-b54f-d02c9e9ef2b7.pdf

AGM Information

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PRESS RELEASE AEROPORTO GUGLIELMO MARCONI DI BOLOGNA S.p.A.:

  • The Ordinary Shareholders' Meeting approved the financial statements at 31 December 2024 and examined the attached reports. Resolved the distribution of a gross ordinary dividend of 0.471 euros for each ordinary share.
  • Approved the update of the AdB Group Remuneration Policy and section II of the Remuneration Report.
  • The Extraordinary Shareholders' Meeting didn't approve the amendment to the By-Laws, maintaining the number of directors at 9 and appointing the new Board of Directors with the reconfirmation of Enrico Postacchini as Chairman.
  • Appointed also the members of the Board of Statutory Auditors for the three-year period 2025-2027 with the Chairman indicated by the minority.

Bologna, April 29, 2025 – The extraordinary and ordinary Shareholders' Meeting of Aeroporto Guglielmo Marconi di Bologna S.p.A., which met today under the chairmanship of Enrico Postacchini, approved the Company's financial statements as of 31 December 2024 and examined the presentation of the Consolidated Financial Statements as of 31 December 2024 and the Sustainability Report drawn up pursuant to Legislative Decree 125/2024.

As already communicated to the market, in 2024 the economic-financial performance was positive with consolidated revenues of 166.1 million euros and up 14.5% compared to 2023, an EBITDA of 55.1 million euros, up 25%, and a consolidated profit of 24.4 million euros, up 46.3% compared to 2023.

Based on the net profit result of the separate financial statements of the Parent Company AdB S.p.A. equal to approximately 22.7 million euros, taking into account the full recovery of traffic and the solid financial structure of the Group, the Shareholders' Meeting resolved to distribute dividends albeit in an amount that also takes into account the now structural uncertainty of the macroeconomic scenario and the challenging multi-year investment plan of Bologna Airport. The Shareholders' Meeting, therefore, on the proposal of the administrative body, resolved to distribute to shareholders approximately 17 million euros equivalent to a gross ordinary dividend of 0.471 euros for each ordinary share and a payout of 75% of the Parent Company's net profit.

The Annual Report at 31 December 2024 closes a three-year period during which the Company has made a total of almost 100 million euros in investments, mainly of infrastructural nature, to support the development of traffic and the quality of service.

On the sustainability front, in 2024 the Company obtained level 4+ (transition level) of the international Airport Carbon Accreditation framework of ACI Europe and defined its own Decarbonisation Plan with the aim of reaching Net Zero by 2030.

The Shareholders' Meeting also approved the update of the Remuneration Policy referred to in Section I of the Remuneration Report (pursuant to art. 123-ter, paragraph 3 and 3-bis of Legislative Decree 58/98) and also pursuant to and for the purposes of article 123-ter, paragraph 6, of Legislative Decree 58/1998, Section II of the same Remuneration Report (pursuant to art. 123-ter, paragraph 4, of Legislative Decree 58/1998).

The Shareholders' Meeting didn't approve the amendment to the By-Laws, maintaining the number of directors at 9 and appointing the new Board of Directors, whose three-year mandate will expire with the approval of the financial statements at 31 December 2027, on the basis of the list voting mechanism: Enrico Postacchini (also appointed Chairman), Nazareno Ventola, Claudia Bugno, Valerio Veronesi, Giada Grandi, Annarita Bove (candidates in List no. 1 filed for the appointment of the Board of Directors, presented by the member Chamber of Commerce, Industry, Crafts and Agriculture of Bologna), Carlo Schiavone, Francesco Minnetti, Monica Biccari (candidates in List no. 2, presented by the member Mundys S.p.A.).

Among the directors, Claudia Bugno, Annarita Bove, Carlo Schiavone, Francesco Minnetti, Monica Biccari have declared that they possess the independence requirements provided for under the Corporate Governance Code and the "Testo Unico della Finanza".

The same Board of Directors, in the first meeting, will proceed to verify the independence requirements and, in general, the legal requirements by the newly appointed Directors, as well as to assign institutional powers to the Chairman and management-executive powers to the Managing Director and, therefore, to appoint the members of the company Committees.

The Shareholders' Meeting also appointed the members of the Board of Auditors, with a mandate until the approval of the financial statements at 31 December 2027, according to the provisions of the By-Laws and taking into account to have not received the ministerial appointments, in the persons of: Olivo Vittorio Calselli (Chairman of the Board, representing the minority), Mara Marmocchi and Luca Moscatiello as effective members; Federica Nannucci and Andrea Alessandri as Substitute Auditors.

The same Board, in the first meeting, will proceed to verify the independence requirements and, in general, the legal requirements by the newly appointed Auditors.

The curriculum vitae of each member of the Board of Directors and of each Statutory Auditor is available on the Company's website www.bologna-airport.it in the Investor Relations section, subsection: Investors/Shareholders' Meetings.

Finally, the Assembly resolved on the remuneration of the Issuer's bodies.

Bologna's Guglielmo Marconi Airport, which is classified as a "strategic airport" in the Central-Northern area under the Ministry of Infrastructure and Transport's National Airport Plan, reported over 10.7 million passengers in 2024, making it Italy's seventh largest airport by passenger numbers (Source: Assaeroporti, Aeroporti 2030). Located in the heart of Emilia-Romagna's "Food Valley" and automotive and packaging districts, the Airport has a catchment area of approximately 11 million residents and approximately 47,000 companies with a strong focus on exports and internationalisation, and commercial expansion policies targeting Eastern Europe and Asia.

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In terms of airport infrastructure, the Airport has among its strategic objectives for the coming years a major development plan related mainly to the expansion of the passenger terminal, particularly in the security controls and boarding gates area. The company's goal is to make Bologna Airport one of the most modern, functional facilities in Italy and a key gateway to the city and region.

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For further information: www.bologna-airport.it

Anna Rita Benassi Patrizia Muffato e Ufficio Stampa Relations Manager Tel: +39/051/6479961 Tel: +39/051/6479960

Press Office: Investor Relations:

Responsabile Comunicazione Chief Financial Officer and Investor [email protected] [email protected]

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