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Ovs — AGM Information 2025
May 30, 2025
4189_rns_2025-05-30_1b5f7f85-86c7-4fb6-a95e-ad0181cb120c.pdf
AGM Information
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THE SHAREHOLDERS' MEETING APPROVES: FINANCIAL STATEMENTS 2024 DIVIDEND OF 0.11 EURO PER SHARE RENEWAL OF THE AUTHORISATION TO PURCHASE TREASURY SHARES
NET SALES IN LINE WITH LAST YEAR'S GOOD PERFORMANCE
Venice – Mestre, 30 May 2025
The Shareholders' Meeting of OVS S.p.A., which met today, approved in ordinary session:
- The 2024 financial statements, which show another very positive year with sales reaching €1,631 million (+6.2% compared with 2023), adjusted EBITDA increasing to €195.3 million (+€13.0 million compared with 2023), adjusted Net profit growing to €77.9 million and cash generation rose to €68.6 million (+6.7% compared to 2023);
- the distribution of a dividend of 0.11 Euro per share (up 57% compared to the dividend on the 2023 results), paid out on 25 June 2025;
- the Remuneration Policy for the year 2025, expressing a favourable opinion on the remuneration paid in the year 2024;
- the Renewal of authorisation to acquire and dispose of treasury shares;
- the amendments to the Shareholders' Meeting Regulations.
In the extraordinary session, it also approved the proposed amendments to the Articles of Association.
Approval of 2024 financial statements and distribution of a dividend of €0.11 euro per share
The Shareholders' Meeting approved in ordinary session the Financial statements of OVS S.p.A. for the year ended 31 January 2025, which show a net profit of €51.6 million.
The Shareholders' Meeting also approved the distribution of a dividend of €0.11 per share. The date of detachment of coupon no. 8 will be 23 June 2025, with payment on 25 June 2025 (record date 24 June 2025).
In ordinary session the Shareholders' Meeting also acknowledged the consolidated financial statements of the OVS group for the year ended 31 January 2025 including the consolidated sustainability report pursuant to Legislative Decree no. 125 of 6 September 2024.
For further information, see the documents available on the Company website at www.ovscorporate.it, in the Governance/Shareholders' Meeting section, and on the authorised storage mechanism at .
Following the presentation of the consolidated sustainability report included in the consolidated financial statements for the year ended 31 January 2025 and the approval of the financial statements at 31 January 2025, it should also be noted that, as of today, the sustainability-linked bond progress report and the documentation attesting to compliance by OVS S.p.A. with the commitments assumed in accordance with the provisions of the regulations of the sustainability-linked bond called "Senior Unsecured Fixed Rate Notes due November 2027" issued by the Company on 10 November 2027 ("compliance certificate") are available on the Company website at www.ovscorporate.it.
Report on the remuneration policy and compensation paid
The ordinary Shareholders' Meeting approved, by binding resolution, the first section of the Report on the remuneration policy and compensation paid relating to the remuneration policy for the 2025 financial year,
OVS SpA
Registered office: Via Terraglio 17 30174 Venezia Mestre, Italy T +39 041 2397500 F +39 041 2397630 Venice Companies Register no. Venice Companies Tax and VAT No. 04240010274
www.ovscorporate.it

and, in an advisory capacity, voted in favour of the second section of that Report relating to compensation paid in the 2024 financial year.
For further information, see the documents available on the Company website at www.ovscorporate.it, in the Governance/Shareholders' Meeting section, and on the authorised storage mechanism at .
Authorisation to purchase and dispose treasury shares
The Ordinary Shareholders' Meeting also approved the renewal - subject to revocation for the part not executed, of the resolution passed by the Shareholders' Meeting of 24 January 2024 - authorising the purchase and disposal of treasury shares up to a maximum of 10% of the share capital, also taking into account the treasury shares held in portfolio by the Company and its subsidiaries.
The authorisation was approved, in accordance with applicable legislation, for a maximum period of 18 months (i.e. until 30 November 2026).
As at 29 May 2025, the Company held 9,646,709 treasury shares equal to 3.783% of the share capital, while its subsidiaries do not hold any.
For further information, see the documentation available on the Company website at www.ovscorporate.it, in the Governance/Shareholders' Meeting section, and on the authorised storage mechanism at .
Amendments to the Shareholders' Meeting Regulations
Lastly, the Ordinary Shareholders' Meeting approved amendments to the Shareholders' Meeting Regulations to bring them into line with the provisions of the Articles of Association relating to participation in the Shareholders' Meeting and the exercise of voting rights through a Designated Representative, as well as a number of clarifications.
For further information, see the documentation available on the Company website at www.ovscorporate.it, in the Governance/Shareholders' Meeting section, and on the authorised storage mechanism at .
Amendments to articles 8, 13, 15, 19 and 24 of the Articles of Association
The Extraordinary Shareholders' Meeting resolved to amend articles 8,13,15,19 and 24 of the Articles of Association in order to (i) clarify some aspects relating to the procedures for participation in the Shareholders' Meeting for those entitled to do so, the term of office of the Directors appointed and the minimum requirement to submit nomination lists for the appointment of the Board of Directors and the Board of Statutory Auditors and the procedures for conducting meetings of the Board of Directors and the Board of Statutory Auditors, and ii) to adapt the Articles of Association in line with recent regulations on sustainability.
For further information, see the documentation available on the Company website at www.ovscorporate.it, in the Governance/Shareholders' Meeting section, and on the authorised storage mechanism at .
Current trading
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Sales performance was satisfactory, consolidating last year's good results despite unfavorable weather and continued market uncertainty.
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OVS SpA
Registered office: Via Terraglio 17 30174 Venezia Mestre, Italy T +39 041 2397500 F +39 041 2397630 Venice Companies Register no. Venice Companies Tax and VAT No. 04240010274
www.ovscorporate.it

The voting summary will be made available at the Company's registered office, on the website www.ovscorporate.it and at the authorised storage facility , pursuant to Article 125-quater of the TUF, within 5 days of the Shareholders' Meeting.
It should also be noted that the minutes of the Shareholders' Meeting and the updated Articles of Association will be made available to the public at the Company's registered office, on the Company's website www.ovscorporate.it and from the authorised storage facility under the terms and conditions established by applicable legislation.
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The Financial Reporting Officer, Nicola Perin, declares, pursuant to paragraph 2 of Article 154-bis of the Consolidated Law on Finance (TUF), that the accounting information contained in this press release corresponds to the documentary results, books and accounting records.
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For further information Federico Steiner Investor Relations Barabino & Partners S.p.A. OVS S.p.A. [email protected]@ovs.it
Tel. +39 335 42 42 78 Via Terraglio 17, 30174 Venice – Mestre
OVS SpA Registered office: Via Terraglio 17 30174 Venezia Mestre, Italy T +39 041 2397500 F +39 041 2397630 Venice Companies Register no. Venice Companies Tax and VAT No. 04240010274
www.ovscorporate.it
