Zignago Vetro — AGM Information 2021

Apr 27, 2021

ZIGNAGO VETRO SPA

PRESS RELEASE

In accordance with Consob Resolution 11971/99 and subsequent amendments and supplements

SHAREHOLDERS' MEETING OF ZIGNAGO VETRO S.P.A.

• approves 2020 Annual Accounts and distribution of a dividend of Euro 0.36 per share,
• authorises the purchase of treasury shares,

Fossalta di Portogruaro, 27 April 2021 – The Shareholders' Meeting of Zignago Vetro S.p.A., a company listed on the STAR segment of the Italian Stock Exchange, meeting today under the chairmanship of Mr. Paolo Giacobbo at the registered office, approved:

2020 Annual Accounts and dividend

• the annual financial statements for the year ended 31 December 2020 as proposed by the Board of Directors on 12 March 2021 and previously announced in a press release to the market on the same date;
• the distribution of a dividend totaling Euro 31.6 million, as Euro 0.36 for each of the 87,691,025 outstanding ordinary shares, corresponding to a pay-out of approx. 70% of the consolidated profit: coupon No. 15, with ex-date of 10 May, record date of 11 May and payment date of 12 May 2021.

Revocation and conferment of new authorisation for the Board to acquire treasury shares

• the revocation for the outstanding period, which will conclude on 28 October 2021, and for the part not yet exercised, of the previous motion to acquire treasury shares of the Shareholders' Meeting of 28 April 2020, and simultaneously, as per the means set out in the relative regulation, the conferment of a new authorisation. The buy back, also in view of the Group's equity structure, may, among other purposes, serve the shareholder value creation objectives or remuneration plans for employees, executive directors and collaborators of Zignago Vetro SpA and its subsidiaries. The authorisation has the following features:
  • a) validity for a period of 18 months from the Shareholders' Meeting (expiry: 27 October 2022);
  • b) maximum number of shares which may be acquired not in excess of one-tenth of the nominal share capital;
  • c) price of each share acquired must not be 20% above or below the price of the ordinary share recorded on the regulated market session before each transaction.

The company at today's date holds 308,975 treasury shares.

Share capital increase in favour of the stock-option plan and By-Law amendments

• to grant the Board of Directors the power to increase the share capital against payment and in divisible form, in one or more tranches, within 5 years from the date of the resolution, for a maximum nominal amount of Euro 132,000, by issuing a maximum of 1,320,000 newly issued ordinary shares, with regular dividend rights and the same characteristics as the shares in circulation at the time of subscription, at a subscription price of Euro 7.275 per share, excluding option rights pursuant to Article 2441, paragraphs 5,6 and 8 of the Civil Code;
• to grant the Board of Directors the widest powers to establish the methods, terms and conditions of the delegated capital increase in compliance with the above-mentioned limits;
• to amend Article 5 of the By-Laws (Share Capital) accordingly.

Other Motions

the Shareholders' Meeting approved the "Annual Report on Remuneration policy and compensation paid" as per Article 123-ter, paragraph 6 of Legislative Decree No. 58/98, as amended.

Measures in view of the Covid-19 emergency.

"Right from the start of the pandemic we adopted with the utmost attention and timeliness all the measures and protocols introduced by the authorities in each individual state and all other appropriate measures and controls, with the primary objective of ensuring the safety and health of staff, partners and customers.

The great professionalism, solidity and determination with which our Company was able to react in 2020 to the effects of the pandemic have allowed it to maintain close control over production, commercial and financial activities.

The 2020 results demonstrate how the flexibility, courage, professionalism, and individual and collective managerial skills of all of us have made it possible to successfully overcome the most difficult times.

Our company comes out stronger, our team even more solid and united, ready to face new challenges for an even brighter future" stated Paolo Giacobbo, Chairman of Zignago Vetro.

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The Zignago Vetro Group companies produce high quality glass containers for the Food and Beverage, Cosmetics and Perfumery industries and Speciality Glass bottles for wines and spirits, for the domestic and international markets.

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All of the documentation relating to the Shareholders' Meeting, including the profiles of the members of the corporate boards, is available on the website: www.zignagovetro.com.

The minutes of the Meeting will be made available to the public at the Registered Office of the company and on the authorised storage mechanism at within thirty days from the AGM and will be available on the website www.zignagovetro.com. Within five days of the Meeting, a summary report of the voting will be made available on the same website in accordance with law.

For further information: Roberto Celot Chief Financial Officer & Investor Relations Manager Zignago Vetro S.p.A. 0421-246111 r.celot@zignagovetro.com