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ANNUAL SHAREHOLDERS' MEETING

categories: Corporate 

Milan, Italy   -   16/04/2025 - 06:00 PM

2024 Financial Statements approved

Dividend of €0.80 per share for a total of approximately €229 million

The Board of Statutory Auditors appointed for the next three years

Renewal of the delegation to the Board to both buy back and dispose of own shares, and the employee share-based plans, together with the associated capital increase to service the plans

The elimination of the nominal value of the Company's ordinary shares approved

 

The Annual Shareholders’ Meeting of Prysmian S.p.A. (the “Company”), convened today in ordinary and extraordinary session (the “Shareholders’ Meeting”), passed the following resolutions:

• it approved the 2024 Financial Statements and the distribution of a gross dividend of €0.80 per share for a total pay-out of about €229 million. The dividend will be payable from 24 April 2025, with record date on 23 April 2025 and ex-dividend date on 22 April 2025;

• it appointed the Board of Statutory Auditors for the next three years mandate (until the approval of the Financial Statements for the year ending 31 December 2027), setting the annual compensation of the Chair at €85,000 and that of the standing Auditors at €65,000. All the appointed auditors were drawn from the lone slate presented jointly by a group of shareholders composed by asset management companies and institutional investors (slate voted by the majority of those present at the Shareholders’ Meeting). On the basis of this slate, the following were appointed:

− Stefano Sarubbi, Chairman,

− Nadia Valenti, Standing Auditor,

− Cecilia Andreoli, Standing Auditor,

− Vieri Chimenti, Alternate Auditor,

− Monica Romanin, Alternate Auditor.

 

The Auditors’ biographies are available on Company's website at www.prysmian.com (section Company/Governance/Shareholders’ Meeting).

• it renewed the Board of Directors’ authorisation to buy back and dispose of treasury shares for a period of 18 months, effective as of today, with regards to purchases, and with no time limit with regards to disposals. This authorisation provides for the possibility to buy back, in one or more tranches, a maximum number of shares that, in any event, shall not exceed 10% of share capital overall;

• it renewed the employee share-based plans called ‘YES’ and ‘BE IN’ for another three years from their respective expiration.

• it approved Section I of the Remuneration Policy Report on Compensation Paid in 2024. It did not vote in favour of Section II; a non-binding resolution.

 

During the extraordinary session of the meeting, the Shareholders' Meeting also resolved on:

• the elimination of the indication of the nominal value of the Company's ordinary shares with the consequent amendments to Article 6 of the Articles of Association.

• The increase in share capital reserved for employees of Prysmian and its subsidiaries, to service the share- based plans renewed by the Shareholders' Meeting in ordinary session. This capital increase may reach a maximum nominal amount of Euro 240,000.00, through the assignment pursuant to Article 2349 of the Civil Code, of a corresponding amount taken from profits or profit reserves, with the issue of no more than 2,400,000 ordinary shares.

 

The minutes of the Shareholders' Meeting and the updated Articles of Association will be made available to the public in the manner and within the timeframes established by current legislation.

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