28 May 2025
Dividend of €0.27 per share
Rome, 28 May 2025 – The Shareholders’ Meeting of ENAV S.p.A., which met today in ordinary session under the chair of lawyer Alessandra Bruni, approved, among other items, the Company’s Financial Statements for the year 2024 and took note of the 2024 Consolidated Financial Statements.
Key Consolidated Financial Results
2024 Dividend
The Shareholders’ Meeting resolved in favor of the proposal by the Board of Directors on 31 March 2025 to distribute a dividend relating to 2024 of €146.2 million, corresponding to €0.27 per share, gross of any statutory withholding taxes, for shares outstanding at the ex-dividend date, excluding treasury shares held at that date. The dividend will be paid on 25 June 2025, with the ex-dividend date on 23 June 2025 and the record date on 24 June 2025.
Remuneration Report
With regard to the Report on the remuneration policy and compensation paid, prepared pursuant to Article 123-ter of Legislative Decree No. 58 of 24 February 1998 (“TUF”), the Shareholders’ Meeting:
The Shareholders’ Meeting also approved the items 5 and 6 on the Agenda:
Appointment of the Board of Statutory Auditors and Remuneration Determination
Based on the slates published on 7 May 2025, the Shareholders’ Meeting appointed the members of the Board of Statutory Auditors for the 2025–2027 term:
Additionally, Luigi Lausi (from the MEF slate) and Guido Lenzi (from the minority slate) were appointed as Alternate Auditors. The Board of Statutory Auditors will remain in office until approval of the 2027 financial statements.
Details of the slates, professional profiles, and declarations of independence in accordance with Article 148 of the TUF and the Corporate Governance Code are available on the Company’s website (www.enav.it).
The Shareholders’ Meeting also approved the remuneration as follows: €40,000 gross annually for the Chair of the Board of Statutory Auditors; €25,000 gross annually for each Standing Auditor; plus reimbursement of travel and accommodation expenses duly documented.
Authorization to Purchase and Dispose of Treasury Shares
The Shareholders’ Meeting also authorized, upon proposal of the Board of Directors, the purchase of treasury shares pursuant to Articles 2357 of the Civil Code, 132 of Legislative Decree 58/98, and 144-bis of Consob Regulation 11971/1999, for a maximum duration of 18 months from the resolution date (28 May 2025), up to a maximum of 1,400,000 shares.
The authorization also covers disposal, without time limit and even prior to the completion of the buyback, of all or part of the shares purchased or already held. The aim is to support share-based variable incentive plans and, if necessary, liquidity support operations in line with market practices permitted by Consob, pursuant to Article 13 of Regulation (EU) No. 596/2014 and Article 180, paragraph 1(c), of Legislative Decree 58/98.