Annual Shareholders’ Meeting

The Shareholders' Meeting of Prysmian S.p.A., convened today in ordinary and extraordinary session, resolved to: 

• approve the Financial Statements for 2019 and the distribution of a gross dividend of €0.25 per share for a total of some €66 million. The Shareholders' Meeting approved the proposal submitted by the Board of Directors that, although deeming the Group’s financial structure, liquidity and available credit lines absolutely adequate to respond to the new economic and financial situation resulting from the current health emergency, on 30 March 2020 had decided to reduce by 50% the dividend to be originally proposed to the Shareholders’ Meeting. The dividend will be payable from 20 May 2020, with record date 19 May 2020 and ex-dividend date 18 May 2020; 
• approve the Group's Remuneration Policy Report for the years 2020-2021-2022 and express a favourable opinion on the Report on Compensation Paid; 
• approve a long-term incentive plan aimed at encouraging managers to create sustainable long-term value, including through the deferral of a portion of the annual bonus in shares. The Plan is also tied to long-term ESG objectives (Environment Social Governance). 

During the ordinary session, the Shareholder’s Meeting also approved the proposal of Chairman Claudio De Conto not to discuss the third item on the agenda relating to the granting to the Board of Directors of the authorisation to purchase and dispose of treasury shares pursuant to Articles 2357 and 2357-ter of the Italian Civil Code, having the Board announced, with press release dated 30 March, the withdrawal of its proposed resolution on the said item.

During the extraordinary session, the Shareholder’s Meeting resolved to: 

• approve the bonus capital increase, as proposed by the Board of Directors, to be reserved for Prysmian Group employees in execution of the aforementioned plan. This capital increase may reach a maximum nominal amount of €1,100,000 by assignment, pursuant to Article 2349 of the Italian Civil Code, of a corresponding amount drawn from profits or profit reserves, with the issue of no more than 11,000,000 ordinary shares with a par value of €0.10 each. At the same time, the Shareholders' Meeting resolution of 12 April 2018 relating to a similar capital increase was revoked, amending Article 6 of the By-laws. 

The minutes of the Shareholders' Meeting and the updated By-laws will be made available to the public in the manner and within the terms provided for by current legislation.