SAFILO GROUP S.P.A.

ORDINARY AND EXTRAORDINARY SHAREHOLDERS' MEETING

HELD ON APRIL 24, 2024

SUMMARY REPORT OF THE VOTES

(ex Article 125-quater Legislative Decree 24.2.1998 no. 58 T.U.F.)

SAFILO GROUP S.p.A. informs that at the ordinary and extraordinary Shareholders' Meeting held on April 24, 2024 the following proposals of resolution have been voted with the results indicated herein after:

ORDINARY SESSION

1. Financial statements as at December 31, 2023:

  1. Approval of the Separate Financial statements
  2. Allocation of the results for the year

1.1 Approval of the Separate Financial statements

Total shares present at the moment of the resolution no. 339,927,725, equal to 82.15425% of the share capital. The result of the vote was the following:

Number of Shares

% of the Voting Capital

% of the Share Capital

Votes in favour

339,446,502

99.85843

82.03795

Votes against

0

0.00000

0.00000

Abstained votes

481,223

0.14157

0.11630

Not voting

0

0.00000

0.00000

Total

339,927,725

100.00000

82.15425

The proposal has been approved.

1.2 Allocation of the results for the year

Total shares present at the moment of the resolution no. 339,927,725, equal to 82.15425% of the share capital. The result of the vote was the following:

Number of Shares

% of the Voting Capital

% of the Share Capital

Votes in favour

339,557,044

99.89095

82.06467

Votes against

0

0.00000

0.00000

Abstained votes

370,681

0.10905

0.08959

Not voting

0

0.00000

0.00000

Total

339,927,725

100.00000

82.15425

The proposal has been approved.

2. Report on the remuneration policy and on the remuneration paid:

  1. Approval of Section I of the report
  2. Non-bindingvote on Section II of the report

2.1 Approval of Section I of the report

Total shares present at the moment of the resolution no. 339,927,725, equal to 82.15425% of the share capital. The result of the vote was the following:

Number of Shares

% of the Voting Capital

% of the Share Capital

Votes in favour

269,018,475

79.13990

65.01680

Votes against

70,538,569

20.75105

17.04787

Abstained votes

370,681

0.10905

0.08959

Not voting

0

0.00000

0.00000

Total

339,927,725

100.00000

82.15425

The proposal has been approved.

2.2 Non-binding vote on Section II of the report

Total shares present at the moment of the resolution no. 339,927,725, equal to 82.15425% of the share capital. The result of the vote was the following:

Number of Shares

% of the Voting Capital

% of the Share Capital

Votes in favour

278,064,989

81.80121

67.20317

Votes against

61,492,055

18.08974

14.86149

Abstained votes

370,681

0.10905

0.08959

Not voting

0

0.00000

0.00000

Total

339,927,725

100.00000

82.15425

The proposal has been favourably resolved upon.

3. Appointment of the Board of Directors for the 2024-2026 term

  1. Determination of the number of members of the Board of Directors
  2. Appointment of directors
  3. Determination of the annual remuneration of the Board of Directors

3.1 Determination of the number of members of the Board of Directors

Total shares present at the moment of the resolution no. 339,927,725, equal to 82.15425% of the share capital. The result of the vote was the following:

Number of Shares

% of the Voting Capital

% of the Share Capital

Votes in favour

266,696,584

78.45685

64.45564

Votes against

10,843,372

3.18991

2.62064

Abstained votes

62,387,769

18.35325

15.07797

Not voting

0

0.00000

0.00000

Total

339,927,725

100.00000

82.15425

The proposal* has been approved.

  • The administrative body has not presented any proposal. The shareholders Multibrands Italy B.V. and BDL Capital Management, within the lists presented (List no.1 and List No.2 respectively), have formulated the same proposal to determine the number of members of the Board of Directors as 10

3.2 Appointment of directors

Total shares present at the moment of the resolution no. 339,927,725, equal to 82.15425% of the share capital.

The result of the vote was the following:

Number of Shares

% of the Voting Capital

% of the Share Capital

List No. 1*

210,416,420

61.90034

50.85376

List No. 2**

118,968,731

34.99824

28.75255

Votes against

0

0.00000

0.00000

Abstained votes

700,339

0.20603

0.16926

Not voting

9,842,235

2.89539

2.37869

Total

339,927,725

100.00000

82.15425

  • Majority List presented by the shareholder Multibrands Italy B.V..
  • Minority List presented by the shareholder BDL Capital Management (through the funds BDL Rempart, BDL Convictions e RCO LUX BDL European Equity Alpha).

List of the candidates appointed as members of the Board of Directors:

Name

Office

List

Eugenio Razelli

Chairman

List No. 1

Angelo Trocchia

Director

List No. 1

Melchert F. Groot

Director

List No. 1

Cinzia Morelli-Verhoog

Director

List No. 1

Ines Mazzilli

Director

List No. 1

Gerben van de Rozenberg

Director

List No. 1

Robert Polet

Director

List No. 1

Katia Buja

Director

List No. 1

Irene Boni

Director

List No. 1

Matthieu Brisset

Director

List No. 2

3.3 Determination of the annual remuneration of the Board of Directors

Total shares present at the moment of the resolution no. 339,927,725, equal to 82.15425% of the share capital. The result of the vote was the following:

Number of Shares

% of the Voting Capital

% of the Share Capital

Votes in favour

339,555,264

99.89043

82.06424

Votes against

1,780

0.00052

0.00043

Abstained votes

370,681

0.10905

0.08959

Not voting

0

0.00000

0.00000

Total

339,927,725

100.00000

82.15425

The proposal*** has been approved.

***The shareholders Multibrands Italy B.V. and BDL Capital Management, within the lists presented (List No.1 and List No. 2 respectively), have formulated the same proposal, supplementary to that presented by the Board of Directors, regarding the determination of the remuneration due to each member of the Board of Directors.

EXTRAORDINARY SESSION

1. Proposal to amend Articles 8, 10, 17 and 27 of the Articles of Association, relating to the procedures for participation and representation at the Shareholders' Meeting, as well as the procedures for convening and holding the meetings of the Board of Directors and the meetings of the Board of Statutory Auditors

Total shares present at the moment of the resolution no. 339,927,725, equal to 82.15425% of the share capital. The result of the vote was the following:

Number of Shares

% of the Voting Capital

% of the Share Capital

Votes in favour

281,343,693

82.76574

67.99557

Votes against

58,213,351

17.12521

14.06909

Abstained votes

370,681

0.10905

0.08959

Not voting

0

0.00000

0.00000

Total

339,927,725

100.00000

82.15425

The proposal has been approved.

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Safilo Group S.p.A. published this content on 29 April 2024 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 29 April 2024 12:37:29 UTC.