FINCANTIERI Merger Plan – notice pursuant to Article 84 of the Issuers’

Informazione

Regolamentata n.

1616-96-2026Data/Ora Inizio Diffusione 30 Luglio 2026 17:54:54Euronext Milan

Societa' :FINCANTIERI

Utenza - referente :FINCANTIERIN12 - Dado Giuseppe

Tipologia :3.1

Data/Ora Ricezione :30 Luglio 2026 17:54:54 Data/Ora Inizio Diffusione :30 Luglio 2026 17:54:54 Oggetto :FINCANTIERI Merger Plan – notice pursuant to Article 84 of the Issuers’ Testo del comunicato

Vedi allegato

Trieste

,

July

30 ,

2026

1

NOTICE

PURSUANT

TO

ARTICLE

84 OF

THE

ISSUERS’

REGULATION

(CONSOB

Resolution

No.

11971/1999,

as

amended

and

supplemented)

FINCANTIERI

S.p.A.

(“Fincantieri”

or the

“Company”),

f

ollowing

the

press

release

of 29

July

2026,

informs

its

Shareholders

that,

on the

date

hereof

, the

project

concerning

the

merger

by

incorporation

of

Bacini

di

Palermo

S.p.A.

into

Fincantieri,

approved

by the

Company’s

Board

of

Directors

on 29

July

2026,

has

been

filed

pursuant

to

Article

2501

-

ter,

paragraph

3, of

the

Italian

Civil

Code

with

the

Companies’

Register

of

Trieste

and the

Companies’

Register

of Pa

lermo

and Enna.

The

merger

plan

has

also

been

made

available

to the

public

at the

Company’s

registered

office

and

through

publication

on the

Company’s

website

(www.fincantieri.com)

and on

the

authorised

storage

mechanism

eMarket

STORAGE,

in

accordance

with

the

terms

and

procedures

set

forth

under

Articles

2501

-

ter,

paragraphs

3 and

4,

2501

-

septies

and

2505

of the

Italian

Civil

Code,

as

well

as

Article

70 of

CONSOB

Regulation

No.

11971

of 15

May

1999,

as

subsequently

amended

and s

upplemented.

With

reference

to

Fincantieri,

the

transaction

will

be

submitted

for

approval

to the

Board

of

Directors

pursuant

to

Article

2505,

paragraph

2, of

the

Italian

Civil

Code

and

Article

25.3

of the

Company’s

By -

laws,

without

prejudice

to the

right

granted

under

Article

2505,

paragraph

3, of

the

Italian

Civil

Code

to

shareholders

representing

at

least

5% of

the

share

capital

to

request,

within

eight

days

from

the

date

hereof,

that

the

resolution

be

adopted

by the

Company’s

Extraordinary

Shareholders’

Meeting.

Suc h

request

shall

be

sent

to the

certified

email

address

fincantieri@pec.fincantieri.it,

together

with

documentation

certifying

ownership

of the

shares.

Please

note

that,

with

regard

to

Bacini

di

Palermo

S.p.A.

,

Fincantieri,

as

sole

shareholder,

has

waived

the

preparation

and

filing

of the

statement

of

financial

position

pursuant

to

Article

2501

-

quater,

paragraph

3, of

the

Italian

Civil

Code.

The

remaining

documentation

relating

to the

aforementioned

merger

transaction

will

be

made

available

to the

public

within

the

time

limits

and in

the

manner

required

by the

applicable

laws

and regulations.

*

*

*

Fincantieri

is one

of the

world's

largest

shipbuilding

groups,

the

only

player

active

in all

high

complexity

marine

industry

sectors.

The

Group

is a

leader

in the

construction

of

cruise

ships,

naval

and

offshore

vessels,

and

stands

out for

its

extensive

ex

perience

in the

development

of

underwater

solutions,

thanks

to its

integrated

industrial

structure

capable

of

managing

and

coordinating

all

activities

related

to the

commercial,

defense,

and

dual

-

use sectors.

It

holds

a

strong

presence

in key

markets

also

thanks

to the

internalization

of

high

value

-

added,

distinctive

technologies;

it is

also

a

leader

in

sustainable

innovation

and in

the

digital

transformation

of the

shipbuilding

sector.

The

company

is

active

in the

field

of

mechatronics,

Trieste

,

July

30 ,

2026

2

electronics,

and

digital

naval

systems,

as

well

as in

cybersecurity,

artificial

intelligence,

and

marine

interiors

solutions.

It

also

offers

a

wide

range

of

after

-

sales

services,

including

logistic

support

and

fleet

assistance.

With

over

230

years

of

histo

ry and

more

than

7,000

ships

built,

Fincantieri

is a

global

player

with

a

production

network

of 18

shipyards

worldwide

and

over

24,000

employees;

It

maintains

its

know

-

how,

expertise

and

management

centers

in

Italy,

where

it

directly

employs

approximately

13,000

workers

and

creates

around

90,000

indirect

jobs.

www.fincantieri.com

FINCANTIERI

Press

Office

Investor

Relations

Tel.

+39 040

3192

111 Tel.

+39 040

3192111

press.office@fincantieri.it

investor.relations@fincantieri.it

Fine Comunicato n.1616-96-2026 Numero di Pagine: 4