PRESS RELEASE ORDINARY SHAREHOLDERS' MEETING OF TOSCANA AEROPORTI S.p.A.:
- Approved the Financial Statements as of December 31, 2025
- Approved the distribution of the dividend of 0.376 euro per share
- Appointment of the new Board of Statutory Auditors for the three-year period 2026-2028
- Approved the Report on the policy regarding remuneration and fees paid
Florence, April 29, 2026 - The Ordinary Shareholders' Meeting of Toscana Aeroporti S.p.A. ("Toscana Aeroporti", "Company") met today with shareholders participating exclusively by way of proxy to the Designated Representative pursuant to Article 135-undecies of Legislative Decree No. 58/1998 ("TUF") and Article 8 of the Articles of Association, adopting the following resolutions:
Approval of the Financial Statements as at December 31, 2025The Shareholders' Meeting of Toscana Aeroporti examined and approved the financial statements for the year as at December 31, 2025, as proposed by the Board of Directors at its meeting on March 10, 2026, and also took note of the figures of the consolidated financial statements. As previously announced to the market upon approval of the draft financial statements, 2025 closed with a new all-time record of 9.8 million passengers (+8.4% on 2024), total consolidated revenues of €149.9 million (+16.9%), EBITDA of
€45.9 million and Group net profit of €16.1 million. Investments accelerated sharply, reaching €30.1 million (+69.0%), while net financial debt that remained essentially stable at €73.3 million and an improvement in the debt-to-equity ratio from 0.63 to 0.59.
DividendThe Ordinary Shareholders' Meeting of the Company approved the Board of Directors' proposal to distribute a dividend of €0.376 per share, for a maximum total amount of €7,000,000, and to allocate the remaining portion of the statutory net profit for the 2025 financial year, amounting to €7,776,809, to the extraordinary reserve, out of a total statutory net profit for the financial year of €14,776,809.
The dividend will be paid gross of any applicable withholding taxes. Payment of the dividend is scheduled for July 22, 2026, with dividend coupon no. 18 detaching on July 20, 2026 and the record date set for July 21, 2026.
Renewal of the Board of Statutory AuditorsThe Shareholders' Meeting, on the basis of the lists submitted, appointed:
three standing auditors: Silvia Bresciani and Roberto Giacinti (candidates from the list submitted by the shareholder Corporacion America Italia S.p.A.) and Alessio Silvestri (candidate from the list submitted by the shareholders Municipality of Pisa, Province of Pisa and Toscana Nord Ovest Chamber of Commerce), and
two alternate auditors: Maurizio Redeghieri Baroni (candidate from the list submitted by the shareholder Corporacion America Italia S.p.A.) and Alessandro Del Seppia (candidate from the list submitted by the shareholders Municipality of Pisa, Province of Pisa and Toscana Nord Ovest Chamber of Commerce).
In accordance with the Articles of Association, two standing auditors are appointed by the Ministry, one of whom assumes the role of Chairman of the Board of Statutory Auditors. The Ministry of Infrastructure and Transport has appointed Leonardo Comucci as a standing auditor, whilst the appointment falling within the remit of the Ministry of Economy and Finance is still being finalised; consequently, as of today, it is not yet possible to proceed with the constitution of the Board of Statutory Auditors. The new Board of Statutory Auditors may be deemed to have been constituted following the aforementioned appointment; in the meantime, the current body, whose term is expiring, will remain in office on a prorogatio basis until the date on which the new Board of Statutory Auditors takes office.
In accordance with current legislation and statutory provisions regarding gender balance, pending the finalisation of the appointment to be made by the Ministry of Economy and Finance, today's appointments will be adjusted in line with the results of the vote and the aforementioned legal provisions. Should the member designated by the Ministry of Economy and Finance be a woman, the members listed above will be definitively appointed; should, on the other hand, the member be a man, Alessio Silvestri will not be appointed, but Lara Lupi will be appointed in his place, both of whom are candidates on the list submitted by the shareholders: the Municipality of Pisa, the Province of Pisa and the Toscana Nord Ovest Chamber of Commerce.
The Shareholders' Meeting also resolved on the remuneration of the standing members of the Board of Statutory Auditors.
Report on the Policy regarding Remuneration and Fees PaidThe Shareholders' Meeting expressed a favourable opinion, by way of a non-binding vote, on the second section of the policy regarding remuneration and fees paid, drawn up in accordance with Article 123-ter, paragraph 6, of the Consolidated Law on Finance.
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The summary accounts of voting and the minutes of the said Shareholders' Meeting will be made available to the public at the Company's registered office, on the authorised data storage platform 1INFO (https://www.1info.it) and on the Company's website (https://www.toscana-aeroporti.com) in the "Governance / Shareholders' Meetings" section, within the time limits set out in current legislation.
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The Director responsible for preparing the company's financial statements, Marco Gialletti, hereby declares, pursuant to paragraph 2 of Article 154-bis of the Consolidated Law on Finance, that the financial information contained in this press release is consistent with the supporting documentation, books and accounting records.
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This press release is also available on the Company's website (https://www.toscana-aeroporti.com) in the 'Investors / Financial press releases' section.
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Toscana Aeroporti S.p.A. is the management company of the Florence and Pisa airports. Founded on 1 June 2015 through the merger of AdF -Aeroporto di Firenze S.p.A. (managing company of the Florence A. Vespucci airport) and SAT - Società Aeroporto Toscano S.p.A. (managing company of the Pisa G. Galilei Airport), Toscana Aeroporti S.p.A. stands out for the complementary nature of the two airports, each with its own specific features: Florence airport focuses on the development of business and leisure traffic through full-service carriers, linking the major European hubs; whereas Pisa airport focuses mainly on tourism traffic operated by low-cost carriers and on cargo flights, paying particular attention to intercontinental connections. The Tuscan Airport System is one of the most important in Italy and is a driver of local economic development in one of the world's best known and most loved regions.***
Contacts: Toscana Aeroporti S.p.A.Investor Relations
E-mail: IR@toscana-aeroporti.com
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