Full Press Release Details
Published on April 11, 2026
to the Ordinary and Extraordinary General Meeting of Shareholders
Shareholders of Stevanato Group S.p.A. ("Stevanato" or the "Company") are invited to attend the ordinary and
extraordinary shareholders' meeting (the "Shareholders' Meeting") which will be held - in compliance with Articles 10 and 11 of the Company's bylaws (the "Bylaws") - solely via
teleconference, on May 26, 2026 at 4:00 p.m. CEST (10:00 a.m. EDT), on single call, to discuss and resolve on the following
Extraordinary session
I. Right to attend and vote at the Shareholders' Meeting
Pursuant to Article 2355 of the Italian Civil Code and Articles 7.1, 7.6 and 11 of the Bylaws, the right to attend and/or vote at the Shareholders'
Meeting is regulated as follows:
For the sake of clarity, persons being registered on both the Company's US Shareholders'
Register and the Company's Shareholders' Book (Libro Soci) as holders of ordinary shares, or persons acquiring the beneficial ownership of the ordinary shares, after the Record Date shall not be entitled to attend and vote at the
Shareholders' Meeting.
Persons being registered on both the Company's US Shareholders' Register and the Company's
Shareholders' Book (Libro Soci) after the Record Date but prior to the opening of the Shareholders' Meeting shall be regarded, respectively, as absent from the Shareholders' Meeting and not voting in favor of the resolutions
approved by the shareholders at the Shareholders' Meeting for the purpose of challenging such resolutions pursuant to Article 2377 of the Italian Civil Code. However, Beneficial Shareholders being such on the Record Date and obtaining
registration on both the Company's US Shareholders' Register and the Company's Shareholders' Book (Libro Soci) prior to the Shareholders' Meeting date shall be entitled to challenge the resolutions approved by
the Shareholders' Meeting pursuant to Article 2377 of the Italian Civil Code subject to providing proof not to have voted in favor of the relevant resolutions as Beneficial Shareholders.
II. Modalities of attendance and voting at the Shareholders' Meeting
II.1 Class A Shareholders and Registered Shareholders
Class A Shareholders and Registered Shareholders have the right to attend and vote at the Shareholders' Meeting (via teleconference),
either in person or by a representative appointed, according to the provisions of Article 2372 of the Italian Civil Code, by means of a proxy granted in writing or through a document electronically signed pursuant to Italian Legislative Decree no.
82 of March 7, 2005 (such representative, the "Proxy").
Computershare IT is available to serve as Proxy for class A
Shareholders and Registered Shareholders and vote at the Shareholders' Meeting on their behalf, in relation to all or part of the items on the agenda, according to the instructions received, at no costs or expenses for Class A
Shareholders and Registered Shareholders.
Without prejudice to the shareholders' rights set forth by the applicable law, Class A
Shareholders and Registered Shareholders are requested to inform the Company in advance of their intention to attend the Shareholders' Meeting
(via teleconference) personally (or, if legal entities, by the legal representative or other attorney), to appoint a Proxy, or to give voting instructions to Computershare IT.
To this end, the holders of class A shares as of the Record Date and Registered Shareholders will receive, respectively, from the Company or the Transfer
Agent and Registrar Computershare Inc. ("Computershare US"), at the address resulting from the Shareholders' Book (Libro Soci), (i) this notice, (ii) a form to be completed by the Class A Shareholders and
Registered Shareholders intending to attend the Shareholders' Meeting personally (or, if legal entities, by the legal representative or other attorney) in order to provide the participants' relevant personal information (the
"Participant Information Form"), and (iii) a form to be completed by the Class A Shareholders and Registered Shareholders in order to appoint Computershare IT or another Proxy to attend and vote at the
Shareholders' Meeting on their behalf and provide it with voting instructions on the items on the agenda (the "Proxy Card"). Instructions for completing and returning, as applicable, the Participant Information Form or the
Proxy Card to the Company or Computershare US and joining the Shareholders' Meeting via teleconference shall be included therein.
Class A Shareholders shall return, as applicable, the Participant Information Form or the Proxy Card, together with the required attachments, to the
Company (or, in case Computershare IT is appointed as Proxy, to Computershare IT) preferably by May 21, 2026, at 4:30 p.m. EDT (10:30 p.m. CEST).
Registered Shareholders shall return, as applicable, the Participant Information Form or the Proxy Card, together with the required attachments, to
Computershare US by May 21, 2026, at 4:30 p.m. EDT (10:30 p.m. CEST).
Stevanato will provide Class A Shareholders and
Registered Shareholders or Proxies attending personally the Shareholders' Meeting with the teleconference access link no later than May 25, 2026, at 4:00 p.m. EDT (10:00 p.m. CEST), by notice sent to the e-mail address included to this purpose in the Participant Information Form or in the Proxy Card submitted by each Class A Shareholder and Registered Shareholder.
In order to be admitted to attend the Shareholders' Meeting, if so requested by the Chairman of the Shareholders' Meeting, Class A
Shareholders, Registered Shareholders and Proxies shall identify themselves by presenting an identity document. Proxies shall also present, if so requested by the Chairman of the Shareholders' Meeting, a copy of the Proxy Card or other proxy
issued by the relevant Class A Shareholders and Registered Shareholders.
II.2 Beneficial Shareholders
Beneficial Shareholders have the right to give voting instructions to Computershare IT, in its capacity as substitute proxy specifically appointed by the
Holder of Record, in relation to all or part of the items on the agenda of the Shareholders' Meeting, at no costs or expenses for them.
this end, Beneficial Shareholders shall receive by the respective brokers/intermediaries or by the voting service providers appointed by the latter the form to be used to provide Computershare IT with voting instructions in relation to the matters
on the agenda at the Shareholders' Meeting (the "Voting Instruction Form"), as well as instructions regarding the completion and transmission of the Voting Instruction Form.
In relation to item no. 3 of the Agenda, please note that, pursuant to
Article 16 of the Bylaws, the Shareholders' Meeting shall appoint the members of the Company's Board of Directors based on slates of candidate directors submitted by the shareholders.
The right to submit a slate of candidate directors to the Shareholders' Meeting for the appointment of the Board of Directors is reserved to
Class A Shareholders, Registered Shareholders, and Beneficial Shareholders holding, individually or jointly with other shareholders submitting each slate, shares carrying at least 5 per cent of the total voting rights attached to all the
shares issued by the Company (the "Qualified Shareholders").
Pursuant to Article 7.6 of the Bylaws, Beneficial Shareholders may submit slates of candidate directors
to the Shareholders' Meeting through the Holder of Record (in which case the Holder of Record shall submit the slate to the Shareholders' Meeting together with the relevant documentation on behalf of the Beneficial Shareholders) or based
on a specific authorization and/or delegation from the Holder of Record (in which case the Beneficial Shareholders shall attach such authorization and/or delegation to the slate submitted to the Shareholders' Meeting).
Each slate of candidate directors submitted by Qualified Shareholders shall include a number of candidate directors ranging from 9 (nine) and 15
(fifteen). Candidate directors shall meet the eligibility and integrity requirements set forth by Article 2382 of the Italian Civil Code and possess adequate skills and expertise to perform the tasks entrusted upon them, as provided for by Article
Each slate shall also include: (a) at least one third of the candidate directors, rounded up to the higher unit in case of
fractional number, meeting the independence requirements provided for in Article 15.4 of the Bylaws (i.e., the independence requirements set forth in Article 2399 of the Italian Civil Code); (b) at least 3 (three) candidate
directors meeting the independence and competence requirements provided for in Articles 23.3 and 23.5 of the Bylaws (i.e., the independence requirements set forth in article 2399 of the Italian Civil Code and the additional
requirements of independence and financial expertise set forth in US laws and NYSE regulations applicable to the Company from time to time); and (c) at least 1 (one) candidate director meeting the additional professionalism requirement provided
for in Article 23.4 of the Bylaws (i.e., enrollment in the Italian register of legal auditors).
Each candidate director may only be
included in one slate, under penalty of ineligibility.
The following must be attached to each slate of candidate directors, under penalty of
inadmissibility: (i) a curriculum vitae of each of the candidate directors; (ii) the statements by which each candidate director accepts his/her candidacy and certifies, under his/her own responsibility, that he/she possesses the
eligibility and integrity requirements provided for in Article 15.3 of the Bylaws, the independence requirements provided for in Article 15.4 of the Bylaws, as well as the independence, expertise and competence requirements provided for by Articles
23.3, 23.4 and 23.5 of the Bylaws; (iii) an indication of the identity of the Class A Shareholders, Registered Shareholders or Beneficial Shareholders submitting the slates and the percentage of the Company's voting rights pertaining
to the shares held by them.
The slates of candidate directors submitted to the Shareholders' Meeting must be signed by the Qualified
Shareholders submitting them or, if legal persons, by their legal representatives or other attorneys.
Qualified Shareholders may submit slates of
candidate directors for the appointment of the Board of Directors no later than April 28, 2026 (third day before the Record Date), at 11:59 p.m. CEST (5:59 p.m. EDT), by: (i) filing the above documentation at
the Company's registered office at Via Molinella, 17, Piombino Dese - Padova, Italy (for this purpose, please note that submission is permitted on working days between Monday and Friday, from 9:00 a.m. CEST (3:00 a.m. EDT) to 5:00 p.m. CEST
(11:00 a.m. EDT)); (ii) sending the above documents by mail or courier to the Company, at the address Via Molinella, 17, 35017, Piombino Dese - Padova, Italy, to the attention of the Legal Department; or (iii) sending the above documentation by
certified electronic mail (PEC) to the address stevanatogroup@pec.stevanatogroup.com.
For the sake of completeness, please note that slates of candidate directors received by the Company after April 28, 2026, at 11:59
p.m. CEST (5:59 p.m. EDT), or by other means than those indicated above will be considered as not received.
Please also note that, if no slate
of candidate directors is submitted by Qualified Shareholders, directors will be appointed by the Shareholders' Meeting with no application of the slate voting system.
IV. Shareholders' Meeting materials
In accordance with the applicable law provisions, the following documents will be made available, by the Record Date, to Class A Shareholders and
Registered Shareholders, at the Company's registered office, at Via Molinella, 17, 35017 Piombino Dese - Padua (Italy), and, also to Beneficial Shareholders and the public, on the Company's website, section Corporate Governance
- Shareholders' Meeting 2026 https://ir.stevanatogroup.com/shareholders-meetings:
The aforementioned documents may be examined at the Company's registered office only if so permitted by the
The Executive Chairman of the Board of Directors