Increased Voting Right

​​​​​​​​​INCRESEAD VOTING RIGHT

The Shareholders’ Meeting on April 18th 2019 approved the amendment of Art.6 of the ByLaws, introducing - pursuant to Art. 127quinquies, paragraph 1, of the TUF - the increased voting right mechanism.

The amendment aims to foster stable and loyal ownership by promoting medium/long-term investment in Brembo’s share capital in order to support the Group’s organic and non-organic growth, as detailed in the illustrative report to the Shareholders’ Meeting (www.brembo.com, within the Section Investors, For Shareholders, Shareholders’ Meeting, 2019).

The statutory amendment provides the allotment of two votes for each share belonging to the shareholder requesting to be registered in the Special List — maintained and updated by the Company — provided that the said share is held for a period of no less than 24 subsequent months starting from the date of its registration in such Special List.

The interested Shareholders may present, by their Intermediary, the request for registration in the relevant Special List, using the application form here attached. Please kindly note that the request of registration cannot be sent directly by the Shareholder, but must be presented by the Intermediary in which Brembo’s shares are deposited.

​All details relevant to the procedure for the registration, maintenance and updating of the Special List, complying with the applicable laws, the Bylaws and the market practice, are described in the Increased Voting Right Regulations hereby attached, approved by the Board of Directors of Brembo on April 18th, 2019. ​


 

UPDATING INCREASE VOTING RIGHTS – FEBRUARY 7TH, 2023 ​​

• Brembo S.p.A. share capital equals € 34,727,914 and consists of n. 333,922,250 shares; ​

• The number of shares with accrued increased voting rights (two voting rights per share) is no. 179,056,465 shares out of a total of no. 333,922,250 shares, which implies voting rights equal to no. 358,112,930 for a total amount of voting rights equal to no. 512,978,715.​

• ​Pursuant to subsection 8 of art 127-quinquies of the TUF, the increase of voting rights is calculated to determine the quora to convene the Shareholders’ Meeting as well as for it to pass resolutions.​

​​ Current number of voting rights​​​ Previous number of voting rights​

Number of shares of which the capital is composed​

Number of ​voting rights

Number of shares of which the capital is composed


Number of voting rights
​Total amount, of which:​ 333,922,250​512,978,715​ 333,922,250​512,953,715​
Ordinary Shares IT0005252728
(dividend rights 1/01/2022)
Current cupon: 6
154,865,785​​​​​ 154,865,785​ 154,890,785​​ 154,890,785​​​​​
Ordinary Shares with increased voting
rights IT0005380149
(dividend rights 1/01/2022)
Current cupon: 6
179,056,465​ 358,112,930​​​​​ 179,031,465​​​​​ 358,062,930​

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    LIST OF SHAREHOLDERS WITH PARTICIPATION HIGHER THAN 3% THAT REQUIRED TO BE REGISTERED IN THE INCREASED VOTING RIGHTS LIST

    22 June 2023

    Communication pursuant art. 143-quater, subparagraph 5, of Consob regulation no. 11971/99

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    NOTIFICATION OF CHANGES IN THE TOTAL AMOUNT OF THE VOTING RIGHTS

    07 February 2023

    Notification of changes in the total amount of the voting rights pursuant to article 85-bis, section 4-bis, of Consob regulation no. 11971

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    LIST OF SHAREHOLDERS WITH PARTICIPATION HIGHER THAN 3% THAT REQUIRED TO BE REGISTERED IN THE INCREASED VOTING RIGHTS LIST

    07 February 2023

    Communication pursuant art. 143-quater, subparagraph 5, of Consob regulation no. 11971/99

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    NOTIFICATION OF CHANGES IN THE TOTAL AMOUNT OF THE VOTING RIGHTS

    07 October 2022

    Notification of changes in the total amount of the voting rights pursuant to article 85-bis, section 4-bis, of Consob regulation no. 11971

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    LIST OF SHAREHOLDERS WITH PARTICIPATION HIGHER THAN 3% THAT REQUIRED TO BE REGISTERED IN THE INCREASED VOTING RIGHTS LIST

    07 October 2022

    Communication pursuant art. 143-quater, subparagraph 5, of Consob regulation no. 11971/99

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    NOTIFICATION OF CHANGES IN THE TOTAL AMOUNT OF THE VOTING RIGHTS

    07 February 2022

    Notification of changes in the total amount of the voting rights pursuant to article 85-bis, section 4-bis, of Consob regulation no. 11971

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    LIST OF SHAREHOLDERS WITH PARTICIPATION HIGHER THAN 3% THAT REQUIRED TO BE REGISTERED IN THE INCREASED VOTING RIGHTS LIST

    07 February 2022

    Communication pursuant art. 143-quater, subparagraph 5, of Consob regulation no. 11971/99

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    NOTIFICATION OF CHANGES IN THE TOTAL AMOUNT OF THE VOTING RIGHTS

    06 August 2021

    Notification of changes in the total amount of the voting rights pursuant to article 85-bis, section 4-bis, of Consob regulation no. 11971

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    LIST OF SHAREHOLDERS WITH PARTICIPATION HIGHER THAN 3% THAT REQUIRED TO BE REGISTERED IN THE INCREASED VOTING RIGHTS LIST

    06 August 2021

    Communication pursuant art. 143-quater, subparagraph 5, of Consob regulation no. 11971/99

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    NOTIFICATION OF CHANGES IN THE TOTAL AMOUNT OF THE VOTING RIGHTS

    07 June 2021

    Notification of changes in the total amount of the voting rights pursuant to article 85-bis, section 4-bis, of Consob regulation no. 11971

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    LIST OF SHAREHOLDERS WITH PARTICIPATION HIGHER THAN 3% THAT REQUIRED TO BE REGISTERED IN THE INCREASED VOTING RIGHTS LIST

    07 June 2021

    Communication pursuant art. 143-quater, subparagraph 5, of Consob regulation no. 11971/99

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    Increased Voting Right Regulations

    30 April 2020

    Increased Voting Right Regulations approved by BOD on 18.04.2019 and amended on 23.04.2020

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    By- Laws amended by SHM on April 23rd, 2020

    29 April 2020

    Company By-laws approved by the Extraordinary Shareholders’ Meeting of Brembo S.p.A. on April 23rd, 2020

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    List of Relevant Shareholders who have requested the registration on the Special List for the Increased Voting Rights

    10 May 2019

    Communication according art. 143 quater, comma 5 RE

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    Request Form for Registration on the Special List

    29 April 2019

    Request Form for Registration on the Special List in order to increase the voting right

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    Directors’ Report on the Proposal to introduce the Increased Voting Rights mechanism

    18 March 2019

    Directors’ Report pursuant to Article 125-ter of TUF and to Article 72 of RE concerning the Proposal to introduce the Increased Voting Rights mechanism

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