(AGENPARL) - Roma, 28 Gennaio 2026 - (AGENPARL) – Wed 28 January 2026 Press Realease
Milan, 28 January, 2026
TIM: SHAREHOLDERS APPROVE THE CONVERSION OF SAVINGS SHARES AND
THE VOLUNTARY REDUCTION OF CAPITAL
All resolutions approved by Ordinary and Savings Shareholders’ Meetings
TIM Ordinary Shareholders’ Meeting and the Special Meeting of Savings Shareholders, which met today in
accordance with the provisions of Decree Law No. 18/2020 and subsequent amendments – i.e. without
shareholders being physically present – approved the proposal to convert TIM savings shares into ordinary
shares, under the terms set out in the proposal submitted by the Board of Directors.
In particular, the Ordinary Shareholders’ Meeting, attended by 56.42% of the share capital, convened in
ordinary and extraordinary session and:
In its ordinary session, it appointed Lorenzo Cavalaglio (with 97.98% of votes in favour, 1.04% against and
0.98% abstentions) and Alessandra Perrazzelli (with 97.99% of votes in favour, 1.03% against and 0.96%
abstentions) as members of the TIM Group Board of Directors, co-opted to the Board of Directors on 21
December 2025 and 25 September 2025, respectively. The mandates of Cavalaglio and Perrazzelli will
expire together with the entire Board of Directors upon approval of the financial statements at 31
December 2026.
In its extraordinary session:
it approved (with 99.87% of votes in favour, 0.00% against and 0.13% abstentions)
the optional conversion of savings shares into ordinary shares, on the basis of a conversion
ratio of 1 ordinary share for each savings share held, plus a cash adjustment equal to 0.12
euros;
the mandatory conversion of any savings shares that have not been subject to optional
conversion, based on the same conversion ratio, with a cash adjustment equal to 0.04
euros;
it approved (with 99.65% of votes in favour and 0.35% against) the voluntary reduction of the
share capital to 6 billion euros, allocating the resulting amount to the legal reserve and to an
available equity reserve.
The Special Shareholders’ Meeting, attended by 50.87% of the relevant class of shares, in turn approved the
proposal for the mandatory conversion of savings shares into ordinary shares (with 99.58% of votes in favour,
0.28% against and 0.13% abstentions).
Savings Shareholders who did not participate in the approval of the resolution of the Special Shareholder’s
Meeting have the right of withdrawal. As already communicated, the liquidation value of the savings shares
subject to withdrawal has been set in 0.5117 euros. Terms and methods of exercising the right of withdrawal
will be made known by means of a specific notice, within the terms and in the manner provided for by
applicable law.
The effectiveness of the Conversion is also subject to the condition (which may be waived by the Company)
that the maximum disbursement to be paid by TIM for the liquidation of the Savings Shares for which the
right of withdrawal has been exercised following the Savings Shareholders’ Meeting and which are not
purchased by shareholders or placed to third parties, as a result of the procedure referred to in Article 2437quarter of the Italian Civil Code, does not exceed an amount equal to a total of 100,000,000.00 euros.
The Conversion is also subject to the fact that no opposition is presented by the Company’s creditors within
90 days of the registration of the Capital Reduction resolution with the competent register of companies,
pursuant to Article 2445, paragraph 3, of the Italian Civil Code, or, in the event of an opposition, the
authorization of the Court intervenes, pursuant to Article 2445, paragraph 4, of the Italian Civil Code, within
the term of six months (extendable by the Group for a maximum of an additional 3 months) from the
registration of the resolution.
TIM Press Office
www.gruppotim.it
TIM Investor Relations
https://www.gruppotim.it/investor_relations