Weichai wins majority stake in Ferretti's new board of directors, Galassi is out

The ordinary shareholders' meeting of Ferretti SpA was held as scheduled today, May 14, 2026, under the chairmanship of Hao Qinggui. The shareholders' meeting clearly confirmed the success of the list submitted by the Chinese majority shareholder Weichai, but the outcome of the vote is destined to be a legal and regulatory dispute due to the immediate objections raised by the Czech group KKCG Maritime.

Ferretti's note informs, in addition to other data already communicated, also on the net profit of €44.635.297,39 which the assembly examined and approved in the individual financial statements of the Company closed on December 31, 2025, and adds that the Assembly consequently resolved to distribute a dividend of €0,11 per share, for a total maximum amount of €37.233.091,94, with coupon detachment on June 15, 2026 and payment on the following June 17.

During the strategic part of the meeting, which concerned the renewal of corporate offices, the shareholders set the number of members of the Board of Directors at nine, setting the term of office at three financial years (until the approval of the financial statements for December 31, 2028).

List No. 1, submitted by the controlling shareholder Ferretti International Holding SpA (a Weichai group entity), which holds approximately 39,517% of the share capital, won, obtaining 52,312% of the votes cast at the Shareholders' Meeting. With this majority, the Chinese group can elect eight out of nine directors. The elected members are Tan Ning, Patrick Sun, Stassi Anastassov, Zhang Xiaomei, Federica Marchionni, Jin Zhao, Zhu Yi, and Donatella Sciuto.

The minority of KKCG Maritime, which submitted List No. 2 through Azúr as, which holds a 23,234% stake, was awarded a single seat, assigned to Katarína Kohlmayer, out of 47,443% of the votes received by the list. Therefore, outgoing CEO Alberto Galassi, a candidate representing the Czech coalition, was excluded from the new Board of Directors, despite the major international proxy advisors (ISS and Glass Lewis) having formally recommended that the funds vote for the minority list.

The Board of Directors was urgently convened today for tomorrow, May 15, 2026, to decide on the appointments and composition of internal committees based on the proposals that include Tan Ning as Executive Director with the role of Chairman and Stassi Anastassov (formerly of Duracell's leadership) as Chief Executive Officer. The leadership of the Board of Statutory Auditors for the three-year period 2026-2028 has also changed: Claudia Costanza (List No. 2) has been appointed as Chair, alongside Luigi Capitani and Luca Nicodemi (List No. 1) as standing auditors.

The outcome of the vote was strongly contested by KKCG Maritime, which in an official statement expressed "serious criticism regarding the integrity and validity of the deliberative process." The representative of the Czech group spoke at the beginning of the meeting, which was held exclusively online and behind closed doors, requesting that Ferretti International Holding's voting rights be denied or that the meeting be postponed pending investigations by the competent authorities.

KKCG's action follows a notification sent on May 11 to the Presidency of the Council of Ministers, and forwarded for information to Consob and Ferretti itself. The Czech group maintains that the shipyards fall fully within the scope of national security protection (Articles 1 and 2 of the Golden Power legislation) due to the activities of the Ferretti Security Division (FSD), a division that develops sensitive technologies for military use (surveillance systems and high-speed vessels, including the N800 patrol boats used by the Carabinieri). Therefore, despite the division's minimal impact of 0,4% of total revenues, this specific strategic status imposed specific government reporting requirements on Weichai, as a non-EU entity, which were allegedly omitted.

Kkcg also formally raised concerns regarding recent share capital transactions (with a 95% voter turnout). The risk of undeclared concerted action or secret agreements between parties linked to the Chinese sphere who acquired shares just before the meeting was raised has been hypothesized: these include Bank of China (1,9%), Wealth Strategy (1%), Yanjan International (0,8%), and AdTech Advanced Technologies (2,8%). If a violation of the Consolidated Law on Finance (TUF) or the Golden Power regulations were found, the voting rights would be ineffective and the joint and several parties would be required to launch a full takeover bid for Ferretti shares. Finally, the minority highlighted a conflict of interest for the majority of the directors represented by Weichai, as they are employees of the same controlling shareholder.

As anticipated, On the evening of Wednesday, May 13, Piero Ferrari's immediate resignation as vice president and director was announced. In a letter to the board, the son of the founder of the Maranello-based racing team expressed his disappointment with the share purchases in China, which were conducted in a manner "that appeared to be outside all applicable control thresholds," and criticized the arrogance observed during the bidding process. Ferrari concluded by declaring it impossible to further associate his name and the Italian industrial history it represents with a company he claims to "deeply love." At the same time, independent director Stefano Domenicali also resigned.

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