SAES Getters S p A : The Shareholders’ meeting approved the Financial Statement as at 31 December 2023

SAES Group - Press Release

PRESS RELEASE

Milan, April 23, 2024

THE SHAREHOLDERS' MEETING APPROVED THE FINANCIAL STATEMENT AS AT 31 DECEMBER 2023

• Consolidated revenue equal to €121.6 million in FY 2023, compared to €126.6 million in FY 2022
• Consolidated operating result negative for -€22.2 million in FY 2023, with non-recurring costs equal to €14.3 million
• Result from continuing operations equal to -€11 million in FY 2023, compared to -€22.2 million in FY 2022
• Consolidated result equal to €632.3 million in FY 2023, compared to €12.3 million in FY 2022 thanks to the sale of the Nitinol business
• Net financial position positive for €773.3 million, due to the sale of the Nitinol business
• Approved a dividend of €12.51 per share
• The Ordinary Shareholders' Meeting approves the first section of the Remuneration Report with a binding vote
• The Shareholders' Meeting appoints the new Board of Directors and the new Board of Statutory Auditors and determines their related compensation
• The new Board of Directors determines the members and remuneration of the Committees and the Supervisory Body
• Massimo della Porta confirmed President and Group Chief Executive Officer

The Ordinary Shareholders' Mee ng of SAES Ge ers S.p.A., held today in Milan in telema c mode and chaired by Massimo della Porta, approved the financial statement for the year ended December 31, 2023.

Consolidated revenue for the year 2023 was equal to €121.6 million, down by 3.9% compared to €126.6 million in 2022, mainly penalized by the nega ve exchange rate effect (-€2.1 million) and by the decrease in the Packaging Division which suffered a contrac on in consump on due to the infla onary crisis and overstock of raw materials in the conver ng market. The decrease in the Chemicals Division, concentrated in the first half of the year due to the slowdown in the consumer electronics market, was offset by the growth of the Industrial Division (greater sales of SMA alloys in the mobile sector) and of the High Vacuum Division (favored by the acquisi on of the 100% of SAES RIAL Vacuum S.r.l.).

Consolidated opera ng result was nega ve and amounted to -€22.2 million, compared to a nega ve result of -€3.4 million in the previous year. The result in 2023 was affected by the exchange rate effect (-€1.2 million) and, above all, by non-recurring costs equal to -€14.3 million, related to the following:

• the provision for the Execu ve Re rement Agreement (named "isopensione"), signed with Federmanager/Assolombarda at the end of the year, to incen vize the voluntary exit of up to a maximum of 15 Execu ves of the Parent Company (-€11.4 million);
• severance costs amoun ng to €2.1 million;
• consultancy costs related to governance (€0.8 million).

SAES Group - Press Release

Please note that in the 2022 non-recurring costs amounted to €2.4 million (costs for the liquida on to the heirs of a strategic employee of the Parent Company, equal to €1.9 million and costs for the liquida on of the Korean subsidiary, equal to €0.5 million).

Excluding both the exchange rate effect and non-recurring costs in both years, as well as the perimeter effect related to the consolida on of SAES Rial Vacuum S.r.l. star ng from May 2022 (+€0.1 million), the residual difference is equal to - €5.9 million and reflects the decrease in the gross profit, as well as a slight increase in opera ng expenses (higher personnel costs, especially of the Parent Company, both for normal salary increases and for staff increases, to support future growth; higher commissions on sales of SMA educated wire; marke ng expenses for the B!POD® project; consultancy costs for new expansion business opportuni es).

Result from con nuing opera ons was nega ve for -€11 million in 2023, compared with a s ll nega ve figure equal to -€22.2 million in the previous year: despite a decreasing opera ng profit, the result from con nuing ac vi es significantly improved, thanks to the be er performance of the financial management, posi ve in 2023 and strongly nega ve, due to losses on securi es, in the previous year.

Result from discon nued opera ons, net of tax effects amounted to +€643.3 million in 2023 and was mainly composed of the gross capital gain (€735.8 million) generated by the sale of the Ni nol business, from which the costs related to the transac on were deducted, equal to -€120.5 million (mainly legal expenses, consultancy fees, incen ves for both the personnel of the companies sold and the Execu ve Directors and corporate employees involved in this extraordinary corporate transac on, as well as differences on exchange rates, costs of the con ngent deriva ve underwri en in support of the sale and taxes). Finally, this item included the result recorded by the Ni nol business from January 1 to October 2, 2023 (the effec ve date of the sale) equal to €28 million.

In 2022 the result from discon nued opera ons amounted to €34.6 million, mainly coinciding with the result of the Ni nol segment (€36.8 million) coupled with costs related to the sale of -€2.2 million (mainly consultancy fees).

The result for the period in 2023 amounted to €632.3 million, compared to a s ll posi ve value of €12.3 million in 2022: the increase was mainly a ributable to the aforemen oned net capital gain on the sale of the Ni nol business.

The consolidated net financial posi on was posi ve for €773.3 million, a very strong increase compared to the figure as of 30 September 2023, nega ve and equal to -€20.8 million, thanks to the extraordinary opera on for the sale of the Ni nol business (+€790.8 million the effect on the quarter, net of the monetary costs connected to the sale by SAES and already paid as at 31 December 2023). Finally, in the quarter, please note interest income collected on cash and cash equivalents and bank me deposits, equal to +€8.1 million, as well as financial flows deriving from post-sale opera onal management, equal to +€2.4 million.

***

The Ordinary General Mee ng of Shareholders approved the distribu on of a dividend of €12.51 per each ordinary share (compared to €0.55 per ordinary share and €0.761464 per savings share in the previous year), paid through the distribu on of part of the net result for the year (net of unrealized exchange gains), en rely deriving from the net capital gain generated by the sale of the US subsidiaries Memry Corpora on and SAES Smart Materials, Inc.

The dividend will be paid on May 2, 2024; the share will trade ex-dividend star ng from April 29, 2024, following the detachment of the coupon no. 40, while the record date related to the dividend payment is April 30, 2024.

Please note that from August 2023 savings shares were no longer traded, as they had been canceled or converted into ordinary shares.

The Ordinary Shareholders' Meeting approved, pursuant to article 123-ter, paragraphs 3-bis and 3-ter, of Legislative Decree no. 58/1998, with binding vote, the first section of the Remuneration Report and, pursuant to article 123-ter, paragraph 6, with non-binding vote, the second section of the Remuneration Report.

The Shareholders' Meeting did not approve the proposals of the Board of Directors with reference to point no. 5 of the ordinary part and to point no. 1 of the extraordinary part, since S.G.G. Holding S.p.A. (as anticipated in the press release issued on April 16, 2024 pursuant to Article 102, paragraph 1 of the Legislative Decree 58/1998) voted against.

The Ordinary Shareholders' Mee ng resolved to set the number of members of the Board of Directors at nine, which will remain in office un l the approval of the financial statements as of 31 December 2026, appoin ng Directors on the basis of the list presented by the rela ve majority shareholder S.G.G. Holding S.p.A., Messrs. Massimo della Porta, Alessandra della Porta, Luigi Lorenzo della Porta, Francesca Corberi, Andrea Doglio , Tommaso Nizzi, Maria Pia

SAES Group - Press Release

Maspes, Cecilia Braggio , and, on the basis of the list presented by a plurality of minority shareholders, Mr. Marco

Reggiani.

The curriculum vitae of each Director is available on the Company's website (www.saesge ers.com/investor- rela ons/corporate-governance/).

The Ordinary Shareholders' Mee ng also determined the overall annual compensa on expected for the Board of Directors pursuant to ar cle 18 of the Ar cles of Associa on at €280,000.

Below are the shareholdings in the Company's share capital currently held by the Directors.

First name and surname	Company	no. of shares
Massimo della Porta	SAES Getters S.p.A.	-
Alessandra della Porta	SAES Getters S.p.A.	39,282	(*)
Luigi Lorenzo della Porta	SAES Getters S.p.A.	23,304
Francesca Corberi	SAES Getters S.p.A.	782
Andrea Dogliotti	SAES Getters S.p.A.	110,673
Tommaso Nizzi	SAES Getters S.p.A.	1,184
Maria Pia Maspes	SAES Getters S.p.A.	-
Cecilia Braggiotti	SAES Getters S.p.A.	-
Marco Reggiani	SAES Getters S.p.A.	-

(*) Shares jointly held by Alessandra della Porta and her sister Carola Rita della Porta.

The Ordinary Shareholders' Mee ng then appointed Messrs. Alvise Deganello (Chairman, presented from the list of minority shareholders), Sara Anita Speranza and Maurizio Gile (Statutory Auditors, presented by the list of the rela ve majority shareholder S.G.G. Holding S.p.A.) as members of the Board of Statutory Auditors, un l the approval of the financial statements as of 31 December 2026. Furthermore, Alessandro Mar nelli (presented from the list of the rela ve majority shareholder S.G.G. Holding S.p.A.) and Cris na Chian a (presented from the list of minority shareholders) were appointed Alternate Auditors.

The curriculum vitae of each Statutory Auditor is available on the Company's website (www.saesge ers.com/investor- rela ons/corporate-governance/).

The remunera on for each year of office was set at a total of €120,000 (of which €50,000 for the Chairman and €35,000 for each of the Standing Auditors).

None of the Auditors owns shares in SAES Ge ers S.p.A.

The new Board of Directors of SAES Ge ers S.p.A., met immediately a er the Shareholders' Mee ng, verified the suitability of each director appointed to hold the office, and the independence requirements of the independent directors Maria Pia Maspes, Cecilia Braggio and Marco Reggiani on the basis of the informa on provided by the interested par es, confirming, on the basis of the requirements referred to ar cle 148, paragraph 3, of the TUF (referred to ar cle 147-ter, paragraph 4, of the TUF), and with reference to all the criteria iden fied by the Corporate Governance Code, their qualifica on as "independent", as there are no situa ons even abstractly a ributable to the hypotheses iden fied by the Code as symptoma c of a lack of independence.

The new Board of Directors of SAES Ge ers S.p.A also verified, on the basis of the informa on provided by the interested par es or in any case available to the Company, that the members of the Board of Statutory Auditors possess the independence requirements envisaged by ar cle 148, paragraph 3, of the TUF.

The Board appointed Massimo della Porta as Chairman of the Company and Group Chief Execu ve Officer. The Board also appointed:

• Maria Pia Maspes (independent director) as Lead Independent Director;
• Alessandra della Porta (non-independent director) and Cecilia Braggiotti (independent director) as members of the Audit and Risk and Sustainability Committee; Marco Reggiani (independent director) as Chairman of the Audit and Risk and Sustainability Committee;
• Cecilia Braggiotti (independent director) and Tommaso Nizzi (non-independent director) as members of the Remuneration and Appointment Committee; Maria Pia Maspes (independent director) as Chairman of the Remuneration and Appointment Committee.

Finally, Marco Reggiani (independent director), Cecilia Braggio (independent director), Sara Anita Speranza (Effec ve Statutory Auditor) and Fabio Innocenzi (Group Internal Audit & Risk Management of SAES Ge ers S.p.A.) were appointed members of the Supervisory Body; Maria Pia Maspes (independent director) as Chairman of the Supervisory Body.

SAES Group - Press Release

The Board of Directors appointed Gianfranco Baldin as the Officer responsible for the prepara on of the corporate financial reports in accordance with the ar cle 154-bis of the Legisla ve Decree no. 58/1998 and as Chief Financial Officer. Such appointment occurred upon the favorable opinion of the Board of Statutory Auditors and pursuant to the legal requirements of professional skills stated by the Company's By-laws, as prescribed by law.

The Board of Directors confirmed that the Commi ee for Transac ons with Related Par es is composed by the independent directors (Maria Pia Maspes, Cecilia Braggio e Marco Reggiani) and is chaired by the Lead Independent Director (Maria Pia Maspes).

The new Board of Directors resolved to fix a yearly compensa on equal to €15,000 for each member of the Audit and Risk and Sustainability Commi ee, increased by an addi onal amount of €5,000 for the chairman of the commi ee itself; to fix a yearly compensa on for each member of the Remunera on and Appointment Commi ee equal to €15,000, increased by an addi onal amount of €5,000 for the chairman of the commi ee itself; to fix a yearly compensa on for each member of the Commi ee for Transac ons with Related Par es equal to €10,000, increased by an addi onal amount of €15,000 for the chairman of the commi ee itself.

Finally, the Board of Directors resolved to fix a yearly compensa on equal to €20,000 for each member of Supervisory Body, increased by an addi onal amount of €5,000 for the chairman of the Supervisory Body.

The yearly compensa on for the Lead Independent Director was determined in €30,000.

***

The main data extracted from the consolidated financial statements are a ached below.

Abstract from Consolidated Financial Statements (millions of euro)

Consolidated income statement figures	2023	2022
Revenue	121.6	126.6
R&D expenses	10.9	10.1
Deprecia on of property, plant and equipment,	10.3	9.7
intangible assets and right-of-use assets
Personnel cost	67.2	54.2
Opera ng profit (loss)	(22.2)	(3.4)
Profit (loss) for the period	632.3	12.3
Consolidated balance sheet figures	Dec. 31, 2023	Dec. 31, 2022
Equity a ributable to the owners of the Parent	823.2	264.1
Property, plant and equipment	53.9	92.7
Net financial posi on	773.3	64.3
Purchase of property, plant and equipment	10.3	15.3

The financial informa on contained in this document has been object of a esta on by the Officer responsible for the prepara on of corporate financial reports, pursuant to the provisions of the second paragraph of ar cle 154-bis, Part IV, Title III, Chapter II, Sec on V-bis, of Legisla ve Decree no. 58 of February 24, 1998, Dr. Giulio Canale, in office at the me of the approval of the Dra financial statements for the year ending December 31, 2023.

***

SAES Group

A pioneer in the development of ge er technology, the company SAES Ge ers S.p.A., together with its subsidiaries is a world leader in a variety of scien fic and industrial applica ons that require high vacuum condi ons. In more than 80 years of ac vity, the Group's ge er solu ons have been suppor ng technological innova on in the informa on display and lamp industries, in sophis cated high vacuum systems and in vacuum thermal insula on, in technologies spanning from large vacuum power tubes to miniaturized devices such as silicon-based microelectronic and micromechanical systems (MEMS).

Star ng in 2004, by leveraging the core competencies in special metallurgy and in the materials science, the SAES Group has expanded its business into the advanced material markets, par cularly the market of shape memory alloys, a family of materials characterized

SAES Group - Press Release

by super elas city and by the property of assuming predefined forms when subjected to heat treatment. These special alloys, which today are mainly applied in the biomedical sector, are also perfectly suited to the realiza on of actuator devices for the industrial sector (domo cs, white goods industry, consumer electronics, healthcare, automo ve and luxury sector).

More recently, SAES has expanded its business by developing a technological pla orm that integrates ge er materials in a polymeric matrix. These products, ini ally developed for OLED displays, are currently used in new applica on sectors, among which optoelectronics, advanced photonics, telecommunica ons (5G) and mobile phones above all. SAES also offers func onal acous c composites for the consumer electronics market and new func onal materials developed from two main technological pla orms are being validated: special zeolites and microcapsules. These new developments can find applica on in various sectors, from cosme cs to the paint & coa ngs segment, as well as that of polymers of natural origin.

Among the most recent applica ons, the advanced packaging is a significantly strategic one, in which SAES is offering a range of new products for the food sustainable packaging and competes with recyclable and compostable solu ons.

Finally, please note the recent establishment of the new unit dedicated to consumer innova on, called B!POD, created with the aim of developing and marke ng sustainable products and solu ons and comba ng food waste.

A total produc on capacity distributed in eight facili es, a worldwide-based sale & technical service network and almost 700 employees allow the Group to combine mul -cultural skills and experience and to be a truly global enterprise.

SAES Group's headquarters are based in Milan.

SAES Ge ers S.p.A. is listed on the Italian Stock Exchange Market, Euronext STAR segment, since 1986.

More informa on on the SAES Group is available on the website www.saesgroup.com.

Contacts:

Emanuela Foglia

Investor Rela ons Manager

Tel. [phone]

E-mail: investor_rela [e-mail]

Corporate Media Rela ons

Close to Media

Tel. [phone]

Enrico Bandini

E-mail: [e-mail]

Federico Maggioni

E-mail: [e-mail]