Stevanato Group S.p.A 6-K, filed May 11, 2026
Stevanato Group S.p.A. (STVN)
About this 6-K
Stevanato Group S.p.A filed this 6-K on May 11, 2026.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of May 2026
Commission File Number: 001-40618
Stevanato Group S.p.A.
(Translation of registrant’s name into English)
Via Molinella 17
35017 Piombino Dese – Padua
Italy
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F ☒ Form 40-F ☐
EXHIBIT INDEX
The following exhibits are furnished as part of this Form 6-K:
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| Stevanato Group S.p.A. | ||||||
| Date: May 11, 2026 | By: | /s/ Franco Stevanato | ||||
| Name: | Franco Stevanato | |||||
| Title: | Chief Executive Officer | |||||
Exhibit 99.1
Published on April 11, 2026
Convening Notice
to the Ordinary and Extraordinary General Meeting of Shareholders
on May 26, 2026
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
Agenda
Ordinary session
| 1. | Approval of the financial statements for the financial year ended on December 31, 2025; presentation of the reports of the directors and of the external auditor PricewaterhouseCoopers S.p.A.; presentation of the consolidated financial statements for the financial year ended on December 31, 2025; presentation of the consolidated non-financial statements (Sustainability Report) for the financial year ended on December 31, 2025; presentation of the reports of the Audit Committee, of the Compensation Committee, of the Nominating and Corporate Governance Committee; related resolutions. |
| 2. | Allocation of annual net profits and distribution of dividends to the shareholders; related resolutions. |
| 3. | Appointment of the Board of Directors: determination of the term of the Board of Directors; determination of the number of members of the Board of Directors; appointment of the members of the Board of Directors; appointment of the Chairman of the Board of Directors; related resolutions. |
| 4. | Compensation of the members of the Board of Directors and of the members of the Audit Committee; related resolutions. |
| 5. | Appointment of the external auditor entrusted with the auditing of the Company’s financial statements and consolidated financial statements, and the performance of the further tasks and activities to be conducted by the external auditor in compliance with Italian and US laws and regulations, for the financial years ending on December 31, 2026, December 31, 2027, and December 31, 2028; determination of the relevant remuneration; related resolutions. |
| 6. | Authorization for the purchase and disposal of ordinary and class A treasury shares; related resolutions. |
Extraordinary session
| 1. | Amendments to Articles 7.6, 16 and 23 of the By-laws; related resolutions. |
* * *
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:
| (i) | persons, other than Stevanato itself, being registered on the Company’s Shareholders’ Book (Libro Soci) as holders of class A shares on the Shareholders’ Meeting date (such persons, the “Class A Shareholders”) are entitled to attend and vote at the Shareholders’ Meeting according to the modalities set out in paragraph II.1 below; |
| (ii) | persons, other than Stevanato itself, being registered on both the Company’s US Shareholders’ Register and the Company’s Shareholders’ Book (Libro Soci) as holders of ordinary shares at the closing of the trading day (according to the New York time zone) falling on the twenty-fifth day preceding the Shareholders’ Meeting date (or, in case such day is not a trading day, on the preceding trading day), i.e. on May 1, 2026, at 4:00 p.m. EDT (10:00 p.m. CEST) (such date, the “Record Date”; such persons, the “Registered Shareholders”) are entitled to attend and vote at the Shareholders’ Meeting according to the modalities set out in paragraph II.1 below; |
| (iii) | persons, other than Stevanato itself, holding, directly or through brokers or other intermediaries, the beneficial ownership of the ordinary shares deposited at the Depositary Trust Company and registered on both the Company’s US Shareholders’ Register and the Company’s Shareholders’ Book (Libro Soci) in the name of Cede & Co. (the “Holder of Record”) at the Record Date (such persons, the “Beneficial Shareholders”) are entitled to vote at the Shareholders’ Meeting collectively, through the Holder of Record, by giving voting instructions to Computershare S.p.A. (“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, according to the modalities set out in paragraph II.2 below. |
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.
To 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.
| III. | Item 3 of the Agenda – Modalities for the submission of slates of candidate directors for the appointment of the Board of Directors |
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 15.3 of the Bylaws.
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:
| • | this Convening Notice; |
| • | Explanatory Report on the matters on the agenda of the Shareholders’ Meeting, including full texts of the resolutions to be proposed to the Shareholders’ Meeting; |
| • | Stevanato’s draft financial statements for the financial year ended on December 31, 2025; |
| • | Stevanato’s consolidated financial statements for the financial year ended on December 31, 2025; |
| • | Directors’ Report for the financial year ended on December 31, 2025; |
| • | Report of the external auditor PricewaterhouseCoopers S.p.A. on Stevanato’s draft financial statements for the financial year ended on December 31, 2025; |
| • | Sustainability Report for the financial year ended on December 31, 2025; |
| • | Reports of the Audit Committee, of the Compensation Committee, and of the Nominating and Corporate Governance Committee for the financial year ended on December 31, 2025; |
| • | Substantiated proposal of the Audit Committee on the appointment of the external auditor entrusted with the auditing of the Company’s financial statements and consolidated financial statements, and the performance of the further tasks and activities to be conducted by the external auditor in compliance with Italian and US laws and regulations, for the financial years ending on December 31, 2026, December 31, 2027, and December 31, 2028, and determination of the relevant remuneration; |
| • | the text of the By-laws including the proposed amendments to Articles 7.6, 16 and 23. |
The aforementioned documents may be examined at the Company’s registered office only if so permitted by the applicable laws.
* * *
The Executive Chairman of the Board of Directors
Franco Stevanato
Exhibit 99.2
Stevanato Group S.p.A.
Ordinary and Extraordinary Shareholders’ Meeting
on May 26, 2026
Explanatory report on the items on the agenda
This report (the “Explanatory Report”) was drafted by the board of directors of Stevanato Group S.p.A. (respectively, the “Board of Directors” and “Stevanato” or the “Company”) in relation to the ordinary and extraordinary meeting of the Company’s shareholders convened, on single call, on May 26, 2026, at 4:00 p.m. CEST (10:00 a.m. EDT), by notice published on April 11, 2026 (the “Convening Notice”), to discuss and resolve on the following agenda:
Ordinary session
| 1. | Approval of the financial statements for the financial year ended on December 31, 2025; presentation of the reports of the directors and of the external auditor PricewaterhouseCoopers S.p.A.; presentation of the consolidated financial statements for the financial year ended on December 31, 2025; presentation of the consolidated non-financial statements (Sustainability Report) for the financial year ended on December 31, 2025; presentation of the reports of the Audit Committee, of the Compensation Committee, of the Nominating and Corporate Governance Committee; related resolutions. |
| 2. | Allocation of annual net profits and distribution of dividends to the shareholders; related resolutions. |
| 3. | Appointment of the Board of Directors; determination of the term of the Board of Directors; determination of the number of members of the Board of Directors; appointment of the members of the Board of Directors; appointment of the Chairman of the Board of Directors; related resolutions. |
| 4. | Compensation of the members of the Board of Directors and of the members of the Audit Committee; related resolutions. |
| 5. | Appointment of the external auditor entrusted with the auditing of the Company’s financial statements and consolidated financial statements, and the performance of the further tasks and activities to be conducted by the external auditor in compliance with Italian and US laws and regulations, for the financial years ending on December 31, 2026, December 31, 2027, and December 31, 2028; determination of the relevant remuneration; related resolutions. |
| 6. | Authorization for the purchase and disposal of ordinary and Class A treasury shares; related resolutions. |
Extraordinary session
| 1. | Amendments to Articles 7.6, 16 and 23 of the By-laws; related resolutions |
(the “Agenda” and the “Shareholders’ Meeting”).
This Explanatory Report was drafted to the benefit of (i) the holders of Class A shares and of ordinary shares registered on the Company’s US Shareholders’ Register and/or on the Company’s Shareholders’ Book (Libro Soci) in the shareholders’ name, who are entitled to attend and vote at the Shareholders’ Meeting as specified in the Convening Notice (respectively, the “Class A Shareholders” and the “Registered Shareholders”), and of (ii) the holders of the beneficial ownership of the ordinary shares deposited with the Depositary Trust Company and registered on the Company’s US Shareholders’ Register and on the Company’s Shareholders’ Book (Libro Soci) in the name of Cede&Co. (the “Holder of Record”), who are entitled to give voting instructions to Computershare S.p.A., 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, as
specified by the Convening Notice (the “Beneficial Shareholders”), and includes certain information concerning the items on the Agenda and the proposals submitted to the Shareholders’ Meeting.
In particular, this Explanatory Report aims at providing Class A Shareholders, Registered Shareholders and Beneficial Shareholders (collectively, the “shareholders”) with the information necessary - together with the reports of the Board of Directors, of the Committees and of the external auditor PricewaterhouseCoopers S.p.A. (“PwC”) referred to below – to fully and effectively exercise the respective voting rights.
Please note that Stevanato’s ordinary shares are exempt from the proxy rules of the United States Securities Exchange Act of 1934, as amended, and that this Explanatory Report does not constitute a proxy statement or a solicitation of proxies.
* * *
Ordinary session
| 1. | Approval of the financial statements for the financial year ended on December 31, 2025; presentation of the reports of the directors and of the external auditor PricewaterhouseCoopers S.p.A.; presentation of the consolidated financial statements for the financial year ended on December 31, 2025; presentation of the consolidated non-financial statements (Sustainability Report) for the financial year ended on December 31, 2025; presentation of the reports of the Audit Committee, of the Compensation Committee, of the Nominating and Corporate Governance Committee; related resolutions. |
Pursuant to Italian law and to the Company’s by-laws (the “By-laws”), Stevanato’s shareholders shall annually resolve, at the ordinary shareholders’ meeting, on the approval of the Company’s individual financial statements for the previous financial year, within 180 days from its ending.
Therefore, we submit to Stevanato’s shareholders, for their examination and approval at the Shareholders’ Meeting, the Company’s draft financial statements for the financial year ended on December 31, 2025, approved by the Board of Directors on April 10, 2026, which show net profits amounting to Euro 13,530,074.
Moreover, in compliance with the applicable Italian law provisions, we present to Stevanato’s shareholders, for their examination and acknowledgment, the following documents containing more information on the Company’s draft financial statements, as well as on the Company’s current and prospective situation and on the activities carried out by Stevanato, individually and through its subsidiaries, in the financial year ended on December 31, 2025:
| – | Stevanato’s consolidated financial statements for the financial year ended on December 31, 2025, approved by the Board of Directors on April 10, 2026; |
| – | Sustainability Report for the financial year ended on December 31, 2025, approved by the Board of Directors on April 10, 2026, following the favorable opinion of the Audit Committee issued on April 9, 2026; |
| – | Directors’ Report for the financial year ended on December 31, 2025, approved by the Board of Directors on April 10, 2026; and |
| – | Report of the external auditor, to be issued by PwC by May 1, 2026 (i.e., the Record Date). |
As provided for by the Charters of the Audit Committee, the Compensation Committee, and the Nominating and Corporate Governance Committee, we also present to Stevanato’s shareholders, for their examination and acknowledgment, the following documents containing more information on the activities carried out by the mentioned Committees, as well as on the current directors’ and managers’ compensation structure and policy and on the current corporate governance system of Stevanato:
| – | Report of the Audit Committee for the financial year ended on December 31, 2025, approved by the Audit Committee on April 9, 2026; |
| – | Report of the Nominating and Corporate Governance Committee for the financial year ended on December 31, 2025, approved by the Nominating and Corporate Governance Committee on April 7, 2026; |
| – | Report of the Compensation Committee for the financial year ended on December 31, 2025, approved by the Compensation Committee on April 8, 2026. |
Stevanato’s draft financial statements for the financial year ended on December 31, 2025, together with the other above mentioned documents, will be made available 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, at the address https://ir.stevanatogroup.com/shareholders-meetings, in accordance with applicable legal provisions (and, in any case, by the Record Date of May 1, 2026).
Based on the above, Stevanato’s shareholders are asked to approve the following resolution:
“The Shareholders’ Meeting
| — | having examined Stevanato’s financial statements for the financial year ended on December 31, 2025, in the draft presented by the Board of Directors, which show net profits amounting to Euro 13,530,074; |
| — | having examined the Directors’ Report; |
| — | having examined the Report of the external auditor PricewaterhouseCoopers S.p.A.; |
| — | having examined Stevanato’s consolidated financial statements for the financial year ended on December 31, 2025; |
| — | having examined Stevanato’s Sustainability Report for the financial year ended on December 31, 2025; |
| — | having examined the Reports presented by the Audit Committee, the Compensation Committee, and the Nominating and Corporate Governance Committee; |
| — | taking into account the favorable opinion on Stevanato’s Sustainability Report for the financial year ended on December 31, 2025 issued by the Audit Committee on April 9, 2026; |
resolves
| 1. | to approve Stevanato’s financial statements for the financial year ended on December 31, 2025, which report net profits amounting to Euro 13,530,074 (thirteen million five hundred thirty thousand seventy-four); |
| 2. | to acknowledge the Directors’ Report presented by the Board of Directors; |
| 3. | to acknowledge Stevanato’s consolidated financial statements for the financial year ended on December 31, 2025 presented by the Board of Directors; |
| 4. | to acknowledge Stevanato’s Sustainability Report for the financial year ended on December 31, 2025 presented by the Board of Directors, following the favorable opinion of the Audit Committee; |
| 5. | to acknowledge the Reports presented by the Audit Committee, the Compensation Committee, and the Nominating and Corporate Governance Committee”. |
| 2. | Allocation of annual net profits and distribution of dividends to the shareholders; related resolutions. |
Pursuant to Italian law, Stevanato’s shareholders shall resolve, at the Shareholders’ Meeting, on the allocation of the Company’s net profits resulting from the financial statements for the financial year ended on December 31, 2025, within the applicable limitations of law.
In particular, Italian law provides that an amount corresponding to one twentieth of a company’s annual net profits must be allocated to the legal reserve, until the legal reserve reaches one fifth of the company’s share capital.
In addition, the Shareholders’ Meeting may resolve to distribute to shareholders all or part of the reserves the distribution of which is not prohibited by Italian law.
As indicated in paragraph 1 above, based on the financial statements for the financial year ended on December 31, 2025, the Company’s operations resulted in net profits of Euro 13,530,074.
In light of the foregoing, taking into account that Stevanato’s legal reserve is already equal to one fifth of the Company’s share capital, we propose to earmark for distribution to the shareholders an amount of the Company’s net profits and – for the remaining portion – the extraordinary reserve, as resulting from the Company’s financial statements for the financial year ended on December 31, 2025, corresponding to a gross dividend in cash of Euro 0.054 for each outstanding Class A and ordinary share of the Company, net of the treasury shares that will be held by the Company as of the Dividend Record Date (as defined below).
Therefore, assuming that the Company continues to hold the current number of 29,838,842 treasury Class A shares at the Dividend Record Date, all the net profits resulting from the Company’s financial statements for the financial year ended on December 31, 2025, equal to Euro 13,530,074, as well as a portion of the extraordinary reserve, equal to Euro 1,212,126, for an overall amount of Euro 14,742,199, would be used for the proposed distribution of dividends to shareholders.
Based on the resolution of the Board of Directors of April 10, 2026, and pursuant to Article 28.4 of the By-laws, we propose to set on June 11, 2026 the date for identifying the holders of the Class A shares of the Company and the registered holders and the beneficial holders of the ordinary shares of the Company entitled to receive payment of the dividends which the Shareholders’ Meeting should resolve to distribute (the “Dividend Record Date”).
Therefore, assuming that the Shareholders’ Meeting approves the proposals set out above, the ex-dividend date will fall on June 11, 2026 (Ex-Date), whereas it is expected that the dividends will be paid to the holders of Class A and ordinary shares as from July 29, 2026 (Dividend Payment Date).
Dividends will be paid to registered holders and beneficial holders of ordinary shares through the Transfer Agent and Registrar Computershare, Inc., in US dollars, based on the ECB daily foreign exchange EUR/USD reference rate as of the date of the Shareholders’ Meeting, i.e. May 26, 2026.
Based on the above, Stevanato’s shareholders are asked to approve the following resolution:
“The Shareholders’ Meeting
resolves
| 1. | to earmark for distribution to the shareholders an amount of the Company’s net profits and – for the remaining portion – the extraordinary reserve, as resulting from the Company’s financial statements for the financial year ended on December 31, 2025, corresponding to a gross dividend in cash of Euro 0.054 (fifty-four thousandths) for each outstanding Class A and ordinary share of the Company, net of the treasury shares that will be held by the Company as of the Dividend Record Date; |
| 2. | to set the date for identifying the holders of the Class A shares of the Company and the registered holders and the beneficial holders of the ordinary shares of the Company entitled to receive payment of the aforementioned dividends (Dividend Record Date) and the ex-dividend date (Ex-Date) on June 11, 2026; |
| 3. | to set the date for payment of the dividends, before withholding tax, if any, in execution of the resolutions no. 1 and 2 above, as from July 29, 2026 (Dividend Payment Date); |
| 4. | to provide that dividends will be paid to registered holders and beneficial holders of ordinary shares of the Company as of the Dividend Record Date in US dollars, based on the ECB daily foreign exchange EUR/USD reference rate as of the date of the Shareholders’ Meeting, i.e. May 26, 2026; |
| 5. | to grant mandate to the Board of Directors and, on its behalf, severally, to each of its members to carry out all the activities related, consequent to or connected with the implementation of the resolutions above”. |
| 3. | Appointment of the Board of Directors: determination of the term of the Board of Directors; determination of the number of members of the Board of Directors; appointment of the members of the Board of Directors; appointment of the Chairman of the Board of Directors; related resolutions. |
As provided for under Italian law and the By-laws, at the Shareholders’ Meeting, Stevanato’s shareholders shall appoint the members of the Company’s Board of Directors and determine their number and term of office.
Pursuant to Article 15 of the By-laws, the Board of Directors is composed of a number of members ranging from a minimum of 9 to a maximum of 15. Directors shall remain in office for a period not exceeding three financial years and their term of office shall expire on the date of the shareholders’ meeting convened to approve the financial statements for the last financial year of their office.
Directors shall meet the eligibility and integrity requirements set forth in Article 2382 of the Italian Civil Code and possess the skills and expertise to perform the tasks entrusted to them. Furthermore, one third of the members of the Board of Directors, rounded up to the next whole number in the case of a fractional number, must possess the independence requirements set forth in Article 2399 of the Italian Civil Code.
Pursuant to Article 23 of the By-laws, members of the Audit Committee must meet 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 New York Stock Exchange (“NYSE”) regulations applicable to the Company. At least one member of the Audit Committee must be enrolled in the Italian register of legal auditors.
At the Shareholders’ Meeting, Class A Shareholders and Registered Shareholders shall have the right to propose the appointment of the members of the Board of Directors for the period of one, two or three financial years – i.e. for the period elapsing from the date of the Shareholders’ Meeting to the date of the approval of the financial statements of the Company ending, respectively, on December 31, 2026, December 31, 2027 and December 31, 2028 – and vote accordingly.
Pursuant to Article 16 of the By-laws, the Shareholders’ Meeting shall appoint the members of the Board of Directors on the basis of slates of candidates submitted by 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.
Pursuant to Article 7.6 of the By-laws, 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).
Modalities for submission of slates of candidate directors are set out in the Convening Notice.
Following the deadline for submission of slates of candidate directors for the appointment of the Board of Directors set at April 24, 2026 and, in any case, by the Record Date of May 1, 2026, all the slates submitted by the shareholders in compliance with Article 16 of the By-laws and the provisions of the Convening Notice will be made available to the shareholders on the Company’s website, section Corporate Governance – Shareholders’ Meeting 2026 at the address https://ir.stevanatogroup.com/shareholders-meetings.
At the Shareholders’ Meeting, each shareholder shall have the right to vote for one of the slates of candidate directors submitted by the shareholders in compliance with Article 16 of the By-laws and the provisions of the Convening Notice.
Upon completion of the voting process, all candidate directors included in the slate obtaining the highest number of votes will be elected to the Board of Directors. If different slates obtain the same number of votes, a new vote on those slates will be held at the Shareholders’ Meeting.
The number of members of the Board of Directors shall be determined based on the number of candidates indicated in the slate of candidate directors that obtains the highest number of votes.
If, upon completion of the voting process, one or more candidate directors who do not meet the eligibility and integrity requirements set forth in Article 15.3 of the By-laws are elected as directors, such candidates will be excluded.
Moreover, if, upon completion of the voting process, a number of candidate directors meeting the independence requirements set forth in Article 15.4 of the By-laws and/or the independence, professionalism and competence requirements set forth in Articles 23.3, 23.4 and 23.5 of the By-laws that is at least equal to the minimum number provided for in those Articles are not elected to the Board of Directors, the candidates who do not comply with those requirements and are indicated as last in the slates from which they are taken will be excluded.
In the event (a) no slates of candidate directors are submitted by the shareholders to the Shareholders’ Meeting, (b) only one slate of candidate directors is submitted and such slate does not obtain the relative majority of votes, (c) the number of directors elected on the basis of the slates submitted by the shareholders, also due to subsequent exclusions, is less than 9, directors will be appointed by the Shareholders’ Meeting without applying the slate voting mechanism and ensuring that the directors are appointed in compliance with the requirements under Articles 15 and 23 of the By-laws.
Pursuant to Article 17.3 of the By-laws, at the Shareholders’ Meeting, shareholders may also appoint the Chairman of the Board of Directors from among the directors elected as indicated above, provided that, unless so appointed, the Chairman of the Board of Directors shall be appointed by the members of the Board of Directors.
Therefore, shareholders submitting a slate of candidate directors for the appointment of the Board of Directors shall have also the right to propose to appoint one of the candidate directors indicated therein as Chairman of the Board of Directors. In this case, shareholders voting for the slate will be voting also for the appointment of the candidate director indicated therein as Chairman of the Board of Directors.
In any event, at the Shareholders’ Meeting, Class A Shareholders and Registered Shareholders shall have the right to propose the appointment of the Chairman of the Board of Directors from among the directors being elected and vote accordingly.
4. Compensation of the members of the Board of Directors and of the members of the Audit Committee; related resolutions.
Pursuant to Italian law and Article 19 of the Company’s By-laws, Stevanato’s shareholders shall establish the compensation of the directors to be appointed by the Shareholders’ Meeting for their office as members of the Board of Directors and/or members of the Audit Committee.
It should be noted that, without prejudice to the remuneration that will be established by the Shareholders’ Meeting, the Board of Directors may provide an additional compensation for directors entrusted with specific functions, which may consist of a fixed part and/or a variable part, related to the achievement of certain objectives, or of the right to subscribe for ordinary shares or other financial instruments of the Company at a given price.
Alternatively, shareholders may determine an aggregate amount for the compensation of all directors, including those entrusted with specific functions, to be allocated by the Board of Directors.
In any event, directors shall also be entitled to reimbursement of expenses incurred in the performance of their duties.
Therefore, at the Shareholders’ Meeting, following appointment of the members of the Board of Directors, Stevanato’s shareholders shall establish the compensation of the directors for their office as members of the Board of Directors and/or members of the Audit Committee, for the entire term of office.
In this respect, it should be noted that the Company’s shareholders’ meeting held on May 23, 2025, established, for each director, for the relevant term of office of one financial year, a gross compensation equal to Euro 176,000 (with the exception of Mr. Franco Moro), to be paid – partially in cash and partially in Company’s shares – in accordance with the modalities better detailed in the Board of Directors’ explanatory report on the items on the agenda of such shareholders’ meeting, to which reference is made.
In the same shareholders’ meeting, the shareholders resolved to grant the directors to be appointed by the Board of Directors as members of the Audit Committee, pursuant to Article 19.4 of the By-laws, a further compensation determined in the overall gross amount of Euro 30,000 for the Chairman and of Euro 15,000 for each other member of the Audit Committee, for the relevant term of office of one financial year.
On April 8, 2026, the Company’s Compensation Committee approved a recommendation for the Board of Directors regarding the compensation to be granted to the members of the Board of Directors and of the Audit Committee who will be appointed by the Shareholders’ Meeting. Such recommendation considered the outcomes of a benchmark analysis conducted in 2025 on a set of comparable companies and, inter alia, the following further items:
| ● | it is market standard in the US market to implement appropriate adjustments to the compensation of the members of the board of directors on a biennial basis; |
| ● | the analysis of the standard level of time commitment required of the members of the Board of Directors and, in equal extents, of each of the Board’s internal committees since the Company’s listing has flagged the necessity to establish the related compensation in a manner more adequate to the characteristics of the Company, as a listed entity under the form of foreign private issuer (FPI) on the US market, and of the relevant corporate group (the “Stevanato Group”); |
| ● | such characteristics bring about deep complexity and significant commitment from the directors and, in particular, from the members of the Audit Committee; |
| ● | generally, in the context of the US market, the compensation of the members of the board of directors is mainly focused on a remuneration based on shares rather than cash. |
Based on the above, considering the recommendation of the Compensation Committee, we propose to the shareholders to confirm the compensation approved for the previous term of office and therefore:
| a) | to establish for each director, as compensation for the office of member of the Board of Directors, and without prejudice to the right of the Board of Directors to establish an additional compensation for the directors entrusted |
| with specific functions, a fixed compensation, for the period elapsing from the date of the Shareholders’ Meeting to the date of the Company’s shareholders’ meeting approving the Company’s financial statements for the financial year ending on December 31, 2026, a gross total compensation of Euro 176,000, to be paid as follows: |
| – | as to the gross amount of Euro 76,000, in cash, in twelve equal monthly instalments; |
| – | as to the residual gross amount of Euro 100,000, in kind, through the assignment of a number of Company’s ordinary shares to be determined by the Board of Directors by dividing such amount by the average closing market price of the Company’s ordinary shares during the 30 calendar day period preceding the Shareholders’ Meeting, based on the ECB average Euro/USD exchange rate during such period; provided that (i) such compensation in kind shall not be paid to directors ceasing for any reason to hold office before the date of the shareholders’ meeting approving the Company’s financial statements for the financial year ending on December 31, 2026 and (ii) the number of ordinary shares so determined shall be transferred to the directors on the business day following the date of the shareholders’ meeting approving the Company’s financial statements for the financial year ending on December 31, 2026, within the limits of the authorization to the disposal of such ordinary shares which shall be granted to the Board of Directors pursuant to the resolution envisaged in the next item 6 of this Explanatory Report; |
| b) | to grant to the directors that will be appointed by the Board of Directors, following the Shareholders’ Meeting, as members of the Audit Committee, pursuant to Article 19.4 of the Company’s By-laws, an additional compensation in the gross total amount of Euro 30,000 for the Chairman of the Audit Committee and of Euro 15,000 for each other member of the Audit Committee, for the period elapsing from the date of the Shareholders’ Meeting to the date of the Company’s shareholders’ meeting approving the Company’s financial statements for the financial year ending on December 31, 2026, to be paid in twelve equal monthly instalments. |
Based on the above, Stevanato’s shareholders are asked to approve the following resolution:
“The Shareholders’ Meeting
resolves
| 1. | to establish, for each director, without prejudice to the right of the Board of Directors to establish an additional compensation for the directors entrusted with specific functions under Article 2389 of the Italian Civil Code and Article 19.1 of the Company’s By-laws, for the period elapsing from the date of this meeting to the date of the Company’s shareholders’ meeting approving the financial statements for the financial year ending on December 31, 2026, a gross total compensation of Euro 176,000 (one hundred seventy-six thousand), to be paid as follows: |
| - | as to the gross amount of Euro 76,000 (seventy-six thousand), in cash, in twelve equal monthly instalments; |
| - | as to the residual gross amount of Euro 100,000 (one hundred thousand), in kind, through the assignment of a number of Company’s ordinary shares to be determined by the Board of Directors by dividing such amount by the average closing market price of the Company’s ordinary shares during the 30 calendar day period preceding the date of this meeting, based on the ECB average Euro/USD exchange rate during such period; provided that: (i) such compensation in kind shall not be paid to directors ceasing for any reason to hold office before expiration of the date of the shareholders’ meeting approving the Company’s financial statements for the financial year ending on December 31, 2026 and (ii) the number of ordinary shares so determined shall be transferred to the directors on the business day following the date of the shareholders’ meeting approving the Company’s financial statements for the financial year ending on December 31, 2026, within the limits of the authorization to the disposal of such ordinary shares which shall be granted to the Board of Directors pursuant to the resolution adopted in relation to the next item 6 of the Agenda; |
| 2. | to grant to the directors that will be appointed by the Board of Directors as members of the Audit Committee, pursuant to Article 19.4 of the Company’s By-laws, an additional compensation in the gross total amount of Euro 30,000 (thirty thousand) for the Chairman of the Audit Committee and of Euro 15,000 (fifteen thousand) for each other member of the Audit Committee, for the period elapsing from the date of the Shareholders’ Meeting to the date of the Company’s shareholders’ meeting approving the Company’s financial statements for the financial year ending on December 31, 2026, to be paid in twelve equal monthly instalments”. |
| 5. | Appointment of the external auditor entrusted with the auditing of the Company’s financial statements and consolidated financial statements, and the performance of the further tasks and activities to be conducted by the external auditor in compliance with Italian and US laws and regulations, for the financial years ending on December 31, 2026, December 31, 2027, and December 31, 2028; determination of the relevant remuneration; related resolutions. |
Stevanato’s shareholders are required to appoint, based on the substantiated proposal submitted by the Audit Committee, an external auditor to carry out the tasks and activities provided for under Italian and US laws and regulations for a period of three financial years, and to determine the external auditor’s remuneration for the entire term of office.
These tasks and activities include: (i) auditing and quarterly review of the Company’s consolidated financial statements, prepared in accordance with the International Financial Reporting Standards (IFRS) (as issued by the International Accounting Standards Board (IASB)), to be conducted according to the International Standards on Auditing (ISA Italia) (as issued by the International Auditing and Assurance Standards Board (IAASB)); (ii) review of the financial statements included in Form 20-F prepared in accordance with SEC regulations to be conducted in accordance with the auditing standards established by the Public Company Accounting Oversight Board (PCAOB); (iii) auditing of the financial statements of Stevanato and of the Italian companies controlled by Stevanato; (iv) verification of the proper maintenance of the company accounts and the correct recording of operating events in the accounting records of Stevanato and of its Italian controlled companies; (v) auditing of the financial statements of the non-Italian companies controlled by Stevanato prepared in accordance with local regulations, when required; (vi) auditing of the reporting packages prepared for the purpose of the opinion on the Company’s consolidated financial statements; (vii) activities preparatory to the signing of tax returns in accordance with Italian law; (viii) review and auditing of the Company’s internal control system in compliance with US law (Sarbanes-Oxley Act (SOX)) requirements; and (ix) auditing and review activities pursuant to Section 404 of the Sarbanes-Oxley Act, with reference to the companies of the Stevanato Group.
With respect to Stevanato, on May 24, 2023, pursuant to Article 2409-bis of the Italian Civil Code and Articles 13 et seq. of Italian Legislative Decree no. 39 of January 27, 2010, the shareholders’ meeting of the Company appointed PwC as the Company’s external auditor for the auditing of the Company’s financial statements and consolidated financial statements, and for the performance of the further tasks and activities relevant to Stevanato to be conducted by the external auditor in compliance with Italian and US laws and regulations, for the financial years ending on December 31, 2023, December 31, 2024, and December 31, 2025.
Since such appointment will expire on the date of the Shareholders’ Meeting, the shareholders shall appoint a new external auditor for the performance of the tasks and activities referred to above for the financial years ending on December 31, 2026, December 31, 2027, and December 31, 2028, and establish the relevant compensation.
In this regard, the Audit Committee – based on a comparative assessment of the audit firms that submitted offers for appointment as Stevanato’s external auditor, evaluating such firms’ (i) audit plan and independence, (ii) corporate and sector expertise, (iii) organizational structure, (iv) market reputation, and (v) fees – proposes to the shareholders to appoint PricewaterhouseCoopers S.p.A. as external auditor for the financial years ending on December 31, 2026,
December 31, 2027, and December 31, 2028, in accordance with the terms and conditions of the offers submitted by PwC on December 16, 2025 and April 8 2026 (the “Offer”).
In particular, consistently with the Offer, the Audit Committee proposes to grant to PwC, in consideration for the performance of the tasks and activities summarized above, an annual compensation amounting, as far as the Company is concerned, to Euro 916,700 for the financial year 2026, Euro 747,300 for the financial year 2027 and Euro 747,300 for the financial year 2028, plus any applicable VAT and expenses.
Further details on the tasks and activities to be performed by the external auditor, on the terms and conditions of the Offer as well as on the comparative assessment carried out by the Audit Committee are contained in the substantiated proposal of the Audit Committee, available on the Company’s website, section Corporate Governance – Shareholders’ Meeting 2026 at the address https://ir.stevanatogroup.com/shareholders-meetings.
Based on the foregoing, Stevanato’s shareholders are asked to approve, upon substantiated proposal presented by the Audit Committee, the following resolution:
“The Shareholders’ Meeting
| – | pursuant to Article 13, paragraph 1, of Legislative Decree no. 39 of 27 January 2010; |
| – | based on the offer presented by PricewaterhouseCoopers S.p.A. on December 16, 2025, and on the substantiated proposal presented by the Audit Committee; |
resolves
| 1. | to appoint PricewaterhouseCoopers S.p.A., as the Company’s external auditor for the auditing of the Company’s statutory and consolidated financial statements and the performance of the further tasks and activities to be conducted by the external auditor in compliance with Italian and US laws and regulations, for the financial years ending on December 31, 2026, December 31, 2027, and December 31, 2028; |
| 2. | to grant to PricewaterhouseCoopers S.p.A., in consideration for the performance of the auditing of the Company’s statutory and consolidated financial statements and the further tasks and activities referred to under resolution no. 1 above, the annual compensation amounting, as far as the Company is concerned, to Euro 916,700 for the financial year 2026, Euro 747,300 for the financial year 2027, and Euro 747,300 for the financial year 2028, plus any applicable VAT and expenses, as specified in the offer presented by PricewaterhouseCoopers S.p.A. on December 16, 2025”. |
| 6. | Authorization for the purchase and disposal of ordinary and Class A treasury shares; related resolutions. |
Pursuant to Italian law, the purchase of treasury Class A and ordinary shares must be authorized by Stevanato’s shareholders, who shall establish the methods, the maximum number of shares to be purchased, the duration (not exceeding eighteen months) for which the authorization is granted, and the minimum and maximum purchase price.
In any case, Stevanato may not purchase treasury Class A and ordinary shares for a consideration exceeding the limits of the distributable net profits and reserves resulting from the latest Company’s financial statements approved by the shareholders’ meeting, provided that the number of treasury shares to be purchased shall not exceed one fifth (i.e., 20 per cent) of the overall number of shares comprising the Company’s share capital, taking into account also any Stevanato’s shares held by the subsidiaries.
Furthermore, it is provided that, upon purchase of treasury shares, (i) a negative reserve shall be entered and maintained in the Company’s financial statements for an amount equal to the value attributed to the treasury shares, (ii) the voting rights connected to such shares shall be suspended as long as they are held in treasury and (iii) the
dividends and reserves distributions pertaining to such treasury shares shall be allocated proportionally to the other shares.
Similarly, the Board of Directors may dispose of the shares held in treasury only upon authorization of the shareholders’ meeting, which shall also establish the relevant modalities of such dispositions.
Upon resolution of the shareholders’ meeting of May 23, 2025, the Board of Directors was authorized, for the period elapsing from the date of that shareholders’ meeting to the date of the shareholders’ meeting approving the Company’s financial statements for the financial year ending on December 31, 2025, to:
| – | purchase up to a maximum number of Class A and ordinary shares equal to one per cent (1%) of the shares into which Stevanato’s share capital is divided (including the treasury shares at any time held by the Company), through one or more transactions to be executed on or off market at the price, terms and conditions, and according to the modalities, that from time to time the Board of Directors deems more appropriate in the Company’s interests, provided that (i) the purchases shall be made at a price not being more than ten per cent (10%) higher or lower than the closing market price of the ordinary shares on the trading day preceding the day of each relevant transaction, (ii) the relevant transactions must be carried out in compliance with all applicable Italian and US or NYSE law and regulatory provisions, and, following any such purchases, (iii) the overall value of the shares held in treasury shall not exceed the amount of the distributable net profits and reserves resulting, from time to time, from the last financial statements approved by the shareholders’ meeting of the Company; and |
| – | dispose of a maximum number of 1,000,000 Class A or ordinary shares held in treasury (prior, where appropriate, conversion of the Class A shares into ordinary shares), in compliance with all applicable Italian and US or NYSE law and regulatory provisions, through one or more transactions to be executed on or off market at the price, terms and conditions, and according to the modalities, that the Board of Directors deems more appropriate in the Company’s interests. |
As of the date of this Explanatory Report, Stevanato holds in treasury no. 29,838,842 Class A shares, equal to approximately 9.85 per cent of the Company’s share capital.
In light of the above and, especially, of the time-limits to which the aforementioned authorizations are subject and the Company’s interest in ensuring that the Board of Directors is at all times vested with the authority to purchase Stevanato’s shares and dispose of the shares held in treasury with flexibility for all transactions and purposes deemed to be advantageous for the Company, taking into account the foreseeable necessities of the latter, we propose to the shareholders to grant to the Board of Directors a new authorization to purchase Company’s shares and dispose of the shares in treasury, at the same terms and conditions set forth by the shareholders’ meeting of May 23, 2025, for another period of one financial year.
Therefore, we submit to the Shareholders’ Meeting the request to authorize the Board of Directors, for the period elapsing from the date of the Shareholders’ Meeting to the date of the shareholders’ meeting approving the Company’s financial statements for the financial year ending on December 31, 2026, to:
| – | purchase, within the time period referred to above, up to a maximum number of Class A and ordinary shares equal to one per cent (1%) of the shares into which Stevanato’s share capital is divided (including the treasury shares at any time held by the Company), through one or more transactions to be executed on or off market at the price, terms and conditions, and according to the modalities, that from time to time the Board of Directors deems more appropriate in the Company’s interests, provided that: (i) the purchases shall be made at a price not being more than ten per cent (10%) higher or lower than the closing market price of the ordinary shares on the trading day preceding the day of each relevant transaction, (ii) the relevant transactions must be carried out in compliance with all applicable Italian and US or NYSE law and regulatory provisions, and, following any such purchases, (iii) the overall value of the shares held in treasury shall not exceed the amount of the distributable net profits and reserves |
| resulting, from time to time, from the last financial statements approved by the shareholders’ meeting of the Company; and |
| – | dispose, within the time period referred to above, of a maximum number of 1,000,000 Class A or ordinary shares held in treasury (subject to, where appropriate, prior conversion of the Class A shares into ordinary shares), in compliance with all applicable Italian and US or NYSE law and regulatory provisions, through one or more transactions to be executed on or off market at the price, terms and conditions, and according to the modalities, that from time to time the Board of Directors deems more appropriate in the Company’s interests. |
The requested authorizations shall be granted to the Board of Directors for the purposes of (i) carrying out extraordinary transactions (such as the transfer, exchange, contribution or other act of disposal of such shares for, inter alia, the acquisition of shareholdings in other companies, of business operations, of real estate assets or other transactions instrumental to the pursuit of industrial projects or, in any event, of the corporate purpose of the Company), (ii) fulfilling the obligations deriving from option contracts or other agreements concerning the Company’s shares, (iii) assigning the shares to directors or employees of the Company or of its subsidiaries as compensation in kind or as benefit, bonus or other premium or incentive, without limitations (also in execution of the “Restricted Stock Grant Plan Stevanato Group S.p.A. 2023—2027” and of the “Performance Stock Grant Plan Stevanato Group S.p.A. 2023—2027” approved by the Board of Directors on December 15, 2022, as well as of the “Restricted Share Plan Stevanato Group S.p.A. 2026—2030” and of the “Performance Share Plan Stevanato Group S.p.A. 2026 – 2030” approved by the Board of Directors on December 18, 2025, or any other stock option or incentives plans which should be approved by the Board of Directors), and (iv) supporting the market liquidity of the Company’s shares.
Upon purchase of Company’s shares and as long as such shares are held in treasury, the Company shall enter and maintain in its financial statements a negative reserve for an amount equal to the value attributed to the treasury shares and shall not be allowed, in its capacity as holder of such shares, to vote at the shareholders’ meeting and to receive dividends, reserves or other rights being distributed, which shall be allocated proportionally to the other shares.
Based on the foregoing, Stevanato’s shareholders are invited to resolve as follows:
“The Shareholders’ Meeting
resolves
| 1. | to authorize the Board of Directors, pursuant to Articles 2357 and 2357-ter of the Italian Civil Code, for the period elapsing from the date of this meeting to the date of the Company’s shareholders’ meeting approving the financial statements for the financial year ending on December 31, 2026, for the purposes referred to under item 6 of the Explanatory Report, to: |
| - | purchase up to a maximum number of Class A and ordinary shares equal to 1% (one per cent) of the shares into which Stevanato’s share capital is divided (including the treasury shares at any time held by the Company), through one or more transactions to be executed on or off market at the price, terms and conditions, and according to the modalities, that from time to time the Board of Directors deems more appropriate in the Company’s interests, provided that: (i) the purchases shall be made at a price not being more than ten per cent (10%) higher or lower than the closing market price of the ordinary shares on the trading day preceding the day of each relevant transaction, (ii) the relevant transactions must be carried out in compliance with all applicable Italian and US or NYSE law and regulatory provisions, and, following any such purchases, (iii) the overall value of the shares held in treasury shall not exceed the amount of the distributable net profits and reserves resulting, from time to time, from the last financial statements approved by the shareholders’ meeting of the Company; and |
| - | dispose of a maximum number of 1,000,000 (one million) Class A or ordinary shares held in treasury (subject to, where appropriate, prior conversion of the Class A shares into ordinary shares), in compliance with all applicable |
| Italian and US or NYSE law and regulatory provisions, through one or more transactions to be executed on or off market at the price, terms and conditions, and according to the modalities, that from time to time the Board of Directors deems more appropriate in the Company’s interests; |
| 2. | to grant the Board of Directors with all powers needed or useful in order to execute the resolutions as per the points above and carry out all the activities that may be necessary, instrumental or otherwise connected thereto”. |
Extraordinary session
1. Amendments to Articles 7.6, 16 and 23 of the By-laws; related resolutions.
Pursuant to Italian law, the By-laws may be amended by a resolution approved by the extraordinary shareholders’ meeting.
The By-laws in force – adopted by Stevanato’s shareholders’ meeting on July 1, 2021, ahead of the listing the Company’s ordinary shares on the NYSE – were most recently amended following the completion of the delegated share capital increase in March 2024.
The proposed amendments to Articles 7.6, 16, and 23 of the By-laws have been submitted by the Board of Directors, upon the recommendation of the Nominating and Corporate Governance Committee, for the reasons set out below.
Amendments to Article 7.6 of the By-laws
The proposed amendments to Article 7.6 of the By-laws are aimed at facilitating the exercise of the corporate rights attached to the shares held by the Holder of Record on behalf of the Beneficial Shareholders—who are not entitled to exercise such rights in their own name—through service providers appointed, either on a specific or on a general basis, not only by the Holder of Record but also by the Company, to the extent that such exercise complies with all applicable laws and regulations.
Amendments to Article 16 of the By-laws
The proposed amendments to Article 16 of the By-laws are aimed at introducing the possibility for the outgoing Board of Directors to submit a slate of candidates for the appointment of the new members of the Company’s Board of Directors.
This possibility is consistent with the candidate identification process already in place at the Company level, particularly within the Nominating and Corporate Governance Committee, as well as with common practice among companies listed on US markets. Moreover, it enhances transparency and accountability in the directors’ nomination process and supports the Company’s alignment with best market practices in the appointment and composition of the Board of Directors, thereby advancing the long-term interests of the Company, its shareholders, and stakeholders.
Consistently with this approach, following such amendment to Article 16 of the By-laws, qualified Class A Shareholders, Registered Shareholders or Beneficial Shareholders (through the entitlement procedures provided for in the By-laws) holding at least 5% of the total voting rights attached to the Company’s shares will retain the right to submit a slate of candidate directors only if the outgoing Board of Directors has not submitted its own slate.
It is proposed that any slate submitted by the Board of Directors be published on the Company’s website, in accordance with applicable legal and regulatory requirements, at least ten days prior to the relevant record date. If the Board of Directors does not submit a slate, shareholders may submit their own slates of candidate directors up to three days prior to the relevant record date.
In any event, in compliance with Italian law, the shareholders attending at the shareholders’ meeting retain the right not to appoint the candidates proposed either by the Board of Directors or by the shareholders through the slates.
Indeed, if no slate obtains the majority of the votes cast at the meeting, the shareholders’ meeting will appoint the directors based on proposals submitted by any Class A Shareholders, Registered Shareholders, or Beneficial Shareholders (through the entitlement procedures provided for in the By-laws), including proposals made during the meeting itself, without applying the slate mechanism.
Further provisions of Article 16 of the By-laws concerning the composition of the slates, the voting mechanism and the appointment of directors - whether through the slate voting system or based on proposals submitted by shareholders, including during the shareholders’ meeting - remain substantially unchanged, save for certain clarifications and amendments required to reflect the changes described above.
Amendments to Article 23 of the By-laws
The proposed amendments to Article 23 of the By-laws are intended to (i) grant to the Board of Directors greater flexibility in appointing members of the Audit Committee, by providing that the Committee shall consist of at least three members, without a fixed maximum number; (ii) clarify that the term of office of the Audit Committee members shall coincide with the full term of the Board of Directors in which they are appointed; and (iii) align the references to Article 16 of the By-laws with the proposed amendments to that Article.
*****
It is specified that the proposed amendments to the By-laws do not entitle shareholders who do not participate in their approval at the Shareholders’ Meeting to exercise any withdrawal right.
Below is an illustration of the proposed amendments, as well as a comparison of the articles for which amendments are proposed, showing both the current text and the proposed text. Text proposed for deletion is indicated with strikethrough, and text proposed for insertion is indicated in bold.
The full text of the By-laws as it would result from the approval of the proposed amendments is available on the Company’s website, section Corporate Governance – Shareholders’ Meeting 2026 at the address https://ir.stevanatogroup.com/shareholders-meetings.
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By-laws in force
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By-laws amended
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Article 7
Shares – Shareholders’ register - Entitlement to exercise corporate rights
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Article 7
Shares – Shareholders’ register - Entitlement to exercise corporate rights
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[OMISSIS]
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[OMISSIS]
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7.6 If the ordinary shares of the Company are traded on the NYSE, the entitlement to exercise corporate rights is governed as follows:
a) all the entities registered as direct holders of the ordinary shares, and therefore registered in the US Register and in the Shareholders’ Register are entitled on their own by virtue of the aforementioned registration and can therefore exercise all corporate rights in the forms provided for by law and by these By-laws;
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7.6 If the ordinary shares of the Company are traded on the NYSE, the entitlement to exercise corporate rights is governed as follows:
a) all the entities registered as direct holders of the ordinary shares, and therefore registered in the US Register and in the Shareholders’ Register are entitled on their own by virtue of the aforementioned registration and can therefore exercise all corporate rights in the forms provided for by law and by these By-laws;
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b) all the Beneficial Owners who are not registered as direct owners of the shares in the US Register or in the Shareholders’ Register, not being entitled to exercise the corporate rights in their own name, can exercise all corporate rights, including participation and voting in the shareholders’ meeting, (i) collectively, through the Holder of Record registered both in the US Register and in the Shareholders’ Register or a person specifically appointed by the Holder of Record, or (ii) individually, through the same Holder of Record or a person who was specifically appointed by, or received specific authorization and/or delegation from, the Holder of Record, in compliance with all applicable laws and regulations;
No obligation to update the US Register and the Shareholders’ Register results from the exercise of corporate rights by the Beneficial Owners, in the name of the Holder of Record, either collectively or individually. |
b) all the Beneficial Owners who are not registered as direct owners of the shares in the US Register or in the
Shareholders’ Register, not being entitled to exercise the corporate rights in their own name, can exercise all corporate rights, including participation and voting in the shareholders’ meeting, (i) collectively, through the Holder
of Record registered both in the US Register and in the Shareholders’ Register or a person
No obligation to update the US Register and the Shareholders’ Register results from the exercise of corporate rights by the Beneficial Owners, in the name of the Holder of Record, either collectively or individually.
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[OMISSIS]
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[OMISSIS]
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Article 16
Appointment of the Board of Directors
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Article 16
Appointment of the Board of Directors
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[OMISSIS]
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[OMISSIS]
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16.2 If the ordinary shares are traded on the NYSE, the directors will be elected on the basis of slates submitted by shareholders, in accordance with the following procedure.
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16.2 If the ordinary shares are traded on the NYSE, the directors will be elected
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16.3 The right to submit a slate for the appointment of the Board of Directors is reserved to shareholders who hold, individually or jointly with other submitting shareholders, Shares representing at least 5 (five) percent of the total voting rights attached to the Shares issued by the Company. Each shareholder may only submit one slate. The ownership of the number of Shares necessary for the presentation of the slate is determined having regard to the entries on the Shareholders’ Register and the US Register on the date on which the slates are filed at the registered office, without prejudice to the provisions of article 7.6 above. |
16.3 Without prejudice to the provisions of article 16.13 below, the outgoing Board of Directors shall have the right to submit a slate of candidates for the election of the Board of Directors. The slate, if submitted by the Board of Directors, shall be published on the Company’s website and in accordance with any applicable legal and regulatory provisions at least 10 (ten) days prior to the Record Date.
16.
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with other submitting shareholders and/or Beneficial Owners, Shares representing at least 5 (five) percent of the total
voting rights attached to the Shares issued by the Company, shall have the right to submit a slate of candidates for the election of the Board of Directors. Each shareholder or Beneficial Owner may only submit one slate. The ownership
of the number of Shares necessary for the presentation of the slate is determined having regard to the entries on the Shareholders’ Register and the US Register on the date on which the | ||
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16.4 The slates are filed at the Company’s registered office, in accordance with the procedures indicated in the notice of call, at least 3 (three) days before the Record Date and are published by the Company in compliance with any applicable legal and regulatory provisions. |
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16.5 The slates indicate a number of director candidates ranging from 9 (nine) to 15 (fifteen). Director candidates must meet the eligibility and integrity requirements set out in article 15.3 above. Each slate must also include:
(a) at least one third of the director candidates, rounded up to the higher unit in case of a fractional number, who meet the independence requirements provided for in article 15.4 above; (b) at least 3 (three) director candidates who meet the independence and competence requirements provided for in articles 23.3 and 23.5 below; and (c) at least 1 (one) director candidate who meets the additional professionalism requirement provided for in paragraph 23.4 below. Each candidate may only stand for election in one slate, under penalty of ineligibility. |
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16.6 The following must be attached to each slate, under penalty of inadmissibility: (i) the curriculum |
16. | |
| vitae of each of the director candidates; (ii) the declarations with which each of the director candidates 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 above, the independence requirements provided for in article 15.4 above, as well as the independence, professionalism and competence requirements provided for by articles 23.3, 23.4 and 23.5 below; (iii) an indication of the identity of the shareholders or Beneficial Owners who have submitted the slates and the percentage of the voting rights pertaining to the Shares held by them; (iv) any other or different statement, information and/or document required by the provisions of any applicable legislation. |
vitae of each of the director candidates; (ii) the declarations with which each of the director candidates 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 above, the independence requirements provided for in article 15.4 above, as well as the independence, professionalism and competence requirements provided for by articles 23.3, 23.4 and 23.5 below; (iii) in the event that the slate is submitted by the shareholders and/or Beneficial Owners pursuant to article 16.4 above, an indication of the identity of the shareholders or Beneficial Owners who have submitted the slates and the percentage of the voting rights pertaining to the Shares held by them; (iv) any other or different statement, information and/or document required by the provisions of any applicable legislation. | |
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16.7 Each shareholder may vote for only one slate of candidates. The vote of each shareholder relates to the slate and, therefore, to all the candidates indicated therein, without the possibility of variations, additions or exclusions. |
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16.8 The number of members of the Board of Directors is determined by the number of candidates indicated in the slate that obtained the highest number of votes. |
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16.9 Upon completion of the voting process, the candidates on the slate that obtained the highest number of votes will be elected. If more than one slate has obtained the same number of votes, a new vote will be held during the same shareholders’ meeting; only the slates that reported the same number of votes shall take part in the vote. |
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16.10 If, at the end of the vote, one or more director candidates are elected directors who do not meet the eligibility and integrity requirements set out in article 15.3 above, such candidates will be excluded and, where necessary to ensure the correct composition of the Board of Directors pursuant to article 15 above, replaced pursuant to article 16.12 below. |
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article 15 above, replaced pursuant to article | ||
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16.11 If, at the end of the vote, no directors are elected who meet the independence requirements set out in article 15.4 above and/or the independence, professionalism and competence requirements set out in articles 23.3, 23.4 and 23.5 below at least in the minimum number indicated in those articles, the candidates who do not comply with those requirements, who are indicated as last in the slate from which they are taken, will be excluded and, where necessary to ensure the correct composition of the Board of Directors pursuant to article 15 above and the Audit Committee pursuant to article 23 below, replaced pursuant to article 16.12 below. |
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16.12 In cases in which (a) no slates are submitted by the shareholders, (b) only one slate is submitted and it does not obtain the relative majority of votes, (c) the number of directors elected on the basis of the slates presented by the shareholders, also due to the exclusions determined pursuant to articles 16.10 and 16.11 above, is less than 9 (nine), (d) the entire Board of Directors does not have to be renewed or (e) it is not possible, for any reason, to appoint the Board of Directors according to the procedures provided for in article 16.2 and following, the directors will be appointed by the shareholders’ meeting without applying the slate voting mechanism, without prejudice to the obligation to ensure the correct composition of the Board of Directors pursuant to article 15 below and the Audit Committee pursuant to article 23 below. |
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16.13 Directors cease to hold office in the cases provided for by law and by these Articles. |
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16.14 If, during the term of office, one or more directors cease to hold office, the Board of Directors shall replace them with directors who meet the eligibility and integrity requirements referred to in |
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| article 15.3 above and where necessary to ensure the correct composition of the Board of Directors pursuant to article 15 and of the Audit Committee pursuant to article 23 below, the independence requirements referred to in article 15.4 above and/or the independence, professionalism and skills requirements provided for in articles 23.3, 23.4, and 23.5 below. To that end, the provisions of article 2386, paragraph 1 of the Italian Civil Code shall apply, without prejudice to article 2386, paragraphs 2 and 3, of the Italian Civil Code in the event of termination of the majority of directors appointed by the shareholders’ meeting and the provisions of article 2409-octiesdecies, paragraph 4, of the Italian Civil Code and article 23.7 in relation to the substitution of the members of the Audit Committee. |
article 15.3 above and where necessary to ensure the correct composition of the Board of Directors pursuant to article 15 above and of the Audit Committee pursuant to article 23 below, the independence requirements referred to in article 15.4 above and/or the independence, professionalism and skills requirements provided for in articles 23.3, 23.4, and 23.5 below. To that end, the provisions of article 2386, paragraph 1 of the Italian Civil Code shall apply, without prejudice to article 2386, paragraphs 2 and 3, of the Italian Civil Code in the event of termination of the majority of directors appointed by the shareholders’ meeting and the provisions of article 2409-octiesdecies, paragraph 4, of the Italian Civil Code and article 23.7 in relation to the substitution of the members of the Audit Committee. | |
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16.15 If, following the loss by a director of the independence requirements referred to in article 15.4 above and/or the independence, professionalism and skills requirements set out in articles 23.3, 23.4 and 23.5 below, the Board of Directors and/or the Audit Committee are no longer correctly constituted pursuant to article 15 above and article 23 below, the director for whom those requirements have ceased to apply shall cease to be a director and will be replaced pursuant to article 16.14 above. |
16.16 If, following the loss by a director of the independence requirements referred to in article 15.4 above and/or the
independence, professionalism and skills requirements set out in articles 23.3, 23.4 and 23.5 below, the Board of Directors and/or the Audit Committee are no longer correctly constituted pursuant to article 15 above and article 23 below, the
director for whom the aforementioned requirements have ceased to apply shall cease to be a director and will be replaced pursuant to article | |
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[OMISSIS] |
[OMISSIS] | |
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Article 23
Composition of the Audit Committee - Appointment, termination and replacement of members |
Article 23
Composition of the Audit Committee - Appointment, termination and replacement of members | |
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23.1 The Audit Committee is composed of 3 (three) members, appointed by the Board of Directors. |
23.1 The Audit Committee is composed of at least 3 (three) members, appointed by the Board of Directors. | |
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23.2 The members of the Audit Committee shall remain in office for three financial years and may be re-elected. |
23.2 The members of the Audit Committee shall remain in office for | |
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[OMISSIS] |
[OMISSIS] | |
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23.7 In the event of death, resignation, revocation or lapse of a member of the Audit Committee, the Board of Directors shall promptly replace him/her by selecting him/her from among the other directors |
23.7 In the event of death, resignation, revocation or lapse of a member of the Audit Committee, the Board of Directors shall promptly replace him/her by selecting him/her from among the other directors | |
| who meet the independence, professionalism and skills requirements set forth in the articles 23.3, 23.4 and 23.5 above. If it is not possible to replace a member of the Board of Directors, the Board of Directors shall promptly take action in accordance with article 16.14 above. |
who meet the independence, professionalism and skills requirements set forth in the articles 23.3, 23.4 and 23.5 above. If it is
not possible to replace a member of the Board of Directors, the Board of Directors shall promptly take action in accordance with article | |
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23.8 If one or more members of the Audit Committee lose the requisites of independence, professionalism and skills referred to in articles 23.3, 23.4 and 23.5 above, they shall be removed from office. In this case, where possible, the Board of Directors will replace the removed members by selecting replacement candidates among the other directors possessing the aforementioned independence, professionalism and skills requirements. Otherwise, article 16.14 above will apply. |
23.8 If one or more members of the Audit Committee lose the independence, professionalism and skills requirements referred to in
articles 23.3, 23.4 and 23.5 above, they shall be removed from office. In this case, where possible, the Board of Directors will replace the removed members by selecting replacement candidates among the other directors possessing the aforementioned
independence, professionalism and skills requirements. Otherwise, article | |
*****
Based on the above, Stevanato’s shareholders are asked to approve the following resolution:
“The Shareholders’ Meeting
resolves
| 1. | to amend Articles 7.6, 16 and 23 of the Company’s By-laws according to the text set out under item 1 of the Explanatory Report – Extraordinary Session, hereby authorizing each director, severally, to provide for the legal publications of this resolution, with the power to make any further modifications or additions that may be required for the registration in the Companies’ Register”. |
* * *
Piombino Dese, April 11, 2026
The Executive Chairman of the Board of Directors
Franco Stevanato
Exhibit 99.3 Sustainability Report 2025
Stevanato Group Sustainability Economic Value Innovation Human Capital Supply Chain Environment Local Communities Contents Letter to Stakeholders.................................................................... 4 4. Innovation and Product Responsibility....................................... 25 4.1 • Stevanato Group Products, Technologies, and Services................... 25 Methodological Note....................................................................... 5 4.1.1 • Biopharmaceutical and Diagnostic Solutions.................................................... 26 4.1.2 • Engineering............................................................................................................ 28 1. Stevanato Group............................................................................. 7 4.2 • Research & Development and Innovation.......................................... 29 1.1 • At a Glance.............................................................................................. 7 4.2.1 • R&D for Drug Containment Solutions (DCS)...................................................... 30 1.2 • Organizational Details.......................................................................... 9 4.2.2 • R&D for Drug Delivery Systems (DDS)................................................................ 31 1.3 • Mission, Vision, and Values.................................................................. 14 4.2.3 • R&D for Engineering............................................................................................. 33 4.2.4 • Analytical Services................................................................................................. 37 1.4 • Company Structure and Main Corporate Functions......................... 15 4.3 • Product Quality and Responsibility..................................................... 38 1.5 • Ethics, Integrity, and Compliance........................................................ 16 5. Human Capital................................................................................ 39 2. Sustainability.................................................................................. 18 5.1 • Stevanato Group’s Human Resources................................................. 39 2.1 • Approach to Sustainability................................................................... 18 5.2 • Employee Management and Development........................................ 42 2.2 • Certifications and Awards.................................................................... 21 5.3 • Occupational Health & Safety.............................................................. 46 2.3 • Participation in Organizations and Associations.............................. 23 6. Supply Chain and Procurement.................................................... 48 3. Economic Value Creation............................................................... 24 6.1 • Responsible Supply Chain & Procurement......................................... 48 3.1 • Stakeholder Value Creation................................................................. 24 2
Stevanato Group Sustainability Economic Value Innovation Human Capital Supply Chain Environment Local Communities Contents 7. Environment................................................................................... 51 7.1 • Stevanato Group’s Commitment to the Environment....................... 51 7.2 • Energy Consumption and GHG Emissions........................................... 51 7.3 • Water Management............................................................................... 55 7.4 • Waste Management.............................................................................. 57 8. Local Communities......................................................................... 59 8.1 • Local Communities Engagement......................................................... 59 Annex................................................................................................. 61 GRI Content Index............................................................................ 64 Independent Audit Report.............................................................. 70 3
Stevanato Group Sustainability Economic Value Innovation Human Capital Supply Chain Environment Local Communities Letter to Stakeholders Over our 75-year history, we have earned a reputation for high quality and reliability that has Notwithstanding a dynamic and uncertain political and economic context, we keep to support enabled us to become a partner of choice for more than 700 companies globally. our stakeholders and we are committed to embedding sustainability in our strategic plan, We have secured a leadership position within the drug product development and delivery policies and practices. value chain through our investment in research and development and the expansion of our To accomplish this, we have a sustainability strategy structured in three pillars: global footprint and capabilities. Our priority is to provide flexible solutions that preserve the integrity of pharmaceutical • Sustainable processes and products; products and enable our customers to deliver safe and effective treatments to patients while • Sustainable value chain; reducing time to market, total cost of ownership and supply chain risk. We achieve this by • People and governance. developing our products and solutions in close collaboration with our customers, leveraging our scientific research capabilities, technical expertise, and engineering and manufacturing The main goal is to pursue a regenerative business innovation journey while asserting our excellence to meet the quality and performance requirements of pharmaceutical and position as an interdependent and responsible member of the community in line with the biotech customers. United Nations’ Sustainable Development Goals. Since our founding, the delivery of innovation has been a fundamental characteristic of our Group, and we embed science and technology in what we do every day to bring life-changing In 2025, we progressed in our regenerative business innovation journey as shown in such medicines to patients. Sustainability Report on a voluntary basis. With regard to the environment, we progressed in our plan and measurement including Scope 3 in alignment with Science-Based Target initiative Our goal is to be the global partner of choice to biopharma customers for the full spectrum and its reduction targets. According to such GHG emissions reduction plan, we progressed of end-to-end solutions, from drug development through life-cycle management. We operate mainly in respect to efficiency-related initiatives and sourcing of renewables-based electricity. in attractive, growing end markets with favorable secular tailwinds. Innovation across the industry continues to advance patient care and we remain mission critical to the delivery of In addition, we improved our waste management practices with an increase in the amount innovative biologics. Biologics are expected to remain our fastest growing end market and of waste recovered and diverted from landfills. With regard to the people we aim to foster a a key driver to top-line growth and margin expansion as we continue to move up the value workplace of Merit, Inclusion & Belonging, we improved in our gender balance program on chain. In Latina and Fishers, we expect to increasingly benefit from improved utilization, females holding senior positions. With reference to the Governance area, we strengthened efficiencies, and operating leverage, as we support our customers with quality and reliability. and further improved our sustainable corporate model. 4
Stevanato Group Sustainability Economic Value Innovation Human Capital Supply Chain Environment Local Communities With regard to Ratings, we significantly improved our disclosure with an overall Best-in-Class positioning among peers. On Ecovadis, we’ve been awarded with Silver Medal and score Methodological Note 75/100 placing us among the top 15% of all companies assessed. On S&P’s CSA, we are in leading position, as well as in Carbon Disclosure Project (CDP). This Sustainability Report clearly outlines Stevanato Group’s environmental, social, and We confirm our goal is to continue growing and supporting customers throughout our economic achievements in a transparent and structured manner for the 2025 financial year regenerative business innovation while making a positive impact everywhere we work and (January 1–December 31) and aligned with the Company’s financial reporting, and it shows do business. We are continuously working to improve processes, to innovate on technologies the commitment and initiatives undertaken by the Group toward its goal of sustainable and eco-designed products & packaging, and sustainable solutions. Our team is dedicated development. The annual reporting cycle provides internal and external stakeholders with to delivering on our promise by working collaboratively to drive continuous improvement, a summary of Stevanato Group’s business performance, results, and impacts in relation to acting as an example of our Values and Guiding Principles. Therefore, we are pursuing this material sustainability in the 2025 financial year. important journey with confidence and determination toward an increasingly sustainable and responsible future. This document represents the Sustainability Report of the companies belonging to Stevanato Group S.p.A. and its subsidiaries (hereinafter also referred to as “the Company,” “Stevanato,” Franco Stevanato, Chairman and CEO the “Stevanato Group,” or “the Group”). The list of entities is aligned with the 2025 Annual Stevanato Group S.p.A. Via Molinella 17, 35017 Piombino Dese · Padova · Italy 20-F Filing. The Sustainability Report includes data about the parent company, Stevanato Group S.p.A., and its subsidiaries, which are directly or indirectly consolidated on a line-by-line basis. Note that for some of Group’s commercial entities/sites, only part of the data has been 1 included in the environmental, health, and safety data due to the limited scope . Stevanato Group reports sustainability information with reference to the Global Reporting Initiative (GRI) Standards 2021. For more details on the GRI Standards, please see the “GRI Content Index” section. The contents of the Sustainability Report were selected based on the results of a materiality analysis published in this document and described in Chapter 2. 1 Limitation of scope with part of the data for Stevanato Group International a.s., Ompi of Japan Co., Ltd., Medirio SA, and Stevanato Group India Private Limited. The main environmental data for such entities are included. 5
Stevanato Group Sustainability Economic Value Innovation Human Capital Supply Chain Environment Local Communities The discussion of materiality in connection with the sustainability material assessment is Stevanato Group commissioned this external auditor to provide a limited assurance report, not an indication that such information or topics are necessarily material under U.S. federal “limited assurance engagement,” in accordance with the criteria in the ISAE 3000 Revised securities laws or the rules and regulations of the U.S. Securities and Exchange Standard, which is attached at the end of this document. It contains a description of what Commission (SEC). has been assured and on what basis, including the assurance standard used, the level of assurance obtained, any limitations of the assurance process, and the relationships between Quality criteria and reporting scope information were defined according to GRI principles the organization and the assurance provider. and encompassed positive and negative impacts, comparability, accuracy, timeliness, clarity, and verifiability. Specifically, the information included in this report was taken from both the For further information and suggestions regarding Stevanato Group’s Sustainability Report, Group’s IT system and the sustainability reporting package. please contact: To properly manage the reporting process, a Sustainability Reporting Procedure was sustainability@stevanatogroup.com. established in 2021 and updated in 2025, in line with GRI Standards 2021, which illustrates how to prepare the Group’s Sustainability Report, including the timing, tools, roles, and Stevanato Group presents its inclusion and belonging data and policies in accordance with the responsibilities of the functions and individuals. To ensure responsiveness and proper GRI Standards. Stevanato is aware of US Executive Order 14173 (the “EO”) signed in January application of the procedure, the reporting process was extensively discussed and agreed 2025, under which the U.S. Office of Federal Contract Compliance Programs must, among upon by the working group. other things, immediately cease promoting diversity and allowing or encouraging U.S. federal contractors and subcontractors to engage in workforce balancing based on race, color, sex, The information presented in this report refers to 2025 and includes a comparison with sexual preference, religion, or national origin. As a foreign private issuer listed on the New the previous year. Any information restated from previous reporting periods is indicated York Stock Exchange (NYSE), Stevanato continues to review the implications of the EO. appropriately, where necessary, throughout the report. The information collected and Our Inclusion & Belonging policies will not apply to Stevanato’s U.S. employees to the extent reported is based on measurable data. To provide an accurate overview of the Group’s that this would conflict with the EO or other applicable laws, regulations, or orders. performance and help ensure data reliability, the use of estimates has been limited as much as possible. If they are provided, they have been made using the best methods available and are properly identified. This report presents both positive and negative aspects equally, with a comment on the results when appropriate. This report was approved by the Board of Directors of Stevanato Group S.p.A. in April of 2026. The process of seeking external assurance involved a preliminary evaluation based on different providers and relative core competencies and resulted in the selection and approval of PricewaterhouseCoopers Business Services S.r.l. as an external auditor. 6
Stevanato Group Sustainability Economic Value Innovation Human Capital Supply Chain Environment Local Communities 1. Stevanato Group 1.1 • At a Glance 7
Stevanato Group Sustainability Economic Value Innovation Human Capital Supply Chain Environment Local Communities 8
Stevanato Group Sustainability Economic Value Innovation Human Capital Supply Chain Environment Local Communities 1.2 • Organizational Details Stevanato Group S.p.A., an Italian multinational company, is a leading global supplier of drug containment, delivery, and diagnostic solutions to the pharmaceutical, biotechnology, and life sciences industries. Headquartered in Piombino Dese (Padua, Italy), Stevanato Group is a joint stock company. For further information about the Stevanato Group’s ownership structure, see item 7.A. “Major Shareholders” in the 2025 Annual 20-F Filing. In 1949, Giovanni Stevanato founded Soffieria Stella, a specialty glass manufacturer in Zelarino, near Venice. Soffieria Stella, the precursor to Stevanato Group, operated until 1959, when Stevanato Group was established in Piombino Dese (Padua). For more than 75 years, Stevanato Group has evolved from an Italian glassware manufacturer to a leading global provider of integrated solutions for the healthcare industry. the development, clinical, and commercial stages. Stevanato Group delivers an integrated end-to-end The chart above illustrates Stevanato Group’s presence portfolio of products, processes, and services that address across the pharmaceutical chain, with its impacts along the customer needs across the entire drug life cycle at each of value chain marked with the symbol “SG.” 9
Stevanato Group Sustainability Economic Value Innovation Human Capital Supply Chain Environment Local Communities The chart to the right shows our integrated solutions for pharma and healthcare. One of Stevanato Group’s main priorities is to provide flexible solutions that preserve the integrity of pharmaceutical products and enable customers to deliver safe and effective treatments to patients while reducing time to market, total cost of ownership and supply chain risk. Stevanato Group achieves this by developing products in collaboration with customers and leveraging its scientific research capabilities, technical expertise, engineering, and manufacturing excellence to meet its quality requirements. Stevanato Group divides its market into two categories: direct markets and end markets. Direct markets include products or product categories in which Stevanato directly participates, such as Drug Containment Solutions (DCS). The Group’s end markets include broader sectors, such as biologics, where Stevanato sees demand for its products and services. For further information about Stevanato Group’s value chain, see item 4. “Information on the Company” and section b. of the “Business Overview” in the 2025 Annual 20-F Filing. Stevanato Group has forged many business relationships from collaborations on the development of new technologies and products. For insights into the most relevant business relationships, please visit Press Releases - Stevanato Group. 10
Stevanato Group Sustainability Economic Value Innovation Human Capital Supply Chain Environment Local Communities Stevanato Group operates in the following segments: Direct Markets Business Segment Biopharmaceutical and Diagnostic Solutions Engineering Direct Market Drug Containment Solutions Drug Delivery Systems In-Vitro Diagnostic Solutions Engineering End Market Biologics Vaccines Insulin Small Molecules & Generics Molecular Diagnostics Other 11
Stevanato Group Sustainability Economic Value Innovation Human Capital Supply Chain Environment Local Communities The Group is a global company with locations in many countries and continents. Stevanato Group’s global presence, together with proprietary standardized manufacturing systems and processes, allows the Group to provide consistent product and service standards to its customers around the world. For a more detailed overview of the countries in which the Group’s subsidiaries operate, see the “Scope of Consolidation” section of the 2025 Annual 20-F Filing. To read our story, visit Stevanato’s corporate website: Our Heritage – Stevanato Group. 12
Stevanato Group Sustainability Economic Value Innovation Human Capital Supply Chain Environment Local Communities 13
Stevanato Group Sustainability Economic Value Innovation Human Capital Supply Chain Environment Local Communities 1.3 • Mission, Vision, and Values Stevanato Group’s Vision, Mission, and Values provide a framework to guide the Company’s pursuit of business goals with an ethical and transparent mindset and focus on fostering innovation. Mission Guiding Principles We cooperate deeply with our partners all over the world, providing our know-how, resources, The adoption of the Guiding Principles leads the Group toward achieving its mission. and enthusiasm to turn every project into an achievement. Vision Create a reliable ecosystem to empower our partners and their ability to produce safe, easy-to-use, and cost-effective treatments to improve patients’ lives. Values Our vision is based on five core values that are linked together to ensure harmonious Environmental, Social, and Governance (ESG) & Sustainability interaction. Together, they provide the foundation for leadership rooted in excellence. Stevanato Group strives to support our stakeholders while making a positive impact for the benefit of all, including society and the planet. At Stevanato Group, our employees understand that, as leaders in the pharmaceutical industry, we maintain a responsibility to implement sustainable and socially responsible practices in the places where we live and work. 14
Stevanato Group Sustainability Economic Value Innovation Human Capital Supply Chain Environment Local Communities 1.4 • Company Structure and Main Corporate Functions The composition of the Group, including its parent requisites, functioning, and independence. Board of Directors Role company, Stevanato Group S.p.A. and subsidiaries, is A more detailed analysis of the governance structure on 12.31.2025 described in section C. Organizational Structure – item 4. indicates that four committees are made up of Board “Information on the Company” of the 2025 Annual members tasked with certain roles and responsibilities, Sergio Stevanato Chairman of the Board 20-F Filing. as defined in their respective charters. Thus, in addition Emeritus to the Audit Committee, there are the following Franco Stevanato Executive Chairman Stevanato Group has adopted a corporate governance three committees: the Nominating and Corporate and Chief Executive standard that sets the rules for the appropriate Governance Committee, the Business & Strategy Officer management of the Group, separating ownership from Committee, and the Compensation Committee. operating activities. The Group is led by an experienced, The members of the different committees described in Madhavan Independent Director highly motivated Board increasing objectivity and this document share the same term of office with the Balachandran independence, and an executive team with a proven track Board of Directors and provide insight and suggestions record of operational excellence. The Board meets at without prejudice to the Board’s competence and Fabrizio Bonanni Independent Director least four times per year to make key decisions on specific decision-making responsibility. In addition, one of the William John Federici Independent Director topics. With regard to the composition of the Board of objectives of the Audit Committee is to assist the Board Directors, it is important to note that eight members are in supporting Stevanato Group’s ongoing commitment to Karen Anne Flynn Independent Director independent directors. As of December 31, 2025, the issues relating to environmental, social, and governance Board of Directors was composed as follows. (ESG) matters. For a complete overview of the features Sue-Jean Lin Independent Director and duties of each committee, please refer to item 6. Elisabetta Magistretti Independent Director Stevanato Group S.p.A. adopted a one-tier corporate “Directors, Senior Management, and Employees” of the governance system that includes a Board of Directors and Company’s 2025 Annual 20-F Filing. Donald Eugene Morel Jr. Independent Director an Audit Committee. The Audit Committee complies with Luciano Santel Independent Director the applicable rules and regulations of the SEC and the As of December 31, 2025, all members of the Board of NYSE corporate governance rules, as well as all Italian law Directors were over the age of 50 years, while 73% were Alvise Spinazzi Director requirements with respect to its composition, expertise males and 27% were females. 15
Stevanato Group Sustainability Economic Value Innovation Human Capital Supply Chain Environment Local Communities The Company’s main corporate and business functions represent a significant investment for 1.5 • Ethics, Integrity, Stevanato Group and are essential to its operations and strategy. The purpose of the Group is to create long-term value through our facilities, which are located across all major regions worldwide, with the organization structured by business units to better address the specific and Compliance needs of our customers, as reported in the Company chart (update: December, 2025), which is available in the ESG section of the corporate website. To maintain a sustainable, transparent corporate model, high ethical conduct standards and a culture of ethical behavior and integrity have been adopted. These are essential for business success and indispensable assets in terms of the Company’s reputation. The Group is committed to embedding sustainability values into its policies and practices. The documents, corporate policy, and statements described below define Stevanato Group’s main commitments to responsible business conduct. Please note that all disclosed documents have been approved by Stevanato Group’s Board of Directors and are available on the corporate website. The Code of Ethics defines the guidelines and criteria of conduct for all recipients and aims to ensure compliance with regulations in force to prevent improper acts or behavior and to help protect the legitimate interests of customers, employees, shareholders, business and financial partners, communities, and stakeholder groups. The Code of Ethics has been disseminated in all of Stevanato Group’s companies. The provisions of the Code of Ethics have been reported via specific internal policies and procedures that ensure compliance with the principles and guidelines of the Code of Ethics. 16
Stevanato Group Sustainability Economic Value Innovation Human Capital Supply Chain Environment Local Communities For further details on the Code of Ethics and other policies, please refer to the following links: The above-mentioned Italian companies in the Group proceeded with the renewal of the Supervisory Body, which will expire in 2026, pursuant to the aforementioned Legislative • Code of Ethics Decree responsible for monitoring compliance and operating and updating the model. • Anti-Bribery and Anti-Corruption Policy • Related Party Transactions Policy According to internal procedures, if reports concerning Legislative Decree 231/01 are received • Anti-Discrimination Policy through the Whistleblowing Platform, the Whistleblowing Committee promptly informs the • Whistleblowing Policy Supervisory Body. For its foreign companies, the Group is currently working to strengthen • Supplier Code of Conduct management systems to ensure compliance with local laws in consideration of the provisions of the Model of Organization, Management, and Control 231. The Code of Ethics and the Anti-Discrimination Policy cover internationally recognized human rights that are disclosed directly throughout the documentation. Regarding business relationships, Stevanato Group has established a Supplier Code of Conduct that is shared with its suppliers. For more information, see section ”6.1 Responsible In 2025, all the above-mentioned policies were confirmed by the Board of Directors, including Supply Chain & Procurement.” any changes from the previous year. Stevanato Group complies with all applicable laws and regulations to protect its rights and interests. In 2025, no significant instances of In 2025, no reports and/or complaints were received regarding non-compliance with laws or non-compliance with laws and regulations were registered. regulations or legal action taken regarding anti-competitive behavior, anti-trust, or monopoly violations either in or out of court. Stevanato Group maintains a whistleblowing procedure to manage the reporting of violations and irregularities concerning the Code of Ethics. The whistleblowing procedure was updated, For an overview of Stevanato Group’s risk management, see item 3.D. “Risk Factors” of the and a new platform was implemented according to EU Directive 2019/1937. As of December 2025 Annual 20-F Filing. 31, 2025, no incidents of corruption had been reported through the Whistleblowing Platform. With regard to human rights, three complaints related to alleged discrimination were ongoing in 2025 in the U.S.; the Company continues to take all appropriate actions with regard to these complaints. The Italian entities in the Group (i.e., Stevanato Group S.p.A., Nuova Ompi S.r.l., and Spami S.r.l.) have an Organizational, Management, and Control model pursuant to Legislative Decree No. 231/01. 17
Stevanato Group Sustainability Economic Value Innovation Human Capital Supply Chain Environment Local Communities 2. Sustainability 2.1 • Approach to Sustainability Based Targets initiative and its target. Main contribution it Stevanato Group aims to ensure its The Company seeks to create a regenerative is in respect to efficiency-related initiatives and sourcing of long-term success based on its ability to business innovation model while remaining renewables-based electricity. In addition, the Group took respond to trends and risks related to an interdependent and responsible member action aligned with climate science and has committed Environmental, Social and Governance (ESG) of the community. to set near-term emissions reductions in line with the matters that make up the complex context Science-Based Target initiative to reduce GHG emissions To address ESG trends and risks, Stevanato Group in which the Group operates. according to its trajectory and respective targets. developed a sustainability strategy structured Furthermore, Stevanato Group has progressed in waste in three pillars: Sustainability is a primary means to improve management with a greater quota of waste recovered with such opportunity and risk management, second life applications. • Sustainable processes and products, to minimize any while fostering higher efficiency, potential negative environmental impacts; cutting-edge innovation and strategic As part of its corporate sustainability and circular • Sustainable value chain, to collaborate with partners on decisions on technologies, products, innovation measures, Stevanato continued to analyze improving societal and environmental impacts; processes and value chain definition. selected products and packaging from a life cycle • People and governance, to establish and maintain a perspective while advancing eco-design solutions to sustainable and transparent corporate model. reduce, reuse, replace, and recycle while engaging Stevanato Group pursues a sustainable also with suppliers and partners along the value chain. development journey as per its materiality To help safeguard the environment, Stevanato Group Stevanato Group has also introduced new sustainability analysis which is aligned with the United progressed further in GHG emissions reduction plan, practices as part of its corporate sustainability and circular Nations’ Sustainable Development Goals. included Scope 3 GHG emissions, in line with the Science innovation measures, with a particular emphasis on 18
Stevanato Group Sustainability Economic Value Innovation Human Capital Supply Chain Environment Local Communities identifying alternative materials, renewable-based energy, most significant impacts on the economy, environment, 3. GHG emissions and innovative processes that provide more sustainable and people, including impacts on their human rights. 4. Energy consumption solutions. As part of its corporate sustainability and Such Materiality Analysis was approved by Board of 5. Occupational Health & Safety circular innovation measures, Stevanato Group dialogued Directors as reported in Methodological Note. 6. Business ethics, governance and compliance with customers on a sustainable version of secondary The process of determining material topics was informed 7. Human capital management and development packaging for syringes, focusing on biopolymers and by the organization’s ongoing identification and 8. Economic performance and value creation recycled plastic as well as packaging and process assessment of impacts. 9. Responsible supply chain and procurement improvements to reduce related emissions and other In particular, the process of defining material topics 10. Waste management sustainable measures. followed four steps: 11. Employee well-being With regard to the people we aim to foster a workplace 12. Human rights of Merit, Inclusion & Belonging, we improved in our • Understanding the organization’s context through 13. Water management gender balance program on females holding senior scenario and benchmarking analysis of the main 14. Local communities’ engagement positions. Finally, with reference to the Governance area, potential ESG trends, risks and opportunities; we strengthened and further improved our sustainable • Identifying actual and potential, positive or negative The Group’s 2025 Sustainability Report was prepared corporate model with regular measures of impacts using impacts, starting from the previous context and based on a structured reporting practices formalized the GRI Standards as a framework for transparency benchmarking analysis; by the Sustainability Reporting Procedure according and accountability. • Assessing the significance of the impacts; to GRI Standards 2021. It defines and outlines how the • Prioritizing the most significant impacts grouped Group’s Sustainability Report should be prepared at the The management of sustainability is distributed across into topics. operational level in line with the Sustainability Reporting the Stevanato Group through dedicated ESG-related Guidelines issued by GRI. committees at both Board and Management levels, Each impact was assessed and rated on a significance Such procedure includes the timing, tools, roles and with the Head of ESG leading the whole process since dimension, and the weighted average of grouped impacts responsibilities of the functions and individuals’ roles in the beginning as head of the ESG & Sustainability on topics was used to calculate a comprehensive score the working group (approximately 100 individuals across function, coordinating efforts of functions and sites for each topic. The resulting most relevant topics above a the Group). It also ensures the engagement and proper across the Group. given threshold, in line with the context and sustainability application of all procedures. Finally, it is important to strategy of Stevanato Group, are: note that the process required correct and compliant GRI Stevanato Group conducted a Materiality Analysis process Key Performance Indicators (KPIs) associated with the in accordance with the requirements of GRI Standards 1. Product quality and responsibility functions involved and was coordinated by the Process 3:2021 to identify the material topics that represent the 2. Research & Development and innovation Owner, as assigned by the Board of Directors. 19
Stevanato Group Sustainability Economic Value Innovation Human Capital Supply Chain Environment Local Communities The Group has adopted flexible and diversified practices Stakeholder Engagement and Interaction Flow to share present and future Group development strategies with its main stakeholders, that were identified based Employees • Projects and/or initiatives for company welfare on an industry benchmark. Stevanato Group adopts • Company Intranet practices that encourage dialogue and involvement with • Internal newsletter all stakeholder categories, as engagement is considered • Insertion schemes for new employees an essential element of the Group’s sustainability strategy • Company meetings to discuss results and future objectives and is directly correlated with the Group’s medium and • Training programs long-term success. • Round table discussions with unions The main channels of dialogue and interaction are Suppliers • Regular meetings summarized in the following table. • Quality assessment audits/visit The methods and frequency of stakeholder involvement vary according to the issues and opportunities subject to Customers • Regular meetings discussion during the year. • Surveys/market research Stevanato Group adopts practices that encourage dialogue • Continuous dialogue through communication channels and involvement with internal and external stakeholder • Company website categories as reported in this table: • Participation at trade fairs Community and local authority • Projects to support social initiatives • Meetings with representatives of local institutions Universities and research centers • Site visits • Partnerships with key universities and schools in Italy and abroad Regulators and authorities • Discussion meetings with representatives of institutions Shareholders and Board of Directors • Meetings organized throughout the year 20
Stevanato Group Sustainability Economic Value Innovation Human Capital Supply Chain Environment Local Communities 2.2 • Certifications and Awards ISO 15378 2 Legal Entity (Country) ISO ISO ISO ISO ISO ISO Primary packaging material for medicine products 15378 13485 9001 45001 14001 50001 – specific requirements for the application of ISO 9001:2015 with reference to Good Manufacturing Nuova Ompi (IT-PD) ✓ ✓ ✓ ✓ ✓ Practice (GMP) Nuova Ompi (IT-LT) ✓ ✓ ✓ ✓ ISO 13485 Medical devices – Quality Management Systems Nuova Ompi (IT-Cisterna) ✓ ✓ ✓ ✓ ✓ ISO 9001 Medical Glass (SK) ✓ ✓ ✓ ✓ Quality Management Systems Ompi North America (MX) ✓ ✓ ✓ ✓ ISO 45001 Ompi of China (CN) ✓ ✓ ✓ ✓ Occupational Health and Safety Management System Ompi do Brasil (BR) ✓ ✓ ✓ ✓ ISO 14001 Environmental Management Systems Balda Medical (DE) ✓ ✓ ✓ ✓ ✓ ✓ ISO 50001 Ompi of America (U.S.) ✓ ✓ ✓ ✓ ✓ Energy Management Systems 2 Legal Entities: Stevanato Group S.P.A., Nuova Ompi S.R.L., Medical Glass A.S., Ompi N. A. S. DE R. L. DE C. V., Ompi Do Brasil Indústria e Comércio de Embalagens Farmacêuticas LTDA, Ompi Pharmaceutical Packing Technology (China) CO., LTD., Ompi of America INC., Balda Medical GMBH, Balda/C. Brewer, S.P.A.M.I. S.R.L., Stevanato Group Denmark A/S, US TEC – Ompi of America INC., EMEA TEC – Nuova Ompi S.R.L. and EMEA TEC Analytics - Nuova Ompi S.R.L. 21
Stevanato Group Sustainability Economic Value Innovation Human Capital Supply Chain Environment Local Communities 2 Legal Entity (Country) ISO ISO ISO ISO ISO ISO 15378 13485 9001 45001 14001 50001 Balda C. Brewer (CA-U.S.) ✓ ✓ EMEA TEC (IT), U.S. TEC (U.S.) ✓ ✓ Spami (IT) ✓ SG Denmark (DK) ✓ In 2025, Stevanato Group has been awarded the prestigious EcoVadis Silver Medal, reaching the outstanding score of 75/100. This places the Company in the top 15% of all companies assessed, just a few steps away from the Gold Medal—since Stevanato is ranked in the 92nd percentile. 2 Legal Entities: Stevanato Group S.P.A., Nuova Ompi S.R.L., Medical Glass A.S., Ompi N. A. S. DE R. L. DE C. V., Ompi Do Brasil Indústria e Comércio EcoVadis is a globally recognized organization that de Embalagens Farmacêuticas LTDA, Ompi Pharmaceutical Packing Technology (China) CO., LTD., Ompi of America INC., Balda Medical GMBH, Balda/C. Brewer, S.P.A.M.I. S.R.L., Stevanato Group Denmark A/S, US TEC – Ompi of America INC., EMEA TEC – Nuova Ompi S.R.L. and EMEA TEC evaluates companies based on their ESG performance. Analytics - Nuova Ompi S.R.L. 22
Stevanato Group Sustainability Economic Value Innovation Human Capital Supply Chain Environment Local Communities 2.3 • Participation in Organizations and Associations Stevanato Group participates in initiatives organized In 2025, Stevanato did not participate in any by trade associations and organizations, facilitating the political-related and lobbying activities, and Stevanato exchange of ideas and knowledge. had no monetary contributions to political-related and lobbying groups. 23
Stevanato Group Sustainability Economic Value Innovation Human Capital Supply Chain Environment Local Communities 3. Economic Value Creation Direct economic value generated and distributed (€/000) [GRI 201-1] 2025 2024 3.1 • Stakeholder (A) Total economic value generated by Stevanato Group 1,191,776 1,126,623 Value Creation (B) Economic value distributed by Stevanato Group 959,886 926,445 Operating costs – remuneration to suppliers 572,093 560,371 The creation and distribution of direct economic value produced by Remuneration to personnel 331,279 309,015 Stevanato Group and the impact on key Remuneration to lenders 6,944 14,349 stakeholder categories. Remuneration of the public administration 49,275 42,552 This section, reported on an accrual basis, includes Donations 296 189 the basic components of Profit and Loss (P&L) statements for global Group operations in accordance with (A-B) Economic value retained by Stevanato Group 231,889 200,177 GRI disclosure. Stevanato’s operational activities create value for a wide Amortization & depreciation 87,345 78,036 variety of stakeholders, including the following: Loss on receivable 1,221 2,616 • Suppliers (operating costs) Provisions and reserves 3,492 1,758 • Personnel (employee wages and benefits Net profit 139,831 117,766 as total payroll) • Lenders (financial charges) • Public administration (such as taxes) In 2025, the economic value distributed by Stevanato The difference between the value created and distributed • Communities (e.g., donations) Group totaled €960 million. was €232 million. 24
Stevanato Group Sustainability Economic Value Innovation Human Capital Supply Chain Environment Local Communities 4. Innovation and Product Responsibility 4.1 • Stevanato Group Products, Technologies, and Services Stevanato Group serves the pharma value chain with its two business segments: the Biopharmaceutical and Diagnostic Solutions, and Engineering. For a detailed representation of the Group offering, please refer to Chapter 1. Stevanato Group refers to the premium products in the biopharmaceutical and diagnostic solutions segment as its high-value solutions. High-value solutions are products, processes, and services for which the Group holds intellectual property rights or has strong proprietary know-how, and they are characterized by technological and procedural complexity and high performance. High-value solutions can deliver significant benefits to customers in terms of performance, including faster time to market, reduced total cost of ownership, and lower supply chain risk while providing added value to customers, and improving patient treatment and safety. 25
Stevanato Group Sustainability Economic Value Innovation Human Capital Supply Chain Environment Local Communities 4.1.1 • Biopharmaceutical and Diagnostic Solutions Drug Containment Solutions Stevanato Group has a vast range of commercially available drug containment solutions geared toward specific biopharmaceutical requirements. ® Using the EZ-fill pre-sterilized platform, the Group can streamline its customers’ operations, reduce complexity in the aseptic filling process, and improve quality, allowing a reduction of the total cost of ownership. ® The EZ-fill configuration is available across all the product performance levels included in the Company’s Drug Containment Solutions portfolio. A summary overview of the main performance levels is provided in the figure to the right: 26
Stevanato Group Sustainability Economic Value Innovation Human Capital Supply Chain Environment Local Communities Drug Delivery Systems In recent years, Stevanato Group has strategically expanded its Drug Delivery Systems (DDS) Proprietary and licensed devices include pen injectors, autoinjectors, and on-body delivery offerings to include capabilities and services as an integrated solutions provider. systems. The Company is well positioned to help its pharmaceutical partners commercially launch drug products with a delivery device that meets the needs of patients. Stevanato Group focuses on two main areas with regard to DDS: contract manufacturing and proprietary and licensed devices. Through contract manufacturing, Stevanato Group provides customers with scalable manufacturing solutions for their Drug Delivery System programs. Customers can rely on the following: 27
Stevanato Group Sustainability Economic Value Innovation Human Capital Supply Chain Environment Local Communities IVD Solutions 4.1.2 • Engineering As a one-stop solution provider and manufacturer, the Group offers an integrated process, Stevanato Group’s vast portfolio of technologies and equipment includes state-of-the-art from process development to delivery of the final product, packaged, and sterilized as solutions for life science companies. needed, including point-of-care devices and in-vitro diagnostic consumables. • The Group specializes in fully automated glass-converting machines that are suitable for transforming glass tubes into vials, cartridges, syringes, and ampules. • The Group also provides flexible visual inspection solutions for containers filled with Analytical & Testing Services any drug, from transparent drugs to suspensions, and from liquid to gels, powders, or lyophilized drugs. Its portfolio ranges from benchtop to semiautomated and fully As a branch of research and development, Stevanato Group Technology Excellence Centers automatic equipment. (TECs) focus on the following: • Stevanato Group designs and manufactures medical-device assembly and packaging equipment suitable for various stages, from device characterization with small-scale • investigating the physical-chemical properties of primary packaging materials and production to high-speed commercial assembly and packaging solutions. The technology is components and studying the interactions between drug containment solutions and suitable for pen injectors, autoinjectors, wearable devices, and nasal sprays, and it includes injectable drug products; packaging solutions for cartoning, case packing, and palletizing modules, with integrated • providing laboratory services for engineering characterization and design verification of serialization and tamper-evident units compliant with the latest requirements. pharmaceutical packaging, medical devices, and components comprising • All Stevanato Group equipment in operation is supported by a global after-sales combination products; organization: a 24/7 support service that ensures continuous assistance to help customers • supporting customers in screening and selecting the most suitable container system resume production promptly as needed. Customer productivity is a top priority, and we solution for their injectable drug product platforms. offer a team of support specialists who are available to provide expert troubleshooting assistance in different areas of support: mechanical, electrical, automation, and vision. Stevanato Group relies on a multidisciplinary team of highly skilled scientists. • Stevanato Group also supports customers with a comprehensive portfolio of services, Their knowledge and experience cover a range of specialized areas, including drug including training, production support, and maintenance assistance, as well as products, containment solutions and drug delivery devices. such as spare parts and retrofit kits, enabling them to manage the entire life cycle of their equipment efficiently. 28
Stevanato Group Sustainability Economic Value Innovation Human Capital Supply Chain Environment Local Communities 4.2 • Research & Development and Innovation Stevanato Group believes that one of its greatest challenges and opportunities ahead is to continue growing and supporting its customers through regenerative business innovation while making a positive impact that benefits all. Investment in research and development is a fundamental component of Stevanato Group’s growth and continued success, as reported in 2025 Annual 20-F Filing. The R&D department operates in close collaboration with Stevanato Group’s business segments to enable cross-functional integration and maximize value creation across the product life cycle. The R&D strategy is structured around three fundamental pillars that define priorities, guide technology development, and ensure alignment with the Company’s long-term growth strategy. These pillars represent the reference framework for all Group R&D divisions, with each R&D initiative explicitly mapped to one or more pillars to ensure strategic coherence and measurable impact. With respect to product innovation and development, Stevanato Group systematically integrates sustainability principles into its R&D programs, starting from the earliest phases of development. Sustainability considerations are embedded in the technical requirements defined at project initiation and translated into design inputs for engineering activities. This approach ensures that material selection, product architecture, and manufacturing concepts are evaluated and optimized with sustainability objectives in mind from the outset, rather than as downstream design constraints. 29
Stevanato Group Sustainability Economic Value Innovation Human Capital Supply Chain Environment Local Communities 4.2.1 • R&D for Drug Containment Solutions (DCS) Stevanato Group’s DCS team is dedicated to designing, developing, and manufacturing polymers is obtained from renewably sourced feedstocks derived solely from waste. syringes, vials, and cartridges that provide higher drug compatibility between the primary This reduces fossil resource consumption and emissions associated with the life cycle packaging and the drug products (i.e., with the lowest particle generation, reduced, or even of the product while ensuring the same level of quality. Hence, Stevanato Group could no extractable release, and metal-free options). The Drug Containment Solutions are offered be International Sustainability and Carbon Certification (ISCC+) ready, as in the past, in in standard bulk or pre-sterilized, ready-to-use formats. The team is also responsible for the compliance with the mass balance approach, which helps maintain trust among customers identification and development of Stevanato Group solutions for biologics needs, such as and throughout the value chain. GLP-1s, mAbs, ADCs, and RNA-based drugs. The Group remains committed to innovation, and Stevanato Group’s next-generation EZ-fill ® The DCS team strives to ensure compatibility between our primary packaging and the Group’s Smart is expected to offer low-temperature vaporized hydrogen peroxide (VHP) sterilization, proprietary and licensed devices, as well as the devices selected from customers, through a more environmentally friendly method than traditional ethylene oxide (EtO) sterilization, appropriate testing and proper applicability of the Drug Delivery Systems to the glass primary which can result in improved safety. It is intended to improve sustainability and increase packaging technical requirements specifications. packaging efficiency using biopolymers and recycled plastic. Stevanato Group has also introduced new sustainability practices as part of its corporate Over the past few years, Stevanato Group has concluded the Life Cycle Assessment (LCA) sustainability and circular innovation measures, with an emphasis on identifying alternative of some of its DCS product platforms. This rigorous process plays a pivotal role in making materials and processes that provide more sustainable sterilization techniques while informed, data-driven decisions aimed at reducing the environmental impact of products. maintaining the overall performance of the materials post-sterilization cycle. By pinpointing critical areas and designing future processes, the Group can quantify the potential benefits of sustainability initiatives and select the most promising ones. As part of its corporate sustainability and circular innovation measures, Stevanato Group regularly dialogues with customers on a sustainable version of secondary packaging focused In addition, Stevanato Group investigated how to reduce the environmental impact of on biopolymers and recycled plastic as well as packaging and process improvements to glass-based end-of-life Drug Containment Solutions while identifying improved circular reduce related emissions and other sustainable measures. Stevanato Group aims to reduce end-of-life solutions and creating upcycling solutions for glass-based products. In the past, emissions and the use of fossil resources. Ready-to-use drug containers require single-use Stevanato Group won first prize in an open innovation competition. The Company’s R&D polymers for pharmaceutical secondary packaging (Nest and Tub) to help ensure sterility and department partners with the regulatory department to assess the impact of the Plastic processability. Indeed, a biocircular version of polystyrene and polypropylene that is used to Packaging Waste Regulation on the existing product portfolio and on the new products produce secondary packaging of syringes has been identified. The raw material for producing to be developed. 30
Stevanato Group Sustainability Economic Value Innovation Human Capital Supply Chain Environment Local Communities To minimize the use of secondary packaging, evaluations have been performed to develop new packaging formats, with the main goal of increasing the number of hosted glass containers within the same packaging volume, and to minimize related emissions. Stevanato Group is actively collaborating with the scientific community and universities to advance its scientific insight into the Group’s current and prospective product lines, as well as to provide its customers with the latest know-how on specific products. In certain research areas, including the chemical, physical, and morphological characterization of glass surfaces and drug interactions, Stevanato Group has cooperated for years with universities in Venice, Naples, and Padua in Italy and the University of Colorado in the U.S. One research paper was published in October in collaboration with the University of Colorado. ® Alina 4.2.2 • R&D for Drug Delivery Systems (DDS) ® In addition to the activities related to Drug Containment Solutions, Stevanato Group’s R&D Alina is a disposable, multi-use, and variable-dose pen injector platform for subcutaneous department continues to develop and expand its Drug Delivery Systems (DDS) portfolio. administration of injectable therapies. The platform is compatible with established therapeutic This work focuses on usability, safety, performance, manufacturability, and sustainability. regimens and innovative drug therapies beyond diabetes and weight management. ® ® ® Key programs include the Alina pen injector, the Aidaptus autoinjector in collaboration with Alina offers a range of customizations from dosing and color selection to a more customized ® Owen Mumford, and the Vertiva on-body delivery system. industrial design based on the needs of the pharmaceutical client. During 2025, R&D activities focused on the consolidation of such a portfolio, including product In 2025, development activities focused on the refinement of existing platform variants, enhancement, material qualification, compliance updates, and design improvements across advancement of verification, and validation work for a design iteration optimized for the entire spectrum of products. The team contributed to strengthening manufacturability high-volume production. and supporting sustainability-oriented design choices. 31
Stevanato Group Sustainability Economic Value Innovation Human Capital Supply Chain Environment Local Communities ® ® Aidaptus Vertiva ® ® Aidaptus is an innovative disposable autoinjector suitable for helping pharmaceutical Vertiva is an on-body delivery system (OBDS) composed of a reusable controller and a companies reduce risks during drug development and life-cycle management, as it single-use pod with a pre-loaded cartridge available in 3 mL or 10 mL volumes. The reusable accommodates both 1 mL and 2.25 mL syringes with minimal part changes, automatically part extends the product’s lifespan to multiple uses and reduces product waste to support a adapting to different drug fill volumes. The minimal change parts required for the different more sustainable device solution. The device enables controlled self-administration of therapy pre-filled syringes reduces manufacturing complexity, thus offering sustainability advantages. while reducing unnecessary hospital stays. With the ability to deliver micro-precision basal ® An added value for patients is that the simple, easy-to-use device allows them to doses and full-content bolus injections, Vertiva is a highly flexible and customizable platform self-administer their therapy. suitable for a wide range of therapies. Many developments have reduced the system’s energy consumption, improved overall efficiency, and extended battery lifetime. Throughout 2025, Stevanato Group supported industrialization activities for this platform, In 2025, work continued with design improvements and the further development of including design verification activities, the development of new test methods, and the sterilization concepts. Additional engineering refinements supported energy management execution of industrialization activities at our German site. enhancements and material considerations aligned with eco-design circular-economy principles. R&D also progressed early-stage innovation activities within the broader DDS portfolio, contributing to concept development, usability evaluation, and additional material assessments to support future pipeline expansion. 32
Stevanato Group Sustainability Economic Value Innovation Human Capital Supply Chain Environment Local Communities Inspection 4.2.3 • R&D for Engineering The Engineering department analyzes internal Inspection Digital Twin and external expectations to clearly guide product development in the following directions: high This product is a virtual simulation of the machine vision performance, quality, reliability, and smart, inspection process that aims to optimize and develop connected equipment. vision inspection recipes completely offline. In this way, the development is performed without any interruption to The Engineering quality management system is designed machine operations and grants up-front verification. to ensure that the manufacturing process can evaluate and accommodate the requirements of pharmaceutical companies. Good Automated Manufacturing Practice (GAMP), issued by the International Society for Pharmaceutical Engineering (ISPE), is a guideline for the design and qualification of equipment. Every piece of machinery/equipment is developed and manufactured as a project, with tailored project management tools employed to oversee each phase and mitigate risks effectively. The Engineering division also contributes to the three R&D pillars, particularly to process excellence and digitalization. The following are the main projects under Engineering R&D that are essential for promoting innovation and contributing to Stevanato Group’s continued success by differentiating the company from its peers. 33
Stevanato Group Sustainability Economic Value Innovation Human Capital Supply Chain Environment Local Communities ® MAVIS Platform Flexible Software (SW) Artificial Intelligence Platform The next generation in high-performance inspection The Group developed a visual inspection SW platform The Group has invested in the development of SG Vision ® results, MAVIS is designed to inspect up to 400 pieces offering improved performance, usability, and flexibility. AI, a platform based on trained neural network models. per minute, and it meets market requirements for This platform reduces the overall total cost of ownership This platform aims to empower customers’ capabilities in flexibility, gentle container handling, easy maintenance, and the false rejection rate. labeling items and improving final pharmaceutical visual and control, all with a compact footprint. The platform Stevanato Group also utilizes hardware components and inspection performance at their sites. ® comprises MAVIS syringes, a model to inspect syringes, computers within inspection equipment to maximize ® and the MAVIS Combi, for inspecting multiple container computing power while reducing the required space and The initiative targets the issue of false rejects and aims to types on the same machine. overall number of devices. make the process more efficient and reduce waste. AI analyzes the actual image of the product under inspection, relying on the features and criteria of accepted and rejected products learned during the training phase, thereby identifying the likelihood of the product belonging to one of these categories. It helps the inspection system to be more robust to the variability in the product and/or variability coming through the process compared with standard vision inspection systems. In 2024, the Group introduced neural network models into various processes, from forming processes to predictive maintenance tools and production optimization platforms. The benefits included a reduction in false rejects, thereby reducing overall wastage and making production more sustainable. 34
Stevanato Group Sustainability Economic Value Innovation Human Capital Supply Chain Environment Local Communities Assembly Digital Twin Manufacturing Intelligence (ColleQX) The Group has the unique capability of matching ColleQX was developed in cooperation with a customers’ needs in relation to manufacturing pharmaceutical company to create the best solution requirements, enabling them to reuse existing production for data collection and analysis. Enhanced data quality facilities for new purposes. This customization is can help highlight essential preventive maintenance achieved by adapting the existing design using digital activities and performance improvements. The system’s twin technologies. Digital Twin technology enables a goal is to integrate existing data sources, not only to reduction in material consumption when commissioning display overall equipment effectiveness (OEE) but also to new machinery by testing on virtual machines instead of suggest methods to enhance the production process. physical ones. This also helps identify design challenges It enables a streamlined shop floor with decision support and avoid reworking machine designs. for various job functions, including operators, technicians, and specialists, utilizing data from actual production. Moreover, the system is ready to enter even the glass production line sector, providing a booster tool for continuous improvement teams. 35
Stevanato Group Sustainability Economic Value Innovation Human Capital Supply Chain Environment Local Communities Glass Converting and Manufacturing Processes Lines development to improve costs, Consumption mapping productivity, and sustainability New generation machines are equipped with consumption monitoring systems for electricity and all technical Stevanato Group is developing new manufacturing lines fluids (compressed air, fuel, combustion gas, and to reduce capital expenditures and industrial costs, process water). These measurements allow for the increase productivity, and improve in-line quality control. precise characterization of machine behavior, related The Engineering segment made significant strides in environmental impacts, and much more effective innovation during 2025, focusing on mitigating the infrastructure sizing. carbon footprint impact of its equipment manufacturing, particularly in the realm of glass modification reliant on Ready-To-Use (RTU) Vials fossil fuels. ® The EZ-fill Smart platform is the Company’s latest The Company has been exploring alternative technologies development in the advancement of RTU vials. to traditional manufacturing processes, such as ® All the equipment for Stevanato Group’s EZ-fill Smart laser-based innovations. Laser technology offers precision platform is designed and manufactured in-house. and efficiency, reducing energy consumption and material The platform leverages greater manufacturing automation waste while maintaining the high quality and reliability that to increase productivity and reduce human error. characterize Stevanato Group’s products. ® Additionally, EZ-fill Smart features no glass-to-glass and This has involved collaborations with research institutions, no glass-to-metal contact, which improves the quality and engaging with experts in material science and fostering integrity of the vials throughout the product life cycle. partnerships with startups. 36
Stevanato Group Sustainability Economic Value Innovation Human Capital Supply Chain Environment Local Communities Expanding Manufacturing Intelligence 4.2.4 • Analytical Services Platform (ColleQX-based) to Glass Converting and Visual Inspection Stevanato Group is expanding its ColleQX-based Stevanato Group’s Technology Excellence Centers drug product development by providing the analytical Manufacturing Intelligence Platform, initially developed (TECs) employ more than 45 people located in Piombino and scientific support required to obtain the relevant for assembly processes, to include glass converting and Dese (Italy) and Boston, MA (U.S.), and they have broad regulatory authorizations. visual inspection machines. ColleQX is a data collection experience in chemistry, engineering, physics, materials, and analysis platform that enhances production efficiency and pharmaceutical sciences. TECs investigate the • The design, development, validation, and execution of through real-time insights, helping to monitor equipment physicochemical and mechanical properties of primary engineering and verification testing of medical devices performance, identify areas for improvement, and enable packaging materials and components, and the functional and combination products. The TECs have implemented predictive maintenance. characterization of drug delivery devices. innovative tools to support the understanding of This expansion will provide operators and technicians with phenomena (e.g., mathematical modeling) that have deeper visibility into critical processes, ensuring consistent Their research and expertise focus on the following: been or will be used to de-risk the development quality and optimizing resource use, thereby reflecting initiatives of the new product platforms within Stevanato Group’s commitment to smart technologies and • By studying the interaction between drug containment Stevanato Group. Furthermore, the TECs have continued operational excellence. solutions and drug products, we provide valuable data to support strategic collaboration with worldwide to customers for defining the optimal drug containment academia, contract research organizations, and public or delivery solution. This allows us to engage with or private institutions to identify the next-generation our clients earlier in the development phase of their technologies (products and processes) associated with drugs and position ourselves well to become suppliers medical devices and combination products. for their containment solution and, potentially, their More recently, alongside university partners, we have drug delivery systems and related process equipment. begun studying the interaction between specific drug The containment and delivery solution we provide is product formulations and primary containers. an integral part of the drug product itself, and it is a mandatory inclusion in regulatory filings before commercialization. We also assist our customers in this phase of their 37
Stevanato Group Sustainability Economic Value Innovation Human Capital Supply Chain Environment Local Communities 4.3 • Product Quality and Responsibility System and the Stevanato Group Quality Policy to maximize the quality and integrity of the As a commitment to the production of high-quality products, Stevanato Group’s products. Group has adopted a Group Quality Policy that supports collaboration with customers throughout the life cycles of their products, from Drug containment, diagnostic, and delivery solutions have often come from years of concept development to commercialization and post-sales support. collaboration with customers to develop the optimal method for containing a drug product This policy reflects the Group’s dedication to delivering high-quality and delivering it to the patient community. The customized solutions provided vary depending products, advanced technologies, and services that fulfill and anticipate on the characteristics and chemical composition of the pharmaceutical products, logistical its customers’ needs while avoiding market recalls and maximizing the needs (e.g., transport, and shelf life), factors such as the designated patient community quality and integrity of the Group’s products. With ISCC+ certification (potentially including the geographic location), and specific regulatory requirements. readiness, the Group can create a chain of custody for the processing of The containment and delivery solution provided is an integral component of the drug product sustainable materials along the value chain. itself and is part of the regulatory filings required to approve drug product marketing and commercialization. Hence, the quality and dependability of drug containment and delivery The Group is committed to creating high-quality systems, processes, and services that solutions are critical to obtaining commercialization and marketing approval from regulatory enhance the integrity of medicines. To ensure product quality, Stevanato Group meets the agencies. As a result, it is often the case that drug product containment and delivery solutions certification standards (refer to section 2.2). In particular, the readiness for ISCC+, which is cannot be changed without amending the regulatory filings that have been specifically a globally recognized certification system for recycled and biocircular materials, could allow approved by the relevant regulatory agency. compliance with social and environmental sustainability criteria. This certification could help to ensure compliance with checks at every point in the supply chain to establish integrity and In 2025, Stevanato Group neither initiated a recall from the market nor received any formal clear evidence of sustainable material processing. In addition, this certification could enhance communication from a third party regarding initiating a recall from the market due to our product portfolio as the Group broadens its sustainable development practices when the our product. market is ready to pursue regenerative business innovation. Every employee in Stevanato Group, at all levels, is accountable and strives to ensure the continuous improvement and effectiveness of the Stevanato Group Quality Management 38
Stevanato Group Sustainability Economic Value Innovation Human Capital Supply Chain Environment Local Communities 5. Human Capital 5.1 • Stevanato Group’s Human Resources self-development for all candidates, while ensuring promoting a social environment that creates a sense of Values are the behavioral compass of fairness and inclusiveness in the selection process. belonging, valuing inclusion at all levels and locations. Stevanato Group and the roots of our • People development: Offering paths to learning and leadership in excellence. We foster a development that nurture and retain talent and support Our Values serve as common ground and a compass for culture that respects Inclusion & Belonging 3 the Group’s growth. Training courses that bolster the Group’s Human Capital Management strategy and and encourages individual contributions technical, managerial, and organizational skills to along with a focus on customer centricity, are the essence while rewarding merit and measurable support employees’ continuous improvement and tools of our corporate culture, which the Group is committed to achievements. The Group’s policies focus that assess employee performance help individuals disseminating and promoting through dedicated training on ensuring fair treatment in terms constantly evolve and pursue their personal objectives. and communication campaigns. of compensation, benefits, and career • Talent management and succession planning: development and embrace Merit, Inclusion Adopting a proactive and integrated approach to talent The Group is guided by legislation and international & Belonging as the first step of the journey. management, ensuring that the right capabilities are principles and is committed to maintaining a climate of nurtured to support business growth and innovation. trust and respect that promotes inclusion and team spirit. Stevanato Group’s Human Capital Management strategy Succession planning is a cornerstone of this strategy, The Code of Ethics sets out the standards of conduct endeavors to build a strong team and foster the Group’s enabling us to identify and develop future leaders while identified by the Group. sustainable growth through the following key areas safeguarding organizational continuity. of intervention: • Engagement and reward: Implementing clear policies All stakeholders shall respect the guidelines that represent to reward merit and measurable achievements in a the Company’s pillars of business: legality, fairness, • Talent attraction and acquisition: Attracting talent transparent, equal, and fair way while guaranteeing through competitive offers in terms of career and welfare programs that support employee well-being and 3 See section 1.3 “Mission, Vision and Values” for further details. 39
Stevanato Group Sustainability Economic Value Innovation Human Capital Supply Chain Environment Local Communities GRI 405-1: Number of employees by professional category and gender (%) Employee Category as of December 31, 2025 as of December 31, 2024 Male Female Total Male Female Total Director 86.8% 13.2% 1.3% 84.6% 15.4% 1.4% Manager 72.8% 27.2% 4.4% 73.6% 26.4% 4.1% Non-Managerial Positions 59.1% 40.9% 94.3% 59.2% 40.8% 94.5% Total 60.0 % 40.0% 100.0% 60.2% 39.8% 100.0% anti-discrimination, professionalism, transparency, market compliance with respect for human rights and Inclusion the table above. The Group acknowledges that belonging abuse prevention, diligence and commitment in daily & Belonging. It also adheres to work hours consistent with and inclusion are vital prerequisites for building an work execution, corruption prevention, privacy, health and regulations and ensures that its employees’ needs are met equitable, effective, and successful organization. safety, integrity, sustainability, and environmental safety. (e.g., sick leave, etc.). Human resource statistics have been This is in line with Stevanato Group’s Values and Guiding As a multinational organization, the Group manages reported using the headcount methodology at the end of Principles, as well as with the Group’s strategy to create people of different nationalities, genders, and cultures, the reporting period. For an overview of the distribution the best team possible by employing a diverse blend all of whom work together in a climate of mutual respect. of employees by region (Italy, Rest of EU, and extra-EU), of individual skills, competencies, cultures, personal The objective is to promote an inclusive approach that please refer to the table reported in the Annex section of attitudes, and strengths. encourages creativity and innovation, contributing to the this document. For this purpose, Stevanato Group fosters a culture that development of multicultural human capital with different As of December 31, 2025, Stevanato Group had 6,010 values belonging and inclusion in all the locations in which backgrounds and characteristics. employees. The majority were in non-managerial positions the Group operates and promotes staff well-being through A positive work climate at all Group facilities is ensured at 5,669, followed by 265 managers and 76 directors. globally competitive compensation and welfare programs. through dialogue and the sharing of opinions and ideas. In 2025, considering categories of directors and managers, The Company is committed to ensuring fair treatment The Company offers the possibility of membership of the female managerial positions on total managerial in terms of compensation and benefits, in addition to trade unions and the right to collective bargaining, in positions were 24.0%. Gender divisions are summarized in opportunities for career development, regardless of 40
Stevanato Group Sustainability Economic Value Innovation Human Capital Supply Chain Environment Local Communities GRI 405-1: Number of employees by professional category and age category (%) Employee Category as of December 31, 2025 as of December 31, 2024 <30 30-50 >50 <30 30-50 >50 Total Total years years years years years years Director 0.0% 63.2% 36.8% 1.3% 0.0% 60.3% 39.7% 1.4% Manager 0.4% 75.5% 24.2% 4.4% 1.3% 73.6% 25.1% 4.1% Non-Managerial Positions 23.3% 59.5% 17.2% 94.3% 22.6% 60.5% 16.9% 94.5% Total 22.0% 60.2% 17.8% 100% 21.4% 61.1% 17.6% 100% gender, age, ethnicity, disability, sexual orientation or new hires in the production area focuses on candidates supporting working conditions and flexible hours for religion, in all of its sites. with technical and mechanical degrees. For staff positions, those who need them. The total percentage of employees The Group prioritizes merit, inclusion, and belonging, the primary background required is a three-year degree or working part-time in 2025 was 2.3%. starting with the talent acquisition process, and follows master’s degree in engineering or biotechnology, followed Of the total headcount of female employees, 4.5% had guidelines to ensure that CVs represent both male by mathematics, chemistry, and economics. part-time status as of December 31, 2025. and female profiles, thereby guaranteeing a balanced The above-mentioned Company growth program is part Depending on the countries in which the Group operates interview team. of a broader integrated human resources development and their local laws, working relations are regulated The Group is committed to a journey toward growing project supporting Stevanato Group’s vision and business by national or corporate collective labor agreements inclusion by regularly monitoring progress on gender plan. The majority of employees in the Group are or existing legislation. As of December 31, 2025, 75% balance KPIs. In the coming years, this journey will employed with permanent contracts (88.0% of the total of the Group’s employees were covered by collective encompass broader forms of inclusion (cultures, religion, Group employees). Note that the contract type for each labor agreements. Employees not covered by collective disability, etc.). employee is defined by the specific national laws of the bargaining agreements are employed under company or In 2025, the majority of Stevanato employees were aged country in which the resource is based. Stevanato Group individual contracts based on local market standards between 30 and 50 years of age. In general, the search for pays special attention to the needs of its employees, and practices. 41
Stevanato Group Sustainability Economic Value Innovation Human Capital Supply Chain Environment Local Communities 5.2 • Employee Management and Development To navigate an ever-changing market and fulfill Stevanato Group’s mission, the HR department’s primary strategic objective is to build the strongest possible team to support the Company’s growth. A cohesive and efficient team is a vital asset that drives success by leveraging the unique talents and strengths of each individual. Stevanato Group strengthened and refined its existing processes to align with these priorities, By investing in its people and fostering a culture that values individual contributions, the establishing a clear path for continuous development and long-term success. Group is building a resilient and agile team capable of meeting the challenges of today and We are dedicated to fostering both personal and professional growth, ensuring favorable tomorrow, ensuring the long-term success of our Company. working conditions, and creating an environment in which Merit, Inclusion & Belonging, and individual performance are recognized and valued. Through our structured performance Talent and Performance Management: A Strategic Priority management process, we provide tailored development pathways that enable employees to realize their full potential by enhancing their skills and knowledge. The management team has At Stevanato Group, we recognize that the management of performance and the development defined this as a strategic priority, allocating substantial resources to develop a competent of talent are fundamental assets for sustaining long-term success. Our commitment goes and engaged workforce. beyond operational excellence; it is rooted in the belief that empowering people and Stevanato Group’s remuneration policy underscores our commitment to fairness and fostering their growth drive innovation, resilience, and value creation. By aligning individual transparency. Guided by the principle of meritocracy, we ensure equal opportunity for performance with organizational objectives and investing in continuous learning, we ensure employees by consistently monitoring market compensation trends and through alignment that our workforce remains engaged, agile, and prepared to meet the challenges of a rapidly with our professional framework, which encompasses technical, professional, and managerial evolving global landscape. roles. Compensation is determined by a combination of qualitative factors, such as adherence Among the HR processes managed at the corporate level, the Learning & Development (L&D) to predefined performance steps and alignment with the Company’s values, and quantitative team oversees the Annual People Development Cycle (APDC), which mainly involves globally factors, including the achievement of specific KPIs. 42
Stevanato Group Sustainability Economic Value Innovation Human Capital Supply Chain Environment Local Communities office workers and is made up of three milestones: performance appraisal, talent review, and and setting expectations for the following months and finally creating a formal occasion to succession planning. Performance appraisal begins with a goal-setting phase at the beginning reinforce positive behaviors and correct ineffective ones. of the year, in which goals can be entered into the dedicated system by either managers or employees themselves, and are subsequently approved by the manager. The definition of The Talent Review phase consists of Talent Identification, aimed at aligning what is meant by a goals follows the SMART-ER methodology and is aligned with the responsibilities of the role, as “talented” employee and driving the process throughout the organization, followed by Talent well as with the Company’s strategic priorities. Acceleration, which equips talents with the skills and experiences necessary for growth within the Company. The Succession Planning phase leads to identifying and developing the talent Goal setting defines what can be expected from people and how they can contribute to pool for key positions that have a significant impact on the mission of the organization. the achievement of the Company’s goals. It provides individuals with a clear vision of the expectations related to their role, in line with Company objectives and priorities and fosters Learning Initiatives: Supporting the Development of the creation of a culture oriented toward responsible people development. Stevanato Group Employees Over the year, there is continuous monitoring of the progress of the goals to reinforce, and support the efforts made by individuals in the pursuit of those same objectives throughout the year, with priorities and resources modified according to the upcoming changes. Stevanato Group considers ongoing employee training and development an essential part of In addition to goal setting, attention is also given to the developmental journey, which the Company philosophy. The continuous development of specialized skills and abilities not emerges from a dialogue between employees and their managers. Its purpose is to identify only maintains the Group’s competitive advantage but also ensures that its customers receive professional aspirations and develop the competencies and skills needed to support the technical solutions in line with their needs, both in terms of quality and innovation. achievement of career goals. During the year, a mid-year discussion also takes place, in The Learning & Development team manages and coordinates training and development which the manager and employee review the progress of activities to date. This provides an activities at the corporate level. opportunity for open and honest communication based on facts, fostering improvement, development, and growth. A key process managed by the L&D department pertains to training that starts at the very beginning of an employee’s professional career. In addition, EHS training is provided during At the end of the year, managers evaluate their team members on the goals previously set, the probation period and repeated according to the frequency and manner prescribed by a questionnaire on potential (connected to the talent definition), and five values considered law. During 2025, the Group provided 22,930 hours of employee training related to EHS and to be behavioral compasses that reflect how company values are lived and applied in the required by law, and 79,711 hours of training on the Quality Management System, which is professional sphere. Beyond the opportunity to self-evaluate their goals, collaborators also explained in detail in the following section. The Group’s remaining training activities classified carry out self-evaluations on Values, and this comparison stimulates the discussion during the as “not mandatory” amounted to 41,082 hours and included training in induction, language feedback moment through an open and transparent dialogue. The purpose is to provide an skills, technical skills, soft skills, job instruction, and training related to corporate initiatives. opportunity to foster motivation and engagement by sharing feedback on yearly performance In total, the Company provided 143,723 hours of training during 2025. 43
Stevanato Group Sustainability Economic Value Innovation Human Capital Supply Chain Environment Local Communities In this context, the Company recognizes that managers are one of the most important Values and Customer Centricity: Reinforce Stevanato Group assets for the success and sustainability of the Group. For this reason, we dedicated time Culture and resources to delivering a customized program at the corporate level: the Managerial Development Training Program. It consisted of a three-day global training initiative involving At Stevanato Group, company values are considered the behavioral compass of the Company, the worldwide population of people managers, over 300 participants, covering the modules of so much so that the five corporate values were recently revamped, accompanied by a global leading people, leading organizations, and leading change. activity plan to promote our new values identity to be launched in January 2026. Company values also form the foundation of any learning and development initiative. The program was aimed at strengthening leadership skills and creating a common, globally aligned framework for people managers, as the ability to navigate these critical areas is In 2025, the platform through which the Annual People Development Cycle is managed has essential for driving success within their teams and across the organization. been streamlined to be even more intuitive and effective and has been enriched with new elements. During the Managerial Development Training Program, several references were also made to the importance of the APDC process to reinforce the importance of this yearly cycle and Furthermore, during 2025, the Group continued the program aimed to foster and strengthen the power of transparent conversation between managers and collaborators in a a customer-centric mindset through the training of a primarily productive population to cross-culture environment. raise awareness among an increasing number of people on the importance of a customer-centricity approach. Quality Training Connected to the training initiative, and with the aim of shifting the mindset and building In compliance with ISO standards and the applicable principle of GMP (Good Manufacturing a culture of continuous learning –from traditional training delivery to continuous Practices), quality training is provided regularly and mapped for all employees. learning– the design and structuring of a new educational hub was initiated. It encompasses the following: In relation to GMP, the training includes the risk of contamination and cross-contamination, potential hazards to the end user and/or patient, and the impact of any deviations from • company programs, which have a strategic impact and are mandatory for specific target specified procedures, processes, or specifications on product and service quality or to the populations globally; end user. • business units/function programs, consisting of on-demand training pathways designed to address specific business needs of a given area or group; In addition, specific training in microbiological and particulate contamination and the potential • individual boost initiatives, a training offer aimed at supporting individual development and risk of contamination to the patient is provided to select employees. including training catalogues. 44
Stevanato Group Sustainability Economic Value Innovation Human Capital Supply Chain Environment Local Communities Finally, “Lean Six Sigma” and “SG STEPS” programs have been developed to further upgrade • trade unions (in almost all countries of the Group); and improve Stevanato employees’ skills: • retirement and pensions (in almost all countries of the Group); • insurance; • Lean Six Sigma is a training program designed to enhance employees’ skills and • flexibility, work–life balance, and well-being (e.g., several sites have emotional well-being competencies, ultimately improving efficiency, speed, and execution quality. programs with psychological support provided by a dedicated professional); In 2025, the Company engaged some employees in a structured certification process. • GoFluent (launched in 2025, this is a language learning platform available 24/7 and This program contributes as a key enabler of business benefits, including enhanced safety, designed to strengthen language skills, offering digital content and conversation classes progressive quality, cost savings, increased productivity, and higher customer satisfaction. in 18 languages. Between the platform’s launch in 2025 and the year-end, a total of 1,534 • SG STEPS involves employees at sites, aiming to provide a common model for all processes people were registered). and driving the transformation toward Best-in-Class Operations Management. The program consists of key building blocks, with the education and training pillar Partnerships with Training Institutes and Universities supporting professional growth and fostering a culture of continuous improvement, in alignment with the SG STEPS journey. In 2025, employees trained through this program Stevanato Group is strongly committed to discovering and cultivating employees of the played a crucial role in project execution, providing the benefits of upskilled employees future. To this end, the Company promotes close collaborations with schools and universities to the Group. to establish school–work alternation and internship opportunities, as well as other forms of collaboration for hiring and research purposes, research grants and fellowships, and joint laboratories. The Group regards these esteemed partnerships as a pivotal element Benefits in Stevanato Group of its sustainability strategy, as they directly improve students’ career prospects and their placement in the labor market. Over the years, Stevanato Group has initiated various Stevanato Group is currently implementing benefits policies at all of its sites worldwide. collaborations with schools and universities in the areas where the Company’s sites are located. Locally based partnerships are the best way to promote the Company and The main topics covered by such policies are as follows and vary according to local laws attract talent. and regulations: • maternity and family support (e.g., some countries guarantee a fragility and birth bonus, or an extended maternity leave period); • healthcare; • disability (e.g., permits for taking care of disabled/ill minor children, or retention of the job until full recovery in the event of life-threatening illness requiring ongoing treatment); 45
Stevanato Group Sustainability Economic Value Innovation Human Capital Supply Chain Environment Local Communities 5.3 • Occupational Health & Safety Stevanato Group is committed to operating its business under the principles of ZERO accidents, safe behavior, and the highest work environment standards. Stevanato Group prioritizes the Health and Safety of its At the Group level, EHS is overseen by the headquarters’ • involvement in the development and revision of EHS employees through physical and mental harm prevention EHS Group Director, while local site EHS coordinators policies, objectives and goals; and the promotion of employee health. ensure the implementation of Group policies • periodic meetings held in accordance with the The Company complies with occupational Health and and programs. frequency and method of local legislation. Safety regulations, a Code of Ethics, and the Group’s EHS Each entity establishes a documented training program, policy and guidelines. Risk assessments are regularly allowing employees to acquire the necessary EHS skills. Employees are requested to inspect workplaces for performed to detect and assess workplace hazards, and Stevanato provides EHS education and training to all potential risks every day before starting work or a new to engage employees in the development, implementation, employees (22.930 hours WW in 2025). job, reporting each hazardous condition via TAG formats. and performance evaluation of occupational Health and The Improvement Team on Safety, led by the department Safety management systems. Employees and their representatives’ participation supervisors, addresses follow-up activities and and consultation in the development, implementation, corrective-action tracing. Monthly safety inspections of Stevanato manages various aspects of health, safety, and evaluation of the occupational Health and Safety responsibility areas are performed by supervisors and and environmental impacts through its EHS Policy, management system are obtained through the following: shift leaders, with checklists periodically reviewed by local management system corporate policies, reference top management. Formal investigations of incidents with standard procedures, and supporting documents. • involvement and prior consultation regarding the no serious consequences are led by department leaders Stevanato Group companies are mostly ISO 45001:2018 identification of hazards, risk assessment, control with the involvement of top management as needed. certified (for details, please see section 2.2). measures, preventive measures, and accident analysis; Corrective actions are taken to avoid repeating accidents, 46
Stevanato Group Sustainability Economic Value Innovation Human Capital Supply Chain Environment Local Communities including preventive actions for repetitive strain injury (RSI), and injuries are reviewed by the 4 GRI 403-9: Occupational Health & Safety Rates and Injuries HQ EHS department. HR and the local EHS coordinator support injured employees’ return to work via a re-entry program. Work-related Injuries 2025 2024 Employees use a TAG system for reporting unsafe acts, behaviors, and near misses, which are clearly posted in working areas or departments. Alternatively, the communication tool for Number of recorded work-related injuries 69 46 reporting is dedicated software that is being introduced in the Company’s SYN. Number of high-consequence work-related injuries – – The improvement team analyzes reported events weekly, identifying root causes, and (excluding fatalities) assessing opportunities for improvement or corrective actions. The Company’s medical service periodically visits to prescribe medical protocols for residual risks based on a risk Number of fatalities as a result of work-related – – analysis of tasks, which are reviewed cyclically. injury In some Group entities, employees have access to additional healthcare insurance that Number of worked hours 10,105,928 9,277,389 includes agreements with third-party providers with reimbursement of expenses and services. Furthermore, in compliance with legislative requirements, all the Group companies provide 5 Rate of recordable work-related injuries 6.83% 4.96% periodic, mandatory medical visits carried out by an assigned doctor who assesses employee health and job suitability. Rate of high-consequence work-related injuries – – Stevanato Group companies also organize initiatives aimed at promoting health through (excluding fatalities) diverse, free-of-charge medical care. Several health promotion campaigns have been carried Rate of fatalities as a result of work-related injury – – out to promote awareness and best practices, such as flu vaccination campaigns, medical issues and cardiovascular disease prevention campaigns, cancer prevention campaigns, safety Rate of total injuries occurred at work 6.83% 4.96% training programs, and initiatives promoting a healthy lifestyle. For further details, please refer to the corporate website’s ESG section. The Stevanato Group Program continued in 2025 with eight pillars and included a “zero injuries” long-term safety policy for promoting proper Health and Safety conduct at all levels, supporting a World Class Operations Management (WCOM) transformation that meets the demands of customers at the global level. In 2025, there were 69 work-related injuries at 4 The scope of Health and Safety data includes employees only. In 2025, there were 6 injuries with no high the Group level, with zero high-consequence injury cases; no work-related fatalities were consequences among external workers. reported. The most common injuries reported were slips, trips, falls, and cuts from handling 5 glass products and equipment. Hazards include slippery surfaces and uneven footing, which The KPI has been calculated with the following formula: (Number of recordable work-related injuries: Number of hours worked) x 1,000,000, equivalent to LTIFR (Lost-Time Injury Frequency Rate). are identified and eliminated through the accident investigation procedure. 47
Stevanato Group Sustainability Economic Value Innovation Human Capital Supply Chain Environment Local Communities 6. Supply Chain and Procurement 6.1 • Responsible Supply Chain & Procurement Stevanato Group aims to have an optimized and risk-mitigated supply chain and manufacturing network with a diversified supplier base and ongoing engagement with key partners. Stevanato Group’s supplier selection process and purchasing conditions are inspired by the procedures designed by Stevanato Procurement functions focused on documentation values and criteria of competitiveness, objectivity, respectability, correctness, impartiality, fair management, production processes, and other factors. For key suppliers, on-site audits are pricing, and quality. Procurement processes aim to achieve competitive results for the also performed. Stevanato Group is also audited by its own customers. Group while ensuring fairness and impartiality toward every supplier in possession of the Supplier engagement is considered an essential element of the Group’s sustainability strategy necessary prerequisites. and is directly correlated to its medium-and long-term success. Since 2021, Stevanato Group 6 Contractual relationships involving Stevanato Group are subject to an initial assessment at has required all suppliers to adhere to its Code of Conduct for oversight of ESG topics in the the time of purchase and are regularly monitored. The Company has specified analytical value chain. purchasing rules regarding contractual conditions that govern the purchase of raw materials, semi-finished products, or preparations and services. 6 The Group mandates suppliers to follow legal and ethical standards, promote equal opportunities, Stevanato Group’s supply chain is composed of more than 5,000 suppliers, of which more prevent any forms of child labour as per ILO conventions. Regarding employees’ safety, the Code than 600 are equivalent to about 90% of spending. Stevanato Group works relentlessly to highlights the need for suppliers to take responsibility for staff by implementing precautionary measures, preventing accidents and providing H&S training. Finally, suppliers must follow environmental laws and meet the evolving pharmaceutical quality and regulatory industry standards for products and regulations, secure and maintain required environmental permits, operate sustainably, reducing energy services. To do so, it carries out quality control audits on its suppliers by following specific use and emissions, promote waste recycling and handle hazardous materials according to the law. 48
Stevanato Group Sustainability Economic Value Innovation Human Capital Supply Chain Environment Local Communities Adherence to the code helps to ensure compliance with existing laws, regulations, and other and corrective-action plans. In addition, a supplier questionnaire is distributed to suppliers, standards, as well as respect for the environment, human rights, and workers’ rights. including an ESG section survey. Based on the collected data, Stevanato Group requests more Any conduct that differs from those set forth in our Code of Conduct could potentially result comprehensive data and corrective actions where necessary. in the termination of the business relationship or be a precluding factor for additional collaboration. Stevanato Group requires its suppliers and service providers to comply with Stevanato Group has mapped its supplier base, focusing specifically on the most significant applicable laws and regulations and with recognized international standards of ethical suppliers based on expenditures. Moreover, through the EcoVadis program, Stevanato Group conduct. Thus, Stevanato’s procurement practices with its suppliers are continuously reviewed has trained its Group’s buyers and/or internal stakeholders, as per their roles, on ESG topics to ensure alignment with the Code of Conduct and to avoid potential risks and conflicts with and the importance of using the EcoVadis platform. By the end of 2025, 337 suppliers (more ESG requirements. than 61% of the total supplier base spending) were requested to participate in the EcoVadis questionnaire, which is aimed at assessing them on ESG topics. Since 2021, Stevanato Group has been collaborating with EcoVadis on an ongoing basis to strengthen its supplier sustainability practices and monitor its environmental and social Supplier assessment through the EcoVadis platform has the following objectives: responsibility throughout the value chain. With the support of EcoVadis, Stevanato Group has assessed its supplier base by prioritizing ESG topics and related risks, including • obtaining a clear set of environmental and social KPIs; climate-related issues, and applying a threshold, corrective-action plans when necessary, and • defining effective action plans in case of an assessment evaluated under ESG requirements within the purchasing process. a specific threshold. This process enables the Company to effectively monitor and address dependencies, impacts, The results of the assessment showed an overall score of 59.9 based on reviews of all 337 risks, and opportunities (IROs) across the value chain. Both the sustainability and procurement suppliers, as shown in the table in the following page. Stevanato Group has higher than departments play a key role in their implementation. In particular, the procurement average scores across all four areas compared to the EcoVadis benchmark. In addition, 82% department actively engaged local buyers at each site, encouraging their suppliers to join the of suppliers have a score above 45. Stevanato Group started to require corrective-action plans EcoVadis program. Buyers regularly meet with suppliers to assess performance and, when for suppliers with an EcoVadis rating below a pre-determined threshold, which is equivalent to necessary, implement corrective actions if evaluations fall below the threshold defined by about less than 7% of the suppliers assessed. Moreover, periodic monitoring is conducted for the Company. suppliers whose ratings exceed this threshold to ensure ESG oversight. In 2025, the onboarding of at least five suppliers into the EcoVadis program was established as a KPI for all local buyers, reinforcing ESG integration within the supply chain and driving continuous improvement in supplier sustainability performance. Through the EcoVadis platform, suppliers are offered training, education programs, benchmarks, 49
Stevanato Group Sustainability Economic Value Innovation Human Capital Supply Chain Environment Local Communities Score Distribution Finally, suppliers were divided by location, taking into consideration their registered offices, and defined as local or not in relation to Stevanato Group’s presence with its sites. For the Drug Containment Solutions business, Italian sites were included in the scope of the analysis. According to the analysis, the distribution of their procurement expenses for glass suppliers is linked mostly to Italy, with a value of 49%, followed by the rest of the EU, with 44%, and outside the EU, with 7%. For the IVD business, the Company included in the scope of analysis the site in Germany. Of its suppliers, 68% were in Germany, while 18% were in the rest of the EU, while 15% were outside the EU. Finally, for the Engineering segment, the companies in the scope of analysis included the Italian and Danish sites. Based on the analysis of the Italian site, almost all expenses were connected to Italy, with a total of 92%, followed by the rest of the EU at 6% and outside the EU at 2%. The majority of Stevanato Group expenses in Denmark were local, with a total of 90%, followed by the rest of the EU at 10%, while expenses outside the EU were marginal. Combining the results, EU purchases represented 98% of the total expenditure. 50
Stevanato Group Sustainability Economic Value Innovation Human Capital Supply Chain Environment Local Communities 7. Environment 7.1 • Stevanato Group’s 7.2 • Energy Consumption and Commitment to the Environment GHG Emissions Stevanato Group seeks to reduce any potential negative environmental Attention to the environment is one of the priorities of the ESG & impact of its processes and products as part of the ESG & Sustainability Sustainability Group Strategy. This includes managing its energy Group Strategy. Accordingly, the Group aims to deal with consumption while aiming to increase renewable-based sources. climate-change and nature-related risks through the optimization of natural resource consumption, improved efficiency, and innovative According to work conducted as part of the ESG & Sustainability Strategy—in particular, on solutions, as reflected in the Group’s EHS Policy. the development of the plan to reduce GHG emissions—Stevanato Group performed energy audits and analyses to identify the causes of inefficiency and find solutions. To monitor its environmental footprint, Stevanato Group set up a global management system that identifies potential risks, enacting preventive measures and attentive supervision. For companies in the Drug Containment Solutions business, the main energy sources are The Environmental Management System is compliant with ISO 14001 (for details, please natural gas and electricity, whereas for Drug Delivery Systems, In-Vitro Diagnostic Solutions, see section 2.2). Stevanato Group has identified the possible environmental impact areas of and the Engineering segment, the main energy vector is electricity. its business through materiality analysis (see section 2.1 Approach to Sustainability), which includes energy consumption, GHG emissions, water management, and waste management. Additional consumption derives from diesel and gasoline fuel both for heating and for The Group regularly monitors and manages these impact areas to ensure compliance with the emergency electrical generators at the Drug Containment Solutions sites in Piombino Dese, applicable legal requirements of the countries in which it operates. It should be noted that the Brazil, and Mexico and for transportation of the Company’s logistical vehicles and Company environmental data of Stevanato Group has been restated thanks to improved measurement cars. To foster sustainable mobility, the Group began upgrading its fleet to hybrid vehicles of consumption at sites. This allows greater comparability and consistency at the Group level. in 2021. 51
Stevanato Group Sustainability Economic Value Innovation Human Capital Supply Chain Environment Local Communities Stevanato Group has introduced a number of initiatives 7 GRI 302-1: Energy consumption within the organization focused on mitigating energy consumption: Types of consumption [GJ] 2025 [GJ] 2024 [GJ] • carried out several efficiency measures at sites, Natural gas (non-renewable sources) 1,048,545.2 926,950.5 including multiple energy conservation measures (ECMs), mainly targeting energy-intensive assets; Diesel (non-renewable sources) 5,974.7 5,557.1 • progressed on sourcing renewable-based electricity Gasoline (non-renewable sources) 4,602.1 5,180.4 through Energy Attribute Certificates in multiple sites, demonstrating a strong commitment LPG (non-renewable sources) 544.1 530.5 to decarbonization; Liquid fuels (non-renewable sources) 11,120.9 11,268.0 • launched a centralized energy monitoring program to improve oversight and control of energy performance Electricity purchased 649,248.0 598,560.4 across sites, supported by the deployment of additional From renewable sources (with certificate of origin) 395,611.2 114,030.0 sub-metering and energy measurement devices to enable more accurate energy data collection; From non-renewable sources 253,636.8 484,530.4 • conducted energy audits at Fishers, Mexico, and China Electricity from photovoltaic systems (self-consumed) 7,579.9 2,297.6 facilities to identify opportunities for energy savings and efficiency improvements. Electricity purchased and internally produced by photovoltaic systems 656,827.9 600,858.0 Thermal energy 496.1 541.4 The table summarizes the organization’s annual energy consumption. Total energy consumption 1,716,990.1 1,539,618.0 Energy consumption in 2025 increased, mainly due to the of which from renewable sources 403,191.1 116,327.6 increase in business activities. In 2025, renewable-based electricity accounted for about 61% of total electricity use. of which from non-renewable sources 1,313,799.0 1,423,290.3 Meanwhile, Stevanato Group had a significant increase in self-produced energy from photovoltaic panels at the China and Mexico sites. 7 Conversion factors for all fuels are taken from DESNZ 2025 and 2024. It should be noted that environmental data of the Stevanato Group have been restated thanks to new measurement improvements of consumptions at sites. This allows greater comparability and consistency at the Group level. 52
Stevanato Group Sustainability Economic Value Innovation Human Capital Supply Chain Environment Local Communities 8 8 GRI 305: Scope 1, 2, and 3 GHG emissions GRI 305: Scope 1, 2, and 3 GHG emissions Unit 2025 2024 Unit 2025 2024 Natural gas t CO2 eq. 53,318.1 47,118.1 Total Scope 3 GHG emissions t CO2 eq. 679,584.8 612,942.8 Category 1: purchased goods and services t CO2 eq. 485,271.1 445,644.6 Liquid fuels t CO2 eq. 718.6 717.8 Refrigerant gas t CO2 eq. 625.1 482.2 Category 2: capital goods t CO2 eq. 88,196.2 66,453.0 Total Scope 1 t CO2 eq. 54,661.9 48,318.1 Category 3: fuel- and energy-related activities t CO2 eq. 18,619.3 20,861.7 9 GHG emissions Category 4: upstream transportation and distribution t CO2 eq. 22,413.9 22,483.6 Scope 2 GHG t CO2 eq. 59,846.8 56,151.6 Category 5: waste generated in operations t CO2 eq. 157.0 162.9 emissions – 10 Category 6: business travel t CO2 eq. 4,885.2 2,141.5 location-based Category 7: employee commuting t CO2 eq. 10,217.0 9,385.7 Scope 2 GHG t CO2 eq. 35,384.9 61,881.9 emissions – Category 8: upstream leased assets t CO2 eq. 1,797.3 1,902.0 11 market-based Category 9: downstream transportation and distribution t CO2 eq. 10,018.4 9,092.3 Total Scope 1 t CO2 eq. 90,046.8 110,200.0 Category 10: processing of sold products t CO2 eq. 1,133.0 923.3 and 2 (market- based) GHG Category 11: use of sold products t CO2 eq. 34,671.3 33,550.0 emissions Category 12: end-of-life treatment of sold products t CO2 eq. 202.3 264.5 Category 13: downstream leased assets t CO2 eq. 1,930.1 0.5 Category 15: investments t CO2 eq. 72.7 77.2 Total GHG emissions – location-based t CO2 eq 794,093.4 717,412.6 Total GHG emissions – market-based t CO2 eq 769,631.6 723,142.8 53
Stevanato Group Sustainability Economic Value Innovation Human Capital Supply Chain Environment Local Communities The table in the previous page shows the main types of emissions related to the above-mentioned energy sources. In particular, to report greenhouse gas emissions, Stevanato Group follows Greenhouse Gas (GHG) Protocol guidelines, distinguished in Scope 1, 2, and 3. In addition, GHG emissions are calculated according to location and market methodologies using appropriate emission factors. In sum, in 2025, Stevanato Group registered a value for total emissions (Scope 1, 2 and 3) of 794,093.4 tons of CO2e of location-based and 769,631.6 of market-based. Whereas, Scope 1 & 2 market-based counts for 12% and Scope 3 88% out of total. In particular, Scope 1 & 2 market-based registered at 90,046.8 tons of CO2e in 2025 with a decrease of 18.3% compared to 2024 year. Whilst, main categories of Scope 3 are purchased goods and services, and capital goods. 8 Figures refer to CO2 equivalents when available. It should be noted that environmental data of the Stevanato Group have been restated thanks to new measurement improvements of consumptions at sites. This allows greater comparability and consistency at the Group level. 9 These figures have been calculated using DESNZ 2025 and 2024 emission factors according to the GHG Protocol methodology. The consolidation approach for the Group’s emissions is the operational control. Data are presented without consideration of any offsetting instruments. 10 The conversion factors used for Scope 2 – Location-Based method – are taken from Terna Confronti Internazionali 2022. 11 The conversion factors used for Scope 2 – Gross Market-Based method – are taken from European Residual Mix: AIB 2024. When an AIB emission factor is not available, conversion factors are taken from Terna. 54
Stevanato Group Sustainability Economic Value Innovation Human Capital Supply Chain Environment Local Communities 7.3 • Water Management 3 Water management is a key aspect of the Company’s Companies in the DDS, IVD, and Engineering segments withdrawal by 10,000 m /year at the Piombino Dese site. environmental approach and a significant topic noted by use water almost exclusively for hygiene, cleaning, In Mexico and Brazil, water from production processes is Stevanato Group stakeholders in the materiality analysis in and catering purposes. The water used in these sites treated and made suitable for irrigation and gardening. relation to the following: comes from public utilities. The sites that are ISO 14001 certified are reported in section 2.2. Overall water use Since 2020, water withdrawal at production sites has been • define strategies to increase efficiency and reduce water was assessed according to the protocols dictated by monitored to assess locally based water stress. use, especially for the Group’s production activities, certification standards as part of the environmental impact The Group utilizes the Water Resource Institute Tool to including water reuse and recycling methods; analyses. The data obtained are periodically reviewed identify water stress areas of the organization’s water • implement and monitor effective measures for the by the Group, communicated to local authorities, and use and water-related impacts and to identify possible correct management of industrial wastewater discharge, monitored for environmental performance. measures to manage them. According to the Water especially discharges containing dangerous substances, The environmental impact is related to water withdrawn Resource Institute Tool, the Group’s Latina (Italy), Mexico, in full compliance with current regulations. and water discharged. and California sites are located in high- and extremely 12 high-water-stressed areas . Stevanato Group draws 38% of its water from local The quality of the water discharged by the Group’s sites underground sources, with the remaining 62% coming during normal operations has little impact on external from the public water supply. Water is used in the water courses and treatment sites. However, the amount production process in the following operations: of water withdrawn by Stevanato and the quantity of its discharges can impact the ecosystem. To minimize • washing and sanitizing semi-finished glass products for the withdrawal of groundwater and its impact on local pharmaceutical companies; communities, starting in 2020, the Group modified the • as a carrier fluid in cooling systems; water distribution system at its Company headquarters, • as a cleaner for hygienic uses; channeling, filtering, and cooling water from the • for catering in the Company canteen. semi-finished product sanitizing process water for injection (WFI) so that it can be reutilized. 12 For the identification and measurement, reference was made to This innovative solution has helped reduce water the interactive map of the Aqueduct Water Risk Atlas. 55
Stevanato Group Sustainability Economic Value Innovation Human Capital Supply Chain Environment Local Communities 13 GRI 303-3 (2018): Water withdrawal As of December 31, 2025 As of December 31, 2024 Water withdrawal data are calculated based on the official figures reported in the water supplier’s documentation, Unit of measure: megaliters All areas Areas with All areas Areas with which notes the amount of water withdrawn from public water stress water stress service. To accurately monitor the volume of water taken from underground sources, a specific water meter was Groundwater (total) 291.6 45.7 290.8 48.2 installed. In 2025, the increase in water withdrawal was mainly related to increased production at a Freshwater (≤1,000 mg/L total dissolved 291.6 45.7 290.8 48.2 high-quality level. solids) In terms of water discharge, effluents are monitored Other water (>1,000 mg/L total dissolved - - - - in accordance with regular and precise chemical solids) analyses, which are regulated by a monitoring and control procedure at the operating unit. Generally, water Third-party water (total) 480.0 144.2 335.2 112.0 effluents from the Group’s offices and production sites are discharged into the public sewer system based on the Freshwater (≤1,000 mg/L total dissolved 480.0 144.2 335.2 112.0 terms of a specific contract, which also outlines acceptable solids) limits in compliance with legislation. Other water (>1,000 mg/L total dissolved - - - - The data presented in the following tables are the results solids) of measurements, where available, and estimations. Total water withdrawal 771.6 189.9 626.0 160.2 Overall, the Company’s sites manage water discharge in accordance with local requirements. It is important to note that water discharge from production facilities, which is mainly the result of sanitization, does not have a significant environmental impact. 13 It should be noted that environmental data of the Stevanato Group have been restated thanks to new measurement improvements of consumptions at sites. This allows greater comparability and consistency at the Group level. 56
Stevanato Group Sustainability Economic Value Innovation Human Capital Supply Chain Environment Local Communities 13 GRI 303-4 (2018): Water discharge As of December 31, 2025 As of December 31, 2024 7.4 • Waste Unit of measure: megaliters All areas Areas with All areas Areas with Management water stress water stress Surface water 110.9 110.9 76.6 76.6 Stevanato Group is dedicated to reducing natural resource consumption related to Third-party water 307.4 19.5 273.6 27.6 processes and products over their entire Freshwater (≤1,000 mg/L total dissolved 271.7 - 231.2 - life cycles. solids) Other water (>1,000 mg/L total dissolved 10.1 10.1 12.3 12.3 Stevanato Group pays special attention to waste solids) - delivered to treatment plant production, respecting all the mandatory regulations in every country in which it operates. Other water (>1,000 mg/L total dissolved 25.6 9.4 30.0 15.3 solids) - other As defined in the EHS Policy, the Group strives to minimize Total water discharge 418.3 130.4 350.1 104.2 the total amount of waste using the best available techniques and reports the results to stakeholders. Freshwater 382.6 110.9 307.8 76.6 (≤1,000 mg/L total dissolved solids) The waste produced by the Group’s companies derives from the production processes and comes mainly Other water 35.7 19.5 42.3 27.6 from warehousing (packaging materials), production (>1,000 mg/L total dissolved solids) (production and quality waste), and ancillary activities, such as maintenance and office work. Sites dedicated to the production of glass—primary drug packaging—generate several types of waste depending on 13 It should be noted that environmental data of the Stevanato Group have been restated thanks to new measurement the manufacturing operations. improvements of consumptions at sites. This allows greater comparability and consistency at the Group level. 57
Stevanato Group Sustainability Economic Value Innovation Human Capital Supply Chain Environment Local Communities Stevanato stresses the importance of circularity in its GRI 306-3 (2020): production process, as per the corporate sustainability As of December 31, 2025 As of December 31, 2024 14 and circular innovation measures. Its waste-to-value Waste generated practices give new purpose to materials like glass and Recovered Not Total (ton) Recovered Not Total (ton) plastic scraps that would otherwise become trash. Recovered Recovered Indeed, Stevanato Group invests in innovative practice solutions to upcycle its waste, as it does in its sites in DCS Business 8,656 561 9,217 7,326 630 7,957 Germany, Italy, and Slovakia, as part of the sites’ circular loops. DDS, IVD Business 705 12 717 722 14 736 The Group’s waste management process involves collecting and storing waste in designated areas and Engineering Business 253 36 289 237 50 287 specific containers according to the type of waste. Volumes are controlled by measuring the volume Total (ton) 9,614 609 10,223 8,285 695 8,979 delivered to disposal sites. The relevant data are stored in a specific database for each site and shared at the Group level so that it can be monitored by the central EHS department. Waste for disposal is entrusted to 14 third parties that operate in compliance with relevant No additional information are provided for confidentiality reasons. It should be noted that environmental data of the Stevanato Group have contractual or legal regulations. been restated thanks to new measurement improvements of consumptions at sites. This allows greater comparability and consistency at the Group level. Moreover, to improve its waste management methods, Stevanato Group has begun exploring new opportunities to expand its corporate sustainability and circular innovation measures. All sites are committed to implementing scrap reuse In 2025, waste increased of 14% at 10,223 ton in 2025 as In 2025, hazardous waste accounted for 6.0% of the total through specialized partners, which convert waste into per business growth. In particular, waste recovered and volume of waste produced, which improved compared to new raw material. In specific instances where solutions are prepared to reuse, recycling, and treatment improved at the previous year. not found, alternative improvements are pursued. 94% of the total. 58
Stevanato Group Sustainability Economic Value Innovation Human Capital Supply Chain Environment Local Communities 8. Local Communities 8.1 • Local Communities Engagement Stevanato Group has always been closely linked to the land and the communities in which it operates. In Italy, where it has been present for more than 75 years, Stevanato Group has demonstrated its commitment to the local area for decades, reconciling its industrial development by improving the overall quality of people’s lives. As in the past, Stevanato Group is increasing its engagement with its local communities, as children and families, including creative projects and interactive experiences. evidenced by locally led initiatives through the Group’s various sites around the world. These activities allowed children to explore real-world professions through practical learning, fostering curiosity, and inspiring future aspirations. • In Piombino Dese (Italy), as an education initiative, students at a local high school took • In the United States (Indiana), as a social engagement initiative, employees successfully Yellow Belt courses and certifications on quality and process improvements. Moreover, the collected and donated 431 pounds (196 kg) of food to help families in the local community. site launched a new SG Technical School edition, offering young local talents a month of intensive training in manufacturing fundamentals and specialized roles. In 2025, the Stevanato Foundation continued its mission, focusing on the areas of social • In Slovakia, as a social engagement initiative, employees continued to provide Christmas welfare, social health, education, and training, with special attention to children and youth, by gifts to elderly residents in retirement homes and hospitals. Safety shoes were donated for implementing a series of initiatives. charity purposes with a second-life use. • In Mexico, as a social engagement initiative, the local staff organized various activities for 59
Stevanato Group Sustainability Economic Value Innovation Human Capital Supply Chain Environment Local Communities 2025 – Stevanato Foundation Distribution of Donations The main initiatives were as follows: • Contributed to the implementation of the “ArDire 2” project, an artistic expression initiative (film dubbing project) dedicated to young patients at the Pediatric Hospice, aimed at supporting them through the challenging journey of palliative care. • Provided wheelchairs to local sports associations for basketball and tennis to enable the inclusion of young people with disabilities in sports activities. • Built playground areas with safety equipment for an “Inclusion Day” event, which was an initiative to encourage children from local sports clubs to play with children with disabilities. • Provided a vehicle to a local charity association for transporting children from disadvantaged socioeconomic backgrounds to school and for providing mobility to vulnerable individuals in accessing essential services. 60
Stevanato Group Sustainability Economic Value Innovation Human Capital Supply Chain Environment Local Communities Annex GRI 2-7: Number of employees by type of employment contract GRI 2-7: Number of employees by type of job Part time Employment as of December 31, 2025 as of December 31, 2024 as of December 31, 2025 as of December 31, 2024 / Full time contract Men Women Total Men Women Total Men Women Total Men Women Total Italy 2,079 1,379 3,458 1,883 1,268 3,151 Italy 2,079 1,379 3,458 1,883 1,268 3,151 Permanent 1,794 1,208 3,002 1,681 1,153 2,834 Full Time 2,068 1,294 3,362 1,875 1,176 3,051 Temporary 285 171 456 202 115 317 Part Time 11 85 96 8 92 100 Rest of EU 722 362 1,084 746 376 1,122 Rest of EU 722 362 1,084 746 376 1,122 Permanent 645 320 965 682 352 1,034 Full Time 706 338 1,044 726 351 1,077 Temporary 77 42 119 64 24 88 Part Time 16 24 40 20 25 45 Extra EU 806 662 1,468 694 554 1,248 Extra EU 806 662 1,468 694 554 1,248 Permanent 716 608 1,324 609 501 1,110 Full Time 805 662 1,467 693 554 1,247 Temporary 90 54 144 85 53 138 Part Time 1 - 1 1 - 1 Total 3,607 2,403 6,010 3,323 2,198 5,521 Total 3,607 2,403 6,010 3,323 2,198 5,521 61
Stevanato Group Sustainability Economic Value Innovation Human Capital Supply Chain Environment Local Communities 15 GRI 401-1: Incoming employees by age group and gender (n° and %) in 2025 GRI 401-1: Incoming employees by age group and gender (n° and %) in 2024 Incoming employees Incoming employees by age Men % Women % Total % by age Men % Women % Total % <30 years old 358 9.9% 279 11.6% 637 10.6% <30 years old 193 5.8% 128 5.8% 321 5.8% 30 – 50 years old 407 11.3% 282 11.7% 689 11.5% 30 – 50 years old 217 6.5% 150 6.8% 367 6.6% >50 years old 73 2.0% 38 1.6% 111 1.8% >50 years old 50 1.5% 28 1.3% 78 1.4% Total 838 23.2% 599 24.9% 1,437 23.9% Total 460 13.8% 306 13.9% 766 13.9% 15 In the GRI 401-1 related data, the age of employees is calculated based on the date of when hire/exit occurred. GRI 401-1: Incoming employees by gender and region (n° and %) in 2025 GRI 401-1: Incoming employees by gender and region (n° and %) in 2024 Incoming employees Incoming employees by region Italy Rest of EU Extra EU Total by region Italy Rest of EU Extra EU Total Men 381 116 341 838 Men 222 84 154 460 % 10.6% 3.2% 9.5% 23.2% % 6.7% 2.5% 4.6% 13.8% Women 228 52 319 599 Women 111 27 168 306 % 9.5% 2.2% 13.3% 24.9% % 5.1% 1.2% 7.6% 13.9% Total 609 168 660 1,437 Total 333 111 322 766 % 10.1% 2.8% 11.0% 23.9% % 6.0% 2.0% 5.8% 13.9% 62
Stevanato Group Sustainability Economic Value Innovation Human Capital Supply Chain Environment Local Communities GRI 401-1: Outgoing employees by age group and gender (n° and %) in 2025 GRI 401-1: Outgoing employees by age group and gender (n° and %) in 2024 Outgoing employees Outgoing employees by age Men % Women % Total % by age Men % Women % Total % <30 years old 180 5.0% 138 5.7% 318 5.3% <30 years old 186 5.6% 121 5.5% 307 5.6% 30 – 50 years old 289 8.0% 204 8.5% 493 8.2% 30 – 50 years old 250 7.5% 201 9.1% 451 8.2% >50 years old 84 2.3% 52 2.2% 136 2.3% >50 years old 71 2.1% 53 2.4% 124 2.2% Total 553 15.3% 394 16.4% 947 15.8% Total 507 15.3% 375 17.1% 882 16.0% GRI 401-1: Outgoing employees by gender and region (n° and %) in 2025 GRI 401-1: Outgoing employees by gender and region (n° and %) in 2024 Outgoing employees Outgoing employees by region Italy Rest of EU Extra EU Total by region Italy Rest of EU Extra EU Total Men 184 140 229 553 Men 206 131 170 507 % 5.1% 3.9% 6.3% 15.3% % 6.2% 3.9% 5.1% 15.3% Women 116 66 212 394 Women 107 71 197 375 % 4.8% 2.7% 8.8% 16.4% % 4.9% 3.2% 9.0% 17.1% Total 300 206 441 947 Total 313 202 367 882 % 5.0% 3.4% 7.3% 15.8% % 5.7% 3.7% 6.6% 16.0% 63
Stevanato Group Sustainability Economic Value Innovation Human Capital Supply Chain Environment Local Communities GRI Content Index Stevanato Group has reported the information cited in this GRI Content Index for the period January 1 to December 31 with reference to the Statement of use GRI Standards. GRI 1: Foundation 2021 GRI 1 used GRI STANDARD DISCLOSURE LOCATION PAGE NO. / NOTES GRI 2: General Disclosures 2021 2-1 Organizational details Back Cover – Organizational Details p. 9-13 2-2 Entities included in the organization’s sustainability reporting Methodological Note p. 5-6 2-3 Reporting period, frequency and contact point Methodological Note p. 5-6 2-4 Restatements of information Methodological Note p. 5-6 2-5 External assurance Methodological Note p. 5-6 Independent Audit Report p. 70-71 2-6 Activities, value chain and other business relationships Organizational Details p. 9-13 Responsible Supply Chain & Procurement p. 48-50 2-7 Employees Stevanato Groups’ Human Resources p. 39-41 Annex p. 61-63 64
Stevanato Group Sustainability Economic Value Innovation Human Capital Supply Chain Environment Local Communities GRI 2: General Disclosures 2021 2-9 Governance structure and composition Company Structure and Main Corporate p. 15-16 Functions 2-22 Statement on sustainable development strategy Letter to Stakeholders p. 4-5 2-23 Policy commitments Ethics, Integrity, and Compliance p. 16-17 2-27 Compliance with laws and regulations Ethics, Integrity, and Compliance p. 16-17 2-28 Membership associations Participation in Organizations and p. 23 Associations 2-29 Approach to stakeholder engagement Approach to Sustainability p. 18-20 2-30 Collective bargaining agreements Stevanato Group’s Human Resources p. 39-41 GRI 3: Material Topics 2021 3-1 Process to determine material topics Approach to Sustainability p. 18-20 3-2 List of material topics Approach to Sustainability p. 18-20 Economic performance and value creation GRI 3: Material Topics 2021 3-3 Management of material topics Approach to Sustainability p. 18-20 Stakeholder Value Creation p. 24 GRI 201: Economic Performance 2016 201-1 Direct economic value generated and distributed Stakeholder Value Creation p. 24 Responsible supply chain and procurement GRI 3: Material Topics 2021 3-3 Management of material topics Approach to Sustainability p. 18-20 Responsible Supply Chain & Procurement p. 48-50 GRI 204: Procurement Practices 2016 204-1 Proportion of spending on local suppliers Responsible Supply Chain & Procurement p. 48-50 65
Stevanato Group Sustainability Economic Value Innovation Human Capital Supply Chain Environment Local Communities Business ethics, governance and compliance GRI 3: Material Topics 2021 3-3 Management of material topics Approach to Sustainability p. 18-20 Ethics, Integrity, and Compliance p. 16-17 GRI 205: Anti-corruption 2016 205-3 Confirmed incidents of corruption and actions taken Ethics, Integrity, and Compliance p. 16-17 GRI 206: Anti-competitive 206-1 Legal actions for anti-competitive behavior, anti-trust, and Ethics, Integrity, and Compliance p. 16-17 monopoly practices Behavior 2016 Energy consumption GRI 3: Material Topics 2021 3-3 Management of material topics Approach to Sustainability p. 18-20 Energy Consumption and GHG Emissions p. 51-54 GRI 302: Energy 2016 302-1 Energy consumption within the organization Energy Consumption and GHG Emissions p. 51-54 Water management GRI 3: Material Topics 2021 3-3 Management of material topics Approach to Sustainability p. 18-20 Water Management p. 55-57 GRI 303: Water and Effluents 2018 303-1 Interactions with water as a shared resource Water Management p. 55-57 303-2 Management of water discharge-related impacts Water Management p. 55-57 303-3 Water withdrawal Water Management p. 55-57 303-4 Water discharge Water Management p. 55-57 GHG emissions GRI 3: Material Topics 2021 3-3 Management of material topics Approach to Sustainability p. 18-20 Energy Consumption and GHG Emissions p. 51-54 66
Stevanato Group Sustainability Economic Value Innovation Human Capital Supply Chain Environment Local Communities GRI 305: Emissions 2016 305-1 Direct (Scope 1) GHG emissions Energy Consumption and GHG Emissions p. 51-54 305-2 Energy indirect (Scope 2) GHG emissions Energy Consumption and GHG Emissions p. 51-54 305-3 Other indirect (Scope 3) GHG emissions Energy Consumption and GHG Emissions p. 51-54 Waste management GRI 3: Material Topics 2021 3-3 Management of material topics Approach to Sustainability p. 18-20 Waste Management p. 57-58 GRI 306: Waste 2020 306-1 Waste generation and significant waste-related impacts Waste Management p. 57-58 306-2 Management of significant waste-related impacts Waste Management p. 57-58 306-3 Waste generated Waste Management p. 57-58 Human capital management and development GRI 3: Material Topics 2021 3-3 Management of material topics Approach to Sustainability p. 18-20 Stevanato Group’s Human Resources p. 39-41 Employee Management and Development p. 42-45 GRI 401: Employment 2016 401-1 New employee hires and employee turnover Annex p. 61-63 GRI 405: Diversity and Equal 405-1 Diversity of governance bodies and employees Company Structure and Main Corporate p. 15-16 Functions Opportunity 2016 Stevanato Group’s Human Resources p. 39-41 Employee well-being GRI 3: Material Topics 2021 3-3 Management of material topics Approach to Sustainability p. 18-20 Employee Management and Development p. 42-45 67
Stevanato Group Sustainability Economic Value Innovation Human Capital Supply Chain Environment Local Communities GRI 401: Employment 2016 401-2 Benefits provided to full-time employees that are not provided Employee Management and Development p. 42-45 to temporary or part-time employees Occupational Health & Safety GRI 3: Material Topics 2021 3-3 Management of material topics Approach to Sustainability p. 18-20 Occupational Health & Safety p. 46-47 GRI 403: Occupational Health 403-1 Occupational health and safety management system Occupational Health & Safety p. 46-47 and Safety 2018 403-2 Hazard identification, risk assessment, and incident Occupational Health & Safety p. 46-47 investigation 403-3 Occupational health services Occupational Health & Safety p. 46-47 403-4 Worker participation, consultation, and communication on Occupational Health & Safety p. 46-47 occupational health and safety 403-5 Worker training on occupational health and safety Occupational Health & Safety p. 46-47 403-6 Promotion of worker health Occupational Health & Safety p. 46-47 403-7 Prevention and mitigation of occupational health and safety Occupational Health & Safety p. 46-47 impacts directly linked by business relationships 403-9 Work-related injuries Occupational Health & Safety p. 46-47 Human rights GRI 3: Material Topics 2021 3-3 Management of material topics Approach to Sustainability p. 18-20 Ethics, Integrity, and Compliance p. 16-17 GRI 406: Non-discrimination 2016 406-1 Incidents of discrimination and corrective actions taken Ethics, Integrity, and Compliance p. 16-17 68
Stevanato Group Sustainability Economic Value Innovation Human Capital Supply Chain Environment Local Communities Local communities’ engagement GRI 3: Material Topics 2021 3-3 Management of material topics Approach to Sustainability p. 18-20 Local Communities Engagement p. 59-60 GRI 413: Local Communities 2016 413-2 Operations with significant actual and potential negative GRI Content Index In 2025, no significant impacts on local communities actual or potential negative impacts on local communities were registered. Product quality and responsibility GRI 3: Material Topics 2021 3-3 Management of material topics Approach to Sustainability p. 18-20 Product Quality and Responsibility p. 38 GRI 416: Customer Health 416-2 Incidents of non-compliance concerning the health and safety Product Quality and Responsibility p. 38 impacts of products and services and Safety 2016 Research & Development and Innovation: topic not covered by topic-specific GRI standards GRI 3: Material Topics 2021 3-3 Management of material topics Approach to Sustainability p. 18-20 Research & Development and Innovation p. 29-37 69
Stevanato Group Sustainability Economic Value Innovation Human Capital Supply Chain Environment Local Communities Independent Audit Report 70
Stevanato Group Sustainability Economic Value Innovation Human Capital Supply Chain Environment Local Communities Independent Audit Report 71
Headquarters Via Molinella, 17 35017 Piombino Dese, Padova, Italy Global footprint with operating units and commercial offices in 10 countries. Visit our website to contact us. stevanatogroup.com
Exhibit 99.4
STEVANATO GROUP S.P.A.
REPORT OF THE AUDIT COMMITTEE
TO THE SHAREHOLDERS
ON THE ACTIVITIES CARRIED OUT
IN THE FINANCIAL YEAR 2025
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Stevanato Group S.p.A. Report of the Audit Committee to the Shareholders On the Activities Carried Out in the Financial Year 2025 |
On May 28, 2021, following the approval of the by-laws (the “By-Laws”), Stevanato Group S.p.A. (the “Company” or “Stevanato”) adopted the one-tier system of corporate governance pursuant to articles 2409-sexiesdecies and subsequent of the Italian Civil Code (the “Civil Code”), which provides for the Company’s direction and internal control activities to be carried out, respectively, by the Board of Directors and by the Audit Committee (Comitato per il controllo sulla gestione; the “Committee”) established within the Board of Directors.
According to the provisions of law, the Committee shall supervise the adequacy of the Company’s organizational structure, the internal control system and the administrative and accounting system, as well as its suitability to present fairly the Company’s management facts, and perform the additional tasks entrusted to it by the Board of Directors, with particular regard to the relations with the audit firm in charge of the statutory audit (the “Audit Firm”).
Pursuant to the By-Laws and following the listing of the Company’s ordinary shares on the New York Stock Exchange (“NYSE” and the “Listing”), the Committee shall also exercise the role of the “Audit Committee” pursuant to US laws and regulations and the NYSE Listing Rules applicable to the Company.
In accordance with such provisions, on June 16, 2021, the Board of Directors adopted the Committee’s charter (the “Charter”), which provides that the Committee shall carry out, inter alia, the supervision and control of (i) business processes and procedures, with particular regard to the internal control and market information processes and to the risk management policies adopted by the Company; (ii) the financial information provided by the Company; and (iii) the activity and independence of the Audit Firm. On August 4, 2025, the Audit Committee revised the Charter following the merger of the ESG Committee into the Committee..
Special functions are also assigned to the Committee by the Charter and by the policy on transactions with related parties approved by the Board of Directors on July 2, 2021 (the “Related Parties Policy”), with regard to, inter alia, (i) the appointment and determination of the compensation to be granted to the Audit Firm, (ii) the design of the policy and procedures for employees’ reporting of objectionable facts (so-called “whistleblowing procedures”), and (iii) the approval of transactions to be entered into with related parties and of amendments to the Related Parties Policy. In 2025 the Audit Committee carried out the annual review of the Related Parties Policy confirming the contents, the updated version has been published on the Company website. .
This report – prepared in accordance with the Italian law and submitted to the Shareholders’ Meeting convened for 26 May 2026– provides a brief description of the supervisory activities carried out by the Committee in the period from January 1, 2025, to December 31, 2025 (2025 financial year ending date) (the “Report”).
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| 1. | COMPOSITION AND MEETINGS OF THE COMMITTEE. |
On May 23 May 2025, the Board of Directors appointed as members of the Committee Mr. William Federici, Mr. Luciano Santel Ms. Elisabetta Magistretti and Ms. Sue-Jean Lin.
All of the Committee members meet the requirements of independence set out in Article 2399 of the Civil Code, as well as the additional independence and financial competence requirements set out by the US and NYSE regulatory provisions applicable to the Company.
In such respect, the Board of Directors determined that Mr. William Federici, Mr. Luciano Santel, Ms. Elisabetta Magistretti and Ms. Sue-Jean Lin are “audit committee financial experts” as defined by the SEC rules and meet the financial experience requirement set forth by the NYSE Listing Rules. Moreover, in accordance with article 2409-octiesdecies, paragraph 3, of the Civil Code, Ms. Elisabetta Magistretti is a certified accountant and, therefore, is enrolled with the Italian Registry of Statutory Auditors established at the Ministry of Economy and Finance pursuant to Legislative Decree no. 39/2010.
In 2025, the Committee appointed Mr. William Federici as Chairman.
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Stevanato Group S.p.A. Report of the Audit Committee to the Shareholders On the Activities Carried Out in the Financial Year 2025 |
In 2025 six meetings of the Committee were held, attended by, in addition to the members of the Committee, the following persons: the Chief Executive Officer (Mr. Franco Stevanato), the Chief Financial Officer (Mr. Marco Dal Lago), the Chief Information Officer (Mr. Lorenzo Bendinelli), the General Counsel, Senior Vice President, Company Secretary (Mr. Douglas J. Bruno), the Chief Communication and Investor Relations Officer (Ms. Lisa Miles), the Internal Auditor Senior Director (Ms. Andrea Damian), the Senior Director, Group Planning & Control (Mr. Diego Benatti), the Consolidation and Administration Senior Director (Ms. Silvia Stella), the Treasury Senior Director (Mr. Giuliano Dalla Cia), the Tax Senior Director (Mr. Marco Toniolo), the CEO Chief of Staff/Internal Communication Manager (Ms. Elisabeth Marin), the Director Legal (Ms. Leila Petrelli), the Compliance Director (Claudia Costa), as well as the auditors responsible for the auditing of the Company’s financial statements of appointed at the Shareholder meeting of May 24, 2023, by the Audit Firm PricewaterhouseCoopers S.p.A. (Mr. Luca Meneguz, Davide Silvestrelli and Mr. Scott Cunningham).
Below is attached a table with an indication of the number of meetings attended:
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Partecipants
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Number of meetings
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Percentage of attendance
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William Federici |
6 | 100 | ||
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Fabio Buttignon* |
4 | 66,6 | ||
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Luciano Santel |
6 | 100 | ||
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Elisabetta Magistretti** |
2 | 33,3 | ||
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Sue-Jean Lin** |
2 | 33,3 | ||
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CEO |
6 | 100 | ||
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CFO |
6 | 100 | ||
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CIO |
5 | 83,3 | ||
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General Counsel, Senior Vice President, Company Secretary |
6 | 100 | ||
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Chief Communication and Investor Relations Officer |
6 | 100 | ||
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Internal Auditor Senior Director |
6 | 100 | ||
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Senior Director, Group Planning & Control |
4 | 66,6 | ||
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Consolidation and Reporting Senior Director |
6 | 100 | ||
| Treasury Senior Director |
1 | 16,6 | ||
| Tax Senior Director |
2 | 33 | ||
| CEO Chief of Staff/Internal Communication Coordinator |
1 | 16,6 | ||
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Stevanato Group S.p.A. Report of the Audit Committee to the Shareholders On the Activities Carried Out in the Financial Year 2025 |
| Legal Director |
6 | 100 | ||
| Compliance Director |
5 | 83,3 | ||
| PwC S.p.A. |
6 | 100 | ||
**Fabio Buttignon no longer served as Audit Committee and BoD Member effective from May 2025
**Ms. Elisabetta Magistretti and Sue-Jean Lin were appointed as Audit Committee Member on May 23, 2025, and attended all of the 2025 Audit Committee meetings held after his appointment.
The members of the Committee also took part in the following meetings of the Board of Directors (during the reporting period of this Report), as well as in the meetings of the other Committees of which they are members, namely:
- Mr. William Federici at six (6) Board of Directors meetings, and seven (7) Business & Strategy Committee meetings; and
- Mr. Fabio Buttignon at three (3) Board of Directors meetings and three (3) ESG Committee Meeting; and
- Mr. Luciano Santel at five (5) Board of Directors meetings, three (3) meetings of the Nominating & Corporate Governance Committee and seven (7) meetings of the Business & Strategy Committee; and
- Ms. Elisabetta Magistretti at four (4) Board of Directors meetings; one (1) ESG Committee Meeting and five (5) meetings of the Business & Strategy Committee; and
- Ms. Sue-Jean Lin at four (4) Board of Directors meetings, one (1) ESG Committee Meeting, five (5) meetings of the Business & Strategy Committee
| 2. | GENERAL OBSERVATIONS. |
The Committee obtained adequate information on the activities carried out by the Company, on the general economic performance and the foreseeable development of its operations, as well as on the financially most significant transactions carried out by the Company in the financial year 2025, including those carried out through companies directly or indirectly controlled (these companies, together with the Company, the “Group”), by (i) participating in the meetings of the Board of Directors, (ii) periodically meeting the Company’s executive directors, the Chief Financial Officer and the other managers mentioned in the previous paragraph, the Audit Firm, and (iii) examining the documentation submitted to, or specifically requested, by the Committee.
| 3. | SUPERVISORY ACTIVITIES ON THE ADEQUACY OF THE ORGANISATIONAL STRUCTURE OF THE COMPANY AND OF THE GROUP. |
In accordance with the provisions of article 2409-octiesdecies, paragraph 5, of the Civil Code, the Committee supervised, within its duties and responsibilities, the adequacy of the organizational structure of the Company.
Through a series of meetings with the Executive Chairman of the Company, the Chief Executive Officer, the Chief Financial Officer, the Chief Information Officer, the Group Planning and Control Senior Director, the General Counsel, the Consolidation and Reporting Senior Director, the Internal Audit Senior Director, the Committee carried out an assessment of the organizational structure of the Company and the Group, paying particular attention to the adequacy and effective functionality of the various operational and control functions and to the adequacy of risk management mechanisms.
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Stevanato Group S.p.A. Report of the Audit Committee to the Shareholders On the Activities Carried Out in the Financial Year 2025 |
Following the recent growth of the Company and, particularly, the Listing process, the organizational structure of the Company and the Group underwent significant changes, the implementation of which the Committee has constantly monitored.
The most relevant organizational change for 2025 has been the shift from a Regional Organization to a Business Unit Organizational Model, which occurred in April 2025. Alongside centralized Corporate functions and Shared Services that are designed to provide a centralized support and to foster integration, the new organization established three Business Units (DCS, DDS&IVD, Engineering) with full Profit and Loss responsibility. This shift impacted the entire organization and included the introduction and appointment of new roles, as well as related departments reorganization, that are not mentioned here in the details for the benefit of simplification. At the moment of the reorganization, the first reporting line to the CEO was comprised of:
| - | President, DCS Business Unit and Shared Services – new role in the organization |
| - | President, DDS&IVD Business Unit – new role in the organization |
| - | President, Engineering Business Unit – new role in the organization |
| - | Chief Business & Strategy Officer – new role in the organization |
| - | Chief Communication and Investor Relations Officer – new role in the organization |
| - | Chief Human Resources Officer – role already present in the organization |
| - | Chief Financial Officer – role already present in the organization |
| 4. | SUPERVISORY ACTIVITIES ON THE ADEQUACY OF THE INTERNAL CONTROL AND RISK MANAGEMENT SYSTEM OF THE COMPANY AND THE GROUP. |
| 4.1. | SUPERVISION OF THE ADEQUACY OF THE INTERNAL CONTROL SYSTEM. |
Currently, the Company’s control structure consists of:
| • | controls operating at the group or subsidiary level, such as definition of the delegated powers, the segregation of duties, formalization of internal policies relating to business processes and allocation to various employees of the access rights for the use of the information technology systems adopted in each Group company; |
| • | controls operating at the process level, such as internal procedures, operating rules, authorization flows, reconciliations, management reviews, etc. This category includes controls concerning operational processes relating to the financial reporting and the financial statements closing process, as well as controls carried out by specific business functions. From time to time, these controls may be qualified as: |
| - | preventive, i.e. intended to prevent unintentional errors or fraud that could result in significant errors that would have a significant impact on financial reporting (material misstatement); or |
| - | monitoring / investigative (detective), i.e. designed to verify that any errors or fraud have not occurred / have not been implemented; and |
| - | manual, if personally executed by an operator; or |
| - | automatic, if designed within the IT applications supporting business activities. |
The Company’s internal control system comprises the following high-level roles:
| • | the governing body, which delegates responsibility and provides resources to management for achieving the objectives of the organization, maintains oversight of compliance with legal, regulatory, and ethical expectations, set the tone of the top and related culture promoting ethical behaviour and accountability, |
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Stevanato Group S.p.A. Report of the Audit Committee to the Shareholders On the Activities Carried Out in the Financial Year 2025 |
| engages with stakeholders to monitor their interests and communicate transparently on the achievement of objectives; |
| • | management level (first and second line roles) with the accountability for executing the controls identified to mitigate risks related to day-by-day activities included in the processes they are responsible. Moreover, the management is responsible for establishing and maintaining appropriate structures and processes for the management of operations and risks (including internal control), ensuring compliance with legal, regulatory, and ethical values. These functions, among others, include Compliance, Legal & Corporate Affairs, Quality, HSE & Sustainability) |
| • | internal audit, which provides independent and objective assurance and advice to management and the governing body on the adequacy and effectiveness of governance and risk management (including internal control) to support the achievement of organizational objectives and to promote and facilitate continuous improvement, on the basis of a risk-based approach. Internal audit cooperates with external assurance providers, such as external auditors providing additional assurance in order to meet legislative and regulatory expectations to protect the interests of stakeholders. |
The Committee monitored the adequacy and effectiveness of the internal control system through periodic meetings and discussions with the Chief Executive Officer, the Chief Financial Officer, the Internal Audit Senior Director, as well as the Audit Firm and the Management of AFC, IT and Legal areas.
Since the Company became a U.S. listed company, and therefore subject to the reporting requirements of the Sarbanes-Oxley Act, management has been working on the compliance of the internal control system over financial reporting. Activities have included, considering adequate priorities, the following areas: i) risk assessment and scoping activities aimed at identifying risks relevant for the Group; ii) formalization of risk and control matrices for the identified companies and processes, including the definition of Information Technology General Controls for the systems considered relevant for the disclosure of our financial statements; and iii) implementation of adequate monitoring activities, including testing activities to verify the effectiveness of the established internal control framework.
In light of the material weaknesses identified based on the assessment performed as of December 31, 2024, during the course of 2025, under the supervision of the Committee, Company management continued to execute and further enhance the previously designed remediation plan, with the objective of fostering a strong internal control culture, completing the corrective actions already in progress, and implementing the desired remediation initiatives.
In particular, during 2025 the Company effectively implemented the design of controls for processes deemed relevant from both a business process and IT perspective, thereby consolidating the overall internal control framework to be adopted. The majority of design deficiencies were remediated through the introduction of automated workflows and increased focus on the adequacy of supporting documentation for management review and approval controls. Similarly, the reassessment of the segregation of duties model was completed, resulting in a reinforced framework from both an organizational and IT perspective, aimed at improving the quality of system-generated information and the effectiveness of internal control activities. In addition, dedicated training programs were completed, together with targeted support activities for control owners, with particular focus on proper documentation of control activities, review attributes, and the controls necessary to ensure the accuracy and completeness of relevant information used. The Committee was regularly updated on the progress of the remediation activities through the establishment of an Internal Controls Steering Committee, which met on a monthly basis with the involvement of key internal stakeholders governing the internal control framework, top management, external consultants, and the external auditor.
As of December 31, 2025, the internal control system was evaluated for effectiveness based on the criteria set forth in the Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). Despite the progress achieved, the assessment activities identified the existence of certain material weaknesses in the internal control system, primarily attributable to a control environment that is not yet fully effective, also due to the not yet sufficient level of experience of certain personnel involved in the operation of internal controls. Additional deficiencies were identified with respect to the formalization and documentation of controls in certain areas, including manual journal entries and the period-end close controls at the individual entity
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Stevanato Group S.p.A. Report of the Audit Committee to the Shareholders On the Activities Carried Out in the Financial Year 2025 |
level, as well as controls over information systems, particularly related to program change management and user access controls.
In particular, the identified material weaknesses have been reported and discussed with the Audit Committee and disclosed in “ITEM 15 – CONTROLS AND PROCEDURES” at page 152 and following in the 20-F, filed on March 4, 2026.
The Audit Committee has not identified any other significant issues to report.
| 4.2. | SUPERVISORY ACTIVITIES ON THE ADEQUACY OF THE RISK MANAGEMENT SYSTEM. |
Currently, the Company has in place a formalized risk management process with reference to the legal and financial risks. The Company’s overall risk management and control system has been enhanced and will be continuously improved as per the activities with regard to SOX projects.
Pending the definition of a more structured risk management system, the Committee has examined the most important operations carried out by the Group during the reporting period of this Report and assessed the risks associated with them and their management.
The Committee examined in particular:
| I. | The impairment test on goodwill and other indefinite-life intangible assets carried out by the management, according to the principles established by the International Accounting Standard Board (IASB) in IAS 36 “Impairment of Assets”. |
| II. | Appointment of Supervisory Body pursuant to Legislative Decree no. 231/2001. The Committee members received an update regarding the expiration of the Supervisory Body and the proposal of renewal of the Supervisory Body in the current composition. The Committee expressed a favorable opinion and recommended the appointment of such Supervisory Body. |
| 4.3. | SUPERVISION OF THE PROCESSES OF VERIFYING THE COMPLIANCE OF THE ACTIVITIES OF THE COMPANY AND THE GROUP WITH APPLICABLE REGULATIONS. |
Compliance of the Company’s and the Group’s activities with applicable regulations is ensured by the controls carried out by the Compliance Director, Internal Audit, Legal & Corporate Affairs functions indicated in paragraph 4.1 above as well as by the Supervisory Body (Organismo di Vigilanza) established pursuant to Italian Legislative Decree no. 231/2001.
It must be highlighted that the Company has adopted an organizational and management model aimed at preventing the commission of offences that may involve a liability of the Company pursuant to Legislative Decree no. 231/2001 (the “Model 231”). Model 231 consists of:
| • | a general section containing a description of the contents of Legislative Decree no. 231/2001, the system of attribution of powers adopted by the Company, the communication and training plans in place in respect to Model 231, the sanctions provided in case of commission of offences relevant for Legislative Decree no. 231/2001, and the principles of operation of the Supervisory Body; |
| • | several special sections, one for each category of offences relevant for Legislative Decree no. 231/01, containing a description of such offences, of the business processes which are to be considered “sensitive” in relation to the risk that offences relevant for Legislative Decree no. 231/2001 are committed, and the general principles of conduct in relation to individual offences; |
| • | two annexes containing a description of (i) the control protocols provided for each “sensitive activity”, aimed at limiting the risk that offences relevant for Legislative Decree no. 231/2001 are committed, and (ii) the flow of information which must be provided to the Supervisory Body. |
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Stevanato Group S.p.A. Report of the Audit Committee to the Shareholders On the Activities Carried Out in the Financial Year 2025 |
The crime-risk assessment process defined by Model 231 considers, for each type of crime provided for by the aforementioned Legislative Decree no. 231/2001, the business processes (so-called “sensitive activities”) in which there is a risk of commission of such offences. For each process, the model requires identification of the functions involved and among them the responsible one, an assessment of the crime-risk on the basis of criteria such as the probability and severity of the occurrence of the relevant offences and on the basis of the controls provided for the process considered. The identification and analysis of “sensitive activities” - which is carried out in event of substantial changes of both organizational and regulatory nature - implies the direct involvement of all managers and employees who, with reference to the specific process, have significant decision-making and management autonomy.
Model 231 also provides for a system of information flows and a planning of control activities allowing the Supervisory Body to promptly verify the state of effectiveness and implementation of Model 231 and the adequacy, over time, of the crime-risk assessment process.
During calendar year 2025, , the Supervisory Body carried out several audits concerning the operation of Model 231, by interviewing the management of the Company directly involved on the topics investigated and by examination of documentation made available.
According to the Annual Plan of Activities and Controls - Year 2025 Supervisory Body carried out audit on the following sensitive processes and “risk-offence areas”:
| • | audit of the sensitive process related to procurement; |
| • | audit of the sensitive process related to the management of M&A transactions; |
| • | audit of the sensitive process related to relations with suppliers; |
| • | audit of the risk-offence area related to the financial statements’ preparation process; |
| • | meeting with the Internal Auditor on the results of control activities concerning corporate and tax offences pursuant to Articles 25-ter and 25-quinquiesdecies of Legislative Decree 231/2001. |
With reference to the information flows, the Supervisory Body sent to head of the relevant function the “Form for the periodic reporting of relevant events”, collecting relevant feedback. The feedback received from the Supervisory Body did not highlight any noteworthy reports.
With regard to further compliance control processes, the Company, during 2025, continued its efforts in the implementation, monitoring, and training activities related to the Policies adopted at Group level, such as Whistleblowing Policy, Anti-Bribery Anti-Corruption, Anti-Discrimination policy, Privacy Master Policy, Model 231.
| 5. | SUPERVISION OF THE ADMINISTRATIVE AND ACCOUNTING SYSTEM OF THE COMPANY AND OF THE GROUP - CONTROL OF THE COMPANY’S FINANCIAL INFORMATION. |
The Committee reviewed, and assessed, in reliance on external and internal experts, including the Audit Firm, and the management of Stevanato Group, the adequacy of the financial information closing process and of the accounting-administrative system, and the reliability of the latter to fairly represent in all material respects the financial position and results of operations of Stevanato.
The Committee took also note of the opinions issued by the Company’s Chief Executive Officer and Chief Financial Officer with regard to the adequacy and effective application of the administrative and accounting procedures in the preparation of the financial statements and consolidated accounts for the financial year ended on December 31, 2025.
Moreover, the Committee reviewed the financial results for the first quarter 2025, the financial results for the second quarter of 2025 and the first half of 2025, the financial results for the third quarter of 2025, and the financial results for the fourth quarter of 2025 and entire financial year 2025, as well as the documentation relating to the publication of
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Stevanato Group S.p.A. Report of the Audit Committee to the Shareholders On the Activities Carried Out in the Financial Year 2025 |
such results, including financial guidance. The documentation in question – prepared by the management and reviewed by the Audit Firm – was presented to the Committee by the Chief Financial Officer and the Consolidation and Reporting Manager. The Forms 6-K and 20-F filed with the SEC, consisting of the notes to the consolidated financial statements and the management discussion and analysis (MD&A), - respectively, reviewed or audited by the Audit Firm and reviewed by the Senior Vice President, General Counsel and Company Secretary - were also reviewed by the Committee.
The Committee reviewed also the press releases, commentary and presentations issued or made by the Senior Vice President Investor Relations and reviewed by the Senior Vice President, General Counsel and Company Secretary in order to assess their consistency with the Forms 6-K filed with the SEC.
Following their examination, also based on the on the controls carried out by, and on the discussions with, the Audit Firm, the external legal counsels, and the management of Stevanato, the Committee considered appropriate to recommend to the Board of Directors the approval of the results for (i) the first quarter of 2025; (ii) the second quarter of 2025 and the first half of 2025 (iii) the third quarter of 2025 and (iv) on the fourth quarter 2025 and the full year 2025, and of the Forms 6-K and 20-F respectively, as well as the related press releases prepared commentary and presentations.
| 6. | AUDIT ACTIVITIES AND INDEPENDENCE OF THE EXTERNAL AUDITOR. |
On May 24, 2023, the Ordinary Shareholders’ Meeting of the Company appointed PricewaterhouseCoopers S.p.A. as the Company’s External Auditor for the auditing of the Company’s and the consolidated Financial Statements, and the performance of the further tasks and activities relevant to Stevanato to be conducted by the External Auditor in compliance with Italian and US laws and regulations, for the financial years ending on December 31, 2023, December 31, 2024, and December 31, 2025, in accordance with the terms and conditions of the offer submitted by PricewaterhouseCoopers S.p.A. on February 7, 2023.
In particular, the mentioned offer envisaged an annual compensation amounting, as far as the Company alone is concerned, to: Euro 591,000.00 for the financial year 2023; Euro 595,000.00 for the financial year 2024; and Euro 621,000.00 for the financial year 2025, plus any applicable VAT and expenses.
Such compensation convers the auditing and verification activities that PricewaterhouseCoopers S.p.A. is required to carry out, pursuant to Sec. 404 of the Sarbanes-Oxley Act, on the internal controls over the financial reporting process for the consolidated financial statements with respect to different companies belonging to the Stevanato Group.
The costs for such tasks and activities – carried out by PwC and other audit firms belonging to PwC’s international network – were borne by Stevanato until the shareholders’ meeting held on May 22, 2024.
Following several exchanges with PricewaterhouseCoopers S.p.A. beginning in 2023 on grounds of relevance and in light of the companies within PwC’s network that actually carry out the above auditing and verification activities, that part of such costs are borne by the Stevanato’ s subsidiaries to which they relate, instead of by Stevanato, without prejudice to the scope of the overall audit activities carried out to the benefit of the Stevanato Group.
Consequently, on December 11, 2023, PricewaterhouseCoopers S.p.A. submitted an offer to the Company to amend the terms and conditions of the audit appointment previously in force In particular such offer covered the performance of the following auditing activities for the financial years 2023, 2024 and 2025 to the benefit of Stevanato alone:
| (i) | statutory audit of the financial statements of Stevanato (including periodic verification of regular bookkeeping, in accordance with Legislative Decree no. 39/2010); |
| (ii) | statutory audit of the consolidate financial statements of Stevanato Group; |
| (iii) | audit of the financial statements included in Form-20 prepared in accordance with the regulations issued by the SEC; |
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Stevanato Group S.p.A. Report of the Audit Committee to the Shareholders On the Activities Carried Out in the Financial Year 2025 |
| (iv) | audit of the internal controls over the consolidated financial reporting process of the Stevanato Group pursuant to section 404 of the Sarbanes-Oxley Act (the “SOX Services”), limited to the activities that will be carried out on Stevanato, Nuova Ompi S.r.l. and Spami S.r.l.; |
| (v) | review of the consolidated interim financial statements for the years 2023 (limited to the quarterly financial results as of 30 June 2023 and 30 September 2023), 2024 and 2025, in accordance with PCAOB AS 4105 Reviews of Interim Financial Information; |
| (vi) | with reference to financial year 2023, SOX Services limited to the audits to be carried out on SG Denmark and Ompi N.A. S de RL de CV, and to financial years 2023 and 2024, SOX Services limited to the audits to be carried out on Balda C. Brewer Inc. and Ompi of America Inc., together with the full-scope audit with materiality threshold of the consolidation packages of the these subsidiaries. |
The annual compensation to be paid in connection with the performance of the of the auditing activities was equal to Euro 538,000.00 for the financial year 2023, Euro 437,000.00 for the financial year 2024, and Euro 383,000.00 for the financial year 2025, plus VAT and other applicable expenses.
As set forth by both the Italian Legislative Decree no. 39/2010 and the SEC and PCOAB provisions, and in compliance with the Charter of Stevanato’ s Audit Committee, at the meeting of April 9, 2024, the Audit Committee expressed a positive opinion on the offer presented by PwC on December 11, 2023.
In light of the above, pursuant to Article 13 of Italian Legislative Decree no. 39/2010, the shareholders’ meeting held on May 22, 2024, on a substantiated proposal of the Audit Committee, resolved to (a) amend the engagement granted to PwC by means of the resolution adopted by the shareholders’ meeting held on May 24, 2023 and, consequently, (b) amend the annual compensation granted to PwC by means of the aforementioned shareholders’ meeting’s resolution, in accordance with the terms and conditions better detailed above.
That being said, and without prejudice to the above, on February 5, 2025, PwC submitted an offer to the Company for the purpose of the increase of the compensation provided for in connection with the current audit appointment, considering the complexity and the amount of resources that the auditing and verification activities relating to Stevanato and Stevanato Group have proven to require as compared to what was originally estimated, especially in relation to SOX Services.
In particular, said offer envisages a fixed increase of the compensation due to PwC equal to additional Euro 255,000.00 (plus VAT) for the auditing of the Company’s financial statements and consolidated financial statements, as well as the further tasks and activities to be conducted by the external auditor in compliance with Italian and US laws and regulations, performed and to be performed in the financial years 2023, 2024, and 2025 - save for any extraordinary events, such as, for example, extraordinary transactions and/or acquisitions and/or other changes that may result in a significant change in the scope of activities to be performed by PwC.
Said offer also provides for a reduction in the compensation due to the company belonging to the PwC network performing the auditing and verification activities on the financial statements of the subsidiary Ompi N.A. S. de R.L. de C.V. in relation to 2024 (respectively, “PwC Mexico” and “Ompi Mexico”), considering the cessation of the obligation to carry out the statutory audit over the financial statements of Ompi Mexico. As a result of this reduction, the relevant fee due is reduced from Euro 65,000.00 to Euro 52,000.00 and, although the statutory auditing and verification activities for the financial years 2024 and 2025 will be performed by PwC Mexico, the aforementioned fee will be invoiced by PwC to the Company as such activities relate to the auditing of the Company’s consolidated financial statements.
In compliance with the provisions of Legislative Decree No. 39/2010, as well as the SEC and PCAOB regulations applicable to the Company, and in accordance with the Audit Committee Charter, the Audit Committee expressed a positive opinion on the offer submitted by PwC on February 5, 2025 the Audit Committee issued the Substantiated proposal of the Audit Committee for the shareholders to resolve upon item 5 on the agenda for the Ordinary Shareholders’ Meeting of the Company : “Increase of the compensation granted to PricewaterhouseCoopers S.p.A. in relation to the auditing
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of the Company’s financial statements and consolidated financial statements, and the performance of the further tasks and activities to be conducted by the external auditor in compliance with Italian and US laws and regulations, for the financial years ending on December 31, 2023, December 31, 2024, and December 31, 2025; related resolutions.
In particular, the Audit Committee considered it advisable that Stevanato accepts the offer submitted by PwC on February 5, 2025, as the increase of the compensation requested by PwC in connection with the auditing activities summarized above is adequate in light of the complexity of the activities to be carried out by the external auditor, the effort required, and the relevant responsibilities
In light of the foregoing, pursuant to Article 13 of the Italian Legislative Decree no. 39/2010, as resolved at the Audit Committee’s meeting of February 4, 2025, we submit to you, in relation to item 5 of the agenda of the Ordinary Shareholders’ Meeting convened on May 22, 2024, the proposal to:
increase the compensation granted to the audit firm PricewaterhouseCoopers S.p.A. by means of the resolution adopted by the shareholders’ meeting held on May 24, 2023, as amended by means of the resolution adopted by the shareholders’ ordinary meeting held on May 22, 2024, granting to the same PricewaterhouseCoopers S.p.A., for the auditing of the Company’s financial statements and consolidated financial statements, as well as the performance of the further tasks and activities to be conducted by the external auditor in compliance with Italian and US laws and regulations, a further compensation equal to Euro 255,000.00 (plus VAT) for the financial years 2023, 2024 and 2025, as better detailed in the offer submitted by PricewaterhouseCoopers S.p.A. on January 5, 2025 and summarized above.
On October 29, 2025, PwC submitted partial review of performance activities for US company (to be performed by PwC Italy) with consequential review of the remuneration. In addition, PwC provide a review of fee or Ompi N.A.S. de R.L.to € 52.000.
In light of the appointments of the Audit Firm and of the companies belonging to its network made by the Group and of the independence confirmation statement issued by the Audit Firm, the Committee did not find any critical issue in respect to the independence of the latter.
The Committee examined the activities carried out by the Auditor Firm and, in particular, the methods and the auditing approach used for the different significant areas of the financial statements and the audit plan and discussed with the Audit Firm the issues related to business risks and all topics connected to the Listing process.
The Committee was also informed of the audit procedures carried out by the Audit Firm in relation to the accounting system and to the fair presentation of the accounting records, from which no findings or anomalies arose.
| 7. | OMISSIONS AND OBJECTIONABLE FACTS - OPINIONS ISSUED. |
During the reporting period of this Report, also based on the controls carried out by, and on the discussions with, the Audit Firm, the external legal counsels, and the management of Stevanato, the Committee found no violations of applicable laws or regulations, irregularities, omissions or other objectionable acts made by the Company, by other Group companies or their directors or employees to be reported to the shareholders’ meeting.
In the same period, the Committee was not notified or made aware, pursuant to article 2408 of the Civil Code or otherwise, of any complaints or reports from directors, shareholder, employees of the Company or the Group or third parties in relation to irregularities, omissions, or other objectionable facts.
No opinion required under legal, regulatory or market regulations and/or the Charter was issued by the Committee during the financial year 2025.
| 8. | SUPERVISION OF RELATED PARTY TRANSACTIONS. |
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Stevanato Group S.p.A. Report of the Audit Committee to the Shareholders On the Activities Carried Out in the Financial Year 2025 |
In preparation for the Listing and with regard to the form F-1 to be filed with the SEC, the management performed an assessment to identify any potential parties related with the Group. The above-mentioned form - which includes the Company’s identified related parties and of the significant transactions—was reviewed and verified by the Audit Firm and by the external legal counsel.
During year 2025 the Company updated the identification of related parties, , and the Company’s management oversaw the transactions and the commercial relationships with third parties in order to detect any other potential related party. Such process was controlled also by the Audit Firm, to the extent required by its duties and responsibilities, to ensure the completeness of the monitoring activities performed by the management.
Information on the main related party transactions carried out in the financial year 2025, as well as a description of their characteristics and their effects on the financial position and results of Stevanato, were adequately disclosed and illustrated in the notes to the consolidated financial statements and to the financial statements of Stevanato for the financial year 2025 (as part of the note “Disclosure on transactions with related parties”), as well as in the report of the Directors for the same financial year.
During the reporting period of this Report, the Committee was not made aware of any further transactions with related parties, nor did it receive information in this regard from the Executive Directors, the CFO or other managers of the Company or the Group, or the Audit Firm.
| April 9, 2026 |
On behalf of the Management Control Committee | |||
| The Chairman – William Federici | ||||
Exhibit 99.5
STEVANATO GROUP S.P.A.
NOMINATING AND CORPORATE
GOVERNANCE COMMITTEE’S REPORT
FOR 2025
Stevanato Group S.p.A.
Nominating and Corporate
Governance’s Report for 2025
Introduction
This Nominating and Corporate Governance Committee’s Report (hereinafter “the Report”) covers the period 1 January 2025 – 31 December 2025 and is voluntarily prepared according to the Nominating and Corporate Governance Committee’s Charter.
Corporate Governance recommendations and practices
As a “foreign private issuer,” as defined by the SEC, we are permitted to follow home country corporate governance practices instead of certain corporate governance practices required by NYSE applicable to U.S. domestic issuers.
If we cease to be a “foreign private issuer” under the NYSE rules and the Exchange Act, as applicable, we will take all action necessary to comply with applicable NYSE corporate governance rules.
Because we are a foreign private issuer, our directors and senior management are not subject to short-swing profit and insider trading reporting obligations under Section 16 of the Exchange Act. They will, however, be subject to the obligations to report changes in share ownership under Section 13 of the Exchange Act and related SEC rules.
The provisions of the Italian Civil Code regulating companies that are listed on a regulated market (società che fanno ricorso al mercato di capitale di rischio) apply to the Company. As described in more detail below, these rules differ in a number of ways from those applicable to U.S. domestic companies under NYSE listing standards, as set forth in the NYSE Listed Company Manual.
Board of Directors
The Italian Civil Code provides for three alternative corporate governance systems: (i) the traditional model (comprising a board of directors and a board of statutory auditors), (ii) the two-tier board system (comprising a management board and a supervisory board) or (iii) the one-tier board system (comprising a board of directors and an audit committee).
In May 2021, we adopted the one-tier corporate governance system, which provides for a Board of Directors and an Audit Committee. The board of directors is appointed by the shareholders’ meeting, and the Audit Committee is, in turn, appointed by the board of directors from among its members (as appointed by the shareholders’ meeting).
The board of directors is generally responsible for managing the affairs of the company. The Board may therefore undertake all transactions considered necessary, useful or appropriate in achieving the company’s corporate purpose except only for such actions as are reserved to the ordinary or extraordinary shareholders’ meeting by applicable law or the articles of association.
Within the limits prescribed by Italian Law, the Board may delegate its general powers to an executive committee and/or managing director to handle the day-to-day management consistent with the guidelines set by the board of directors. The Chairman of the board of directors, any deputy chairman as well as any managing director are authorized to represent and bind the company in their capacity as legal representatives. The board of directors and any managing director may also delegate the power to carry out certain acts within the scope of their respective authority.
Our board of directors consists of 11 directors (including the members of the Audit Committee) and has been appointed by the ordinary shareholders’ meeting on May 23, 2025, for a period of one fiscal year. Members of the board of directors who are also employees are entitled to applicable severance pay benefits (TFR) under Italian law. No other service contracts and/or agreements exist between members of the board of directors, us and/or our subsidiaries, providing for benefits and/or compensation to our directors upon termination of employment.
During 2025, the Board of Directors has been convened n. 9 times.
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Foreign Private Issuer Status
As a foreign private issuer whose shares are listed on the NYSE, we have the option to follow certain Italian corporate governance practices rather than those of NYSE, except to the extent that such laws would be contrary to U.S. securities laws and provided that we disclose the practices we are not following and describe the home country practices we are following. We rely on this “foreign private issuer exemption” with respect to the following NYSE Corporate Governance Standards:
| • | Section 303A of the NYSE Listed Company Manual, which requires that a majority of the board be independent (although all of the members of the audit committee must be independent under the Exchange Act); |
| • | Section 303A.05 of the NYSE Listed Company Manual, which requires boards to have a compensation committee consisting entirely of independent directors; and |
| • | Section 303A.03 of the NYSE Listed Company Manual, which requires an issuer to have regularly scheduled meetings at which only independent directors attend. |
Except as stated above, we comply with the rules generally applicable to U.S. domestic companies listed on NYSE. We may in the future decide to use other foreign private issuer exemptions with respect to some or all of the other NYSE listing requirements. Following our home country governance practices, as opposed to the requirements that would otherwise apply to a company listed on NYSE, may provide less protection than is accorded to investors under NYSE listing requirements applicable to domestic issuers.
Committees of the Board of Directors
On May 28, 2021, we established an Audit Committee while on June 16, 2021, we established a Compensation Committee, a Nominating and Corporate Governance Committee, an ESG Committee and a Business and Strategy Committee. On May 23, 2025, we appointed the Lead Independent Director. On May 24, 2024 we established a Succession Planning Committee. On August 4, 2025, the ESG Committee was merged into the Audit Committee and the Succession Planning Committee was merged into the Compensation Committee. Each of these committees and the Lead Independent Director are governed by a charter that is consistent with applicable Italian Law and SEC and NYSE corporate governance rules, and which is available on the Investors section of our website at https://www.stevanatogroup.com/en/ . The information contained on, or that can be accessed through, our website does not form part of the Report.
Audit Committee
Our Audit Committee currently consists of William Federici, Elisabetta Magistretti, Sue-Jean Lin and Luciano Santel. Mr. Federici serves as the chairman of the Audit Committee. Our board determined that all members of our Audit Committee meet the requirements for financial literacy under the applicable rules and regulations of the SEC and the NYSE corporate governance rules.
Our board determined that Mr. Santel Mr. Federici, Ms. Magistretti and Ms. Lin are audit committee financial experts as defined by the SEC rules and have the requisite financial experience as defined by the NYSE corporate governance rules. Further, Ms. Magistretti is a certified accountant and, in such capacity, is enrolled with the Italian Registry of Statutory Auditors.
Our board determined that each member of our Audit Committee is “independent” as such term is defined under Italian Law, it being understood that a director cannot qualify as independent (and, therefore, cannot be an audit committee member) if any of the following applies: (i) being interdict, incapacitated, bankrupt, or convicted of an offense that implies the interdiction, even temporary, from public offices, or the inability to exercise managerial offices; (ii) being the spouse, relatives and relatives-in-law within the fourth degree of directors of the company, the
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Nominating and Corporate
Governance’s Report for 2025
directors themselves, the spouse, relatives and relatives-in-law within the fourth degree of directors of the companies controlled by the concerned company, of the companies that control it and of those subject to common control; and (iii) being linked to the company or to the companies controlled by it or to the companies that control it or to those subject to common control by an employment relationship or by an ongoing relationship of consultancy or paid work, or by other relationships of a financial nature that compromise their independence.
Our Audit Committee is compliant with applicable rules and regulations of the SEC and NYSE corporate governance rules as well as Italian Law requirements with respect to its composition, expertise requisites and functioning.
The Audit Committee is responsible for, among other things, assisting the board in the oversight of:
| • | the accounting and financial reporting practices of the Company as well as the integrity of the financial statements; |
| • | the adequacy of the Company’s organizational structure, internal control system, and administrative and accounting systems; |
| • | the Company’s risk assessment and risk management processes to ensure such processes are effective; |
| • | supervise compliance with legal and regulatory requirements including as required by the rules and regulations of the SEC, by preparing the report of the Audit Committee to be included in the Company’s annual proxy statement; |
| • | the independence and qualifications of the Company’s registered public accounting firm. |
The Audit Committee meets regularly and in a manner that the Audit Committee may deem fit and, at least once every ninety calendar days. Periodically, the Audit Committee also meets with our independent auditor and members of our management.
During 2025, the Audit Committee has been convened n. 6 times.
Compensation Committee
Although not required under Italian law, on June 16, 2021, we established a compensation committee. This committee currently consists of Madhavan Balachandran (as chair), Karen Flynn, Donald Eugene Morel and Luciano Santel.
The Compensation Committee is responsible for, among other things:
| • | analyzing, discussing and making recommendations to the board of directors on remuneration policies for directors and senior management and review their appropriateness; |
| • | within the terms of the agreed policy and in consultation with the board chairman determining the total individual remuneration package of each executive director; |
| • | assessing, reviewing and recommending for approval by the board, the CEO’s annual remuneration package and performance objectives based on the evaluation of the CEO’s performance; |
| • | reviewing and approving any significant changes to the overall compensation program and incentive plans. |
Pursuant to Italian Law, the shareholders’ meeting determines the base compensation of the members of the board of directors. After consultation with the Audit Committee, the board of directors may determine the compensation of executive officers, including the CEO. If the articles of association so provide, the shareholders’ meeting may determine an aggregate amount for the remuneration of all directors, including executive officers.
During 2025, the Compensation Committee has been convened n. 6 times.
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Nominating and Corporate Governance Committee
Although not required under Italian law, on June 16, 2021, we established a Nominating and Corporate Governance Committee. This committee consists of Franco Stevanato (as chair), Fabrizio Bonanni, , Donald Eugene Morel Jr. and Karen Flynn.
The Nominating and Corporate Governance Committee is responsible for, among other things:
| • | reviewing the structure, size and composition (including the skills, knowledge, experience and diversity) of the board of directors; |
| • | identifying and appointing independent board of directors candidates to fill independent Board vacancies as and when these arise; |
| • | keeping under review the leadership needs of the organization, both executive and non-executive, with a view to ensuring the continuing ability of the organization to compete effectively in the marketplace; |
| • | constantly reviewing corporate governance rules and practices and ensuring that corporate governance codes that apply to the Company are observed; |
| • | formulating succession plans for directors and the CEO. |
If, during the term of their office, one or more directors resign, the other directors must replace them by a resolution approved by the Audit Committee, provided that the majority of the board still comprises directors appointed by the company’s shareholders. The coopted directors remain in office until the next shareholders’ meeting. If at any time more than half of the members of the board of directors appointed by the shareholders’ meeting resign, the remaining members of the board of directors (or the audit committee if all the members of the board of directors have resigned or ceased to be directors) must promptly call an ordinary shareholders’ meeting to appoint the new directors and until such time as the new directors are appointed, the resigning directors remain in office.
During 2025, the Nominating and Corporate Governance Committee has been convened 4 times.
Business & Strategy Committee
On June 16, 2021, we established a Business and Strategy Committee. This committee consists of Donald Eugene Morel Jr. (as chair), Sergio Stevanato, Franco Stevanato, Madhavan Balachandran, Fabrizio Bonanni, Karen Flynn, William Federici, Sue-Jean Lin, Elisabetta Magistretti and Luciano Santel.
The Business and Strategy Committee is responsible for, among other things:
| • | periodically reviewing and making recommendations on medium and long-term strategies and strategic plans to be pursued; |
| • | reviewing the annual business plan, budget and capital structure of the Group before onward submission to the Board for approval; |
| • | meeting with management periodically to monitor the Company’s progress against its strategic goals and to discuss, review and recommend to the Board any such matters or issues which relate to the strategic planning of the Group; |
| • | ensuring the board of directors is regularly appraised of the Company’s progress with respect to implementation of any approved strategy. |
During 2025, the Business & Strategy Committee has been convened 7 times.
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ESG Committee
On June 16, 2021, we established an ESG Committee. The ESG Committee on August 4, 2025, was merged into the Audit Committee. In its last composition in 2025 the ESG Committee consisted of Karen Flynn (as chair), Elisabetta Magistretti and Sue-Jean Lin.
The ESG Committee was responsible for, among other things:
| • | assisting the Company in setting ESG strategies, including by reviewing, challenging and overseeing the content of and approach to strategy concerning ESG matters; |
| • | supervising compliance of ESG disclosure and ensuring a sustainability strategy is considered by the Board as part of the overall business strategy of the Group; |
| • | bringing to the attention of the board of directors emerging ESG matters and reviewing, challenging and approving annual sustainability KPIs and related targets in line with the agreed sustainability strategy; |
| • | putting systems in place to monitor ESG Matters and reviewing compliance with material regulation and legislation on ESG/sustainability issues, and any public ESG/sustainability-related commitments voluntarily subscribed to by the Group. |
During 2025, the ESG Committee, before the merger has been convened 4 times.
Succession Planning Committee
On May 24, 2024, we established a Succession Planning Committee. The Succession Planning on August 4, 2025, was merged into Compensation Committee. In its last composition in 2025 the Succession Planning Committee consisted of Franco Stevanato (as chair), Madhavan Balachandran, Fabrizio Bonanni and Donald Eugene Morel Jr.
The Succession Planning Committee was responsible for, among other things:
| • | reviewing and evaluating the Company’s senior leadership team and key identified positions; |
| • | ensuring establishment and implementation of talent management processes to create and maintain succession pipeline for senior leadership team and key identified positions; |
| • | reviewing and identifying organizational criticalities and key factors for succession planning; |
| • | identifying and addressing any critical missing capabilities at the Company; and |
| • | establishing and maintaining succession plans and providing periodic reports to Board. |
During 2025, the Succession Planning Committee, , before the merger, has been convened 2 times.
Lead Independent Director
On May 6, 2022 the Charter of the Lead Independent Director has been approved by the Board of Directors and Fabrizio Bonanni has been appointed as Lead Independent Director on May 23, 2025
The Lead Independent Director is responsible for, among other things:
| • | consult with the Board chairman as to an appropriate schedule of Board meetings, seeking to ensure that the Independent Directors can perform their duties responsibly and in a manner consistent with the operations of the Company and its group; |
| • | advise the Board chairman as to the information necessary or appropriate for the Independent Directors to effectively and responsibly perform their duties and provide feedback on the quality, quantity and timeliness of information submitted by management; |
| • | call meetings of the Independent Directors, as appropriate, and serve as chairman of said meetings; |
| • | provide Independent Directors with adequate opportunities to meet and discuss issues in meetings of the Independent Directors, and encouraging participation by fostering an environment of open dialogue and constructive feedback among Independent Directors, as appropriate; |
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| • | serve as principal liaison between the Independent Directors and the Board chairman and between the Independent Directors and Senior Management; |
Duties of Directors and Conflict of Interests
Under Italian law, the primary duty of directors is to carry out all activities as are necessary for the achievement of the corporate purpose in accordance with applicable law and the articles of association.
In particular, directors have a general duty to act with care, without self-interest and on a well-informed basis.
The applicable standard of conduct is determined, on a case-by-case basis, taking into account the characteristics of the corporation, the specific tasks and responsibilities conferred to the single directors, and the personal skills of the latter.
In addition, directors have numerous specific duties and obligations, such as, inter alia:—keeping the corporation’s books, records and other databases (including the shareholders’ register) in such a manner that the corporation’s rights and obligations may be ascertained from the interested parties at all times;—preparing the corporation’s annual accounts according with the applicable accounting principles and filing them with the Companies’ Register on time;—registering the corporation with the Companies’ Register and keeping the registered information up to date;—convening annually or when necessary or required by the shareholders the general meetings of the corporation; and—monitoring the own funds and financial position of the corporation and initiate the actions or procedures contemplated by the law in case of (i) losses entailing the reduction of the own funds of the corporation below the threshold of two thirds of the share capital or (ii) income, asset or financial unbalances having certain characteristics.
The board of directors may delegate certain powers to one or more managing directors (amministratori delegati), determine the nature and scope of the powers delegated to each director and revoke such delegation at any time. The managing directors must report to the board of directors and the audit committee at least every 180 days on the company’s business and the main transactions carried out by the company or by its subsidiaries.
Directors having any interest in a proposed transaction must disclose such interest to the board of directors and to the audit committee, even if such interest is not (or is deemed not to be) in conflict with the interest of the company in the same transaction. The interested director is not required to abstain from voting on the resolution approving the transaction, but the resolution must state explicitly the reasons for, and the benefit to the company of, the approved transaction. In the event that these provisions are not complied with, or that the transaction would not have been approved but for the vote of the interested director, the resolution may be challenged by a director or by the audit committee if the approved transaction is (or is likely to be) prejudicial to the company. If the director carrying an interest in the transaction is the CEO and the transaction falls within his/her competence, he/she will in any case have to abstain from carrying out the transaction on behalf of the Company and will defer authority to the board of directors.
Terms of Directors and Officers
The board of directors is elected by the ordinary shareholders’ meeting of the Company, for the period established at the time of election but in any event for no more than three fiscal years. A director may be reappointed for successive terms.
The board of directors—may also appoint one or more general managers (direttori generali), who must report directly to the board of directors and confer powers for single acts or categories of acts to employees of the company or third-party representatives.
Under Italian law and pursuant to our articles of association, directors may be removed from office at any time by the shareholders’ meeting. A director that is removed without cause may have a claim for damages against the Company.
7
Stevanato Group S.p.A.
Nominating and Corporate
Governance’s Report for 2025
Directors may resign at any time by written notice to the board of directors and to the chair of the audit committee. The board of directors, subject to the approval of the audit committee, must appoint substitute directors to fill vacancies arising from removals or resignations to serve until the next ordinary shareholders’ meeting.
If at any time more than half of the members of the board of directors appointed by the shareholders’ meeting of the Company resign, the remaining members of the board of directors (or the audit committee if all the members of the board of directors have resigned or ceased to be directors) must promptly call an ordinary shareholders’ meeting to appoint the new directors and until such time as the new directors are appointed, the resigning directors remain in office.
8
Exhibit 99.6
Report on remuneration policy and practices
Stevanato Group Remuneration Policy approach
| 1. | Introduction |
To attract and retain people fully committed to the vision and purpose of Stevanato Group and able to support the success of our customers, it is fundamental to pay appropriately and fairly, balancing the interests of shareholders and employees, as well as all other stakeholders.
Remuneration policies and practices contribute to the long-term interests of Stevanato Group (“Group”) and enable the Group to reward performance in line with the Mission, Vision and Values.
The Group’s ambition is to motivate and develop people of the highest caliber and potential, and to build the Best Team, creating added value and delivering the best result for the customer. In this perspective, the remuneration policy, through dedicated compensation and welfare programs, aims at fostering a culture that values diversity, innovation and excellence.
The object of this year’s report is to describe the framework and the drivers of the compensation policy and practices of Stevanato Group. To this purpose, the Compensation Committee, established on June 16, 2021, worked in close cooperation with Group management, to define a remuneration policy that will continuously evolve to ensure its adherence to market best practices, Group’s life cycle and strategic priorities.
In particular, the report provides information on the (a) balance between fixed and variable compensation, (b) bonus opportunity ranges for key positions, (c) qualitative description of the principal strategic objectives included in the bonus scheme.
The Committee, in line with market best practices, has availed itself of the services of the external advisor Mercer, a global leader in HR consulting, with extensive experience in Executive Remuneration.
| 2. | Approach to Remuneration Policy |
The purpose of Stevanato Group’s Remuneration Policy is to support successful business performance through an engaged and motivated team, attracted to the organization by a consistent and differentiated employment offering delivered at an affordable and sustainable cost, in line with business goals and long-term company’s objectives.
Stevanato’s Remuneration Policy is based on the following key pillars:
| 3. | Stevanato Group Remuneration Practices |
The remuneration structure envisages an appropriate combination and balance of all the incentive levers and components (base salary, short term incentive plan, long term incentive plan, benefits), to design compensation packages consistent with different clusters of the population, roles and complexity of the positions.
Total remuneration packages are subject to periodical review to ensure internal consistency, as well as adequacy and competitiveness compared to the markets for positions of similar levels of responsibility and complexity.
| a. | Pay Mix |
The average pay mix target of the Chairman & Chief Executive Officer and Leadership Team roles of Stevanato Group shows the balance between the fixed and variable remuneration, which includes a predominant focus on the variable remuneration, especially linked to long-term strategic objectives.
| b. | Base Salary (Fixed Remuneration) |
Base Salary is determined and allocated based on pre-defined criteria.
It reflects the role and the responsibilities assigned, taking into consideration skills, contribution and experience required for the position.
The overall amount and weight of Base Salary must be sufficient and appropriate to remunerate the role and is periodically reviewed with respect to a predefined reference market.
| c. | Variable Remuneration |
The variable component of Stevanato Group’s remuneration framework consists of:
| • | Short Term Incentive Plan |
| • | Long Term Incentive Plan |
Short Term Incentive Plan is a cash-based plan that aims at motivating and rewarding the achievement of annual financial and non-financial objectives, within the framework of long-term sustainable performance.
Key performance indicators, foreseen in the annual bonus scheme, vary depending on the organizational layer and the responsibilities of the participants. There is a mix of financial metrics at the Group level, and at Business Units level depending on the role accountability, (such as Revenues, EBITDA Margin , Free Cash Flow and CAPEX) and non-financial metrics (such as strategic objectives linked to business plan priorities, Sustainability performance areas, Human Capital Management priorities and operating metrics in the areas of quality, production, sales, customer satisfaction).
The scorecard of the senior executive positions – Chairman & CEO and Leadership Team roles – are mainly focused on financial metrics (75% of the scorecard) linked to the most relevant strategic priorities for 2026: i) Adjusted EBITDA margin; ii) Revenues; iii) Free Cash Flow; iv) Net CAPEX. The remaining 25% of the scorecard is based on individual KPIs which are focused on the following areas: (i) Strategic Projects; (ii) Costumer & Market; (iii) People and Sustainability.
Short Term Incentive Plan envisages a cap to the maximum award and pre-defined performance and payout curves. In case of achievement of the challenging level of overperformance, the maximum payout for Chairman & CEO and Leadership Team roles can reach up to 187,5% of the target bonus.
Target bonus opportunity for eligible positions is defined according to the level of accountability, contribution to company results, and consistent with practices of the reference market. The STI target pay opportunity for the Chairman & Chief Executive Officer and Leadership Team roles range from a minimum of 50% to a maximum of 60% of the base salary.
Long Term Incentive Plan aims at strengthening the link between variable compensation, company performance, and shareholder return over a multi-year period. To this end, at the December 18th 2025 meeting, the Board of Directors, following the proposal of the Compensation Committee, approved the Long Term Incentive Plan 2026-2030. The Plan is aimed to reinforce the alignment of the long-term incentive compensation element with the corporate strategy and US most common practices, as well as ensure the attraction and retention of key managers. The Plan provides for the grant to be made in part with Performance Share (“PSP”) and in part with Restricted Shares (“RSP”).
The Plan, for the Performance Shares part, envisages pre-defined pay for performance curves and a cap to the maximum award that can be earned in terms of the number of shares.
The PSP has a vesting period of three years with a cliff vesting schedule while the RSP vest on annual installments during the three years vesting period.
The number of shares individually granted at the beginning of the vesting period is defined according to the level of accountability and business impact of each eligible position and consistent with practices of the reference market. The LTI target pay opportunity for the Chairman & Chief Executive Officer and Leadership Team roles range from a minimum of 150% to a maximum of 260% of the base salary.
| d. | Benefits |
As an Employer of Choice, Stevanato Group provides comprehensive and competitive Employee Benefits (such as pension schemes, healthcare plans, and company car) as part of the Total Rewards package. Benefits provide substantial guarantees for the well-being of staff during their active career, as well as their retirement.
| 4. | Stock Ownership and Retention Guidelines |
The Chairman & Chief Executive Officer is required to hold at least 5 times his base salary while selected executive roles are required to hold at least 2 times their respective base salary. Executives are expected to meet the applicable guideline no more than 5 years after first becoming subject to it, and they are expected to continuously own sufficient shares to meet the guideline once attained.
| 5. | Stevanato Group’s Commitment to Diversity, Equity & Inclusion (DE&I) |
Stevanato Group is committed to ensuring fair treatment in terms of compensation and benefits, as well as in terms of opportunities and career development, regardless of gender, age, ethnicity, disability, sexual orientation, religion, as well as any other traits.
One important ambition of the Group is to foster a culture that values DE&I in all the locations in which the Group operates, promoting staff well-being through dedicated compensation and welfare programs to be competitive globally.
Exhibit 99.7
STEVANATO GROUP S.P.A.
AUDIT COMMITTEE’S SUBSTANTIATED PROPOSAL
FOR THE APPOINTMENT OF THE EXTERNAL AUDITOR
PURSUANT TO ARTICLE 13 OF ITALIAN LEGISLATIVE
DECREE NO. 39/2010
|
|
Stevanato Group S.p.A. | |
To the Shareholders of Stevanato Group S.p.A. (the “Company”; the Company and its subsidiaries, collectively, the “Group”), with registered offices in Piombino Dese (PD), Italy, Via Molinella, 17.
WHEREAS:
| A. | Since July 16, 2021, the Company has been listed on the New York Stock Exchange (NYSE); |
| B. | Following the Shareholders’ Meeting for the approval of the financial statements as of December 31, 2025, the current appointment of the External Auditor pursuant to Article 2409-bis of the Italian Civil Code and Articles 13 et seq. of Italian Legislative Decree No. 39 of January 27, 2010, will expire; |
| C. | Article 13, paragraph 1, of Italian Legislative Decree No. 39 of January 27, 2010, provides that: “[...] the Shareholders’ Meeting, upon substantiated proposal of the supervisory body, shall appoint the statutory auditing firm and determine the fee payable to the statutory auditor or the statutory auditing firm for the entire duration of the appointment and any criteria for adjusting such fee during the appointment”; |
| D. | The Company intends to assign all statutory audit engagements for the Group’s companies to the External Auditor appointed to carry out the Group’s statutory audit, thereby enabling, on the one hand, greater effectiveness and efficiency in the performance of audit activities, as well as potential beneficial synergies, and, on the other hand, facilitating the assumption of responsibility over the entire Group, as provided for by current legislation on statutory audit. |
CONSIDERED THAT:
| (i) | Through the Group Chief Financial Officer, duly mandated by the Board of Directors, the Company’s Audit Committee received two separate offers for the statutory audit of the accounts for the financial years ending December 31, 2026, to December 31, 2028, expiring on the date of the Shareholders’ Meeting convened for the approval of the Company’s financial statements for the financial year ending December 31, 2028; |
| (ii) | The offers were submitted by: |
|
Offer date |
Offeror | |
|
First version: November 14, 2025
Second version: December 17 , 2025 |
EY S.p.A., Via Meravigli, 12 – Milano (“EY”) | |
|
|
Stevanato Group S.p.A. | |
|
First version: November 14, 2025
Second version: December 16, 2025
Third Version: April 8, 2026 |
PricewaterhouseCoopers S.p.A., Piazza Tre Torri 2, Milan (“PwC”) | |
| (iii) | Both offerors are registered in the Register of Statutory Auditors pursuant to Article 7 of Italian Legislative Decree No. 39 of January 27, 2010; |
| (iv) | Both offers contain a commitment by the offerors to meet the independence and objectivity requirements set forth in Article 10 of Italian Legislative Decree No. 39 of January 27, 2010; and |
| (v) | For the purposes of verifying and constantly monitoring the absence of conflicts of interest that could jeopardize the appointment as statutory auditor, both offerors have: |
| – | Submitted the list of names of their partners/associates as well as the members of their respective management bodies; |
| – | Invited the Company to promptly notify any changes in its corporate structure and that of its subsidiaries, parent companies, or jointly controlled companies. |
| • | For the financial years included in the engagement, the offers provide for the performance of the following activities: With regard to the consolidated financial statements, prepared in accordance with IFRS: |
| – | Statutory audit pursuant to Article 14 of Italian Legislative Decree No. 39 of January 27, 2010; |
| – | Quarterly review (without issuing an audit opinion thereon); |
| – | Review of the consolidated financial statements included in Form 20-F, prepared in accordance with SEC regulations; |
| • | With regard to the Italian companies included in the Group (i.e., Stevanato Group S.p.A., Nuova Ompi S.r.l., and Spami S.r.l.): |
| – | Statutory audit of the financial statements pursuant to Article 14 of Italian Legislative Decree No. 39 of January 27, 2010; |
| – | Verification, pursuant to Article 14, paragraph 1, letter b), of Italian Legislative Decree No. 39 of January 27, 2010, of the proper maintenance of the company accounts and the accurate recording of operating events in the accounting records; |
|
|
Stevanato Group S.p.A. | |
| – | Activities preparatory to the signing of tax returns in accordance with Article 1, paragraph 5, of Italian Presidential Decree No. 322 of July 22, 1998; |
| • | With regard to the non-Italian companies included in the Group (i.e., Stevanato Group International A.S., Medical Glass A.S., Ompi N.A. S. de R.L. de C.V., Ompi Pharmaceutical Packing Technology Co. Ltd., Ompi do Brasil Comércio de Embalagens Farmacêuticas LTDA, Balda Medical GmbH, Stevanato Group Denmark A/S, Balda C. Brewer Inc., Balda Precision Inc., Ompi of America Inc., and Stevanato India Private Ltd.): |
| – | Mandatory audit, where required, of financial statements prepared in accordance with local regulations; |
| – | Audit (complete or limited to specific financial statement areas) of reporting packages prepared for the purposes of the opinion on the consolidated financial statements; |
| (vi) | Internal control system review for Sarbanes-Oxley (SOX) purposes for companies included in the scope for a full integrated audit for SOX purposes with issuance of the integrated audit opinion. Both offerors shall conduct the statutory audit activities in accordance with (a) the International Standards on Auditing (ISA Italia) as adopted by Resolution of the Italian State Accountant General (Ragioniere Generale dello Stato) of December 23, 2014 (in compliance with Article 11 of Italian Legislative Decree No. 39 of January 27, 2010) for the purposes of performing the statutory audit activities and (b) the auditing standards issued by the PCAOB for the purposes of performing audit activities on the financial statements included in Form 20-F; |
| (vii) | Based on the offers examined, the External Auditor’s fees for each financial year included in the engagements – in addition to out-of-pocket and/or incidental expenses, contributions (Social Security Fund, Consob, or other supervisory authorities, where applicable), VAT, and any adjustments based on changes in the ISTAT index – are estimated as follows: |
| Offeror | Estimated hours /Fees in EURO | |||||
| FY 2026 | FY 2027* | FY 2028* | ||||
| PwC | 17.330/1.563.000 | 14.240/1.313.000 | 14.240/1.313.000 | |||
| EY | 14.800/1.605.000 | 13.300/1.425.000 | 13.000/1.400.000 | |||
| * The fees have been determined based on the reliability of the internal control system | ||||||
|
|
Stevanato Group S.p.A. | |
| (viii) | As a result of the analysis of the offerors’ professional and organizational profiles conducted - specifically with regard to: (i) audit plan and independence, (ii) corporate/sector expertise, (iii) organizational structure, (iv) market reputation, and (v) fees – the Company’s Audit Committee prepared the following table summarizing the evaluation process. For each offer received by the Company, the table indicates the Qualitative Synthetic Rating (“QSR”, on a scale of Insufficient/Sufficient/Good/Outstanding) for each evaluation area and the overall assessment of each candidate: |
| PwC | EY | |||||||||
| Evaluation Areas | Examined skills | QSR | QSR | |||||||
| 1 | Audit Plan |
1.1
|
Risk assessment procedures
|
3
|
3
| |||||
|
1.2
|
Audit approach adopted
|
3
|
3
| |||||||
|
1.3
|
Information technology tools used
|
4
|
3
| |||||||
|
1.4
|
Hours planned/seniority of the staff involved
|
4
|
3
| |||||||
| 2 | Corporate and/or sectoral competencies | 2.1 |
Previous knowledge of the company and/or group from previous audit assignments
|
4 | 3 | |||||
|
2.2
|
Previous experience in the audit and capital market sector
|
4
|
4
| |||||||
|
2.3
|
Previous knowledge of the Pharma industry gained in other areas
|
4 | 4 | |||||||
| 2.4
|
Previous knowledge of the Pharma industry’s accounting principles
|
4 | 4 | |||||||
| 2.5
|
Availability of adequate IT tools, financial instruments, valuation and impairment testing
|
4 | 4 | |||||||
| 3 |
Organizational structure
|
3.1
|
Individual, associated, network structure
|
4
|
4
| |||||
|
3.2
|
Local, regional, national, international presence
|
4
|
4
| |||||||
| 4 | Market Reputation |
4.1
|
Network membership and client portfolio (for audit firms)
|
4
|
4
| |||||
|
|
Stevanato Group S.p.A. | |
| 4.2
|
Curriculum (for individual only)
|
n/a
|
n/a
| |||||||
| 5 | Proposed Fees |
5.1
|
Budget Detail (hours/activities) and pricing
|
4
|
3
| |||||
|
5.2
|
Adequacy and consistency of fees (including estimated costs) in relation to the subject matter of the assignment
|
4 | 3 | |||||||
| 6 | Overall Evaluation
|
54
|
49
| |||||||
| (ix) | On the basis of the information acquired, there are no elements that could compromise the independence of the offerors for the purposes of Article 10 of Italian Legislative Decree No. 39 of January 27, 2010, nor are there any grounds for conflict of interest on their part; |
| (x) | The scope of the engagement as defined in the two offers examined appears to be substantially homogeneous. |
***
In light of the foregoing, the Company’s Audit Committee, as a result of the comparative assessment conducted in both qualitative and quantitative terms, and for the purpose of formulating its substantiated proposal for the appointment of the External Auditor for the financial years ending December 31, 2026 to December 31, 2028, hereby proposes to the Company’s Shareholders – subject to acceptance of the fees for the entire duration of the appointment, together with the criteria for their adjustment during the term of office, as set forth in the relevant offer – that the engagement for the Company’s statutory audit of the accounts for the financial years ending December 31, 2026 to December 31, 2028 be assigned to PricewaterhouseCoopers S.p.A., Piazza Tre Torri 2, Milan, in accordance with the offers submitted by PwC on December 16 2025 and April, 8 2026; provided that:
| – | The fees payable to PwC, for the statutory audit activities relating to the Company alone, amount to: |
| • | For FY 2026: EUR 916,700 (for a total of 11,770 hours); |
| • | For FY 2027: EUR 747,300 (for a total of 9,420 hours); |
| • | For FY 2028: EUR 747,300 (for a total of 9,420 hours); |
| – | The amounts indicated above do not include VAT, out-of-pocket expenses, and secretarial expenses, to be invoiced on the basis of costs incurred within the limit of 7% of the fees (excluding travel and subsistence expenses incurred for site visits in Italy and |
|
|
Stevanato Group S.p.A. | |
| abroad), nor the supervisory contribution payable to Consob or other Supervisory Authorities, which may be required for such appointments following the entry into force of new regulatory provisions issued by the competent Authorities; |
| – | The fees indicated above relate to the engagement for: (i) the audit for statutory and SOX purposes of the statutory financial statements and the consolidated financial statements; (ii) the verification that the company accounts are properly maintained; and (iii) the activities relating to the signing of tax returns for the Company, as well as the review of the reporting packages for the purposes of the consolidated financial statements for the Company, Ompi of America Inc. (full audit of Group reporting package-Group auditor procedures), and Balda C. Brewer Inc. (specific scope of the Group reporting package); |
| – | The External Auditor that the Shareholders’ Meeting elects to appoint, including on the basis of this substantiated proposal, shall also assume the role of Group’s External Auditor, with the application of fees as set forth in the relevant offer; |
Piombino Dese, April 9, 2026.
| The Chairman of the Audit Committee | ||||
| William Federici | ||||
Exhibit 99.8
