All resolutions approved at the 2024 STMicroelectronics' Annual General Meeting of Shareholders

Rhea-AI Summary

STMicroelectronics (NYSE: STM) held its 2024 Annual General Meeting of Shareholders in Amsterdam on May 22, 2024. All proposed resolutions were approved, including the adoption of the 2023 annual accounts, a cash dividend of $0.36 per share distributed quarterly, and amendments to the Articles of Association. Key appointments and reappointments were made to the Managing and Supervisory Boards, including the reappointment of Jean-Marc Chery as Chairman and the appointment of Lorenzo Grandi. Additionally, new remuneration policies for the Managing and Supervisory Boards were adopted, and EY was reappointed as the external auditor. Share buyback and share issuance authorizations were granted, and the date for adopting the new US SEC T+1 settlement rule was confirmed. Detailed information is available on the company's website.

Positive

• All resolutions were approved at the 2024 AGM.
• Adoption of 2023 annual accounts prepared in accordance with IFRS.
• Approval of a $0.36 per share dividend to be paid quarterly.
• Reappointment of Jean-Marc Chery as Chairman of the Managing Board.
• Appointment of Lorenzo Grandi to the Managing Board.
• Adoption of new remuneration policies for Managing and Supervisory Boards.
• Reappointment of EY as external auditor for 2024 and 2025.
• Authorization granted for share buybacks and new share issuances.
• Discharge of Managing and Supervisory Board members.

Negative

• No significant negative business aspects were highlighted in the PR.

All resolutions approved at the 2024 STMicroelectronics' Annual General Meeting of Shareholders

Amsterdam, May 22, 2024 - STMicroelectronics (NYSE: STM), a global semiconductor leader serving customers across the spectrum of electronics applications, announced the results related to the voting items of its 2024 Annual General Meeting of Shareholders (the “2024 AGM”), which was held today in Amsterdam, the Netherlands.

All the resolutions were approved by the Shareholders:

• The adoption of the Company's statutory annual accounts for the year ended December 31, 2023, prepared in accordance with International Financial Reporting Standards (IFRS). The 2023 statutory annual accounts were filed with the Netherlands authority for the Financial Markets (AFM) on March 21, 2024 and are posted on the Company’s website (www.st.com) and the AFM’s website (www.afm.nl);
  
  
• The distribution of a cash dividend of US$ 0.36 per outstanding share of the Company’s common stock, to be distributed in quarterly installments of US$ 0.09 in each of the second, third and fourth quarters of 2024 and first quarter of 2025 to shareholders of record in the month of each quarterly payment as per the table below;
  
  
• The amendment to the Company’s Articles of Association;
  
  
• The adoption of the Remuneration Policy for the Supervisory Board;
  
  
• The adoption of the Remuneration Policy for the Managing Board;
  
  
• The reappointment of Mr. Jean-Marc Chery as member and Chairman of the Managing Board for a three-year term to expire at the end of the 2027 AGM;
  
  
• The approval of the stock-based portion of the compensation of the President and CEO;
  
  
• The appointment of Mr. Lorenzo Grandi as member of the Managing Board for a three-year term to expire at the end of the 2027 AGM;
  
  
• The approval of the stock-based portion of the compensation of the Chief Financial Officer;
  
  
• The approval of a new 3-year Unvested Stock Award Plan for Management and Key Employees;
  
  
• The reappointment of EY as external auditor for the 2024 and 2025 financial years;
  
  
• The reappointment of Mr. Nicolas Dufourcq, as member of the Supervisory Board, for a three-year term to expire at the end of the 2027 AGM;
  
  
• The reappointment of Ms. Janet Davidson, as member of the Supervisory Board, for a one-year term to expire at the end of the 2025 AGM;
  
  
• The appointment of Mr. Pascal Daloz, as member of the Supervisory Board, for a three-year term expiring at the 2027 AGM, in replacement of Mr. Yann Delabrière whose mandate will expire at the end of the 2024 AGM;
  
  
• The authorization to the Managing Board, until the conclusion of the 2025 AGM, to repurchase shares, subject to the approval of the Supervisory Board;
  
  
• The delegation to the Supervisory Board of the authority to issue new common shares, to grant rights to subscribe for such shares, and to limit and/or exclude existing shareholders’ pre-emptive rights on common shares, until the end of the 2025 AGM;
  
  
• The discharge of the member of the Managing Board; and
  
  
• The discharge of the members of the Supervisory Board.
  
  

The complete agenda and all relevant detailed information concerning the 2024 AGM, as well as all related AGM materials, are available on the Company’s website (www.st.com) and made available to shareholders in compliance with legal requirements.

The draft minutes of the AGM will be posted on the General Meeting of Shareholders page of the Company’s website (www.st.com) within 30 days following the 2024 AGM.

As for rule amendments from the Securities and Exchange Commission (SEC) and conforming FINRA rule changes, beginning on May 28, 2024, on US market the new standard for settlement will become the next business day after a trade or t+1. European settlement rule will remain at t+2.  

The table below summarizes the full schedule for the quarterly dividends:

							Transfer between New York and Dutch registered shares restricted:
	In Europe			in NYSE
Quarter	Ex-dividend Date	Record Date	Payment Date	Ex-dividend and Record Date	Payment Date: on or after		From End of Business in NY on:	Until Open of Business in NY on:
Q2 2024	24-Jun-24	25-Jun-24	26-Jun-24	25-Jun-24	2-Jul-24		21-Jun-24	26-Jun-24
Q3 2024	23-Sep-24	24-Sep-24	25-Sep-24	24-Sep-24	1-Oct-24		20-Sep-24	25-Sep-24
Q4 2024	16-Dec-24	17-Dec-24	18-Dec-24	17-Dec-24	27-Dec-24		13-Dec-24	18-Dec-24
Q1 2025	24-Mar-25	25-Mar-25	26-Mar-25	25-Mar-25	1-Apr-25		21-Mar-25	26-Mar-25

About STMicroelectronics
At ST, we are over 50,000 creators and makers of semiconductor technologies mastering the semiconductor supply chain with state-of-the-art manufacturing facilities. An integrated device manufacturer, we work with more than 200,000 customers and thousands of partners to design and build products, solutions, and ecosystems that address their challenges and opportunities, and the need to support a more sustainable world. Our technologies enable smarter mobility, more efficient power and energy management, and the wide-scale deployment of cloud-connected autonomous things. We are committed to achieving our goal to become carbon neutral on scope 1 and 2 and partially scope 3 by 2027. Further information can be found at www.st.com.

For further information, please contact:


INVESTOR RELATIONS:
Céline Berthier
Group VP, Investor Relations
Tel: +41.22.929.58.12
celine.berthier@st.com

MEDIA RELATIONS:
Alexis Breton
Corporate External Communications
Tel: + 33 6 59 16 79 08
alexis.breton@st.com

Attachment

• C3259C - ST Press Release -Resolutions approved - 2024 AGM - FINAL FOR PUBLICATION

FAQ

What were the resolutions approved at the 2024 STMicroelectronics AGM?

All proposed resolutions were approved, including the adoption of the 2023 annual accounts, a $0.36 per share dividend, and amendments to the Articles of Association.

What is the dividend approved by STMicroelectronics in 2024?

A cash dividend of $0.36 per share, distributed quarterly.

Who was reappointed as Chairman of the Managing Board at the 2024 STM AGM?

Jean-Marc Chery was reappointed for a three-year term.

Who was appointed to the Managing Board at the 2024 STMicroelectronics AGM?

Lorenzo Grandi was appointed for a three-year term.

Which auditor was reappointed at the 2024 STM AGM?

EY was reappointed as the external auditor for 2024 and 2025.

What new settlement rule was adopted by STMicroelectronics?

The new US SEC T+1 settlement rule, effective May 28, 2024.

Were share buybacks authorized at the 2024 STMicroelectronics AGM?

Yes, the Managing Board was authorized to repurchase shares until the 2025 AGM.

Were new share issuances authorized at the 2024 STM AGM?

Yes, the Supervisory Board was delegated authority to issue new shares and grant subscription rights until the 2025 AGM.