STMicroelectronics Reports on Resolutions to be Proposed at the 2022 Annual General Meeting of Shareholders

Rhea-AI Summary

STMicroelectronics (NYSE: STM) announced resolutions for its Annual General Meeting (AGM) on May 25, 2022. Key proposals include the adoption of the 2021 statutory annual accounts, a cash dividend of US$ 0.24 per share distributed quarterly, and the reappointment and appointment of Supervisory Board members. Additionally, the company seeks authorization for share repurchases and the issuance of new common shares. The record date for participation is April 27, 2022. The AGM will incorporate safety measures due to COVID-19, allowing remote voting options.

Positive

• Announcement of a quarterly cash dividend of US$ 0.24 per share, enhancing shareholder returns.
• Proposals for the reappointment of experienced Supervisory Board members, ensuring continuity in governance.
• Authorization to repurchase shares, potentially supporting stock price.
• Plans to issue new common shares may indicate confidence in future capital needs.

Negative

• None.

STMicroelectronics Reports on Resolutions to be Proposed
at the 2022 Annual General Meeting of Shareholders

Amsterdam, April 4, 2022 - STMicroelectronics (NYSE: STM), a global semiconductor leader serving customers across the spectrum of electronics applications, announced the resolutions to be submitted for adoption at the Annual General Meeting of Shareholders (AGM) which will be held in Amsterdam, the Netherlands, on May 25, 2022.

The resolutions, proposed by the Supervisory Board, are:

• The adoption of the Company's statutory annual accounts for the year ended December 31, 2021, prepared in accordance with International Financial Reporting Standards (IFRS-EU). The 2021 statutory annual accounts were filed with the Netherlands Authority for the Financial Markets (AFM) on March 24, 2022 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$ 0.24 per outstanding share of the Company’s common stock, to be distributed in quarterly installments of US$ 0.06 in each of the second, third and fourth quarters of 2022 and first quarter of 2023 to shareholders of record in the month of each quarterly payment as per the table below;
  
  
• The reappointment of Ms. Janet Davidson, as member of the Supervisory Board, for a two-year term expiring at the end of the 2024 AGM;
  
  
• The appointment of Ms. Donatella Sciuto, as member of the Supervisory Board, for a three-year term expiring at the end of the 2025 AGM in replacement of Ms. Lucia Morselli whose mandate will expire at the end of the 2022 AGM;
  
  
• The approval of the stock-based portion of the compensation of the President and CEO;
  
  
• The authorization to the Managing Board, until the end of the 2023 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 2023 AGM;
  
  
• The discharge of the sole member of the Managing Board; and
  
  
• The discharge of the members of the Supervisory Board.
  
  

The record date for all shareholders to participate at the Annual General Meeting of Shareholders will be April 27, 2022. The complete agenda and all relevant detailed information concerning the 2022 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 as of April 4, 2022.

COVID-19 pandemic
In response to the continued global threat to health and safety posed by COVID-19, local advice in the Netherlands to limit the spread of COVID-19, and in view of the upcoming AGM, ST is committed to keeping its shareholders, employees and other stakeholders healthy and safe. We are therefore taking precautionary measures to limit the risk of infection for all involved in our business operations. This approach will also be applied to our AGM. Therefore, in addition to attending the AGM in person, shareholders are offered the possibility to exercise their voting rights by internet or proxy.

ST will continue to closely monitor the situation and may adopt additional security measures if required (such as further limiting the physical participation to the AGM to core attendees only, as permitted by law) and, if considered appropriate by ST, may switch the set-up of the AGM to a hybrid or virtual format. Further announcements in this respect, if any, shall be published on ST's website.

The table below summarizes the full schedule for the quarterly dividend distribution:

								Transfer between New York and Dutch registered shares restricted:
Quarter		Ex-dividend Date		Global Record Date	Payment Date in Europe	NYSE Payment Date: on or after		From End of Business in Europe on:	Until Open of Business in NY on:
Q2 2022		20-Jun-22		21-Jun-22	22-Jun-22	28-Jun-22		20-Jun-22	22-Jun-22
Q3 2022		19-Sep-22		20-Sep-22	21-Sep-22	27-Sep-22		19-Sep-22	21-Sep-22
Q4 2022		12-Dec-22		13-Dec-22	14-Dec-22	20-Dec-22		12-Dec-22	14-Dec-22
Q1 2023		20-Mar-23		21-Mar-23	22-Mar-23	28-Mar-23		20-Mar-23	22-Mar-23

About STMicroelectronics
At ST, we are 48,000 creators and makers of semiconductor technologies mastering the semiconductor supply chain with state-of-the-art manufacturing facilities. An independent 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 the Internet of Things and 5G technology. ST is committed to becoming carbon neutral 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

• C3079C - ST Press Release - Resolutions to be proposed at the 2022 AGM -FINAL FOR PUBLICATION

FAQ

What resolutions will be proposed at STMicroelectronics' AGM on May 25, 2022?

STMicroelectronics will propose resolutions including the adoption of 2021 statutory accounts, a US$ 0.24 cash dividend, and appointments to the Supervisory Board.

When is the record date for STMicroelectronics' AGM?

The record date for shareholders to participate in the AGM is April 27, 2022.

What is the dividend distribution schedule for STM shares?

The US$ 0.24 dividend will be distributed in quarterly installments of US$ 0.06 starting from the second quarter of 2022.

What safety measures will STMicroelectronics implement for the AGM?

STMicroelectronics will take precautionary measures due to COVID-19, allowing remote voting and possibly limiting physical attendance.