Ferrovial SE SEC Filings

Ferrovial N.V. has set the cash amount for its previously declared interim scrip dividend. The company confirmed that the dividend per share, for shares with a nominal value of EUR 0.01 each, is EUR 0.5578, within an aggregate dividend of EUR 400 million.

Shareholders may receive the distribution in either new shares or cash, at their election. If no choice is made during the election period, the dividend will by default be paid in shares, subject to how individual banks or brokers apply their own default options for clients.

Ferrovial N.V. furnishes an investor presentation that profiles its evolution into a North America–focused infrastructure developer, with a 13% ten-year total shareholder return and a $47B market cap as of December 31, 2025. Analysts’ consensus values the company’s infrastructure assets at €43.3B, with highways contributing 86% of total equity value and airports and other activities representing a smaller share.

The presentation highlights flagship toll-road assets such as 407 ETR in Toronto, the TEXpress managed lanes in Dallas–Fort Worth, and the I-66 and I-77 express lanes, showing revenue and EBITDA growth that has generally outpaced local GDP and inflation over the past decade. These concessions generated rising dividends, with highways paying €880M of a total €968M in project dividends in 2025.

Ferrovial also details selective international investments like India’s IRB Infrastructure Developers and the New Terminal One project at JFK, where Phase A has reached about 82% construction progress and is funded through a mix of equity and long-dated green bonds. Across the portfolio, the company emphasizes long concession lives, dynamic pricing flexibility, and a stated capital allocation framework balancing new managed-lane projects with dividends and buybacks.

Ferrovial N.V. has declared an interim scrip dividend with an aggregate amount of EUR 400 million, payable either in cash or in Ferrovial shares at each shareholder’s election, charged against reserves.

The dividend per share will be announced on 15 May 2026, with Ferrovial shares trading ex-dividend on 18 May 2026 in Europe and 19 May 2026 in the U.S. The record date is 19 May 2026. Shareholders can choose cash or shares during the election period from 20 May to 2 June 2026, with different cut-off times for European and U.S. markets.

The share “Ratio” for the scrip option will be based on the volume weighted average price of Ferrovial shares on the Spanish Stock Exchanges on 29 May, 1 and 2 June 2026, aiming to make the gross value of share and cash options approximately equal. Payment of cash dividends and delivery of shares is expected from 15 June 2026, with cash generally subject to 15% Dutch dividend withholding tax and specific rules for scrip shares and U.S. dollar payments.

Ferrovial N.V. reported solid Q1 2026 results, with revenue of €2,098 million, up 10.2% on a like-for-like basis, and adjusted EBITDA of €321 million, up 15.0%. Adjusted EBIT reached €198 million, broadly stable year on year on a reported basis but up 10.6% like-for-like.

Highways drove growth, especially in North America, where managed lanes increased revenue per transaction by double digits and 407 ETR lifted revenue to CAD 492 million and EBITDA by 25.4%. Construction maintained a 3.1% adjusted EBIT margin and a record order book of €17,555 million, with strong exposure to North America and Poland.

The New Terminal One at JFK reached 87% construction progress and secured commitments from 30 airlines. Ferrovial ended the quarter with ex‑infrastructure liquidity of €5,451 million and consolidated net debt of ex‑infrastructure project companies of €‑1,218 million, supported by strong construction cash flow and partly offset by treasury share purchases. The company also announced a €400 million scrip dividend and continued its share buy-back and cancellation program.

Ferrovial N.V. has completed a legal form conversion from a European Company (Societas Europaea, SE) to a Dutch public limited liability company (naamloze vennootschap, N.V.). The notarial deed for the conversion and related amendments to the articles of association were executed before a Dutch civil law notary.

The conversion became effective on 30 April 2026 under section 2:18 of the Dutch Civil Code, and the company’s legal and commercial name is now Ferrovial N.V. Ferrovial retains its legal personality, with all assets, liabilities, rights and obligations remaining with Ferrovial N.V., and its shares continue to be listed and traded on the same stock exchanges.

Ferrovial SE filed a Form 6-K summarizing transactions under its ongoing share repurchase program between 27 March and 24 April 2026. Over these weeks, the company bought blocks of its own shares on U.S. trading venues at weighted average prices generally around €56–€61 per share.

Within this program, Ferrovial reports that, from its start through 24 April 2026, it has repurchased a total of 3,997,394 shares for an aggregate cost of €232,182,651.56. The filing includes four press releases detailing each weekly tranche of purchases and directs investors to the company’s website for trade-by-trade information.

Ferrovial SE has scheduled the release of its operating results for the first quarter of 2026. The company will publish these results on Thursday, 7 May 2026, after the U.S. market closes. Management will then host a conference call to discuss the results on Friday, 8 May 2026, at 3:00pm CEST (9:00am EDT), which investors can access via webcast or conference call using details provided on Ferrovial’s Investor Relations website.

Ferrovial reports that shareholders approved all resolutions at the 2026 Shareholders Meeting, including adoption of the 2025 annual accounts and discharge of directors for their 2025 duties.

Shareholders re-appointed four directors for three-year terms and appointed a new non-executive director for the same period. They also approved a 2026–2028 Performance Shares Plan for executive directors.

The meeting authorized the Board to issue ordinary shares and grant subscription rights for general purposes up to 10% of issued share capital, and for scrip dividends up to 5%. The Board may also limit or exclude pre-emptive rights within the same 10% and 5% limits, repurchase up to 10% of issued share capital, and cancel shares in one or more tranches. These powers run for 18 months from the meeting date, through 8 October 2027.

Shareholders also approved converting Ferrovial’s legal form from SE to N.V. and amending the articles of association. Advisory votes on the 2025 Remuneration Report and Climate Strategy Report were favourable.

Ferrovial SE reports progress on its share repurchase program during late February and March 2026. Between 23 and 27 February, the company bought 207,800 shares on US trading venues at a weighted average price of €62.09 per share. From 2 to 6 March, it repurchased 219,065 shares at €59.29, followed by 232,600 shares at €56.34 between 9 and 13 March.

From 16 to 20 March, Ferrovial acquired 230,000 shares at a weighted average of €55.38, and from 23 to 26 March it bought 184,000 shares at €54.73. Since the program began on 15 December 2025 through 26 March 2026, the company has repurchased 3,166,894 shares for a total of €183,242,364.12.