Tenaris SEC Filings

Tenaris S.A. reports that shareholders at an Extraordinary General Meeting approved the cancellation of 62,355,174 ordinary shares held in treasury from the company’s third share buyback program. This reduced issued share capital by USD62,355,174, from USD1,071,994,930 to USD1,009,639,756, now represented by 1,009,639,756 ordinary shares with a nominal value of USD1.00 per share. Shareholders also approved an amendment to article 5 on share capital, confirming authorized capital of USD2,500,000,000 (2,500,000,000 shares) and maintaining the board’s authority, for a period tied to the May 6, 2025 meeting and its RESA publication, to issue shares within the authorized capital with specified rules on pre-emptive subscription rights and limited exceptions, including up to 1.5% of issued capital for compensation plans.

Tenaris S.A. held its Annual General Meeting of Shareholders and approved the consolidated financial statements and annual accounts for the year ended 31 December 2025, together with related management certifications, auditors’ reports and the 2025 compensation report.

Shareholders approved an annual dividend of US$0.89 per share (US$1.78 per ADS), or about US$0.9 billion, including an interim dividend of US$0.29 per share already paid. The remaining US$0.60 per share (US$1.20 per ADS), around US$0.6 billion, is to be paid on 20 May 2026, all from retained earnings while the 2025 loss will be absorbed by retained earnings.

The meeting discharged 2025 directors from liability, reduced the Board to ten members and reappointed all incumbent directors. It set 2026 Board fees at US$115,000 per member, plus US$55,000 for Audit Committee members and an extra US$20,000 for the committee chair. Forvis Mazars was appointed statutory auditor for 2026 with capped fees in multiple currencies, and shareholders renewed authorization for the company and subsidiaries to repurchase shares and to distribute shareholder communications by electronic means.

Tenaris S.A. held its Annual General Meeting of Shareholders and approved the consolidated financial statements and annual accounts for the year ended 31 December 2025, together with related management certifications, auditors’ reports and the 2025 compensation report.

Shareholders approved an annual dividend of US$0.89 per share (US$1.78 per ADS), or about US$0.9 billion, including an interim dividend of US$0.29 per share already paid. The remaining US$0.60 per share (US$1.20 per ADS), around US$0.6 billion, is to be paid on 20 May 2026, all from retained earnings while the 2025 loss will be absorbed by retained earnings.

The meeting discharged 2025 directors from liability, reduced the Board to ten members and reappointed all incumbent directors. It set 2026 Board fees at US$115,000 per member, plus US$55,000 for Audit Committee members and an extra US$20,000 for the committee chair. Forvis Mazars was appointed statutory auditor for 2026 with capped fees in multiple currencies, and shareholders renewed authorization for the company and subsidiaries to repurchase shares and to distribute shareholder communications by electronic means.

Tenaris S.A. reported solid first-quarter 2026 results, with net sales of $3.10 billion versus $2.92 billion a year earlier and income for the period of $564.2 million. Basic and diluted earnings per share rose to $0.54, compared with $0.47, while EBITDA-like performance was supported by a gross profit of $1.05 billion and operating income of $583.9 million.

Operating cash flow reached $617.6 million, funding capital expenditures of $114.5 million and share repurchases, and lifting cash and cash equivalents to $1.15 billion. Shareholders’ equity increased to $17.09 billion. The board proposed a total annual dividend of $0.89 per share (including the interim already paid), implying a final $0.60 per share payable in May 2026 if approved.

Tenaris continued its third share buyback program, holding 62.4 million treasury shares as of March 31, 2026, and completed substantial repurchases under prior programs. The notes also detail significant legal and trade matters, including Brazilian litigation over the Usiminas acquisition, antidumping duty reviews in the U.S. and Canada, and evolving tariff and foreign exchange regimes in key markets.

Tenaris S.A. reported solid first-quarter 2026 results, with net sales of $3.10 billion versus $2.92 billion a year earlier and income for the period of $564.2 million. Basic and diluted earnings per share rose to $0.54, compared with $0.47, while EBITDA-like performance was supported by a gross profit of $1.05 billion and operating income of $583.9 million.

Operating cash flow reached $617.6 million, funding capital expenditures of $114.5 million and share repurchases, and lifting cash and cash equivalents to $1.15 billion. Shareholders’ equity increased to $17.09 billion. The board proposed a total annual dividend of $0.89 per share (including the interim already paid), implying a final $0.60 per share payable in May 2026 if approved.

Tenaris continued its third share buyback program, holding 62.4 million treasury shares as of March 31, 2026, and completed substantial repurchases under prior programs. The notes also detail significant legal and trade matters, including Brazilian litigation over the Usiminas acquisition, antidumping duty reviews in the U.S. and Canada, and evolving tariff and foreign exchange regimes in key markets.

Tenaris S.A. announced a planned CEO succession, appointing Gabriel Podskubka as Chief Executive Officer. Paolo Rocca, who has led Tenaris since before its 2002 public listing and driven more than 25 years of growth, will remain Chairman of the Board, ensuring continuity in strategic oversight.

The Board describes this as the culmination of a long-term leadership planning process. Podskubka has been Chief Operating Officer since 2023, overseeing sales, marketing, supply chain, production, and product and service development, and has held senior roles across regions since joining Tenaris in 1995.

Tenaris S.A. announced a planned CEO succession, appointing Gabriel Podskubka as Chief Executive Officer. Paolo Rocca, who has led Tenaris since before its 2002 public listing and driven more than 25 years of growth, will remain Chairman of the Board, ensuring continuity in strategic oversight.

The Board describes this as the culmination of a long-term leadership planning process. Podskubka has been Chief Operating Officer since 2023, overseeing sales, marketing, supply chain, production, and product and service development, and has held senior roles across regions since joining Tenaris in 1995.

Tenaris delivered a solid start to 2026, with first-quarter net sales of $3.10 billion, up from $2.92 billion a year earlier, helped by stronger activity in Canada, Mexico, Brazil and North Africa.

Operating income rose to $584 million and net income to $564 million, supported by stable margins and higher financial and equity income. Earnings per share increased to $0.54, while EBITDA reached $735 million, giving an EBITDA margin of about 24%.

Operating cash flow was $618 million, and after $114 million of capital spending Tenaris generated free cash flow of $503 million. Following $90 million of share buybacks, net cash stood at $3.8 billion at March 31, 2026, underscoring a very strong balance sheet.

Management highlighted disruption from the Middle East conflict and closure of the Strait of Hormuz, which is expected to pressure sales and margins in the second quarter before a projected recovery in the second half of 2026, assuming the strait is reopened.

Tenaris delivered a solid start to 2026, with first-quarter net sales of $3.10 billion, up from $2.92 billion a year earlier, helped by stronger activity in Canada, Mexico, Brazil and North Africa.

Operating income rose to $584 million and net income to $564 million, supported by stable margins and higher financial and equity income. Earnings per share increased to $0.54, while EBITDA reached $735 million, giving an EBITDA margin of about 24%.

Operating cash flow was $618 million, and after $114 million of capital spending Tenaris generated free cash flow of $503 million. Following $90 million of share buybacks, net cash stood at $3.8 billion at March 31, 2026, underscoring a very strong balance sheet.

Management highlighted disruption from the Middle East conflict and closure of the Strait of Hormuz, which is expected to pressure sales and margins in the second quarter before a projected recovery in the second half of 2026, assuming the strait is reopened.

Tenaris S.A. is convening an Annual and an Extraordinary General Meeting on 12 May 2026 in Luxembourg to approve 2025 accounts, a large cash return to shareholders and several governance items.

The Board proposes an annual dividend of US$0.89 per share (US$1.78 per ADS), or about US$0.9 billion, including an interim US$0.29 per share already paid in November 2025 and an additional US$0.60 per share (US$1.20 per ADS) to be paid on 20 May 2026. Despite a 2025 parent-company loss of about US$80.8 million, the dividend would be funded from retained earnings and other distributable reserves. The Extraordinary Meeting is asked to cancel 62,355,174 treasury shares bought under a US$1.2 billion buyback, reducing issued share capital from US$1,071,994,930 to US$1,009,639,756, represented by 1,009,639,756 shares.

Shareholders will also vote on discharging directors, reappointing a 10‑member board that meets upcoming gender-balance rules, approving 2026 director pay, endorsing the 2025 compensation report, appointing Forvis Mazars as statutory auditor with fee caps in multiple currencies, renewing authorization for the company and subsidiaries to repurchase up to 10% of shares within set price bands, and allowing broader use of electronic communications for shareholder materials. Detailed procedures and deadlines are set for share and ADR holders to attend or vote by proxy.

Tenaris S.A. is convening an Annual and an Extraordinary General Meeting on 12 May 2026 in Luxembourg to approve 2025 accounts, a large cash return to shareholders and several governance items.

The Board proposes an annual dividend of US$0.89 per share (US$1.78 per ADS), or about US$0.9 billion, including an interim US$0.29 per share already paid in November 2025 and an additional US$0.60 per share (US$1.20 per ADS) to be paid on 20 May 2026. Despite a 2025 parent-company loss of about US$80.8 million, the dividend would be funded from retained earnings and other distributable reserves. The Extraordinary Meeting is asked to cancel 62,355,174 treasury shares bought under a US$1.2 billion buyback, reducing issued share capital from US$1,071,994,930 to US$1,009,639,756, represented by 1,009,639,756 shares.

Shareholders will also vote on discharging directors, reappointing a 10‑member board that meets upcoming gender-balance rules, approving 2026 director pay, endorsing the 2025 compensation report, appointing Forvis Mazars as statutory auditor with fee caps in multiple currencies, renewing authorization for the company and subsidiaries to repurchase up to 10% of shares within set price bands, and allowing broader use of electronic communications for shareholder materials. Detailed procedures and deadlines are set for share and ADR holders to attend or vote by proxy.

Tenaris S.A. has called its Annual General Meeting of Shareholders for May 12, 2026 at 10:00 Central European time in Luxembourg, followed immediately by an Extraordinary General Meeting of Shareholders. A convening notice with agendas and voting procedures is available on the Luxembourg Stock Exchange, the SEC and Tenaris’s investor relations website.

Tenaris has also made available on its website information on its total number of shares and voting rights, a Shareholder Meeting Brochure and Proxy Statement, the 2025 Annual Report, the 2025 Compensation Report and proposed amendments to its articles of association. These documents can be obtained free of charge online, at the company’s Luxembourg registered office during business hours, or electronically by request.

Tenaris S.A. has called its Annual General Meeting of Shareholders for May 12, 2026 at 10:00 Central European time in Luxembourg, followed immediately by an Extraordinary General Meeting of Shareholders. A convening notice with agendas and voting procedures is available on the Luxembourg Stock Exchange, the SEC and Tenaris’s investor relations website.

Tenaris has also made available on its website information on its total number of shares and voting rights, a Shareholder Meeting Brochure and Proxy Statement, the 2025 Annual Report, the 2025 Compensation Report and proposed amendments to its articles of association. These documents can be obtained free of charge online, at the company’s Luxembourg registered office during business hours, or electronically by request.

Tenaris S.A. submitted a Form 6-K as a foreign private issuer to furnish its 2025 Annual Report to the U.S. Securities and Exchange Commission. The report, originally filed with the Luxembourg Stock Exchange, includes the consolidated management report with financial and non-financial (sustainability) information, management certifications on the consolidated financial statements and annual accounts as of 31 December 2025, and the external auditors’ reports on those documents.

Tenaris S.A. submitted a Form 6-K as a foreign private issuer to furnish its 2025 Annual Report to the U.S. Securities and Exchange Commission. The report, originally filed with the Luxembourg Stock Exchange, includes the consolidated management report with financial and non-financial (sustainability) information, management certifications on the consolidated financial statements and annual accounts as of 31 December 2025, and the external auditors’ reports on those documents.

Tenaris S.A. reports a resilient 2025 amid intense geopolitical and energy market disruption, including a conflict-driven closure of the Strait of Hormuz. The company generated net sales of $12.0 billion, EBITDA of $2.9 billion and net income of $2.0 billion, showing stable profitability.

Free cash flow reached $2.0 billion, all returned to investors via dividends and share buybacks, and Tenaris ended the year with a $3.3 billion net cash position. Management proposes a 7% increase in the annual dividend per share.

The filing details a global pipe and services business focused on oil and gas, while expanding solutions for low‑carbon uses like geothermal, hydrogen and carbon capture. It also outlines extensive risk factors, including oil and gas cycles, trade barriers, climate regulation, cyber threats and concentrated ownership.

Tenaris S.A. reports a resilient 2025 amid intense geopolitical and energy market disruption, including a conflict-driven closure of the Strait of Hormuz. The company generated net sales of $12.0 billion, EBITDA of $2.9 billion and net income of $2.0 billion, showing stable profitability.

Free cash flow reached $2.0 billion, all returned to investors via dividends and share buybacks, and Tenaris ended the year with a $3.3 billion net cash position. Management proposes a 7% increase in the annual dividend per share.

The filing details a global pipe and services business focused on oil and gas, while expanding solutions for low‑carbon uses like geothermal, hydrogen and carbon capture. It also outlines extensive risk factors, including oil and gas cycles, trade barriers, climate regulation, cyber threats and concentrated ownership.