Naturgy (AO) | Reduce | Governance reset after CVC exit

Research evidence excerpt

Naturgy (AO) | Reduce | Governance reset after CVC exit

News comment

Release date: 19 June 2026

Jose Porta

Equity Research Analyst

+34 914 36 5113

jporta@keplercheuvreux.com

ReduceNaturgy

Spain | Utilities Beta Profile: MCap: EUR27.8bn

Target Price: EUR24.30 Bloomberg: NTGY SM Reuters: NTGY.MC

Current Price: EUR28.62 Free float 46%

Up/downside: -15.1% Avg. daily volume (EURm) 120.7

YTD abs performance 10.4% Market data: 18 June 2026

52-week high/low (EUR) 29.94/24.42

Governance reset after CVC exit

Key points:

Naturgy eliminates special voting majorities and returns to simple majority decision-making.

CVC formally exits the board; IFM strengthens representation, and Naturgy adds high-profile independent expertise (Mr Letta).

The changes suggest a more agile/less constrained board decision-making, presumably better suited to a redirection of Naturgy's

strategy towards more acquisitive growth.

Governance simplification

Naturgy has announced a significant governance overhaul following the completion of CVC’s exit from the shareholder base.

The most important change is the removal of the reinforced majority regime that had been in place since 2016, with board

decisions now reverting to ordinary majority voting.

This effectively simplifies decision-making and reduces the ability of specific shareholders to block strategic initiatives, marking

the end of a governance framework that was designed around a more fragmented shareholder structure. The move was approved

unanimously by the board and reflects the company’s desire (reportedly) to enter a new phase focused on growth, profitability

and financial discipline.

Board renewal after CVC's exit: Strengthening institutional/industrial expertise