Financial Performance and Dividends - The net profit for the period is allocated to the available reserve, amounting to €5,403,018,837.87[61] - A dividend distribution of €0.88 per share was made using available reserves, with the first three tranches paid in September 2022, November 2022, and March 2023[60] - For the financial year 2023, the proposed dividend is €0.94 per share, amounting to a total distribution of approximately €3.1 billion based on shares outstanding as of December 31, 2022[206] - The company intends to distribute between 25% and 30% of the annual Cash Flow From Operations (CFFO) through dividends and buybacks, with a potential increase to 35% in the event of CFFO upsides[176] - The company aims to use available reserves for the distribution of the first tranche of the dividend in September 2023, with approximately €189 million allocated from the reserve pursuant to Law 342/2000[207] - The total distribution amount for the 2023 Remuneration Policy is approximately €3.1 billion, which is fully covered by the company's available reserves of approximately €36 billion as of December 31, 2022[210] - The available reserves include a revaluation reserve of €7,439 million as of December 31, 2022, which will be utilized for the dividend payments[217] - The company has authorized the reduction of the revaluation reserve pursuant to Law 342/2000 by €2.3 billion to facilitate the dividend distribution[225] - The company plans to distribute a total dividend of €0.94 per share for 2023, to be paid in four tranches: €0.24 in September 2023, €0.23 in November 2023, €0.24 in March 2024, and €0.23 in May 2024[224] Share Buyback Programs - The company plans to initiate a new buyback program in 2023 amounting to €2.2 billion, with the potential to increase to a maximum of €3.5 billion based on performance[177] - The total number of shares purchased in the previous buyback program was 195,550,084, representing 5.48% of the company's capital, at a total cost of €2,399,992,593[174] - The maximum number of shares to be purchased under the new buyback program is 337,000,000 ordinary shares, equating to about 10% of the share capital after the cancellation of treasury shares[183] - A maximum of 275,000,000 treasury shares, representing approximately 8.15% of the company's share capital, will be purchased for further remuneration to shareholders[244] Treasury Shares and Cancellations - The company currently holds 30,547,750 treasury shares, which will represent approximately 0.90% of the share capital after the cancellation of previously purchased shares[175] - The company holds 226,097,834 treasury shares, which is about 6.33% of the share capital, prior to the proposed cancellation of shares[188] - A total of 195,550,084 treasury shares will be canceled, which represents 5.48% of the company's capital, without reducing the share capital[232] - The cancellation of treasury shares will not affect the economic result of the company and will merely be an accounting operation[234] - Following the cancellation, the share capital will remain at €4,005,358,876, with the number of shares decreasing from 3,571,487,977 to 3,375,937,893[235] - The cancellation process is expected to be completed by July 2024[250] - The proposed amendment to Article 5 of the By-laws will reflect the new number of shares after the cancellation[253] - The cancellation resolution does not grant shareholders the right of withdrawal[240] - The cancellation of treasury shares will not affect the company's economic performance or modify the value of shareholders' equity[247] - The Board of Directors has the authority to execute the cancellation resolution and make necessary amendments to the By-laws[254] - The Board of Directors will report on the execution of these resolutions as necessary[254] Corporate Governance and Board of Directors - The Board of Directors proposes to maintain the number of Directors at nine to ensure suitable composition for the company's size and complexity[65] - Directors are proposed to be appointed for a term of three financial years, expiring on the date of the Shareholders' Meeting for the financial statements for the year ended December 31, 2025[68] - At least two-fifths of the Director positions must be filled by the less-represented gender, rounded up, unless the Board consists of three members[74] - Shareholders representing at least 0.5% of the share capital are entitled to submit a slate for the Board of Directors[73] - The guidelines for the maximum number of positions in other companies compatible with effective performance of the director's tasks are published on the company's website[87] - The Corporate Governance Code recommends that at least half of the Board of Directors should be independent directors[82] - Candidates must meet integrity requirements and submit a curriculum vitae along with their nomination[84] - The slates for the Board of Directors must include adequate information on compliance with the guidelines expressed by the Board[89] - The Board of Directors will be elected based on a slate system, with seven-tenths of Directors drawn from the slate receiving the most votes[91] - The Shareholders' Meeting is responsible for appointing Directors based on the slates presented by eligible shareholders[92] - The outgoing Board of Directors has chosen not to submit its own slate of candidates[93] - The Chairman of the Board of Directors will be appointed from among the Directors with voting rights[97] - The Shareholders' Meeting will determine the remuneration for the Chairman and Directors, with a maximum coverage of $200,000,000 for D&O insurance[104][105] - The Board of Statutory Auditors will be appointed based on slates presented by shareholders, with a total of five standing members and two alternate members[110][111] - Candidates for Statutory Auditor must meet independence and integrity requirements as specified in the relevant laws[112] - At least two-fifths of the Statutory Auditor positions must be filled by the less-represented gender[122] - Shareholders must submit slates at least twenty-five days prior to the Shareholders' Meeting, with a threshold of 0.5% of share capital to submit a slate[120][119] - The independence requirements for candidates are in accordance with the Corporate Governance Code and must be attested by the candidates[124] Remuneration Policies - The Board of Directors has proposed a new 2023-2025 share-based Long-Term Incentive Plan to reward critical managers, conditional on performance results related to Total Shareholders Return and Organic Free Cash Flow[153][154] - The new Plan includes three annual awards, each with a Vesting Period of three years, aligning management interests with sustainable value creation for shareholders[155] - The first section of the Remuneration Report outlines the 2023-2026 Remuneration Policy for Directors and key management personnel, which is subject to a binding vote by shareholders[163][165] - The second section of the Remuneration Report details the remuneration paid in 2022 to Directors and other strategic managers, which is subject to a non-binding vote by shareholders[168][169] - The Board of Directors is delegated to verify the legal conditions for the distribution of reserves for the dividend payments[223] - The company plans to use the residual amount of approximately €189 million from the reserve for the September 2023 dividend tranche[209]

Eni S.p.A. (NYSE:E) Q3 2022 Earnings Conference Call October 28, 2022 8:00 AM ET Company Participants Francesco Gattei - CFO Giuseppe Ricci - COO, Energy Evolution Division Guido Brusco - COO, Natural Resources Aldo Napolitano - EVP Exploration Projects Management Cristian Signoretto - Deputy COO, Natural Resources Conference Call Participants Irene Himona - Societe Generale Massimo Bonisoli - Equita Biraj Borkhataria - RBC Capital Markets Henri Patricot - UBS Oswald Clint - Sanford C. Bernstein & Co. Marti ...

Financial Data and Key Metrics Changes - EBIT for the first half of 2022 was €11 billion, with €5.8 billion generated in the second quarter [17] - Cash flow from operations (CFFO) reached €10.8 billion in the first half, fully funding capital expenditures of €3.4 billion and the euro distribution plan [17] - Net debt was reduced to 15% leverage, confirming financial resilience [19] Business Line Data and Key Metrics Changes - Upstream division delivered nearly €5 billion of EBIT in the second quarter, with expected production increases in the second half of 2022 due to project ramp-ups [20] - Refining & Marketing (R&M) saw a significant increase in utilization rates, reaching 90% in the second quarter, contributing to strong financial results [24] - Plenitude's EBITDA reached €119 million, nearly 50% of the total for 2021, driven by renewable contributions and retail performance [26] Market Data and Key Metrics Changes - Gas security is a critical focus, with initiatives designed to deliver up to 20 BCM of gas supply by 2025, covering 100% of 2021's Russian gas imports [14] - European gas demand has seen a reduction, with Italy experiencing a 2% drop and Northern Europe seeing a more significant decrease [50] Company Strategy and Development Direction - The company is advancing its energy evolution strategy, focusing on sustainable mobility and increasing renewable energy capacity through Plenitude [34] - Eni is creating a partnership with BP in Angola, aiming to establish a strong upstream player in Africa [10] - The company is committed to achieving net zero Scope 3 emissions in mobility by establishing a dedicated sustainable mobility company [11] Management's Comments on Operating Environment and Future Outlook - Management highlighted the importance of flexibility in gas sourcing and financial hedging to navigate market volatility [16] - The company expects to maintain free cash flow positivity even in the event of a complete shutoff of Russian gas supplies [70] - Future production guidance is set at 1.67 million barrels per day, with exploration expected to exceed original outlooks [30] Other Important Information - The company announced a buyback program of €2.4 billion, an increase of €1.3 billion from the original target [28] - The annual CapEx is expected to remain unchanged at €8.3 billion [32] Q&A Session Summary Question: What is the cost of the windfall taxes for Eni this year in Italy and the UK? - The total cost of the two taxes is approximately €800 million annually, with payments structured in installments [36] Question: How does Eni's strategy for Plenitude change if IPO conditions remain difficult? - The strategic focus remains on Plenitude itself, with the IPO being a tool for value creation rather than the primary goal [37] Question: What is the potential for additional Coral floating LNG facilities in Mozambique? - Discussions are ongoing for a possible additional offshore development through LNG, with a focus on small-sized, fast LNG projects [41] Question: How much percentage-wise has Eni reduced gas consumption in refineries? - Gas consumption in refineries has been reduced by approximately 70% compared to previous levels [45] Question: What is Eni's market share in gas distribution for households in Italy? - Eni sells gas to residential customers on both fixed and variable price contracts, with a hedging strategy in place [54] Question: What is the outlook for refining margins for the rest of the year? - Refining margins are expected to average around $5 to $6 per barrel in the second half of the year, despite high volatility [78] Question: Can Eni meet its natural gas contractual obligations without Russian gas? - Eni can meet its obligations without additional costs from Russian gas, thanks to flexibility in sourcing and existing contracts [90]

Eni S.p.A. (NYSE:E) Q1 2022 Earnings Conference Call April 29, 2022 8:00 AM ET Company Participants Francesco Gattei - CFO Guido Brusco - Chief Operating Officer Natural Resources Cristian Signoretto - Deputy of COO of Natural Resources Giuseppe Ricci - COO of Energy Evolution Division Cristian Signoretto - Deputy of COO of Natural Resources Luca-Bertelli - Chief Exploration Officer Stefano Goberti - Chief Executive Officer Conference Call Participants Michele Della Vigna - Goldman Sachs Irene Himona - Soci ...

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 20-F (Mark One) ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) or (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☑ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to OR ☐ SHELL COMPANY REPORT PURSUANT TO SECT ...

Financial Data and Key Metrics Changes - In Q3 2021, Eni reported a net profit adjusted for the first nine months of EUR 2.6 billion, exceeding pre-COVID levels from 2019, driven by EUR 1.4 billion in Q3, marking one of the strongest results since 2013 [10][29] - The cash flow from operations before working capital for the first nine months was strong at EUR 8.1 billion, covering CapEx of EUR 4 billion [26][29] - The company expects a cash flow from operations close to EUR 12 billion for 2021, with a potential increase to around EUR 13 billion if current forward prices are confirmed [26][27] Business Line Data and Key Metrics Changes - In the Upstream segment, production reached 1.66 million barrels per day in the first nine months, with adjusted EBIT at EUR 5.7 billion [15][19] - The Retail & Renewables segment reported a pro forma EBITDA of EUR 440 million, a 35% increase year-on-year, with expectations for an EBITDA of EUR 600 million by year-end [19] - The Refining & Marketing (R&M) segment turned positive with an EBIT of EUR 150 million in the last quarter, driven by higher focus and asset optimization [20] Market Data and Key Metrics Changes - Brent crude prices returned to around $85 per barrel, while gas prices reached historical records of $30 per million BTU in European markets [4][5] - The company registered a positive EBIT in the GGP segment, expecting to exceed EUR 500 million of EBIT and EUR 300 million of free cash flow for 2021 [18] Company Strategy and Development Direction - Eni is focused on capital discipline to reduce cash neutrality and accelerate decarbonization plans through new technology deployment [5][10] - The company is pursuing a business combination in Angola and reviewing the ownership structure of Vår Energi, which could include a potential IPO in 2022 [8][14] - Eni aims to enhance its portfolio through business combinations and is actively restructuring to create growth-oriented autonomous vehicles [12][29] Management's Comments on Operating Environment and Future Outlook - Management noted that the recovery of the global economy and energy demand is accelerating, but supply weaknesses persist due to years of underinvestment [3][4] - The company expects production to recover further in Q4 2021, with a target of around 1.76 million barrels per day [15] - Management expressed confidence in the growth of the renewable energy sector and the potential for sustainable aviation fuel, despite increasing competition [42][45] Other Important Information - Eni's HyNet CCS project in the UK was accepted as a Track-1 project, allowing access to GBP 1 billion in government funding [8] - The company is developing agro initiatives in Africa to secure biofeedstock supply for biorefinery and biochemical capacity growth [25] Q&A Session All Questions and Answers Question: Renegotiation gains impacting GGP in Q4 - Management confirmed that the renegotiation aimed to reduce exposure to the PSV-TTF spread, with cash benefits expected next year while most EBIT will be accrued this year [34] Question: Impact of high prices on R&R business - Management stated that they have not suffered drawbacks from high prices due to being fully covered for deliveries, and credit risk has not been significantly impacted [35] Question: Cash distribution to shareholders - Management acknowledged the flexible dividend strategy and indicated that future distribution policies will be considered in the context of long-term planning [40] Question: Biofuels and competition - Management highlighted the competitive landscape for sustainable aviation fuel but emphasized their technological advantages and robust growth plans [42][45] Question: Vår Energi strategic rationale - Management explained that Vår Energi is a success story and a partial divestment could free up cash for future growth opportunities [48] Question: Mozambique production start-up - Management confirmed that Coral floating LNG is expected to start production in the second half of 2022 [50] Question: Cost inflation pressures - Management noted that upstream projects are under fixed contracts, limiting the impact of raw material price fluctuations, but they are preparing for potential future increases [92] Question: Capital allocation priorities - Management indicated that the capital raised from IPOs will be used for deleveraging, maintaining an attractive distribution policy, and improving the company structure [95]

Eni SpA (NYSE:E) Q2 2021 Earnings Conference Call July 30, 2021 8:00 AM ET Company Participants Claudio Descalzi - CEO, GM & Director Andrea Gemma - Director Alberto Chiarini - CEO, Eni gas e luce SpA Francesco Gattei - CFO Conference Call Participants Biraj Borkhataria - RBC Capital Markets Massimo Bonisoli - Equita Operator Good afternoon, ladies and gentlemen, and welcome to Eni's first half 2021 Results Conference Call, hosted by Mr. Claudio Descalzi, Chief Executive Officer. [Operator Instructions]. I ...

Financial Data and Key Metrics Changes - Eni's adjusted EBIT for Q1 2021 was €1.3 billion, flat compared to Q1 2020, but 2.7 times higher than the previous quarter [5] - Adjusted net profit was €0.27, five times higher than Q1 2020 [5] - Cash flow from operations (CFFO) was €1.96 billion, exceeding capital expenditures (CapEx) of €1.4 billion, maintaining leverage flat at 31% [10][20] Business Line Data and Key Metrics Changes - Upstream production was 1.7 million barrels per day, 5% lower than last year, with a steady gas profile [6] - Downstream was negatively impacted by refining margins and lower volumes due to lockdowns, with a negative margin of $0.6 per barrel [8][18] - Chemicals segment delivered its best results since 2018, driven by polyethylene and styrene demand [9][18] Market Data and Key Metrics Changes - Brent price increased by 11% in euro compared to Q1 2020, with global oil demand rebounding to around 95 million barrels per day [2] - Gas prices increased, but the spread between PSV and TTF remained low due to new supply sources in Italy and increased demand in Europe and the Far East [4] Company Strategy and Development Direction - Eni is focusing on expanding its retail renewable businesses, entering the Spanish market and acquiring a 20% stake in Dogger Bank, its first offshore wind project in the UK [8][21] - The company aims to decarbonize its domestic clients and has set ambitious renewable capacity targets, expecting to reach over 1 gigawatt by the end of 2021 and 15 gigawatts by 2030 [26][27] Management's Comments on Operating Environment and Future Outlook - Management noted a mixed recovery environment, with strong rebounds in chemicals and oil but ongoing challenges in downstream and gas businesses [3][4] - Future cash flow from operations is expected to exceed €9 billion at a Brent price of around $60 per barrel, covering CapEx of almost €6 billion [20] Other Important Information - Eni's new Biomass Treatment Unit in Gela aims to achieve 100% waste and residue feedstock by 2023 [9] - The company is exploring various options for its retail renewable business, including a potential IPO [30] Q&A Session Summary Question: Eni gas e luce's global strategy - Management clarified that Eni gas e luce is primarily focused on decarbonizing domestic clients, with potential opportunities in OECD markets [33][34] Question: Exploration success and development acceleration - Management confirmed that exploration is targeted near existing infrastructure to accelerate production [36] Question: Tax rate and renewable pipeline - Management explained the higher tax rate due to poor performance in certain segments and provided updates on renewable capacity growth [61][65] Question: Impact of new hydrocarbon law in Mexico - Management stated that current projects in Mexico are not expected to be affected by the new law [72][74] Question: Global gas and LNG business profitability - Management discussed the challenges in the gas business due to renegotiations and market spreads [76] Question: Cash flows from new projects - Management provided insights on cash flows from various projects, indicating they are in line with expectations [84][88]

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 20-F (Mark One) REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) or (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to OR SHELL COMPANY REPORT PURSUANT TO SECTION 13 O ...

Eni S.p.A. (NYSE:E) Q4 2020 Results Earnings Conference Call February 19, 2021 8:00 AM ET Company Participants Claudio Descalzi - Chief Executive Officer Francesco Gattei - Chief Financial Officer Alessandro Puliti - Chief Operating Officer, Natural Resources Giuseppe Ricci - Chief Operating Officer, Energy Evolution Conference Call Participants Michele Della Vigna - Goldman Sachs Mehdi Ennebati - Bank of America Merrill Lynch Alessandro Pozzi - Mediobanca Irene Himona - Société Générale Thomas Adolff - Cre ...