{"url_path":"/sec/ntz/10-k/2026/item-9","section_key":"item-9","section_title":"Item 9 THE OFFER AND LISTING","topic":"sec","document":{"doc_type":"20-F","doc_date":"2026-05-15","source_url":"https://www.sec.gov/Archives/edgar/data/900391/0001193125-26-226962-index.html","accession_number":"0001193125-26-226962","cik":"0000900391","ticker":"NTZ","issuer_name":"NATUZZI S P A","edgar_url":"https://www.sec.gov/Archives/edgar/data/900391/0001193125-26-226962-index.html","primary_entity_key":"0000900391","primary_entity_name":"NATUZZI S P A"},"word_count":755,"has_tables":true,"body_markdown":"## ITEM 9. THE OFFER AND LISTING\n\nTrading Markets\n\nNatuzzi’s Ordinary Shares are listed on the NYSE in the form of ADSs under the symbol “NTZ”. Neither the Company’s Ordinary Shares nor its ADSs are listed on a securities exchange outside the United States. BNY Mellon is the Company’s Depositary for purposes of issuing the American Depositary Shares evidencing ADSs. Trading in the ADSs on the NYSE commenced on May 13, 1993.\n\nOn December 26, 2018 the Company received notice from the NYSE that the Company was no longer in compliance with one of the NYSE’s continued listing standards for a listed company, particularly, the average closing price of the Company’s ADSs was less than U.S.$1.00 over a consecutive 30-trading day-period. The Company notified the NYSE on December 27, 2018 of its intention to cure this deficiency within the prescribed timeframe.\n\nOn February 8, 2019, the Company’s Board of Directors approved a change in the ratio of its ADSs to Ordinary Shares, par value €1.00 per Ordinary Share, from one ADS representing one Ordinary Share, to one ADS representing five Ordinary Shares (the “Ratio Change”). The effective date of the Ratio Change was February 21, 2019. There were 4,361,981 ADSs (equivalent to 21,809,905 Ordinary Shares) outstanding as of February 21, 2019.\n\nFor ADS holders, the Ratio Change had the same effect as a one-for-five reverse ADS split. No new shares were issued in connection with the Ratio Change and Natuzzi’s ADSs continue to be traded on the NYSE under the same symbol “NTZ.” As a result of the Ratio Change, the price of the Company’s ADSs automatically increased proportionally.\n\nOn March 1, 2019, the Company received confirmation from the NYSE that it had regained compliance with continued listing standards.\n\nOn April 7, 2020 the Company received notice from the NYSE that the Company was no longer in compliance with one of the NYSE’s continued listing standards for a listed company because the average closing price of the Company’s ADSs was less than U.S.$1.00 over a consecutive 30-trading day-period (the “Dollar Price Standard”). The NYSE notified the Company that its ADSs would be delisted if it was not able to comply with the Dollar Price Standard within the applicable period. The Company regained compliance with the Dollar Price Standard on July 2, 2020.\n\nIn addition, from March 17, 2020 to August 12, 2020, the Company was not in compliance with the NYSE’s continued listing standard set forth in Section 802.01(b) of the NYSE Listed Company Manual, which requires the Company to maintain an average global market capitalization of not less than U.S.$15 million over a consecutive 30-trading day period (the “Capitalization Standard”). On August 12, 2020, the Company was notified by the NYSE that, since the Company’s average market capitalization was above U.S.$15 million over a consecutive 30-trading day period, the Company was no longer at an immediate risk of suspension and delisting. The NYSE will continue to monitor the average market capitalization daily to ensure compliance with Capitalization Standard. As of May 6, 2026, the Company’s market capitalization was U.S.$ 32.1 million.\n\nFurthermore, on January 6, 2026, the Company received notice from the NYSE that the Company was no longer in compliance with one of the NYSE’s continued listing standards for a listed company because its 30 trading-day average market capitalization and its last reported stockholders’ equity as of September 30, 2025 were each below $50 million. As of January 5, 2026, the Company’s 30 trading-day average market capitalization was approximately U.S.$27.3 million and its last reported stockholders’ equity as of September 30, 2025 was approximately €39.3 million (or U.S.$46.1 million at an exchange rate of U.S.$1.1734 per €1.00). Following receipt of the notice, on February 5, 2026, the Company disclosed to the market that it was considering available alternatives to cure the deficiency and regain compliance with the applicable continued listing standards and, on February 18, 2026, notified the NYSE accordingly. On April 6, 2026, the Company submitted a plan of compliance to the NYSE demonstrating how the Company intends to regain compliance with the NYSE’s continued listing standards within 18 months of receipt of the notice. The plan of compliance is currently under review by the NYSE. Within 45 days of receipt of the plan of compliance, the NYSE will either accept the plan, in which case the Company will be subject to semi-annual monitoring for compliance with such plan, or reject the plan, in which case the Company will be subject to suspension and delisting proceedings by the NYSE.\n\n \n\n \n\n65\n\n[Table of Contents](#toc)"}