San Faustin S.A. Files 6th Amendment to Tenaris S.A. 13D

Ticker: TNRSF · Form: SC 13D/A · Filed: Jan 22, 2024 · CIK: 1190723

Tenaris SA SC 13D/A Filing Summary
FieldDetail
CompanyTenaris SA (TNRSF)
Form TypeSC 13D/A
Filed DateJan 22, 2024
Risk Levellow
Pages8
Reading Time10 min
Key Dollar Amounts$1.00, $1
Sentimentneutral

Complexity: simple

Sentiment: neutral

Topics: insider-ownership, amendment, corporate-governance

TL;DR

**Major shareholder San Faustin S.A. just updated their Tenaris S.A. ownership filing.**

AI Summary

San Faustin S.A. filed Amendment No. 6 to its Schedule 13D on January 22, 2024, regarding its ownership of Tenaris S.A. Ordinary Shares. This amendment updates previous disclosures, indicating that San Faustin S.A. continues to be a significant beneficial owner of Tenaris S.A. stock. This matters to investors because San Faustin S.A. is a major shareholder, and their actions or changes in ownership could influence Tenaris S.A.'s stock price and corporate governance.

Why It Matters

This filing confirms the continued significant ownership stake of San Faustin S.A. in Tenaris S.A., which can impact strategic decisions and investor confidence.

Risk Assessment

Risk Level: low — This is an amendment to an existing filing, indicating no immediate drastic change in ownership or control, thus posing low risk.

Analyst Insight

Investors should note that a major shareholder, San Faustin S.A., continues to update its ownership disclosures for Tenaris S.A., indicating ongoing engagement. While this specific amendment doesn't signal a new major event, it reinforces the stability of the ownership structure. Keep an eye on future amendments for any significant changes in beneficial ownership percentages or stated intentions.

Key Numbers

  • 6 — Amendment Number (This is the sixth amendment to the Schedule 13D filing by San Faustin S.A. for Tenaris S.A.)
  • 005-78699 — SEC File Number (The specific SEC file number for Tenaris S.A. under the 1934 Act.)
  • 20240122 — Filing Date (The date this specific amendment was filed with the SEC.)

Key Players & Entities

  • San Faustin S.A. (company) — the filing person and a major shareholder of Tenaris S.A.
  • Tenaris S.A. (company) — the subject company whose Ordinary Shares are being reported
  • Fernando J. Mantilla (person) — person authorized to receive notices and communications for San Faustin S.A.
  • Rocca & Partners Stichting Administratiekantoor Aandelen San Faustin (company) — a group member associated with the filing
  • Techint Holdings S.A R.L. (company) — a group member associated with the filing
  • $1.00 (dollar_amount) — par value per share of Tenaris S.A. Ordinary Shares

Forward-Looking Statements

  • San Faustin S.A. will maintain its significant ownership stake in Tenaris S.A. (San Faustin S.A.) — high confidence, target: 2025-01-22
  • No major strategic shifts for Tenaris S.A. will be announced directly due to this specific filing. (Tenaris S.A.) — high confidence, target: 2024-07-22

FAQ

What is the purpose of this specific filing?

This filing is Amendment No. 6 to Schedule 13D, indicating an update to previously disclosed information regarding San Faustin S.A.'s beneficial ownership of Tenaris S.A. Ordinary Shares.

Who is the 'Name of Issuer' in this filing?

The 'Name of Issuer' is Tenaris S.A., whose Ordinary Shares, $1.00 par value per share, are the subject of this Schedule 13D/A.

Who is the 'Filing Person' for this Schedule 13D/A?

The 'Filing Person' is San Faustin S.A., located at 26, Boulevard Royal, Ground Floor, L-2449 Luxembourg, Grand-Duchy of Luxembourg.

What is the CUSIP Number for the class of securities mentioned?

The CUSIP Number for the Ordinary Shares, $1.00 par value per share, of Tenaris S.A. is 88031 M 10 9.

Which entities are listed as 'Group Members' in this filing?

The group members listed are ROCCA & PARTNERS STICHTING ADMINISTRATIEKANTOOR AANDELEN SAN FAUSTIN and TECHINT HOLDINGS S.A R.L.

Filing Stats: 2,476 words · 10 min read · ~8 pages · Grade level 9.1 · Accepted 2024-01-22 10:21:19

Key Financial Figures

  • $1.00 — .A. (Name of Issuer) Ordinary Shares, $1.00 par value per share (Title of Class of
  • $1 — ating to the Ordinary Shares, par value $1 per share of Tenaris S.A. (the “O

Filing Documents

Identity and Background

Item 2. Identity and Background This Schedule 13D is being jointly filed by each of the following persons pursuant to Rule 13d-1(k) (collectively, the “Reporting Persons”). (a) ROCCA & PARTNERS STICHTING ADMINISTRATIEKANTOOR AANDELEN SAN FAUSTIN (“RP STAK”) Fascinatio Boulevard 764, 2909 VA Capelle aan den IJssel, The Netherlands. RP STAK is a private foundation ( stichting ) organized under the laws of The Netherlands. No person or group of persons controls RP STAK. (b) SAN FAUSTIN S.A. (“SAN FAUSTIN”) 26, Boulevard Royal, Ground Floor, L-2449 Luxembourg. SAN FAUSTIN is a société anonyme (public limited liability company) organized under the laws of the Grand-Duchy of Luxembourg. RP STAK continues to control SAN FAUSTIN (i.e. it continues to have the ability to influence matters affecting, or submitted to a vote of the shareholders of SAN FAUSTIN, including the election of directors and the approval of certain corporate transactions and other matters concerning SAN FAUSTIN’s policies). (c) TECHINT HOLDINGS S.À R.L. (“TECHINT HOLDINGS”) 26, Boulevard Royal, Ground Floor, L-2449 Luxembourg. TECHINT HOLDINGS is a société à responsabilité limitée (private limited liability company) organized under the laws of the Grand-Duchy of Luxembourg. All of the shares of TECHINT HOLDINGS are held by SAN FAUSTIN. The name, residence or business address, present principal occupation or employment (and the name, principal business and address of any corporation or other organization in which such employment is conducted) and citizenship of each voting committee member, executive officer or director, as applicable, of each Reporting Person are set forth in Schedule I and is incorporated into this Item 2 by reference. During the last five years, none of the Reporting Persons, nor, to the knowledge of the Reporting Persons, none of the persons listed on Schedule

Interest in Securities of the Issuer

Item 5. Interest in Securities of the Issuer (a) (b) RP STAK. See items (7) through (11) and (13) on page 2 SAN FAUSTIN. See items (7) through (11) and (13) on page 3 TECHINT HOLDINGS. See items (7) through (11) and (13) on page 4 (c) There have been no transactions in Ordinary Shares effected by the Reporting Persons or, to the best of the Reporting Person’s knowledge, any person or entity identified on Schedule I hereto, during the last 60 days. (d) Not applicable. (e) Not applicable.

Material to Be Filed as Exhibits

Item 7. Material to Be Filed as Exhibits Exhibit Description A Power of Attorney of ROCCA & PARTNERS STICHTING ADMINISTRATIEKANTOOR AANDELEN SAN FAUSTIN dated October 31 st , 2023.*** B Power of Attorney of SAN FAUSTIN S.A., dated September 28 th , 2023.*** C Power of Attorney of TECHINT HOLDINGS S.à r.l., dated September 28 th , 2023.*** *** Previously filed as an exhibit to the Schedule 13D of Tenaris S.A. dated November 2 nd , 2023 and incorporated by reference in this Amendment No. 6. Page 6 of 12 Schedule I ROCCA & PARTNERS STICHTING ADMINISTRATIEKANTOOR AANDELEN SAN FAUSTIN MANAGEMENT Manager Residence or business address Present Principal occupation Citizenship Earl Management (Netherlands) B.V. Fascinatio Boulevard 764, 2909 VA Capelle aan den IJssel, The Netherlands Management Company Dutch VOTING COMMITTEE Members Residence or business address Present principal occupation Citizenship Paolo Rocca (Chairman) Av. Leandro N. Alem 1067, 29 th floor, Buenos Aires, Argentina Chairman & CEO of Tenaris S.A. Italian Gianfelice Rocca Via Monte Rosa 93, 20149 Milan, Italy Chairman of the Board of San Faustin S.A. Italian Roberto Bonatti Viale Piave 4, 20129 Milan, Italy Director of San Faustin S.A. Italian Sofía Bonatti Elias de Tejada Rue Antoine Breart 167, Bruxelles, Belgium Lawyer Swiss Giovanni Sardagna Gravules-ch 10, 7522 La Punt Chamues-ch, Switzerland Director of Investors’ relations of Tenaris S.A. Italian Andres Piñeyro Paseo de Recoletos Nº 12, 3rd floor, 28001 Madrid, Spain President of Meridium S.A. Argentine Lodovico Rocca Via Monte Rosa 93, 20149 Milan, Italy Vice-president of Techint E&C, Uruguay Italian Page 7 of 12 SAN FAUSTIN S.A. BOARD OF DIRECTORS Name Residence or business address Present principal occupation Citizenship Gianfelice Rocca Via Monte Rosa 93, 20149 Milan, Italy Chairman of the Board of San Faustin S.A. Italian

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