# Eni S.p.A. (E): recent events through the third quarter of 2026

Eni files Form 6-K for current events. Amounts in this file are converted from euros to US dollars at the average rate for the period (flows) or the closing rate on the stated date (balances, announced distributions). Percentages the company gives without an amount are stated as reported, in euro terms.

## Filings that contain financial statements

- **Form 6-K filed 2026-10-27, accession 0001104659-26-119043** (period ended 2026-09-30). Third quarter and nine months 2026 results press release, with the group profit and loss account, balance sheet, cash flow statement and the summarized (reclassified) balance sheet and net borrowings tables, plus segment results and non-GAAP reconciliations. This is the interim financial source for the quarter.
- **Form 6-K filed 2026-08-06, accession 0001104659-26-091832** (period ended 2026-06-30). Interim Consolidated Report as of June 30, 2026, with the half-year financial statements and notes.
- **Form 6-K filed 2026-08-04, accession 0001174947-26-000742** (second quarter and first half 2026). Results press release with the profit and loss account, balance sheet and cash flow tables for the quarter and half year.

The other 6-Ks in the period are weekly treasury-share purchase reports and carry no financial statements.

## Third quarter and nine months 2026 results (6-K filed 2026-10-27, accession 0001104659-26-119043)

- Quarter ended 2026-09-30. Proforma adjusted EBIT was $6.90 billion, up 97.2% in US dollar terms from $3.50 billion a year earlier (up 100% in euros). Adjusted net profit was $3.22 billion, up 121.3% in US dollar terms from $1.46 billion. Net profit attributable to Eni shareholders was $3.69 billion against $937.90 million.
- Nine months: net profit attributable to Eni shareholders was $8.82 billion. Net cash provided by operating activities was $11.68 billion.
- Cash flow from operations before working capital at replacement cost was $4.93 billion in the quarter, funding organic capital expenditure that fell 32% in euro terms.
- E&P proforma adjusted EBIT was $5.33 billion in the quarter, up 76% in euro terms. Hydrocarbon production averaged 1.83 million boe/d, up 4% reported and 7% underlying (net of portfolio and price effects).
- Net borrowings before lease liabilities were $7.61 billion at 2026-09-30, down from the prior quarter and the start of the year; proforma gearing was 9%, below the low end of the 10-15% guided range. Part of the reduction is from the Plenitude deconsolidation (below).
- Special items: nine-month E&P net charges included impairment of oil and gas properties of $1.43 billion, attributed to reprioritizing capital away from marginal projects plus downward reserve revisions. Below operating profit the company booked a gain of about $2.32 billion on contributing Indonesian gas assets to the Searah joint venture with Petronas (June 2026) and a gain of about $1.73 billion on remeasuring the retained Plenitude stake, reported in discontinued operations.

## Guidance and shareholder returns

- **Outlook raised (2026-10-23 release).** Underlying oil and gas production growth for 2026 is raised to 6-7% (from around 5% in the July release, and 3-4% before that). Global Gas & LNG Portfolio adjusted proforma EBIT is guided to around $1.68 billion. Enilive proforma adjusted EBITDA is raised to $1.57 billion; Plenitude EBITDA is expected at around $1.35 billion. Adjusted operating cash flow is now expected at $18.5 billion (at a Brent assumption of $95 per barrel), gross capex confirmed at $7.85 billion, net capex below $5.05 billion, and proforma gearing at the bottom of the 10-15% range.
- **Extraordinary dividend.** The board resolved an extraordinary dividend of about $0.52 per share (about $1.46 billion in total), payable 2026-12-09 (ex-dividend 2026-12-07, record 2026-12-08). ADS holders receive about $1.03 per ADS (at the rate of 2026-10-22), payable 2027-01-08; each ADS represents two shares.
- **Buyback raised.** The 2026 share repurchase plan is raised to $4.26 billion, up 12% from $3.88 billion set in the July release. The program was authorized by the shareholders' meeting of 2026-05-06 for up to about $4.70 billion through April 2027. Through 2026-10-16 about 85 million shares (2.82% of share capital) had been purchased for $2.19 billion, per the weekly report filed 2026-10-21 (accession 0001174947-26-000921). Weekly purchase reports were filed throughout August to October (for example accessions 0001174947-26-000749, 0001104659-26-101096, 0001174947-26-000909).
- **Ordinary dividend.** The planned 2026 ordinary distribution of about $2.47 per ADS is confirmed, paid in four tranches of about $0.61 per ADS. The first tranche was approved 2026-07-28 (accession 0001174947-26-000742), paid 2026-09-23, with ADS payment on 2026-10-07. The second tranche was approved 2026-10-22 (accession 0001104659-26-119043), ex-dividend 2026-11-23, payable 2026-11-25, with ADS payment on 2026-12-07.

## Portfolio and M&A

- **Plenitude: closed.** Effective 2026-09-30, Eni, Ares and Energy Infrastructure Partners closed a non-proportional capital increase of $1.77 billion at Plenitude, subscribed 30% by Eni, diluting Eni from 70% to 65%. The new governance gives Eni and Ares joint control, so Eni lost control and derecognized Plenitude's assets and liabilities from its consolidated accounts at that date. The transaction implied a pre-money equity value of about $12.26 billion and an enterprise value of $14.76 billion. Plenitude is accounted for as an equity-method joint venture going forward. Eni reports about $3.12 billion of net borrowings relief from the deconsolidation. (Accession 0001104659-26-119043.)
- **Upstream infrastructure partnership: closed.** The 6-K reports a long-term partnership agreement with private equity investors on an infrastructure-based E&P portfolio, for a $2 billion capital contribution, closed, cashed in the third quarter and recognized in group equity (accession 0001104659-26-119043). The $2 billion amount was earlier described as "to be cashed-in the third quarter" in the June 30 interim report note 35 (accession 0001104659-26-091832) and the July release (accession 0001174947-26-000742), which also named the counterparty as AC Europe II SCSp, managed by Ares Credit Management, with commitments from Ares and PIMCO funds.
- **Baleine stake sale: completed.** In September 2026 Eni completed the sale of a 10% interest in the Baleine project, Cote d'Ivoire, to SOCAR. (Accession 0001104659-26-119043.)
- **Kutei Basin farm-outs: signed, not closed.** In October 2026 Eni signed binding agreements to sell a 10% interest in the East Sepinggan, North Ganal and Rapak PSCs to Pertamina and a 10% interest in the West Ganal, East Ganal, Ganal and Muara Bakau PSCs to Medco. Completion of both is subject to governmental and regulatory approvals. (Accession 0001104659-26-119043.)
- **Searah joint venture with Petronas: closed in June 2026.** A 50/50 joint venture combining Indonesian and Malaysian gas assets was established after regulatory approvals; it contributed a full quarter to third-quarter production. (Accession 0001104659-26-091832, interim report; 0001104659-26-119043.)
- **Venezuela Junin 5: signed.** In September 2026 Eni signed the production participation contract (25 years, extendable) making it exclusive operator of the Junin 5 heavy-oil field, which holds 35 billion barrels of certified oil in place and produces about 12 thousand barrels per day. Eni also signed arrangements with PDVSA to export gas from the Perla field. (Accession 0001104659-26-119043.)
- **Argentina LNG.** The YPF, Eni and XRG integrated LNG project applied in August 2026 for Argentina's large-investment incentive regime (RIGI); a final investment decision is targeted around the end of 2026. Eni also entered the OFF-5 exploration block offshore Uruguay as operator with 50%. (Accession 0001104659-26-119043.)
- **Items agreed in the July release and not reported as closed in filings through October 27, 2026:** an agreement to acquire upstream interests in Argentina to supply floating LNG; Enilive's agreement to acquire a network of 320 OIL!-branded service stations from Prax; and a trading joint venture with Mercuria. The October release does not state that these closed. (Accession 0001174947-26-000742.)
- **Final investment decisions (July release):** Baleine Phase 3 (Cote d'Ivoire), the Greater PAJ project (Angola) and the Cronos gas project (Cyprus). (Accession 0001174947-26-000742.)

## Earlier in the period: second quarter 2026 (6-K filed 2026-08-04, accession 0001174947-26-000742)

- Second-quarter proforma adjusted EBIT was $6.25 billion, about double the prior year; cash flow from operations before working capital was $5.20 billion. Underlying production grew 11%, and the company raised 2026 production growth guidance to around 5% and the buyback to $3.88 billion.