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Business Overview
History and development of the Company — Founded in 1959 by Pasquale Natuzzi, Natuzzi Group is one of the most renowned players in the production and distribution of design and luxury furniture. With a global retail network of 564 Natuzzi mono-brand stores and 1,043 wholesale points of sale, including 487 Natuzzi galleries and 556 curated placements within larger multi-brand retail environments, as of December 31, 2025, and with manufacturing plants in Italy, China, Romania, Brazil and Vietnam to efficiently serve different markets, Natuzzi distributes its collections worldwide. In 2025, the Company distributed its products in 107 countries on five continents. Natuzzi’s products embody the finest spirit of Italian design and the unique craftsmanship details of “Made in Italy”, as a predominant part of its production takes place in Italy. Natuzzi has been listed on the New York Stock Exchange since May 13, 1993. For additional information on the Company’s listing on the New York Stock Exchange, see “Item 9. The Offer and Listing—Trading Markets.”
Continuous stylistic research, creativity, innovation, solid craftsmanship, industrial know-how and integrated management throughout the entire value chain are the mainstays that have made Natuzzi one of the few players with global reach in the furniture market.
In the early 2000s, to respond to a global competition based mainly on price, the Company began to reposition its brand by introducing a total living concept in its offer, encompassing the production of sofas and armchairs not only in leather but also in fabric, together with the offering of living room furniture and beds. Moreover, Natuzzi is accelerating its retail expansion worldwide, leveraging a global manufacturing footprint to strategically support the development of its brands. This is a crucial step as the Company consolidates the foundations for its transformation from a pure “B2B” manufacturer to a lifestyle brand and retailer, which has required investments in organization, marketing, R&D, IT and product for more than a decade.
Committed to social responsibility and environmental sustainability since its inception, Natuzzi is ISO 9001 and 14001 certified (Quality and Environment), ISO 45001 certified (Safety in the Workplace) and FSC® Chain of Custody, CoC (FSC-C131540).
The brand portfolio of the Group includes two main brands: Natuzzi Italia and Natuzzi Editions. For a detailed description of each brand and its target markets, see “Strategy—The Brand Portfolio and Merchandising Strategy” and “Products” below.
As of December 31, 2025, the Group distributed its branded products as follows:
—Natuzzi Italia branded products are distributed through 190 Natuzzi Italia mono-brand stores, of which 35 are directly operated by the Group, 9 directly operated by our joint venture in China and 146 by third-party franchisees. Furthermore, Natuzzi Italia branded products are sold through 133 Natuzzi Italia galleries worldwide (store-in-store points of sales managed by independent partners), including three Natuzzi Italia concessions, i.e., galleries directly managed by the Mexican subsidiary of the Group, and through 46 curated placements within larger multi-brand retail environments. The Natuzzi Re-vive recliner is included in the Natuzzi Italia offering.
—Natuzzi Editions branded products are distributed through 296 Natuzzi Editions stores (of which five directly operated by the Group, three operated in joint venture with a local partner in the U.S., six operated by our joint venture in China and 282 by third-party franchisees). Furthermore, the Natuzzi Editions branded products are distributed through 354 Natuzzi Editions galleries worldwide (store-in-store points of sales mainly managed by independent partners), including 9 Natuzzi Editions concessions, i.e., galleries directly managed by the Mexican subsidiary of the Group, and through 510 curated placements within larger multi-brand retail environments. Natuzzi Editions products are distributed in Italy under the brand Divani&Divani by Natuzzi through additional 79 mono-brand stores, of which 12 directly operated by the Group. Natuzzi Editions and Divani&Divani by Natuzzi are two brands with different banners and store concepts, but with the same merchandising offer (i.e., same positioning and consumer target).
The Group also offers unbranded products through its Italsofa by Natuzzi Group line (also referred to as “private label” products in this Annual Report), designated to address the specific needs of key accounts globally. The Group intends to focus on selected large accounts selling unbranded products and serve them with a more efficient go-to-market model.
Every year, the Group presents its products at the world’s leading furniture fairs. In 2025, the Group participated in prominent global furniture events, including the Milano Design Week, widely regarded as the foremost international design fair, the High Point Furniture Market in North Carolina, United States, and several other furniture and design fairs during the year, such as the ICFF in New York, the Riyadh Design Week, the Dubai Design Week, the India Design Mumbai. In 2025, the Group also hosted business congresses for all its clients for both brands, held at the Group’s headquarters in Santeramo in Colle, Italy, and in China.
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The statuto (or By-laws) of the Company provides that the duration of the Company is until December 31, 2050. The Company, which operates under the trademark “Natuzzi,” is a società per azioni (joint stock company) organized under the laws of the Republic of Italy and was incorporated in 1959 by Mr. Pasquale Natuzzi, who is currently Executive Chairman of the Board of Directors, Chief Executive Officer ad interim and controlling shareholder of the Company. Most of the Company’s industrial operations are carried out through various subsidiaries that individually conduct a specialized activity, such as leather processing or furniture manufacturing.
The Company’s principal executive offices are located at Via Iazzitiello 47, 70029 Santeramo in Colle, Italy, which is approximately 25 miles from Bari, in Southern Italy. The Company’s telephone number is: +39 080 882-0111. The Company’s general sales agent subsidiary in the United States is Natuzzi Americas, Inc. (“Natuzzi Americas”), located at 130 West Commerce Avenue, High Point, North Carolina 27260. Natuzzi Americas’ telephone number is: +1 336 887-8300.
The SEC maintains a website (www.sec.gov/edgar.shtml) that contains reports, proxy and information statements, and other information regarding issuers that file electronically with the SEC. The Company’s website is www.natuzzi.com.
Organizational Structure
Natuzzi S.p.A. is the parent company (the “Parent Company” or the “Parent”) of the Natuzzi Group. As of December 31, 2025, the Company’s principal operating subsidiaries were:
Name Percentage as at 31/12/2025 Percentage as at 31/12/2024 Percentage as at 31/12/2023 Share/ quota capital Ownership registered office Activity
Italsofa Romania S.r.l. 100.00 100.00 100.00 RON 109,271,750 Baia Mare, Romania (1)
Natuzzi (China) Ltd 100.00 100.00 100.00 CNY 106,414,300 Shanghai, China (1)
Italsofa Nordeste S/A 100.00 100.00 100.00 BRL 159,300,558 Salvador de Bahia, Brazil (1)
Natuzzi Quanjiao Limited 100.00 100.00 100.00 CNY 10,000,000 Quanjiao County-Anhui province, China (1)
Natuzzi Vietnam JSC 69.19 — — VDONG 30.625.000.000 Ho Chi Minh City, Vietnam (1)
Natco S.p.A. 99.99 99.99 99.99 EUR 4,420,000 Santeramo in Colle, Italy (2)
Nacon S.p.A. 100.00 100.00 100.00 EUR 2,800,000 Santeramo in Colle, Italy (3)
Lagene S.r.l. 100.00 100.00 100.00 EUR 10,000 Santeramo in Colle, Italy (3)
Natuzzi Americas Inc. 100.00 100.00 100.00 USD 89 High Point, N. Carolina, USA (3)
Natuzzi Florida LLC 51.00 51.00 51.00 USD 4,955,186 High Point, N. Carolina, USA (3)
Natuzzi Iberica S.A. 100.00 100.00 100.00 EUR 386,255 Madrid, Spain (3)
Natuzzi Switzerland AG 100.00 100.00 100.00 CHF 2,000,000 Dietikon, Switzerland (3)
Natuzzi Services Limited 100.00 100.00 100.00 GBP 25,349,353 London, UK (3)
Natuzzi UK Retail Limited 70.00 70.00 70.00 GBP 100 Cardiff, UK (3)
Natuzzi Germany Gmbh 100.00 100.00 100.00 EUR 25,000 Köln, Germany (3)
Natuzzi Japan KK 74.40 74.40 74.40 JPY 28,000,000 Tokyo, Japan (3)
Natuzzi Russia OOO 100.00 100.00 100.00 RUB 8,700,000 Moscow, Russia (3)
Natmx S.DE.R.L.DE.C.V 100.00 100.00 100.00 MXN 68,504,040 Mexico City, Mexico (3)
Natuzzi France S.a.s. 100.00 100.00 100.00 EUR 70,727 Paris, France (3)
Natuzzi Oceania PTI Ltd 74.40 74.40 74.40 AUD 320,002 Sydney, Australia (3)
Natuzzi Singapore PTE. LTD. 74.40 74.40 74.40 USD 7,654,207 Singapore, Republic of Singapore (3)
Natuzzi Shanghai Co. Ltd 100.00 100.00 — CNY 500,000 Shanghai, China (3)
Natuzzi Netherlands Holding 100.00 100.00 100.00 EUR 34,605,000 Amsterdam, Holland (4)
Natuzzi Trade Service S.r.l. 100.00 100.00 100.00 EUR 14,000,000 Santeramo in Colle, Italy (5)
Natuzzi Industrial S.r.l. 100.00 — — EUR 10,000.00 Santeramo in Colle, Italy (5)
(1)Manufacture and distribution
(2)Intragroup leather dyeing and finishing
(3)Services and distribution
(4)Investment holding
(5)Dormant
During 2025, the following companies were added to the Group’s scope of consolidation:
•Natuzzi Vietnam JSC, a manufacturing company established in April 2025 and 93% owned by Natuzzi Singapore and 7% by two Vietnamese partners, which commenced manufacturing operations in September 2025.
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•Natuzzi Industrial S.r.l., a company incorporated in December 2025 and not yet operational, wholly owned by Natuzzi S.p.A.
Strategy
The Group is focused on strengthening its brands, expanding its retail network with Natuzzi mono-brand stores in key markets, where the Natuzzi brand is well known, and on its ability to create value by improving the efficiency of its industrial and supply-chain operations. At the same time, the Group focuses on implementing cost control measures to reduce and streamline costs, including the headquarter-related costs.
With the aim of positioning its offering toward the medium and high end of the market and at the same time differentiating its brand and product proposition from the low end of the market, where price is the main driver, in 2016 the Group started reorganizing its commercial operations on the basis of two divisions (the Natuzzi branded division and the unbranded division) and two business models (retail and wholesale).
In 2019, the Group further developed its sales organization by focusing on the distribution channel, in addition to its two divisions: the retail channel, represented by mono-brand stores operated directly by the Group and by third-party dealers, and the wholesale channel, consisting primarily of Natuzzi-branded galleries in multi-brand stores as well as mass distributors selling mainly unbranded products.
Consistent with such effort, in November 2021, the Group defined a new organizational model, pivoting in particular on the Group’s two main brands, Natuzzi Italia and Natuzzi Editions. Indeed, the Natuzzi Italia and Natuzzi Editions brands are increasingly pursuing a distinct but complementary development path in terms of customer segmentation, product merchandising, visual merchandising, marketing and distribution strategy and, therefore, required a dedicated organization (see below “The Brand Portfolio and Merchandising Strategy”).
During 2023, 2024 and 2025, the Group continued the transformation of its business to pursue a positioning of the Natuzzi brand as a life-style brand by further focusing principally on the branded part of its business, which is mainly distributed through the retail channel: in 2025, 94.9% of the Group’s sales of upholstery furniture and home furnishing accessories (excluding revenue from “Other sales”, consisting of “Sale of polyurethane foam” and “Sale of other goods”) came from the sale of its branded products (compared to 92.7% in 2024 and 92.5% in 2023). See Note 34 to the Consolidated Financial Statements. In addition, the Group intends to continue to expand its branded presence in key strategic markets where the Natuzzi brand’s awareness is well established, such as the U.S., Greater China and certain European countries, in particular the UK and Italy.
In addition, in March 2025, the Company introduced a new organizational structure to evolve its commercial model from a brand-based matrix to one that emphasizes distribution channels: Retail, Wholesale, and Project.
The primary goal of this reorganization is to better serve individual markets and implement the consumer engagement strategies outlined in the brand, marketing, merchandising, retail, and wholesale guidelines.
Under this new structure, channel officers work in close collaboration with Regional Managers to define and achieve performance targets in line with internal objectives.
•Retail. The Retail division is responsible for defining the retail business model for both Natuzzi Italia and Natuzzi Editions brands, across both directly operated stores (DOS) and franchise-operated stores (FOS). Through collaboration with regional teams, the Retail division ensures the proper execution of the retail business and monitors its correct implementation. It is also responsible for ensuring the consistency of the brand values across all markets by applying specific brand, retail, merchandising and marketing guidelines.
•Wholesale. The Wholesale division manages both the Natuzzi Italia and Natuzzi Editions gallery network (shop-in-shops in multi-brand specialized stores and high-end department stores) and the Free-Market channel (points of sales distributing unbranded products and certain Natuzzi Editions products through large distributors). Its mission is to define and promote the gallery management and excellence model – the Re-Imagined Gallery Concept – for both Natuzzi Italia and Natuzzi Editions brands, providing strategic direction to the markets and ensuring proper implementation.
Like the Retail division, the Wholesale division is also responsible for ensuring the consistency of the brand values across all markets by applying specific brand, retail, merchandising and marketing guidelines.
Additionally, the Wholesale division defines and coordinates the Gallery opening and renovation plans in collaboration with the Regional Managers.
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•Project. The Company continues its efforts in the Trade & Contract business, which offers significant growth potential by allowing us to capitalize on opportunities with designers and real estate developers with our strong brand and design expertise. In 2025, the Trade & Contract division secured 3 major contracts with real estate developers – 2 in the Middle East and 1 in Central America – under confidentiality agreements. These contracts include exterior and interior design services for luxury resorts and residences, as well as the supply of furniture. The Project division will leverage Natuzzi’s assets and design expertise, while maintaining distinct growth and profitability targets.
Natuzzi continues the Group’s digital transformation with improvements to the Natuzzi global website, which is part of a broader omnichannel strategy to fully integrate the digital and physical sides of the business. The Company confirms its strategic decision to digitize sales and service processes, enhance customer relationships, and bolster competitiveness through the utilization of data and artificial intelligence.
As of the date of this Annual Report, the Group’s strategy is mainly based on the following drivers, with the ultimate goal of creating value for its shareholders:
•Brand strengthening: for our Natuzzi Italia and Natuzzi Editions brands we aspire to the «State of Excellence» which requires to focus on five specific pillars: design, merchandising, marketing, retail and service.
•Continued development of our core upholstered business by i) launching a selected number of collections, but meticulously developed following a merchandising approach; ii) exploiting best sellers/iconic products to reinforce the Natuzzi brand uniqueness; and iii) focusing on our distinctive characteristics: heritage, comfort, versatility and sustainability.
•Development of the business outside our historical upholstered segment by offering new furnishings and accessories collections that will follow the life-style concept, thus further enhancing a full retail experience. We intend to expand our product offering in high potential furnishings categories, such as beds and dining room accessories.
•Retail excellence, promoted by creating a dedicated “global retail division”, whose main goal is to set the standards for improving the performance of the Group’s stores. Examples of levers include the implementation of a customer relationship management (CRM), the creation of 360° performance diagnostic tools, sales force training and the redefinition of the retail experience and storytelling to highlight the uniqueness of the Natuzzi brand.
•Fostering of the digital transformation by developing, among other things, the website which has replaced the former existing 46 domains, and offering an e-commerce service for online sales in the U.S. of the Natuzzi Italia collection. The website is now available in 17 languages, with hundreds of new configurations added each year. In addition, the Company carries on various IT-related projects, to support the Group’s main functions, such as manufacturing, supply chain, product, organization, and to provide digital tools for sales.
•A more flexible and efficient production: we continue to implement the “Factory 4.0” pilot industrial program in our plants in Italy. This program, which is inspired by the automotive industry, leverages on innovative technologies and provides for a greater involvement of our vendors in the process, so that everyone in the value chain, including our suppliers, can contribute to identifying opportunities to improve and stabilize the overall process flow. We plan to finalize the implementation of this program in the remaining Italian plants and to consider extending it to our factories abroad. In addition, we plan to further rely on industrial outsourcing especially for the unbranded production.
•A channel-focused organization that relies on the Chief Retail, Wholesale and Project (Trade & Contract) Officers, who will act transversally across the functions (R&D, Manufacturing, Marketing, Merchandising, Supply Chain, Furnishings & Accessories) and different geographic markets.
•Increase in capital efficiency, through a rigorous approach to cash and working-capital management, the disposal of non-strategic assets and an increased focus on cash generation and margins metrics.
More generally, the Company intends to implement actions aimed at developing its business and improving the Group’s overall efficiency on the basis of the following three main levers:
1) Focus on business development by leveraging its main brands, Natuzzi Italia and Natuzzi Editions, through:
•expanding the Group’s presence in key geographies, such as the U.S., China and certain European countries, in particular the UK and Italy;
•leveraging joint ventures to exploit market opportunities in markets we believe have growth potential;
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•extending the Group’s efficient direct-retail model of some DOS in the U.S. to enhance the productivity of other existing directly operated stores (DOS); and
•expanding the retail branded network in a manner that fosters the transition to a retail and branded company.
2) Focus on margins through:
•a progressive shift to higher margin Natuzzi branded sales, as compared to unbranded business, to increase the quality of our sales;
•the enhancement of production efficiency, through the reduction of the industrial complexity and the implementation of innovative technologies and processes in our plants; and
•a disciplined rationalization of the Group’s overhead structure.
3) Focus on capital efficiency through:
•a rigorous approach to working-capital management;
•a focus on cash generation and margin metrics;
•the disposal of non-strategic assets; and
•the adoption of an “asset light model”, as suppliers are directly involved in both production and inventory management for some selected furnishings and accessories.
In addition to the Natuzzi branded business, which has represented over the last few years, and will continue to represent, according to our current plans, the most strategic portion of the business, the Group continues to offer unbranded products to a number of wholesale accounts globally. This unbranded division produces and offers leather upholstery to some of the world’s renowned wholesale distributors in the medium/low end of the market. This market segment is exposed to all competitors offering products at competitive price ranges, with consequent downward pressure on margins. The Company intends to focus on selected large accounts selling unbranded products and serve them with a more efficient go-to-market model. Over the recent years, the Group has further refined its approach to managing the unbranded business, as it intends to focus on those customers that meet specific business requirements, along with a continued simplification of its operating model, by further evolving the engineering processes of the relevant product/model platforms, as well as, by leveraging the Group’s global footprint, identifying the most suitable production allocation to efficiently serve such customers.
In order to enhance efficiency and flexibility, as well as better serve wholesale mass distributors (“Mass Merchants”), in December 2019, we started an outsourcing program in Vietnam intended to supply an increasing portion of Mass Merchants in North America. In 2025, the Group opened a new proprietary facility in Vietnam to serve the Indian market and the American wholesale free market. This program represents an opportunity not only for the unbranded business, but also for the branded business, with specific reference to Natuzzi Editions, specifically addressing the wholesale distribution channel.
Since the Group’s production manufactured in Asia for the North American market is primarily affected, among the others, by the trade dispute between the U.S. and China, the Group continues to explore further external production capacity in low-cost countries to avoid import custom duties and, at the same time, to increase its production flexibility, particularly with regard to its unbranded production. There is no assurance that such additional outsourced production capacity could be implemented and that the relevant efficiency gains expected could be reached in the future. For information on the Company’s revision of its industrial footprint as a result of these challenges, see “—Manufacturing.”
Additionally, we also face uncertainty and risks related to tariffs and other trade policies that the new U.S. presidential administration introduced or may in the future introduce, which could negatively affect our existing supply chains and increase the cost of raw materials critical to the manufacture of our products. See “Item 3. Key Information—Risk Factors—Increases in raw material, transportation and labor costs could have a material adverse effect on our results of operations.”
The Company has taken steps to sell some non-strategic assets and real estate properties in the U.S. and Italy. The sale of these assets should increase the flexibility of our operations and reduce working capital needs. The sale proceeds will be reinvested mainly in retail expansion, with a specific focus on North America, and restructuring programs, particularly in Italy. Moreover, the Group continued to streamline its overall cost structure, with particular reference to its Italian operations. As part of this strategy, in June 2020, the Company signed a sale agreement with a third party for the disposal of the land located in the “Santeramo in Colle-Jesce” area, just a few miles away from its headquarters. Moreover, in March 2021, the Company completed the sale of IMPE S.p.A.
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(“IMPE”), a subsidiary dedicated to the production of flexible polyurethane foam, as well as the idle industrial real estate complex “Fornello” located in the city of Altamura (Bari). In addition, in May 2021, the Company completed the sale of the idle industrial real estate complex “Via Dell’Avena” located in the city of Altamura (Bari).
On March 25, 2025, Natuzzi Americas, a wholly-owned U.S. subsidiary of the Company, entered into a sale and purchase agreement with The Steel Vessel Corporation, a Delaware corporation affiliated with the Company’s majority shareholder, pursuant to which Natuzzi Americas transferred the ownership of the property located in High Point, North Carolina, USA (including, without limitation, the land, all buildings, structures and improvements thereon, all rights, privileges and easements appurtenant thereto, all mechanical systems, business records, advertisements and equipment, and other related intangible assets) to The Steel Vessel Corporation, for a total consideration of U.S.$12.1 million (€11.6 million). A preliminary agreement was entered into between the same parties on October 17, 2024, pursuant to which U.S.$3.8 million (€3.5 million) was deposited by The Steel Vessel Corporation with Natuzzi Americas as earnest money. The remaining balance of U.S.$8.3 million (€8.1 million) was collected by Natuzzi Americas on March 25, 2025. Subsequent to the sale of the High Point property, on the same date of March 25, 2025, the same parties entered into a lease agreement pursuant to which The Steel Vessel Corporation, as lessor, leased the High Point property to Natuzzi Americas, as lessee. The lease has a term of 9 years and 9 months, expiring on December 31, 2034, and an annual rent of U.S.$0.7 million (€0.7 million). Natuzzi Americas will continue to sublease portions of the High Point building that it does not intend to use for the Group’s needs. See Notes 7, 45 and 46 to the Consolidated Financial Statements included in this Annual Report. A copy of the sale and purchase agreement and a copy of the lease agreement are attached as Exhibit 4.9 and Exhibit 4.10, respectively, to this Annual Report.
In November 2024, Italsofa Romania S.r.l., the Company’s wholly-owned Romanian subsidiary, entered into a preliminary agreement with a third-party for the sale of a plot of land located near our Romanian plant in Baia Mare for a total consideration of €2.8 million, of which €0.4 million was received as an advance payment. The sale was completed in June 2025, with the collection of the remaining balance of €2.4 million. See Note 7 to the Consolidated Financial Statements included in this Annual Report.
More recently, in November 2025, the Company entered into a preliminary agreement with a third-party for the transfer of a business unit comprising six photovoltaic plants. The transfer was completed on January 29, 2026 and, on the closing date, the Company received a total consideration of €7.1 million. See Note 46 to the Consolidated Financial Statements included in this Annual Report. A copy of the transfer agreement is attached as Exhibit 4.11 to this Annual Report.
The Brand Portfolio and Merchandising Strategy — The Group, through its two brands and its unbranded offering, competes in all price segments of the upholstered furniture market with an increasingly important offer of furnishings and accessories.
Precise market segmentation, clear brand positioning and clearly defined customer and consumer targets are intended to enhance the Group’s competitive strengths in all market segments to gain market share through its different product lines, as described below.
─ Natuzzi Italia is the Group’s luxury furniture brand, targeting affluent and more sophisticated global consumers. The Natuzzi Italia collection is mainly sold through the retail channel in mono-brand stores, concessions and galleries in multi-brand specialized stores and high-end department stores. The offer includes sofas designed and manufactured at the Company’s factories in Italy, positioned at the high end of the market, using unique and customized materials, workmanship and finishes thanks to the Natuzzi heritage of fine craftsmanship in the leather sofa segment. The Natuzzi Italia product line, which is largely consistent across all our stores globally to better represent the Natuzzi Italia brand, includes furnishings and accessories for the living room, as well as beds, bed linens and bedroom furnishings to further expand its product offering.
─ Natuzzi Editions is the Group’s contemporary collection designed in Italy, which was initially designed specifically for the U.S. market. This collection includes a wide range of leather upholstery products, targeting the medium/medium-high segment of the market and leveraging the know-how and high credibility of the Natuzzi brand in the leather upholstery industry. Natuzzi Editions products are strategically manufactured almost entirely at the Group’s industrial plants (located in Romania, China and Brazil) to efficiently serve different geographies and are mainly sold through mono-brand stores and galleries. The retail and merchandising format of Natuzzi Editions has evolved over time and now also includes a wider offering of furnishings. Natuzzi Editions products are manufactured and distributed in Italy under the Divani&Divani by Natuzzi brand, through both directly-owned and franchise stores. The store merchandising of Natuzzi Editions is based on a common collection, which is then tailored to best fit the opportunities of each market. Natuzzi Editions and Divani&Divani by Natuzzi are two brands with different banners and store concepts, but with the same merchandising offer (i.e., same positioning and consumer target). Divani&Divani by Natuzzi is focused on the Italian market where it was first launched, whereas Natuzzi Editions is distributed in other countries around the world.
─ In addition to Natuzzi mono-brand stores and galleries, the Group operates a key account program for the distribution of unbranded products and certain Natuzzi Editions products to compete in the entry price segments of the market by conducting business mainly through large distributors. Products involved in this key account program are manufactured at the Group’s plants located in Romania, China and Brazil, as well as through an outsourcing program in Vietnam.
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Natuzzi has innovated its wholesale branded shop-in-shop gallery to meet the evolving needs of modern retail. Leveraging Natuzzi’s global brand recognition, we introduced the ‘Re-Imagined Gallery Concept’, which is centered around a specific ‘Consumer Engagement Plan’ that uses digital and print channels to drive brand awareness and sales. The new ‘Display System’ enhances consumer engagement through immersive room sets, while being free-standing and installation-free to reduce set-up costs. Updated merchandising guidelines also include ‘total look’ room sets to enhance the overall consumer experience and improve commercial performance.
Improvement of the Group’s Retail Program and Brand Development — The Group has made significant investments to improve its existing distribution network and strengthen the Natuzzi brand. The high level of the Natuzzi brand awareness among high-end consumers is the result of efforts the Company has made over the past decade in its products, communication, in-store experience and customer service. This brand awareness encourages the Company to continue its brand development and further enhance the Group’s distribution network, in order to further increase consumers’ familiarity with the Natuzzi brand and its association with a high-end brand.
The Group intends to continue the transformation of its commercial operations to become a more retail-oriented company. Accordingly, it is evolving its commercial organization to improve agility and accountability throughout the retail process.
In 2023, we established the Global Retail Division, dedicated to modernizing and professionalizing our retail approach by developing tools to support our regions and dealers in enhancing retail performance and elevating in-store customer experience. We standardized all retail-related KPIs to accelerate the diagnosis of areas requiring immediate intervention to foster organic growth. Leveraging the experience gained in our direct stores, we now offer franchising partners turn-key retail programs, including IT systems, training, and guidelines on store layout, merchandising, and visuals. Moreover, in 2025, we achieved a wider implementation of certain retail tools, aimed at ensuring a standardized shopping experience for our customers and gaining better control over all KPIs related to the retail business. Specifically, more than 150 stores are now equipped with a traffic counter system and the vast majority of our network is properly implementing the latest release of the order management system, which provides proper visibility into the most relevant KPIs to make informed business decisions. Additionally, the 3D room configurator (Floor Planner) was first rolled out across our entire DOS network in 2024 and further expanded to more than 200 dealer stores in 2025. A new release of the Natuzzi Editions store concept was also introduced during the year, with the first store opening in London shortly before year-end 2025.
Specifically, in order to implement its retail business model, the Group’s Global Retail Division carries out various cross-functional activities, such as: i) analyzing the performance of the Group’s DOS to identify possible issues and implement specific action plans in collaboration with the regional commercial managers; ii) defining the Group’s retail merchandising platform to support the merchandising team in identifying the right product mix by store cluster and consumer target; iii) defining the Group’s retail customer-experience guidelines, including sales ceremonies and in-store communication, in line with the Natuzzi brand’s commercial strategies; iv) defining training content aimed at improving the performance of sales staff, their product knowledge and store management; v) developing the trade business in collaboration with the Trade & Contract division, through the implementation of procedures and initiatives aimed at attracting trade professionals, such as architects and interior designers; vi) defining guidelines and tools for managing the process of opening new Natuzzi stores; vii) promoting store concept evolution within the existing network.
During 2025, 10 Natuzzi Italia stores were opened, of which 6 in China and 1 in each of Slovakia, South Africa, South Korea and Thailand.
Natuzzi Editions and the Divani&Divani by Natuzzi retail chains are characterized by a medium positioning in the upholstery business. Natuzzi Editions and Divani&Divani by Natuzzi are two brands with different banners and store concepts, but with the same merchandising offer (i.e., same positioning and consumer target). Divani&Divani by Natuzzi is mostly focused on the Italian market, where it was first launched, whereas Natuzzi Editions is distributed in other countries around the world.
During 2025, 37 Natuzzi Editions stores were opened (of which 28 in China, 2 in Brazil, and 1 in each of Nigeria, Cyprus, Czech Republic, USA, Guatemala, Taiwan and the United Kingdom), in addition to 2 Divani&Divani by Natuzzi stores opened in Italy.
Product Diversification and Innovation — The Group has continued to collaborate with the most outstanding international designers to launch the new 2025 Natuzzi Italia Comfortness collection and further enrich The Circle of Harmony collection. The Circle of Harmony project, launched in 2018, aims at creating a physical and virtual community wherein artists, architects, and designers converge to imagine and create Natuzzi Italia’s stylistic evolution, using the brand’s history and heritage as milestones for this purpose. This creative contamination fosters creative synergy, yielding innovative reinterpretations of the Natuzzi DNA manifested in contemporary interior design solutions tailored for a global audience seeking an immersive Mediterranean lifestyle experience.
The Comfortness collection revolves around the concept of comfort. Here, comfort is interpreted as a lifestyle, an intimate and personal aspect that serves as a conduit for strength and well-being, essential for transforming moments dedicated to self-care and
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relaxation into precious interludes. This latest concept introduces a new paradigm that is central to improving the quality of life as it aims to combine comfort with design, beauty with functionality.
The Group has also launched three new product collections for the Natuzzi Editions brand: Feelwell, Dolcevita and Neo Heritage. The Feelwell collection introduces a new vision of comfort to the Natuzzi Editions brand, offering consumers an approach to relaxation that combines physical comfort with overall wellbeing through innovative product solutions. The Dolcevita collection introduces an innovative approach to motion products, applying motion technology to new designs aimed at a younger target. The Neo Heritage collection offers a modern reinterpretation of classic designs, tapping into the growing trend of the rediscovery of vintage products.
The Group believes that a wider offer of collections will strengthen its relationships with the world’s leading distribution chains, which are interested in offering branded solutions. The Group has also continued to invest in the Natuzzi’s style center in Santeramo in Colle, Italy (the “Style Center”), which serves as a creative hub for the Group’s design activities and is at the core of the Company’s integrated value chain, a key differentiator for Natuzzi. Through the integrated value chain, the Company directly controls every step of the process, from product design and manufacturing to delivery at the customer’s home: a distinctive approach to creating value and ensure the quality of home living solutions.
Manufacturing
As of the date of this Annual Report, our manufacturing facilities are located in Italy, China, Romania, Brazil and, from 2025, Vietnam. In addition, since December 2019, the Group has used outsourcing programs in Vietnam.
Due to the current challenges arising from global competition, and the continued imposition of tariffs by the U.S. on goods imported from China, and, from 2021, of customs duties imposed by the Canadian authorities on goods imported from China and Vietnam, in 2024, the Group continued a comprehensive reorganization of its global manufacturing footprint aimed at enhancing operational efficiency, reducing transformation costs, and strengthening competitiveness in key markets.
In particular, as part of such process, in 2023 we downsized our Chinese manufacturing plant located in Shanghai, leading to a further reduction in the number of workers. Following the downsizing, our Shanghai plant mainly served the Chinese market with regard to our Natuzzi Editions branded products, whereas production for the North American and Rest of APAC markets was gradually shifted from the Shanghai plant to the plant located in Quanjiao - County - Anhui province, established in 2022. The Quanjiao plant was meant to gradually absorb part of the production capacity of the Shanghai plant, allowing for a significant reduction in manufacturing costs. In October 2024, the Group completed the closure of its Shanghai facility. As a result, the Quanjiao plant now exclusively serves both the Chinese and broader Asia-Pacific markets, while the Natuzzi Editions production for the United States has been transferred to the European facilities as of November 2024.
This strategic move (i.e., shifting production from the plant located in Shanghai to the one located in Quanjiao) resulted in an approximately 30% reduction in transformation costs, primarily driven by savings in fixed production and labor costs and semi-finished materials. The transition aims to significantly improve the cost competitiveness of the entire Chinese manufacturing footprint. The Group has been operating in China since 2002.
In the second half of 2024, the Group shifted the production serving the U.S. market from its Chinese operations to its European industrial hub as part of a broader medium-term industrial plan aimed at optimizing the Group’s industrial footprint, improving the capacity utilization across underutilized European manufacturing facilities, particularly in Italy, and mitigating the overall impact of import tariffs. However, the subsequent imposition by the U.S. administration of trade tariffs on products manufactured in Europe, including in Italy and Romania, has largely offset the expected savings from this production shift.
As a result of this strategic production shift from the Group’s Asian to its European factories, our total operations in China represented 8% of the Group’s total consolidated upholstered revenue in 2025, decreasing from 22% in 2024. Conversely, our total operations in Italy represented 61% of the Group’s total consolidated upholstered revenue in 2025, compared to 46% in 2024, whereas Romania was substantially stable at 22% of the Group’s total consolidated upholstered revenue in both 2025 and 2024.
In addition, within the revision of its industrial footprint in Asia, the Group continued in 2025 to leverage its strategic partnerships with two key outsourcing partners in Vietnam, which represent a critical competitive advantage in the U.S. free market, combining cost efficiency and production flexibility. In addition, in 2025, the Group opened a new proprietary facility in Vietnam, intended to serve the Indian market and the U.S. wholesale free market channel.
Our five Italian plants dedicated to the production of upholstered products and three Italian warehouses are located either at or within 25 kilometers from Santeramo in Colle, where the Group’s headquarters are located. Collectively, these facilities extend over almost 160,000 square meters. As of December 31, 2025, these facilities employed 1,367 workers, the majority of whom were subject to layoff programs. See “Item 6. Directors, Senior Managers and Employees—Employees.” With the exception of the South American
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market, the Italian plants are the exclusive producers of Natuzzi Italia and Divani&Divani by Natuzzi products. In 2025, these plants generated 61% of the Group’s total consolidated upholstery revenue, compared to 46% in 2024, mainly due to increased production of Natuzzi Editions products, as described above. In 2023, three Italian plants were restructured according to the Factory 4.0 production model and, since 2024, the Group has continued to make investments in the remaining Italian factories according to such model. Further investments are planned on the warehousing system and related facilities, as well as the supply chain model. For additional information on the Factory 4.0 program, see “Item 4. Information on the Company—Innovation.”
We have one 22,000 square meter manufacturing facility located in Quanjiao - County - Anhui province, China, Natuzzi Quanjiao Limited, which is wholly indirectly controlled by the Company through Natuzzi China, became operational in 2022 and was expanded in 2024 as a result of the closure of the Shanghai facility. As of December 31, 2025, the Natuzzi Quanjiao Limited plant employed 201 workers. In 2025, our Chinese plants (including the Shanghai facility, which was operational until its closure in October 2024) produced about 8% of the Group’s total consolidated upholstered revenue, compared to 22% in 2024 as result of the above mentioned production shift in Europe.
Our Romanian plant is located in Baia Mare. Extending over 75,600 covered square meters, it has been in operation since 2003. As of December 31, 2025, it employed 614 people, of whom 510 were laborers. It produces Natuzzi Editions and unbranded products for the EMEAI market. In 2025, the Romanian plant produced about 22% of the Group’s total consolidated upholstered revenue, as in 2024.
Our Brazilian plant is located in Salvador De Bahia. Extending over 28,700 square meters, it has been in operation since 2000. As of December 31, 2025, our Brazilian plant employed 175 people, of whom 125 were laborers. Since the end of 2016, in addition to Natuzzi Editions and unbranded products, the Brazilian plant produces Natuzzi Italia branded products for the South American market.
Both the Romanian and Brazilian plants underwent targeted right-sizing and process optimization. These efforts enabled the sites to offset the impact of local inflationary pressures, including significant increases in minimum wage levels, ensuring continued cost control and production sustainability.
As of December 31, 2025, the Group had one additional plant in Italy, located in Udine (Natco S.p.A. (“Natco”)), extending over 21,000 square meters, and dedicated to the production of leather. As of December 31, 2025, this facility employed 102 people, of whom 85 were laborers.
During 2025, the Company further consolidated the innovative production methods and technologies developed in 2023 and 2024, including the upgrade of Factory 4.0 program, coordinated by a planning and management information system that integrates our suppliers into an extended supply chain. Moreover, we developed a set of KPI to deeply monitor production performances, as well as an enhanced quality control system. For additional information on the Factory 4.0 program, see “Item 4. Information on the Company—Innovation.”
Raw Materials — The principal raw materials used in the manufacture of the Group’s products are hides (mainly cattle hides), fabrics, polyurethane foam, polyester fiber and wood. In 2025, the total cost of raw materials used in the manufacture of the Group’s products decreased in the first part of the year but rose slightly in the last quarter. We observed a sustained easing in input cost pressures, with a downward trend in leather and other key raw materials—including mechanical and electrical components, wood, and polyurethane foam—during the first half of 2025, compared to 2024 levels. However, in the last quarter of 2025, this trend partially reversed, with input costs increasing across both raw materials and chemical components. The chemical components of polyurethane foam are petroleum-based commodities and, as such, their prices are subject to, among other factors, fluctuations in crude oil prices. More recently, escalating geopolitical tensions in the Middle East region, and the resulting disruption of traffic through the Strait of Hormuz, have significantly impacted global energy and petrochemical supply chains. This has led to a sharp increase in petrochemical-related input costs, with certain categories experiencing price rises of up to approximately 45% since early March 2025, reflecting heightened supply constraints and elevated oil price volatility.
The Group purchases hides from slaughterhouses and tanneries located primarily in Brazil, Germany, India and other South American and European countries. The hides purchased by the Group are divided into several categories. The lowest category hides are mainly purchased in South America and India. The middle category hides are purchased in Europe or South America and the highest quality hides are purchased in Italy and France.
The supply of cattle hides is principally dependent upon beef consumption, rather than demand for leather.
The prices for cattle hides decreased at the beginning of 2025 and remained stable for the rest of 2025. As the current situation remains uncertain, and due to the volatile nature of the hides market, there can be no assurance that current prices will remain stable. Indeed, given the current inflationary pressure, exchange rate volatility, the uncertainties surrounding the developments of the war in Ukraine, the Israel-Hamas conflict, the related conflicts in the Middle East and any potential escalation thereof, the potential
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imposition of new tariffs and other trade barriers by the new U.S. presidential administration, we expect that such prices could trend upward and that raw material supply can be difficult starting from the second quarter of 2026. See “Item 3. Key Information—Uncertain global macro-economic and political conditions, as well as trading policies and tariffs, could materially adversely affect our business, operations and economic and financial position”, “Item 3. Key Information—Risk Factors— Increases in raw material, transportation and labor costs could have a material adverse effect on our results of operations.”
The Group also purchases fabrics and microfibers to be used in coverings. Most of the fabrics are purchased in Italy from a dozen of suppliers which provide the finished product. Microfibers are purchased from suppliers in China, Spain and Italy. Fabrics and microfibers are generally purchased weekly from suppliers based on purchase orders specifying the quantity (in linear meters) and the delivery date. In 2025, the price for fabrics and microfibers decreased compared to 2024.
In 2025, wood prices slightly decreased compared to 2024. It is the Company’s practice to address any possible fluctuations by diversifying the portfolio of wood suppliers. See “Item 3. Key Information—Risk Factors—Increases in raw material, transportation and labor costs could have a material adverse effect on our results of operations.”
Supply-Chain Management
The Supply Chain department is responsible for monitoring logistics solutions to ensure their effectiveness. In addition, to improve access to supply chain information across the Group, the Supply Chain department uses a portal that allows it and other departments (such as the Customer Service and Sales Department) to monitor the movement of goods through the supply chain and to monitor key performance indicators (KPIs).
In 2025, the Group continued to revise its supply chain processes and planning systems, such as the material requirements planning (MRP) system, which determines what raw materials, components and semifinished goods are needed during the production cycle, and when to assemble the finished goods, based on demand and the bill of materials.
As consumer expectations continue to evolve and supply chain complexity increases in a volatile global marketplace, the Company has determined that a more agile and technology-driven approach to operational planning is required. In this context, and as part of the Group’s broader digital transformation strategy, in 2025 the Company started a project with the support of ToolsGroup B.V., a third party advisory company, aimed at strengthening supply chain resilience, improving operational efficiency, and enhancing customer satisfaction across global markets.
The collaboration focuses on the implementation of ToolsGroup’s SO99+ platform, an advanced supply chain planning solution that employs statistical demand forecasting, seasonality analysis, and inventory optimization capabilities. The platform provides planners with real-time visibility and data-driven insights, enabling more accurate demand anticipation, optimized inventory allocation, and faster, more informed decision-making. By automating certain previously manual planning activities, the Company expects to increase operational agility, reduce supply chain risks, and ensure more consistent service levels throughout its international operations.
Through this initiative, the Company is pursuing four primary operational objectives: i) optimizing inventory levels across its distribution network; ii) improving service levels and product availability for customers; iii) increasing automation in planning and forecasting processes; and iv) enhancing end-to-end visibility across the supply chain ecosystem. These efforts are intended to transition the Company’s supply chain management approach from a reactive model to a more proactive and predictive framework, enabling potential disruptions to be anticipated and mitigated in advance.
Management considers this initiative a key component of the Company’s ongoing modernization of its operational infrastructure. The implementation of advanced planning technologies is expected to support the Group’s long-term strategy of combining design excellence with operational efficiency, while reinforcing its commitment to innovation and customer experience.
The Company has also established a “control tower” providing full end-to-end supply chain visibility, enabling management to analyze and proactively respond to potential demand fluctuations while ensuring the availability of production inputs and reducing waste.
This supply chain approach enables management to leverage automation and ensure that work is allocated and processed effectively across the organization, thereby allowing the Group to better adapt its business to supply chain challenges, market volatility, and rising costs, with the ultimate goal of improving working capital management.
The Company remains focused on improving service levels and on-time delivery on a global basis.
See also “Item 3. Key Information—Risk Factors—Uncertain global macro-economic and political conditions, as well as trading policies and tariffs, could materially adversely affect our business, operations and economic and financial position.”
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Production Planning (Order Management, Warehouse Management, Production, Procurement) — The Group’s commitment to reorganizing procurement logistics is aimed to:
—develop a logistic-production model to customize the level of service to customers; and
—optimize the level of the size of the Group’s inventory of raw materials and/or components. A procedure is being implemented to continuously monitor global finished products inventories in order to determine which in-stock goods are not being sold as part of our existing collections (as a result of being phased-out) and to enable the different commercial branches to promote specific sales campaigns for these goods.
The Group also plans its procurement of raw materials and components as follows:
(i) “On demand” for those materials and components (which the Group identifies by code numbers) that require a shorter lead time to complete the order than the standard production planning cycle for customers’ orders. This system allows the Group to handle a higher number of product combinations (in terms of models, versions and coverings) for customers around the world, while maintaining a high level of service and minimizing inventory size. “On demand” procurement of raw materials and components eliminates the risk that these materials and components would become obsolete during the production process; and
(ii) “Upon forecast” for those materials and components that require a long lead time to complete the order. The Group uses a forecasting methodology that balances the Group’s desire to maintain low inventory levels with the Sales Department’s need for flexibility in fulfilling orders.
Lead times can be longer than those mentioned above when a large number of unexpected orders are received. Delivery times vary depending on the location of unloading (transportation times vary greatly depending on the distance between the final destination and the production plant).
See also “Item 3. Key Information—Risk Factors—Uncertain global macro-economic and political conditions, as well as trading policies and tariffs, could materially adversely affect our business, operations and economic and financial position.”
Load Optimization and Transportation — The Group delivers goods to customers via common carriers. Goods destined for the Americas and other markets outside Europe are transported by sea in 40-foot high cube and 20-foot containers, while those produced for the European market are generally delivered by truck or rail. In 2025, the Group shipped 2,478 containers overseas and 3,156 fully loaded mega-trailers trucks.
With the aim of decreasing costs and safeguarding product quality, the Group uses a software to manage load optimization.
The Group mainly relies on several shipping and trucking companies operating under “time-volume” service contracts to deliver its products to customers and to transport raw materials to the Group’s plants and processed materials from one plant to another. In general, the Group prices its products to cover its door-to-door shipping costs, including all customs duties and insurance premiums.
See “Item 3. Key Information—Risk Factors—Increases in raw material, transportation and labor costs could have a material adverse effect on our results of operations” for a discussion of the impact of supply chain disruptions and increases in transportation costs.
Products
Products are mainly designed in the Company’s Style Center, but the Group also collaborates with international designers for the conception and prototyping of certain products in order to enhance brand visibility, especially with respect to the Natuzzi Italia product line. See “Item 4. Information on the Company—Strategy— Product Diversification and Innovation.”
New models are the result of a constant information flow from the market, in which preferences are analyzed, interpreted and turned into a brief for designers in terms of style, function and price point. Designers draw the sketches of new products in accordance with the guidelines they are provided and, through collaboration with the prototype department, approximately 80 new sofa models are generally introduced each year. The diversity of customer tastes and preferences, as well as the Group’s inclination to offer new solutions, results in the development of products that are increasingly personalized. 61 highly qualified employees conduct the Group’s R&D efforts from its headquarters in Santeramo in Colle, Italy.
The Group’s wide range of products includes a comprehensive collection of sofas and armchairs with particular styles, coverings and functions, with more than two million combinations.
•The Natuzzi Italia collection stands out for its choice of high-quality materials and finishes, as well as for the creativity and details of its design. As of March 31, 2026, this product line offered 65 models of sofas, 33 armchairs and 10 beds offered in a wide range of covers and colors. This collection also includes a selection of additional furniture pieces (such as wall units,
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coffee tables, tables, chairs, lamps and carpets) and accessories (including vases, mirrors, magazines racks, trays and decorative objects) to offer a complete suite of furnishings and with the aim of enabling the Group to develop a “lifestyle” brand.
•The Natuzzi Editions and the Divani&Divani by Natuzzi collection consisted of 122 models of sofas, 34 armchairs and 13 beds as of March 31, 2026. This vast range of models covers all styles from casual/contemporary to more traditional, suitable for all markets from Europe to Americas to Asia. This collection focuses on leather and offers 9 leather types available in 87 colors. In addition, a collection of 15 fabric articles available in 115 colors was added to the line.
•The unbranded collection consisted of 60 models as of March 31, 2026, including exclusive models for key accounts. The products are mainly offered in top grain leather, but are also available in a bonded leather.
In addition to upholstered products, the Group also offers a collection of home furnishing accessories (tables, lamps, rugs, home accessories and wall units in different materials), which are purchased from third-party suppliers. Most of these suppliers are located in Italy, while some handmade products (such as rugs) are made in India. Before any items are introduced into our collection, they are tested in accordance with European and world safety standards. In the design phase particular attention is paid to the choice of innovative technological solutions that add value to the product and ensure long-lasting quality.
The Group operates in accordance with strict quality standards and has earned the ISO 9001 certification for quality and the ISO 14001 certification for the management of environmental impacts. The ISO 14001 certification also applies to the Company’s tannery subsidiary, Natco. Further, the Group has obtained the ISO 45001 certification for management systems of occupation health and safety.
In addition, in 2025 the Company received again the Responsibility Award, previously obtained in 2024. The Responsibility Award is issued by Bureau Veritas and recognizes Natuzzi’s commitment to the responsible management of the three pillars of corporate management: Quality, Environment, and Corporate Social Responsibility.
Innovation
The Group invests time and resources to design and innovate processes and products to achieve higher levels of efficiency, quality and service.
Decisions on new products are made through a well-defined phase-gate process with explicit, fact-based criteria, such as product lifecycle, forecast, market segment and reduction of complexity of the existing portfolio. Accurate and granular data on product costs and financial sustainability of the business is available at every stage of the value chain (from development through manufacturing, distribution, and support). Standardized development tools (such as product lifecycle management) enable seamless global collaboration between the R&D department and the Group’s industrial footprint. The Group’s global innovation and product development department aims at integrating processes (“concurrent engineering”) by bringing together engineers from different backgrounds in cross-functional product and process teams and by interacting with suppliers to enable a faster product cycle and more efficient product development. Concurrent engineering is a working methodology that emphasizes the parallelization of tasks within a process (i.e., performing tasks concurrently), sometimes called “simultaneous engineering” or “integrated product development”, because it uses an integrated product team approach. It is an approach to product development that integrates various functions of design and manufacturing engineering, among others, to reduce the time required to bring a new product to market.
An open innovation network across the business enables collaborations with external entities (e.g., research institutions, universities, innovation centers) to rapidly source new ideas that can be turned into practical products. Once a new idea is applied to projects, it is protected by means of a specific patent.
The Company pays particular attention to the comfort of its products and its certification. The evaluation process is based on an ergonomic-principle conformity check (gap analysis), which includes the performance of several tests selected according to types of evaluation required and performed in the corresponding ergonomic reference areas. The Company performs several types of ergonomic evaluations, including tests performed or supervised by experts (certified European ergonomists), CAD 3D virtual seat evaluations and simulations, and tests with real users selected to represent the categories of end users (e.g., through biomechanical analysis, usability/distraction tests, interviews, focus groups). Based on the specific product type and request, users are asked to interact with the tested products by performing representative tasks of a physical (biomechanical interaction) or cognitive nature (cognitive ergonomics). Such evaluations are carried out to determine the compliance of the products with the ergonomic principles and requirements established by the sector technical standards, and may result in an ergonomic certification. This new evaluation process has allowed to achieve the highest certification, Human Centered Design: Product & Organization according to (ISO 92141-210) and (ISO 9241-220).
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Starting from 2023, Natuzzi participated in the Made in Italy Circolare e Sostenibile consortium (“MICS”). MICS is a partnership between universities, research centers, and enterprises financed by MUR - Ministero dell’Università e della Ricerca with funds provided by the European Union under the NextGenerationEU (PNRR) program. MICS connects businesses and research in the public and private sectors, creating a unique unity of purpose. Presently, three key sectors of the Italian industrial scenario are involved, namely fashion, furniture, and factory automation. By dividing research into eight thematic areas, referred to as “Spokes”, MICS is at the forefront of addressing challenges to Italy’s design, production, and consumption models, as well as to end-of-life materials, products, production technologies, and processes necessary for transitioning to greener and more circular pathways and patterns. Through this partnership, Natuzzi aims to enhance its sustainability practices, from product design through the entire order-to-delivery and fulfillment process.
The innovation along the R&D processes and products has been implemented and successfully integrated with the entire value-added chain, with suppliers, production and customers through the experimentation of an innovative production and process model called “Factory 4.0”. The Factory 4.0 operational model has been studied since 2020 as a proprietary production model aimed at reducing production costs, based on a bespoke cellular production principle that evolved the moving line production model. Such production model relies on a more advanced technological clustering of industrial processes in order to more efficiently manage the complexity arising from the manufacturing of different product families (also referred to as the “factory within the factory” system).
This new cellular production system is an advanced form of lean production that uses the same basic principles but in a mixed-model environment to efficiently manage the complexity of make-to-order production. The basic underlying principle is that instead of grouping workers by a single process within the same production line, workers are grouped into separate production value streams for each product family. Cellular manufacturing principles can be applied to a wide range of volumes and product mixes, resulting in a more flexible production environment. Cellular production methods involve clustering the processes and machines needed to complete a product family. The goal is to improve value stream efficiency. This new approach to production concept makes it possible to simplify the production flow and reduce part movement, buffer inventory and waste in general. Cellular production focuses on first identifying the value-adding activities of the process, then mapping the value stream, implementing the process flow, creating a pull system, and finally creating quality through continuous improvement.
The new factory model is supported by digital systems based on 4.0 technologies, which make it possible to connect people, machines and systems as a network. All assembly processes and material handling technology are real-time ready. The assembly, sewing, packaging and cutting departments are completely digitalized. Employees work with monitors and personal pads. Workstations and processes have been virtually tested and ergonomically designed. All the warehouses and picking zone are equipped with a digitalized logistics and visual management “Andon” systems, the necessary materials for assembly in a so-called pick zone use (“pick-to-light” systems), advanced transport and handling systems are in use to speed up the efficiency of the internal logistics system. A real-time monitoring approach has been designed and implemented into Factory 4.0, as the resulting data can now be collected and analyzed at the end of a shift using big data technology. The findings are used to improve existing production processes, prevent efficiency losses and take predictive action. This helps to increase uptime and improve quality.
Networking is not only within Factory 4.0 but also throughout the supply chain from suppliers to production to customers. In coordination with our suppliers, we plan to integrate their systems with the Natuzzi SAP system (“Systems, Applications, Products in Data Processing”) and manufacturing execution system (MES) to track arrivals, avoid shortages and enable early detection of discrepancies in the supply chain, thus reducing response time.
Natuzzi continues to invest in technological and process innovation, with a focus on efficiency, quality and digital transformation. These investments reflect the Group’s broader commitment to sustainable industrial development and are in line with its strategy, particularly in the areas of supply chain and operational resilience. Throughout 2025, significant progress was made in the deployment of Industry 4.0 technologies across the Group’s Italian manufacturing footprint. As of the date of this Annual Report, most of the Italian operating factories have been fully migrated to the proprietary Factory 4.0 model.
Natuzzi Group remains focused on improving operational quality through cost optimization and the reduction of customer complaints. Building on this trend, the Group intends to launch a structured quality optimization program in 2026. Grounded in Six Sigma principles—which is a data-driven methodology designed to eliminate defects and reduce variability in manufacturing and business processes—this initiative is intended to refine internal processes and sustain the Group’s continuous quality improvement trajectory.
R&D expenses, which include labor costs for the R&D department, design and modeling consultancy expenses and other costs related to the R&D department, were €3.8 million in 2025, €3.4 million in 2024 and €3.8 million in 2023.
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Advertising
Natuzzi’s marketing mission continues to capitalize on our brand’s core values of harmony, quality and craftsmanship, combining design with innovation, and a commitment to social responsibility. We amplify these values through our brand’s dynamic story. Told through our predominant Mediterranean, Italian, modern lifestyle, this brand story honors our history as a quintessential Italian brand while allowing us to promote a broad yet curated product range that results in a combination of product value and personalized experience.
By adopting a fresh, ever-evolving creative approach that is increasingly driven by digital strategies, we have continually reinvigorated our brand, enhancing its desirability and visibility. Our vertically integrated approach allows us to manufacture most of the products we sell in our own plants, which we believe gives us great control over the quality of our products, the service we provide, and flexibility in make-to-order production, thus supporting an exceptional breadth of styles and customization options.
Our combination of creative and analytics-driven strategies enables us to drive new and repeat customer traffic to both our stores worldwide and our website, natuzzi.com. Using our fully integrated customer relationship management system, we create personalized customer journeys, targeted communications and retargeting campaigns. We develop persuasive, aspirational and relevant messages and we convey them through a variety of media, including direct mail, geo-targeted tools, radio, digital and social channels and email marketing. Taken together, these strategies allow us to constantly expand and update our client base while maintaining existing relationships.
We work on continually improving our digital platform, which includes both brand lines to enhance the user experience across the Natuzzi universe. New technologies and effective user experience solutions contribute to the growth of our digital key performance indicators.
Along with the new digital platform, we maintain the e-commerce channel for Natuzzi Italia products in the U.S. market to amplify the brand’s potential and make it more accessible to customers. Our e-commerce strategy is to generate business by combining technology with excellent personal service. We consider our website an extension of our retail stores and not a separate segment of our business. We expect most of our customers to use the internet for inspiration and as the beginning of their shopping process to view products and their prices. Since most of our products are customizable, we encourage our website customers to get personal help from our interior design professionals, either in person or online. This complimentary direct contact with one of our knowledgeable interior design professionals, whether remotely or in-person, represents an additional service we provide our website customers. This enhances the online experience and leads to internet customers becoming customers of our network of retail stores.
In particular, as a result of the increased focus on online shopping and virtual merchandising platforms, we continue to strategically focus on digital touchpoints through our ongoing implementation of conversion rate optimization updates. We also invest in targeted search engine optimization and paid search marketing for both national and local markets, driving both referral traffic to our website and physical traffic to our stores. In addition, improved on-site search capabilities, expanded online appointment booking capabilities, and product listing and display page enhancements continue to elevate our users’ experience. We continue to promote brand visibility on various social media platforms, placing greater emphasis on visual and video-driven content. Both paid social media campaigns and organic social media presence have helped us grow our social following and take a more prominent place in the cultural conversation.
In 2025, the Natuzzi Editions brand continued its transition to become a retail brand by expanding partnerships and improving the quality of distribution through mono-brand stores and galleries that represent the Group’s lifestyle concept.
The developments in the retail environment have also been reinforced with a newly designed in-store communication that enhances the consumer experience, supported by a digital footprint, a new website, and digital tools. All marketing materials are available to our customers through a marketing platform to provide 360° support to our partners in communicating the Group’s brand values to our consumers.
We plan to further invest in our digital footprint, including our website, in order to enhance our customer experience, expanding a customized and engaging approach to products. We are also continually improving our customers’ journey from the time they visit our website to the delivery of their purchased products or their visit to our points of sale by boosting our engagement tools. We view the combination of online and in-store traffic in a holistic fashion whereby our customers generally experience our brand on our website before visiting a store in person. Our online traffic continues to increase each year and our marketing teams remain focused on enhancing our digital outreach strategies to further drive more traffic and keep our brand relevant in today’s social media-oriented world.
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Retail Development
The Group is still focused on expanding its retail distribution network internationally in its most important markets, by opening new stores and closing/relocating those stores that have not met the expected revenue goals.
During 2025, 10 Natuzzi Italia stores were opened, of which 6 in China, and 1 in each of Slovakia, South Africa, South Korea and Thailand.
During 2025, 37 Natuzzi Editions stores were opened (of which 28 in China, 2 in Brazil, and 1 in each of Nigeria, Cyprus, Czech Republic, USA, Guatemala, Taiwan and the United Kingdom), in addition to 2 Divani&Divani by Natuzzi stores opened in Italy.
The expansion of the network will continue in 2026, mainly through dealership agreements within the most relevant geographies, namely China, Europe and Emerging Markets. We plan to open approximately 50 Natuzzi franchises worldwide in 2026, of which 20 in China, 3 in the UK, 2 in each of Brazil, Cameroon, Egypt, Italy, Portugal, Saudi Arabia and South Africa, and the remaining in various Countries.
Markets
The Group markets its products internationally and in Italy. Historically, the distribution of the Group’s products has been through the wholesale channel, which still represents a significant portion of our entire business.
The Group continues in its effort to expand its retail distribution through Natuzzi mono-brand stores, both directly operated and franchises. In 2025, retail sales accounted for 65.1% of our consolidated upholstered and home furnishings revenue, compared to 64.8% in 2024.
The following tables show the number of Group stores (both directly operated and franchises) as of December 31, 2025 according to our principal geographic areas.
STORES Natuzzi Italia Natuzzi Editions Divani&Divani by Natuzzi TOTAL
Americas(1) United States and Canada 22 11 — 33
Other Americas 14 54 — 68
Total Americas 36 65 — 101
EMEAI West & South Europe (excluding Italy) 23 19 — 42
Italy 2 — 79 81
Middle East, Africa and India 25 9 — 34
Other EMEAI 27 18 — 45
Total EMEAI 77 46 79 202
Asia-Pacific China (2) 60 176 — 236
Other Asia-Pacific 16 9 — 25
Total Asia-Pacific 76 185 — 261
TOTAL 189 296 79 564
(1)Includes the United States, Canada, Central and South America (including Brazil) (collectively, the “Americas”).
(2)Includes 15 Natuzzi stores directly operated by Natuzzi Trading (Shanghai) Co., Ltd., which is 49% owned by the Company, following the agreement with the Kuka group. See “3. Asia-Pacific Region” below.
In addition to the stores indicated in the above table, as of December 31, 2025, there were 3 Natuzzi Italia and 9 Natuzzi Editions concessions (galleries or store-in-store points of sale), all directly managed by the Company’s Mexican subsidiary.
The following tables show the Group’s consolidated revenue of upholstery furniture, beds and home furnishing accessories, broken down by geographic market and branded/unbranded business for each of the years indicated therein and in thousands of Euro.
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2025 2024 2023
Americas(1) 118,028 39.5 % 125,063 40.3 % 122,820 38.4 %
Natuzzi brand(2) 109,416 36.6 % 111,191 35.8 % 109,894 34.4 %
Unbranded 8,612 2.9 % 13,872 4.5 % 12,926 4.0 %
EMEAI 142,501 47.7 % 144,777 46.6 % 150,789 47.1 %
Natuzzi brand(2) 136,801 45.8 % 137,366 44.2 % 141,413 44.2 %
Unbranded 5,700 1.9 % 7,411 2.4 % 9,376 2.9 %
Asia-Pacific 38,130 12.8 % 40,702 13.1 % 46,228 14.5 %
Natuzzi brand(2) 37,315 12.5 % 39,346 12.7 % 44,615 13.9 %
Unbranded 815 0.3 % 1,356 0.4 % 1,613 0.5 %
Total 298,659 100.0 % 310,542 100.0 % 319,837 100.0 %
(1)Includes the United States, Canada, Central and South America (including Brazil).
(2)The “Natuzzi” brand includes the following lines of product: Natuzzi Italia, Natuzzi Editions and Divani&Divani by Natuzzi. Net sales under the “Natuzzi” brand also includes net sales of beds.
The following tables show the number of upholstered seats sold broken down by geographic market and branded/unbranded business for each of the years indicated therein:
2025 2024 2023
Americas(1) 173,995 32.4 % 196,210 34.0 % 205,183 32.2 %
Natuzzi brand(2) 138,403 25.8 % 145,866 25.3 % 155,797 24.5 %
Unbranded 35,592 6.6 % 50,345 8.7 % 49,386 7.8 %
EMEAI 279,385 52.1 % 296,240 51.4 % 327,494 51.4 %
Natuzzi brand(2) 251,593 46.9 % 260,372 45.2 % 283,635 44.6 %
Unbranded 27,791 5.2 % 35,868 6.2 % 43,859 6.9 %
Asia-Pacific 83,274 15.5 % 84,129 14.6 % 103,978 16.3 %
Natuzzi brand(2) 79,413 14.8 % 78,272 13.6 % 96,760 15.2 %
Unbranded 3,861 0.7 % 5,857 1.0 % 7,218 1.1 %
Total 536,653 100.0 % 576,579 100.0 % 636,655 100.0 %
(1)Includes the United States, Canada, Central and South America (including Brazil).
(2)The “Natuzzi” brand includes the following three lines of product: Natuzzi Italia, Natuzzi Editions and Divani&Divani by Natuzzi.
In 2025, net sales of upholstered sofas, beds and home furnishings (“main business”) amounted to €298.7 million, a decrease of 3.8% compared to 2024, as a result of a 1.5% decrease in Natuzzi branded sales and a 33.2% decrease in net sales of unbranded products.
The Group’s performance also during 2025 was impacted by ongoing macroeconomic, geopolitical, and industry-specific challenges, that continued to dampen consumer spending capacity and delay purchases of durable goods.
More broadly, in recent years, the Group’s sales performance across all major regions and brands has been adversely impacted by ongoing macroeconomic and industry-specific challenges. Persistent geopolitical uncertainty, weak consumer sentiment and rising inflationary pressures have eroded disposable incomes, leading consumers to delay or reduce spending on home investments. This also led to increased price sensitivity, resulting in a shift in demand towards more affordable products. See “Item 3. Key Information-Risk Factors—Uncertain global macro-economic and political conditions, as well as trading policies and tariffs, could materially adversely affect our business, operations and economic and financial position.” As a result, in 2025, the Group’s sales overall decreased compared to both 2024 and 2023.
The Group’s strategy is to increase the portion of revenue represented by the Natuzzi branded sales, mainly through the expansion of its retail network in priority markets, such as the U.S., China and Europe, primarily the UK and Italy, and, at the same time, to focus on selected large accounts selling unbranded products to serve them with a more efficient go-to-market model.
For additional information on the results of our operations in 2025 as compared to 2024, see “Item 5. Results of Operations.”
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1. The Americas
In 2025, net sales of leather and fabric-upholstered furniture, beds and home furnishings in the U.S. and the rest of the Americas (including Brazil) were €118.0 million, down 5.7% compared to 2024, and the number of seats sold decreased by 11.3% to 173,995 in 2025, compared to 2024. In 2025, net sales of our Natuzzi branded products were €109.4 million, down 1.6% compared to 2024, and net sales of unbranded products were €8.6 million, down 38.1% compared to the prior year, as the unbranded part of the business is no longer strategic.
Net sales in the Americas were affected by the weak performance of both the retail network and the wholesale channel. With respect to the retail segment, the Company continues to invest in product innovation, design and marketing to enhance the customer experience and drive new business opportunities, including through the Trade & Contract division. The Company also remains firmly committed to developing new projects and collections and engaging in promotional events—including international trade fairs and design shows, Natuzzi Congresses and targeted initiatives with real estate developers and designers—to consolidate the Natuzzi brand’s positioning and support commercial performance. The wholesale channel likewise remains a strategic priority in several geographies, including the U.S. To support this focus, at the beginning of 2025, we introduced the ‘Re-Imagined Gallery Concept’, first presented in the last quarter of 2024, which is designed to provide a practical setting for sales associates to engage with customers, narrate the captivating Natuzzi story, present our collections, and support sales.
The Group’s strategy for the Americas is to continue focusing on the branded business mostly through the opening of mono-brand Natuzzi stores in addition to Natuzzi galleries, mainly in the U.S., and at the same time to focus on selected large unbranded distributors in an effort to serve them with a more efficient go-to-market model.
Over the last few years, our unbranded business has been affected by difficult retail conditions experienced in the North American market, resulting in a reduction of their points of sale, and, more generally, by increased price competition in the low segment of the market. In addition, the unbranded production, which has been entirely served by our operations in Asia, has been negatively affected by tariffs imposed by the U.S. customs authorities on goods manufactured in China and, more recently, by Canadian customs authorities on goods manufactured in China and Vietnam, as well as any new or increased tariffs or other trade barriers that the new U.S. presidential administration has imposed, or may in the future impose, on goods imported from foreign countries.
Since December 2019, in light of the tariffs imposed by the U.S. on goods imported from China, the Company has started outsourcing part of its unbranded production in Vietnam for some key accounts in the U.S. In addition, the Group is leveraging its global footprint to mitigate the negative effects from customs duties imposed by Canadian authorities. See “—Manufacturing.” In addition, since the beginning of the new U.S. presidential election, the Group is also constantly monitoring any development regarding the imposition by the U.S. administration of new or increased import tariffs or other similar trade restrictions on goods imported from foreign countries, including Vietnam.
The Group’s principal wholesale customers are major distributors. The Group advertises its products to distributors and, more recently, to end-consumers in the U.S., Canada, Central and South America (excluding Brazil) both directly and through the use of various marketing tools. The Group also relies on its network of sales representatives and on furniture fairs held at its High Point, North Carolina, to promote its products.
Natuzzi Americas maintains offices in High Point, North Carolina and provides the Company with agency services. The staff at High Point provides customer service, trademarks and products promotions, credit collection assistance, and generally acts as the customers contact for the Group. As of December 31, 2025, Natuzzi Americas employed a total of 74 persons, of which 47 employees, in addition to 12 independent sales representatives.
Our commercial activities in Brazil and South America are overseen from our Salvador de Bahia facility. The Group’s commercial structure for the South American region has been reinforced over the years by an increase in personnel, from 12 representatives in 2012 to 23 as of the end of 2025. 2025 net sales in Brazil were €10.8 million, from €13.5 million in 2024. As a result of the focus to the Brazilian and more generally South American high-end consumer market, the Group currently distributes a Natuzzi Italia “made in Brazil” collection, entirely manufactured in Brazil and exclusively dedicated to the South American market.
In 2016, the Group acquired seven Natuzzi Italia stores all located in Florida. In December 2016, the Company established a new trading subsidiary located in Mexico, Natmx S.de.R.L.de.C.V. (“NATMX”). In January 2017, NATMX signed an agreement with the owners of Muebleria Standard. Under the agreement, NATMX acquired the three existing Natuzzi Italia stores located in Mexico City-Altavista, Guadalajara and Monterrey. In addition to the directly operated stores, as of December 31, 2025, NATMX sells our products in Mexico through 12 directly managed concessions (three under the Natuzzi Italia brand and nine under the Natuzzi Editions brand) in Palacio de Hierro, a high-end retailer having shopping malls in excellent locations throughout Mexico.
In June 2017, the Company opened its new North American retail store in West Palm Beach, Florida, which was closed in February 2026 as part of our strategy to improve the quality of our network. During 2018, the Company opened four new directly operated
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stores in the U.S., namely one in Chicago, one in Los Angeles-Costa Mesa, one in Paramus – New Jersey and one in Philadelphia (within the King of Prussia Mall). In 2019, one Natuzzi Italia store was opened in the Sarasota and the Fort Lauderdale store, initially opened in 2016, was relocated. In 2022, three new Natuzzi Editions stores were opened, of which one in Kennessaw, Georgia, operated directly by the Group, and two Natuzzi Editions stores, in South Lake and Dallas, Texas, managed in joint venture with a local partner. In 2023, six Natuzzi Italia stores were opened, and, specifically five DOS in San Diego, Manhasset, Houston, Miami and Atlanta, and one franchise in Forth Worth, as well as one Natuzzi Editions DOS in Frisco, Texas, operated in joint venture with a local partner. In 2024, one Natuzzi Italia DOS was opened in Denver. These store openings are part of the strategy announced in 2016 to open Company-managed stores in high traffic and prime retail locations, showcasing the new store design, merchandising concept and overall Natuzzi consumer experience.
As of December 31, 2025, there were 20 Natuzzi Italia stores in the Americas (18 in the U.S. and two in Mexico) and one Natuzzi Editions store in the U.S. directly managed by the Group, in addition to three Natuzzi Editions stores in the U.S. managed in joint venture with a local partner.
As of the same date, there were also 16 Natuzzi Italia stores operating in the Americas that are owned by local franchisees (six in Brazil, three in the U.S., two in Venezuela, one in each of Argentina, Bolivia, Canada, Panama and Paraguay). Furthermore, as of the same date, there were 61 Natuzzi Editions franchise stores, of which 44 were located in Brazil, seven in the U.S., two in each of Colombia, Ecuador and Uruguay, and one in each of Argentina, Guatemala, Perù and Venezuela.
2. EMEAI
In 2025, net sales of leather and fabric-upholstered furniture and beds as well as home furnishings in Europe (including Italy), the Middle East, Africa and India (collectively, “EMEAI”) were €142.5 million, down 1.6% compared to 2024, with the number of seats decreasing by 5.7% to 279,385 in 2025. Natuzzi branded sales amounted to a total of €136.8 million in 2025 (down 0.4% from 2024), and unbranded products net sales decreased by 23.0% to €5.7 million.
2a) West & South Europe (excluding Italy). The Group sells its products in West & South Europe (outside Italy) mainly through stores (franchises or directly operated stores). As of December 31, 2025, 42 stores were operating in Europe: 23 were under the Natuzzi Italia name (eight in the UK, seven in Spain, two in each of the Netherlands, Portugal and Switzerland, and one in each of Austria and France). As of the same date, there were 19 Natuzzi Editions stores of which 15 located in the UK, two in Spain, and one in each of Austria and Ireland. Of these stores, as of December 31, 2025, the Group directly owned 14, of which 12 were operated under the Natuzzi Italia name (seven in Spain, two in each of the UK and Switzerland and one in France) and two were operated under the Natuzzi Editions name, all in the UK.
2b) Italy. Since 1990, the Group has sold its upholstered products in Italy principally through the Divani&Divani by Natuzzi franchise network of furniture stores. As of December 31, 2025, there were 79 Divani&Divani by Natuzzi stores (of which 12 directly operated by the Company), and two Natuzzi Italia stores, all directly operated by the Company.
2c) Middle East, Africa and India. As of December 31, 2025, the Group had a total of 25 Natuzzi Italia stores in the Middle East, Africa and India: five in Israel, three in each of India and United Arab Emirates, and one in each of Algeria, Bahrain, Bangladesh, Egypt, Iraq, Ivory Coast, Kuwait, Lebanon, Pakistan, Qatar, Saudi Arabia, Senegal, South Africa and Tunisia. In addition, there were nine Natuzzi Editions franchise stores: three Natuzzi Editions stores were operating in Egypt, two in the United Arab Emirates and one in each of Israel, Kuwait, Nigeria and Senegal.
2d) Other EMEAI. As of December 31, 2025, 45 stores were operating in the remaining part of EMEAI: 27 were under the Natuzzi Italia name (five in Russia, three in each of Czech Republic and Turkey, two in Ukraine, and one in each of Azerbaijan, Bosnia, Bulgaria, Croatia, Cyprus, Greece, Hungary, Malta, Poland, Romania, Serbia, Slovakia, Slovenia and Uzbekistan). As of the same date, there were 18 Natuzzi Editions of which four in the Czech Republic, three in Slovakia, two in each of Croatia and Romania, and one in each of Bosnia, Cyprus, Hungary, Malta, Poland, Serbia and Ukraine.
In January 2012, following the worsening of the European Union’s diplomatic relations with Iran and Syria, the Company decided to cease all business relations with these two countries. No impairment issue arose following the cessation of business relations with those two countries. The Group has had no sales in Iran or Syria since 2016. Our prior interests and activities in Iran or Syria were not a material investment risk, either from an economic, financial or reputational point of view. The Group has not had, nor does it plan to have, any commercial contacts with the governments of Iran or Syria, or with entities connected with such governments.
The Group has never generated sales in Sudan, North Korea or Cuba.
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3. Asia-Pacific Region
In 2025, net sales of leather and fabric-upholstered furniture and beds as well as home furnishings in the Asia-Pacific region were €38.1 million, down 6.3% from 2024, and the number of seats sold decreased by 1.0% to 83,274 in 2025. In 2025, Natuzzi branded sales decreased by 5.1% to €37.3 million, and unbranded sales decreased by 40.3% to €0.8 million compared to 2024.
The general strategy for the Natuzzi brand in the Asia-Pacific region is to further expand its store network. In China in particular, the Group is prioritizing the quality of its retail presence and the market positioning of its two principal brands. With respect to Natuzzi Editions, the Company is streamlining its network by applying more selective partnership criteria and upgrading existing stores. To support growth, the Group is also expanding its digital presence through a partnership with JD.com, one of China’s leading e-commerce platforms, launched in March 2026, while transitioning from traditional trade fairs to a series of regional events designed to strengthen engagement with local customers. With respect to Natuzzi Italia, the focus remains on reinforcing its premium market positioning through strategic collaborations—including the planned opening of a flagship store in Beijing in July 2026—and cross-industry co-branding initiatives, particularly in the automotive sector, alongside the continued development of digital channels. The Company expects to open approximately 20 franchise-operated Natuzzi stores in 2026.
The Group’s commercial part of the business throughout the Asia-Pacific region was run by Natuzzi Trading (Shanghai) Co., Ltd. until July 27, 2018. On that date, the Company announced the completion of the transactions (the “Closing”) contemplated by the joint venture agreement, signed in March 2018, between the Company and Kuka Furniture (Ningbo) co., Ltd. (“Kuka”). As a result of the Closing, the Company’s wholly-owned Chinese subsidiary, Natuzzi Trading (Shanghai) Co., Ltd. (“Trading Co.”) became a joint venture in which each of the Company and Kuka owns, as of the date of this Annual Report, a 49% and a 51% stake, respectively. See Note 11 to the Consolidated Financial Statements.
This joint venture is aimed at strengthening the Company’s retail network in Mainland China, Hong Kong and Macau (the “Territory”). Trading Co. distributes the Natuzzi Italia and Natuzzi Editions branded products through a network of single-brand directly operated stores and franchise stores in the Territory, as well as through online stores.
In April 2021, the Company announced that it had entered into a preliminary and non-binding agreement (the “Preliminary Agreement”) with Truong Thanh Furniture Corporation (“TTF”), a company incorporated under the laws of the Republic of Vietnam and which engages in production and distribution of furniture, to form a partnership aimed at strengthening the Natuzzi Group’s operations in the APAC region excluding Greater China (the “Rest of the APAC Territory”). Under the Preliminary Agreement, TTF intended to acquire up to a 20% stake in Natuzzi Singapore PTE. LTD (“Natuzzi Singapore”), which was incorporated by the Company in the Republic of Singapore in April 2020 and became operating in 2021. Natuzzi Singapore engages in sales and distribution of furniture and upholstery products under the trademarks of the Group in the Rest of the APAC Territory. At the time of the Preliminary Agreement, Natuzzi Singapore was 93% controlled by Natuzzi S.p.A., while the remaining 7% stake was owned by Mr. Richard Tan, the head of Natuzzi industrial operations in Asia since their inception in 2001, as well as a minority shareholder of one of the Group’s subsidiaries in China. In March 2022, TTF obtained all applicable authorizations by the relevant Vietnamese authorities and acquired a 20% stake in Natuzzi Singapore, for a total cash consideration of $5.4 million (equivalent to €4.9 million) to Natuzzi Singapore. As a result of the above transaction, Natuzzi S.p.A. TTF and the other minority shareholder, Mr. Richard Tan, own 74.4%, 20.0% and 5.6% of the share capital of Natuzzi Singapore, respectively. In addition, Natuzzi S.p.A. maintains the majority of the board members of Natuzzi Singapore.
As of December 31, 2025, there were 76 Natuzzi Italia stores operating in the Asia-Pacific market: 58 in China (of which nine directly operated by the joint venture in China), five in Taiwan, four in Australia, two in each of Hong Kong, South Korea and Thailand , and one in each of Indonesia, Philippines and Vietnam. In addition, as of the same date, there were 185 Natuzzi Editions stores, of which 175 located in China (including six directly operated by the joint venture in China), and three in Australia (of which two directly operated by the Group), two in Taiwan, and one in each of Hong Kong, South Korea, Philippines, Thailand and Vietnam. The Group also maintains galleries in the Asia-Pacific region under the Natuzzi Italia and Natuzzi Editions.
Customer Credit Management
The Group maintains an active credit management program. The Group evaluates the creditworthiness of its customers on a case-by-case basis according to each customer’s credit history and information available to the Group. Throughout the world, the Group utilizes “open terms” in 75% of its sales and obtains credit insurance for 100% of this amount; 11% of the Group’s sales are commonly made to customers on a “cash against documents” and “cash on delivery” basis; lastly, about 14% of the Group’s sales are supported by a “letter of credit” or “payment in advance and at sight”. See Note 33(C) to the Consolidated Financial Statements. In addition, the Group uses a Securitization Program as part of its liquidity management strategy, in the context of which the Company entered into the Securitization Program. The Securitization Program, which has been most recently amended on July 25, 2025 and January 14, 2026, allows the Group to assign eligible trade receivables on a revolving basis, retaining substantially all risks and rewards associated with such receivables on a pro-solvendo basis, in exchange for short-term funding. Following the
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Securitization Program Amendments, the maximum aggregate amount of receivables under the Securitization Program has been reduced to €18.0 million, and the revolving period is currently scheduled to expire, absent early termination, no later than June 2026. See “Item 3. Key Information—Risk Factors—The Company uses a securitization program as part of its liquidity management strategy; any reduction in availability, increased restrictions or termination of such program could adversely affect the Company’s liquidity.”
The effective availability of funding under the Securitization Program depends on compliance with revised and more restrictive eligibility criteria and concentration limits, including, among other things, stricter requirements relating to the credit quality of eligible debtors, insurance coverage, individual debtor exposure limits, geographic and jurisdictional constraints, ageing thresholds, and the exclusion of receivables overdue beyond specified time limits. As a result, the volume of receivables that can be transferred at any given time may be materially lower than the contractual maximum amount, depending on the composition, credit quality and insurance coverage of the Group’s accounts receivable portfolio. Nevertheless, the Securitization Program continues to represent an important source of short-term liquidity for the Group.
Incentive Programs and Tax Benefits
Historically, the Group has benefited from the Italian government’s investment incentive program for under-industrialized regions in Southern Italy, which includes the area that serves as the center of the Group’s operations. The investment incentive program provides tax benefits, capital grants and subsidized loans. There can be no assurance that the Group will continue to be eligible for such grants, benefits or tax credits for its current or future investments in Italy. See “Item 3. Key Information—Risk Factors—Our past results and operations have significantly benefited from government incentive programs, which may not be available in the future.”
In September 2015, the Company presented to the Italian Ministry of Enterprises and Made in Italy (Ministero delle Imprese e del Made in Italy, the “Ministry”) a €49.7 million investment program for industrial development consisting of six programs, including a research and development program and the upgrade of its Italian facilities located in the regions of Puglia and Basilicata. In 2015, the Company formally requested that the grant from the Ministry be €37.3 million from public incentives. On September 23, 2015, the Company entered into a formal agreement (the “Development Contract”) with the Ministry and the governments of Puglia and Basilicata reflecting this investment. On January 23, 2017, following its review of such program, the Ministry reduced the amount of investments from €49.7 million to €37.8 million, according to the following allocation: €27.6 million to upgrade the Italian plants located in Puglia and Basilicata and €10.2 million for innovation, research and development expenses. Consequently, grants from public incentives were reduced from €37.3 million to €26.9 million (€11.0 million as a capital grant and €15.9 million as subsidized loan). The Company began the planned investment activity in 2016. Specifically, it invested €5.0 million in 2016 and €2.0 million in 2017. In January 2018, the Ministry issued a decree for the Company to sign. Following the unfavorable judgement by the Labor Court of Bari, which required the Company to re-employ 166 workers, the Company decided not to sign the decree because it considered that the conditions set out in the decree, including the obligation not to fire workers for a 10-year period, were too onerous. On March 5, 2019, the Company presented to the Ministry of Economic Development an updated document concerning the Development Contract. In July 2019, the Ministry issued a decree which valued the Company’s investment program at €45.7 million, of which €33.9 million considered eligible for public incentives, and granted the Company: (i) a €4.3 million capital grant and a €12.7 million subsidized loan for the upgrade of the Italian facilities in Puglia and Basilicata and (ii) a €5.9 million capital grant and a €1.2 million subsidized loan for innovation, research and development expenses, for a total of €24.1 million in grants from public incentives. In December 2019, the Company received €7.2 million from the Ministry, equivalent to 30% of the total grants, of which €3.0 million as a capital grant and €4.2 million as a subsidized loan. By signing the decree, the Company undertook to carry out the research and development program and the upgrade of the Italian facilities in Puglia and Basilicata by December 31, 2020. On July 31, 2020, the Company presented a first set of the expenditure documentation relating to such investment program. Following the COVID-19 outbreak, the Company requested an extension of the deadline to March 31, 2022 to complete the investments under the program.
In March 2022, the Company presented to the Ministry a revised program with a new set of investments aimed at improving the flexibility of the industrial processes in its Italian plants located in the regions of Puglia and Basilicata, through the introduction of the “4.0” technologies together with a new workflow organization based on “cellular manufacturing”. According to such revised program, the total amount of investments is €34.4 million, of which €25.3 million is for the upgrade of the Italian plants in Puglia and Basilicata and €9.1 million for innovation, research and development expenses. The amount in grants from public incentives has not changed (i.e., €24.1 million, of which €7.2 million received in December 2019). In March 2023, the Ministry issued the approval decree providing for a total investment amount of €31.3 million, of which €23.6 million for the upgrade of the Italian plants in Puglia and Basilicata and €7.7 million for innovation, research and development expenses. The amount in grants from public incentives was about 70% of the €31.3 million investment amount, and the Ministry granted the Company up to €8.7 million capital grant and up to €13.6 million subsidized loan. The Company requested and obtained from the Ministry an extension of the deadline to December 31, 2023 to complete the investments under the program.
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During 2023, the Company submitted to the Ministry two distinct sets of expenditure documentation pertaining to the investments and expenses incurred under the program in 2023. Specifically, according to said documentation, the total amount of investments and expenses was equal to €20.0 million, of which €14.8 million allocated for the upgrade of the Italian plants in the Puglia and Basilicata regions, and €5.2 million designated for innovation, research, and development expenses.
As a result, in 2023, the Ministry granted the Company a total of €3.1 million in capital grant (of which €1.6 million for the upgrade of the Italian plants in the Puglia and Basilicata regions, and €1.5 million for innovation, research, and development expenses), and a €5.7 million subsidized loan (of which €5.6 million for the upgrade of the Italian plants in the Puglia and Basilicata regions, and €0.1 million for innovation, research, and development expenses, the latter pertaining to the first set of expenditure documentation submitted to the Ministry in 2023). Of the total €8.8 million granted by the Ministry, €7.6 million was received in 2023, while €1.2 million was received on April 9, 2024. The investment program – covering both production and R&D – was formally approved on April 14, 2025, as confirmed by the official communication from the Ministry.
The investment program—covering both industrial investments and research and development activities—was completed on April 14, 2025, when the Company formally notified the Ministry of the conclusion of the relevant activities. Following such notification, the Company initiated the final expenditure reporting process, which was completed in July 2025. Subsequently, the Ministry commenced its assessment of the amounts formally reported and, in March 2026, recognized and granted public incentives in connection with the industrial investments, consisting of a subsidized loan of €2.1 million and a capital grant of €0.6 million. With respect to the research and development activities, the Company is currently awaiting the Ministry’s formal recognition of the amounts to be granted, which the Company expects to be approximately €1.0 million.
Management of Exchange Rate Risk
The Group is subject to currency exchange rate risk in the ordinary course of its business to the extent that its costs are denominated in currencies other than those in which it earns revenues. Exchange rate fluctuations also affect the Group’s operating results because it recognizes revenues and costs in currencies other than Euro but publishes its financial statements in Euro. The Group also holds a substantial portion of its cash and cash equivalents in currencies other than the Euro. The Group’s sales and results may be materially affected by exchange rate fluctuations. For additional information see “Item 3. Key Information—Risk Factors—Fluctuations in currency exchange rates and interest rates may adversely affect our results of operations” and “Item 11. Quantitative and Qualitative Disclosures about Market Risk.”
Trademarks and Patents
The Group’s products are sold mainly under the Natuzzi Italia® and Natuzzi Editions® trademarks. These trademarks and certain other trademarks, such as Divani&Divani by Natuzzi® and Natuzzi Re-vive®, have been registered in all jurisdictions in which the Group has a commercial interest, such as Italy, the EU and elsewhere. To protect its investments in new product development, the Group has also undertaken the practice of registering certain new designs in most of the countries in which such designs are sold. As of the date of this Annual Report, the Group has approximately 1,000 certificates of design registrations referring to single and multiple applications for a total of 1,100 models (the same model may be registered in more than one country and/or jurisdiction, resulting in about 16,500 registrations related to 1,100 models in several countries) and two patents (registered and pending).
Applications are made with respect to new product introductions that the Group believes will enjoy commercial success and have a high likelihood of being copied.
In 2013, the Natuzzi Group launched Re-vive®, an innovative armchair that was the result of a collaborative effort between Natuzzi’s Style Center and the Formway Design Studio of Wellington, New Zealand. The Re-vive® recliner combines style and comfort, Italian artisan expertise and innovative New Zealand design. This innovative armchair is internationally protected by several patents covering both its shape and all of its components. In particular, the design patent was filed in 15 countries, while the mechanism patent was filed in 14 countries.
As for the distribution of the products that are manufactured in the Group’s plants and identified under various names (Natuzzi Italia®, Natuzzi Editions®, Divani&Divani by Natuzzi® and Natuzzi Re-vive®), the Group has entered into business agreements under the form of sale licenses (product supply and brand usage licenses) with its customers (distributors and retailers).
Furthermore, the Group has supply agreements in place with large wholesalers for the supply of Unbranded products that are manufactured by the Group’s industrial plants outside of Italy.
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Regulation
The Company is incorporated under the laws of the Republic of Italy. The principal laws and regulations that apply to the operations of the Company—those of Italy and the European Union—are different from those of the United States. Such non-U.S. laws and regulations may be subject to varying interpretations or may be changed, and new laws and regulations may be adopted, from time to time. Our products are subject to regulations applicable in the countries where they are manufactured and sold. Our production processes are regularly inspected to ensure compliance with applicable regulations. While management believes that the Group is currently in compliance in all material respects with such laws and regulations (including rules with respect to environmental matters), there can be no assurance that any subsequent official interpretation of such laws or regulations by the relevant governmental authorities that differs from that of the Company, or any such change or adoption, would not have an adverse effect on the results of operations of the Group or the rights of holders of the Ordinary Shares or the owners of the Company’s ADSs. See “—Environmental Regulatory Compliance,” “Item 10. Additional Information—Exchange Controls” and “Item 10. Additional Information—Taxation.”
Environmental Regulatory Compliance
The Group, to the best of its knowledge, operates all of its facilities in compliance with all applicable laws and regulations.
The Group places environmental sustainability among the priority commitments of its business activities. Since 2003, in compliance with this commitment, the Group has implemented an environmental management system, certified ISO 14001, integrated with a quality management system, certified ISO 9001. These systems reflect Natuzzi’s commitment to offering high value products and services, while minimizing environmental impact and complying with all applicable laws and regulations.
Below are the main commitments made by the Group in relation to environmental sustainability:
1) constant monitoring of the environmental impact of the Group’s business activities through:
•implementation of programs aimed at reducing energy and raw material consumption; and
•economic evaluation of the use of the best technologies available on the market to minimize pollution;
2) prioritizing the recovery and recycling of the waste generated rather than its disposal, protecting soil and subsoil from potential spills; managing temporary industrial waste storage areas such as mastics and solvents; separate collection to facilitate waste recovery and disposal;
3) raising awareness and training its employees on the issue of environmental sustainability;
4) promoting the adoption of correct environmental behavior by its suppliers, giving priority to those who offer the greatest guarantee of sharing Natuzzi’s corporate policy;
5) maintaining an open and constructive dialogue with public administration bodies and with individual territorial in the areas in which the Group operates.
In addition, in 2025 the Company received again the Responsibility Award, previously obtained in 2024. The Responsibility Award is issued by Bureau Veritas and recognizes Natuzzi’s commitment to the responsible management of the three pillars of corporate management: Quality, Environment, and Corporate Social Responsibility.
Insurance
The Group maintains insurance against a number of risks. The Group insures against loss or damage to its facilities, loss or damage to its products while in transit to customers, failure to recover receivables, certain potential environmental liabilities, product liability claims and Directors and Officer Liabilities. While the Group’s insurance does not cover 100% of these risks, management believes that the Group’s present level of insurance is adequate in light of past experience.
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Table of Contents
Description of Properties
The location, approximate size and function of the principal physical properties used by the Group as of March 31, 2026 are set forth below:
Country Location Size (approximate square meters) Function Production Capacity per day Unit of Measure
Italy Santeramo in Colle (BA) 28,000 Headquarters, prototyping, showroom (owned) N.A. N.A.
Italy Santeramo in Colle (BA) 2,000 Experimental laboratory: leather cutting, sewing, assembling wooden parts for frames, product assembly (owned) 55 Seats
Italy Santeramo in Colle, Jesce (BA) 28,000 Sewing and product assembly (owned) 298 Seats
Italy Matera La Martella 38,000 General warehouse of sofas and accessory furnishing (owned) N.A. N.A.
Italy Matera, Jesce 12,500 Leather cutting, sewing, assembling wooden parts for frame, product assembly (owned) 180 Seats
Italy Graviscella 8,000 Leather cutting, sewing, assembling wooden parts for frame, product assembly (owned) 122 Seats
Italy Laterza (TA) 12,000 Leather and fabrics warehouse, leather and fabrics cutting (owned) N.A. N.A.
Italy Laterza (TA) 10,500 Sewing, assembling wooden parts for frames, product assembly (owned) 184 Seats
Italy Laterza (TA) 19,000 Semi-finished products and accessories warehouse (owned) N.A. N.A.
Italy Pozzuolo del Friuli (UD) 21,000 Leather dyeing and finishing (owned) 11,000 Square Meters
U.S.A. High Point, North Carolina 10,000 Office and showroom for Natuzzi Americas (leased) * N.A. N.A.
Romania Baia Mare 75,600 Leather cutting, product assembly, manufacturing of wooden frames, polyurethane foam shaping, fiberfill production and wood and wooden product manufacturing (owned) 850 Seats
China Quanjiao County – Anhui province 22,000 Sewing and product assembly, manufacturing of wooden frames, polyurethane foam shaping, fiberfill production (leased) 286 Seats
Brazil Salvador de Bahia – Bahia 28,700 Leather cutting, sewing and product assembly, manufacturing of wooden frames, polyurethane foam shaping, fiberfill production (owned) 108 Seats
Vietnam Ho Chi Minh 5,000 Leather cutting, sewing, assembling wooden parts for frames, product assembly (leased) 60 Seats
* For further details on the sale and sublease of the property located in High Point, see “Item 4. Information on the Company—Strategy”, “Item 7. Major Shareholders and Related Party Transactions—Related Party Transactions” and Notes 7, 45 and 46 to the Consolidated Financial Statements included in this Annual Report.
The Group believes that its production facilities are suitable for its production needs and are well maintained.
Capital Expenditures
The following table sets forth the Group’s capital expenditures for the three-year period ended December 31, 2025:
Year ending December 31,
(millions of Euro)
2025 2024 2023
Land and plants 0.1 0.4 0.4
Equipment 4.2 6.9 9.8
Intangible assets 1.2 4.1 1.0
Total 5.5 11.3 11.2
Capital expenditures in the last three years have been made primarily to make improvements in property, plant and equipment, to expand our retail network, to develop software for analytical accounting and digital archiving, to invest in various projects, such as CRM Dynamics and “Factory 4.0”, and for cybersecurity and artificial intelligence purposes (refer to Notes 8 and 10 in the Consolidated Financial Statements).
As of March 31, 2026, the Group spent €1.2 million on capital expenditures since January 1, 2026.
The Group expects that capital expenditures in 2026 will be around €2.6 million mainly related to the ordinary maintenance and upgrade of the Italian and foreign factories and are expected to be financed mainly through cash flow generated by operations, as well as through public incentives. For information on potential impacts of macro-economic and political conditions, see “Item 3. Key Information—Risk Factors—Uncertain global macro-economic and political conditions, as well as trading policies and tariffs, could materially adversely affect our business, operations and economic and financial position.”