# The Agnelli Chain: Four Boxes, One Loyalty Share, and Control of Ferrari

John Elkann&#39;s indirect economic interest in Exor works out near 15 percent, yet the family holds 83.97 percent of Exor&#39;s votes. Here is the whole chain, box by box.

Author: J.A. Watte
Published: July 15, 2026
Source: https://jwatte.com/blog/agnelli-exor-family-holding/

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Start at the bottom and work up, because that is where the interesting number is.

John Elkann owns 60 percent of a small Italian partnership called Dicembre. Dicembre owns 41 percent of a Dutch company called Giovanni Agnelli B.V. Giovanni Agnelli B.V. owns 54.94 percent of the economic rights in Exor N.V., the Amsterdam-listed holding company. Exor owns 19.5 percent of Ferrari and 15.48 percent of Stellantis.

Multiply the first three and Elkann's indirect economic claim on Exor is roughly 13.5 percent, or roughly 15 percent once you allow for the treasury shares Giovanni Agnelli B.V. holds in itself. Carry that through to the operating companies and his own indirect economic interest is on the order of two to three percent of Ferrari and roughly two percent of Stellantis. That arithmetic is mine, not a disclosure, so treat it as an estimate. But it is the right order of magnitude, and it is the whole story: he is the executive chairman of both companies, and he got there on a couple of percent.

The fortune is not held as a fortune. It is held as a chain, and every link multiplies the leverage of the one below it.

## The founder who was one of nine

Exor's [2025 annual report](https://www.exor.com/system/files/2026/document-documents/EXOR%202025%20Annual%20Report.pdf) opens its profile with a clean sentence: "Exor traces its origins back to 1899 when Giovanni Agnelli founded FIAT." Exor's own [history page](https://www.exor.com/pages/exor/history) says that in 1899 Giovanni Agnelli, "together with eight other entrepreneurs, founds Fabbrica Italiana Automobili Torino (FIAT)."

Nine men signed, not one. The [Automotive Hall of Fame](https://automotivehalloffame.org/honoree/giovanni-agnelli/) records that Agnelli joined a group of investors as secretary to the board, became managing director only in 1902 and chairman only in 1920. He was the junior figure at the founding of a company he would eventually run.

So a holding company whose entire legitimacy rests on descent from a founder rounds nine founders down to one in the document it hands investors, and corrects itself on its own website. That is not a scandal. It is a useful reminder that the myth and the paperwork are different products, and this article is about the paperwork: FIAT in 1899, the holding company IFI in 1927, control of IFIL in 1957, and in 2009 the merger of IFI and IFIL into a single entity called Exor. Ninety years of boxes stacked on boxes before anyone had heard of a loyalty share.

## Box one: Dicembre

Dicembre is a *società semplice*, a simple partnership, not the *società in accomandita per azioni* form that people often attach to it. Its capital is 103 million euros, held by John Elkann at 61.8 million (60 percent) and Lapo and Ginevra Elkann at 20.6 million each (20 percent apiece). Its stated sole corporate purpose is managing its stake in Giovanni Agnelli B.V., [as Calcio e Finanza reported from the filings](https://www.calcioefinanza.it/2024/11/26/patrimonio-john-elkann-cose-la-dicembre/).

Gianni Agnelli brought his grandson into Dicembre in 1996, when Elkann was 20. Three years later the statutes were amended so that on Agnelli's death or incapacity all powers would pass to him. The succession was drafted before the successor was old enough to have done anything.

## Box two: Giovanni Agnelli B.V.

This is where it gets less tidy than the popular version. Dicembre holds 41 percent of Giovanni Agnelli B.V. Forty-one percent is not a majority, on any basis.

The rest is spread across the branches of the family: the Maria Sole Agnelli branch at 11 percent, the Umberto Agnelli branch at 8.96 percent, and a set of Nasi and Agnelli branches below that, [per the 2025 accounts as reported](https://www.calcioefinanza.it/2026/06/17/giovanni-agnelli-bv-bilancio-2025-valore-cassaforte/). Note the word branch. These are lines of descent, not living individuals, and the published percentages do not sum cleanly enough to print as a cap table, so I am not printing one.

Dicembre's 41 percent was not seized in a raid. It was 36 percent in 2016. Elkann bought quotas from Andrea Agnelli in December 2023 for around 300 million euros, moved again at the start of 2025, and the crossing above 40 percent [surfaced in reporting that April](https://www.calcioefinanza.it/2026/03/03/valore-cassaforte-famiglia-agnelli/). A decade of creep, not a coup.

What holds the box together is the statute. Membership is restricted to descendants of Senator Giovanni Agnelli, transfer of quotas is governed by rules the Italian press calls *severissime*, and the company's value is fixed by formula rather than by a market: the median Exor share price in the month before the detection date, net of debt and treasury shares. When the Maria Sole branch wanted out of 1.3 percent, it sold back to the company for roughly 100 million euros. There is no other bid to take.

Here is the honest part, and most write-ups skip it. John Elkann is not the president of Giovanni Agnelli B.V. He stepped down, and the presidency passed to Jeroen Preller, a Dutch lawyer at NautaDutilh, a change that surfaced in August 2023 through documents connected to Exor's Philips purchase. So the precise mechanism that converts a 41 percent minority into command of the entity above it is not public. Dicembre does not "control" Giovanni Agnelli B.V. in any way you can point to on a page. It is the largest holder in a company whose statute makes leaving expensive and buying in impossible for anyone not descended from the founder. That may be enough. It is not the same thing as a majority.

## Box three: Exor, and the mechanism

At 31 December 2025, Giovanni Agnelli B.V. held 114,163,063 Exor ordinary shares and 114,161,912 special voting shares A, "representing 54.94% of the economic rights and 83.97% of the voting rights," [in Exor's own words on its ownership page](https://www.exor.com/pages/investors-media/shareholders-corner/ownership-structure). Those percentages are calculated on issued shares. On outstanding shares the same holding works out nearer 56.5 percent economic and 84.9 percent voting. Both are defensible. Mixing the two bases in one sentence is how you publish a wrong number, and this family's filings will punish you for it.

The mechanism is the loyalty share, and Exor states it exactly:

> After five years of uninterrupted ownership and registration of ordinary shares in the loyalty register, the shareholder will be allocated one special voting share A with a nominal value of EUR 0.04 for each ordinary share held and registered in the loyalty register. Four voting rights are attached to one special voting share A.

Ten years of uninterrupted registration converts each A into a special voting share B carrying nine votes. So an ordinary share plus its A gives five votes, and an ordinary share plus its B gives ten. Exor's own FAQ blurs this by saying an A "provides 5 voting rights per share." Its [record-date filing for the 2026 AGM](https://www.exor.com/sites/default/files/2026/meetings/Outstanding%20share%20capital%20and%20voting%20rights%20at%20the%20record%20date.pdf) is unambiguous: each special voting share "confers the right to cast four votes." The fifth vote belongs to the ordinary share sitting next to it.

Two things make this structure different from a normal dual-class share. The special voting shares are not listed, not transferable, and carry only de minimis economic entitlement. And they die on exit. Sell the ordinary share and the extra votes go back to the company for nothing.

No B shares exist yet. Exor's authorized capital allows 375,000,000 ordinary shares, 175,000,000 A shares and only 10,000,000 B shares. Giovanni Agnelli B.V. alone holds 114,161,912 A shares. A one-for-one conversion into B is arithmetically impossible under the current articles, and the [20 May 2026 AGM](https://www.exor.com/press-releases/2026-05-20/exor-shareholders-approve-all-resolutions-agm) approved no amendment to them. Do not believe anyone who tells you the family's votes are about to jump to 91 percent when the ten-year threshold arrives. The mechanism for that is not on the record.

One more thing Exor does that quietly ratchets the family's percentage up: it shrinks itself. In [April 2025 it cancelled 13,204,495 ordinary shares](https://www.globenewswire.com/news-release/2025/04/24/3067080/0/en/Exor-Press-Release-Tender-Offer-Result.html), six percent of the issued ordinary capital, bought in a tender offer at 81.6027 euros, along with 8,447,248 special voting shares. Shares outstanding fell 5.4 percent across 2025, and the May 2026 AGM authorised the board to repurchase up to another 10 percent and to cancel treasury shares of both classes. The family buys nothing and its slice grows.

## Box four: the gap, holding by holding

Exor's [2025 annual report](https://www.exor.com/system/files/2026/document-documents/EXOR%202025%20Annual%20Report.pdf) prints the economic and voting rights side by side for every listed holding, with a footnote that economic rights are on issued shares and voting rights on outstanding. That footnote is doing a lot of work, and the company is being straight about it.

- **Ferrari:** 19.5 percent economic, 32.3 percent voting. Exor's [January 2026 Schedule 13D/A](https://www.sec.gov/Archives/edgar/data/1648416/000119312526004642/primary_doc.xml) reports the same 37,768,613 shares as 21.3 percent of common shares outstanding. Both are right. Ferrari's [FY2025 20-F](https://www.sec.gov/Archives/edgar/data/1648416/000164841626000024/race-20251231.htm) gives 193,923,499 issued and 177,278,893 outstanding, and the division closes to two decimals either way. Ferrari's loyalty period is three years and its special share carries one vote, doubling the associated common share.
- **Stellantis:** 15.48 percent economic, 23.84 percent voting, [per the FY2025 20-F](https://www.sec.gov/Archives/edgar/data/1605484/000160548426000021/stellantis-20251231.htm). Loyalty period three years. The company's own risk factors concede the structure "may prevent or frustrate attempts by our shareholders to change our management and hinder efforts to acquire a controlling interest in us." Exor also has the right to nominate two directors.
- **CNH:** 29.6 percent economic, 45.5 percent voting, [per the March 2026 proxy](https://www.sec.gov/Archives/edgar/data/1567094/000119312526124227/cnh-20260325.htm). This is the sharpest gap in the portfolio, and the way it got there is the tell. The proxy sources Exor's holding to a Schedule 13D/A filed in December 2016. Exor's CNH share count has not moved in a decade. The percentage climbed because CNH kept buying back and cancelling its own shares. Nobody accumulated anything.
- **Juventus:** 65.4 percent economic, 78.1 percent voting, using the Italian variant of the mechanism, the *voto maggiorato* under Article 127-quinquies of the securities act, adopted in 2019. [Juventus' bylaws](https://www.juventus.com/en/club/corporate-governance/voting-rights-loyalty-shares) give a double vote to shares held continuously by the same person for 24 months from registration on a special list.
- **Institut Mérieux**, unlisted, is the exception that proves the family reads the whole document: 10.0 percent economic, 5.3 percent voting. Sometimes they take less.

## What the gap actually buys

On 12 December 2025, Tether submitted a binding all-cash offer for Exor's Juventus stake at 2.66 euros a share, valuing the club near 1.1 billion euros, a 21 percent premium to the prior close. One day later, Exor's board [unanimously rejected it](https://www.exor.com/press-releases/2025-12-13/exor-board-unanimously-rejects-tethers-proposal-acquire-exors-controlling), saying it "has no intention of selling any of its shares in Juventus to a third party."

Tether holds roughly 11.5 percent of Juventus' capital and about seven percent of the votes, [as the Italian football press reported from the register](https://www.calcioefinanza.it/2026/03/10/azionariato-juventus-exor-tether-lindsell-train-aumento-capitale/), because its shares are recent and have not sat still for 24 months. It bought a stake and got a fraction of a voice. Capital is welcome; patience is what votes.

Now the other side of the same coin. When Tata Motors agreed to buy Iveco Group in July 2025, Exor signed an irrevocable undertaking to tender its 27.06 percent of the common shares and 43.11 percent of the voting rights. Buried in the [Iveco press release](https://www.ivecogroup.com/-/media/corporate_press_releases/2025/july/tata_motors_to_acquire_iveco_group_together_creating_a_global_player_in_commercial_vehicles/20250730_PR_Iveco_Group_Tata_Motors_to_acquire_Iveco_Group.pdf) is the line that defines the whole structure: "Exor has agreed to transfer its special voting shares back to Iveco for nil consideration."

The extra votes are worth nothing in cash. Sixteen percentage points of voting power, handed back for zero, the moment the shares move. That is not a loophole in the design, it is the design. The premium is a payment for not leaving. (As of mid-July 2026 that deal had not closed; Tata's chairman guided completion to the July-to-September window.)

There is a third case, where the family accepted a ceiling. When Exor took 43.4 percent of The Economist Group from Pearson in 2015 for 287 million pounds, [the terms it announced](https://www.exor.com/press-releases/2015-08-12/exor-increases-investment-economist-47-434-groups-entire-share-capital) amended the articles to cap any single shareholder at 20 percent of the voting power and to bar anyone from owning more than half the shares, with the independent Trustees still overseeing editorial. The largest shareholder, voting a fifth. It can be done. It just has to be written down by someone else.

## Compared to Ford, this is a mild structure

The instinct is to call this extreme. Run the ratios and it is not.

Divide voting percentage by economic percentage and you get the leverage each mechanism delivers. Exor over Giovanni Agnelli B.V.: 83.97 over 54.94, about 1.53x. Stellantis: 1.54x. CNH: 1.54x. Iveco: 1.59x. Ferrari: 1.66x on issued shares. Juventus: 1.19x.

Now Ford. Its [2026 proxy](https://www.sec.gov/Archives/edgar/data/37996/000155278126000164/e26003_f-def14a.htm) states that Class B stock holds 40 percent of the general voting power. On the March 2026 record date there were 3,940,230,185 common shares against 70,852,076 Class B shares, each Class B entitled to 37.075 votes. Roughly 1.77 percent of the shares, 40 percent of the votes, a leverage ratio near 22.6x. The Wallenbergs' [Investor AB](https://www.investorab.com/investors-media/the-investor-share/ownership-structure) runs a ten-to-one class split, with the Knut and Alice Wallenberg Foundation holding 20.07 percent of capital and 42.96 percent of votes.

The Agnelli mechanism is gentler than either at any single level. Its power comes from compounding down a chain of four entities, not from an extreme multiple at any one of them. That is the lesson worth carrying out of this: dynastic control is rarely one dramatic device. It is usually four unremarkable ones in series, each of which would pass without comment on its own.

## The counter-story, which is not resolved

None of this happened by clean design. It happened because people kept dying.

The founder outlived his only son. Edoardo Agnelli died on 14 July 1935 at Genoa, aged 43, when the seaplane returning him from Forte dei Marmi struck a drifting log on landing, overturned, and the still-turning propeller hit him. Resist the tidy version of what followed: the founder died in 1945 and FIAT was run by Vittorio Valletta until 1966. His grandson Gianni became vice president in 1945 and took the presidency only in the spring of 1966, [as the Treccani biographical dictionary records](https://www.treccani.it/enciclopedia/giovanni-agnelli_%28Dizionario-Biografico%29/). Twenty-one years of interregnum.

Gianni's own succession then collapsed twice. His nephew and designated heir Giovanni Alberto died of cancer in 1997 at 33; his son Edoardo died in 2000. When Gianni died in January 2003, [UPI reported](https://www.ericjlyman.com/upiagnelli.html) that Fiat was weighing options that might exclude the family for the first time in its 104-year history. His brother Umberto took the chairmanship and died in May 2004, and even then the chair did not pass to Elkann: the board named Luca Cordero di Montezemolo chairman, with Elkann, aged 28, as vice chairman. He did not become Fiat chairman until 2010. This is the point people miss when they call Elkann an heir. Four people had to die or fail before the 1996 paperwork mattered.

And the family member who was carved out is still litigating.

In 2004, Gianni's only daughter Margherita signed a settlement with her mother closing her father's succession and, in the same set of agreements, renouncing any claim on her mother's future succession, [as the Court of Cassation record sets out](https://rdipp.unimi.it/wp-content/uploads/sites/27/2024/01/Cass.-ord.-3-gennaio-2024-n.-121.pdf). That April she sold her Dicembre stake to her mother for 105 million euros, valuing the whole company at 280 million. Reported estimates of her total consideration range from about 1.166 billion to 1.4 billion euros depending on the outlet and what gets counted, [with Il Sole 24 Ore tracing the transactions](https://www.ilsole24ore.com/art/tra-scatole-societarie-e-traslochi-l-eredita-moltiplicata-20-anni-AEB44gYC). By late 2022 Dicembre alone was reported to be worth 2.9 billion.

Her case turns on a single hinge. Article 458 of the Italian Civil Code voids any agreement disposing of rights in a succession not yet opened. Swiss law permits exactly such agreements. So the validity of the 2004 pact depends on whether her mother's habitual residence at death was Italy or Switzerland, [as one legal analysis lays out](https://www.successioni-internazionali.com/en/elkann-agnelli/). Marella Caracciolo died at the family home in Turin in February 2019, which proves nothing about residence and is not what the court is deciding. The defence position on the record is that she had been resident in Switzerland since the early 1970s.

That same question drives the criminal file. In September 2024, Turin prosecutors and the Guardia di Finanza [seized 74.8 million euros](https://en.ilsole24ore.com/art/agnelli-legacy-seizure-74-million-tax-fraud-elkann-brothers-AF2fzT2D) in an investigation into an allegedly fictitious Swiss residence for Marella Caracciolo. All of it is allegation. In September 2025 the three Elkann siblings paid [183 million euros to settle the administrative side](https://www.bloomberg.com/news/articles/2025-09-08/elkann-siblings-pay-183-million-to-settle-italy-tax-probe) with the revenue agency, which under Italian law carries no admission of guilt.

What happened next is routinely reported backwards, so read it slowly. Prosecutors asked to shelve the case. On 15 December 2025 the preliminary investigations judge [refused and ordered *imputazione coatta*](https://www.ilfattoquotidiano.it/2025/12/15/john-elkann-imputazione-coatta-eredita-agnelli-notizie/8228374/), compelling them to formulate charges against John Elkann and the accountant Gianluca Ferrero on two counts, while granting the dismissals prosecutors had sought for Lapo Elkann, Ginevra Elkann and a Swiss notary. The prosecution did not push this. A judge pushed the prosecution.

On 11 February 2026 a Turin judge [rejected Elkann's proposal](https://www.investing.com/news/stock-market-news/italian-judge-rules-agnelli-scion-elkann-cant-close-tax-fraud-case-with-community-service-4500597) to close the matter with a year of community service; plenty of outlets published that framing in September 2025 and never updated it. On 13 April 2026 prosecutors [requested that he stand trial](https://en.ilsole24ore.com/art/agnelli-inheritance-requested-indictment-john-elkann-his-lawyers-extraneous-offences-AI4vuxTC), which his lawyers called an expected procedural step, their client "completely extraneous to the contested facts." On 22 June 2026 the preliminary hearing was [adjourned to 11 September 2026](https://www.ilfattoquotidiano.it/2026/06/22/eredita-agnelli-l11-settembre-per-john-elkann/8425885/) so the defences could respond to Margherita's application to join as a civil party, [seeking 1.3 million euros in moral damages](https://www.open.online/2026/06/22/eredita-agnelli-margherita-contro-figlio-john-elkann-vittima-piano-fraudolento/) and calling herself the victim of an articulated fraudulent scheme.

As of 15 July 2026, John Elkann has not been indicted by a trial judge, has not been tried, and has not been cleared. Anyone who tells you otherwise, in either direction, is ahead of the record.

## The ledger reading

The compounding worked. IFI's net asset value was 1.2 billion euros in 2003. Exor's was 29.9 billion by 2022, a 25x multiplication against MSCI World's 3.5x over the same stretch. Exor's own [long-term track record](https://www.exor.com/system/files/2026/document-documents/EXOR%202025%20Annual%20Report.pdf) puts 100 euros invested at inception in March 2009 at 1,269 euros of net asset value per share against 638 for the index.

And it is not currently working. Net asset value at the end of 2025 was 33.2 billion euros, down 13 percent on the year, at a 56 percent discount to net asset value that Exor itself discloses and its chief executive concedes widened. The reported consolidated result was a 3.8 billion euro loss, which is a mark-to-market artefact of reporting as an investment entity under IFRS 10 rather than an operating loss, and the same accounting printed a 14.7 billion euro profit the year before. Meanwhile the family is [selling down](https://www.exor.com/press-releases/2026-03-23/exor-reports-eu371-billion-gross-asset-value-end-2025): Iveco, GEDI, Lifenet and NUO, about two billion euros of proceeds expected in 2026, taking deployable cash past 3.5 billion. GEDI carries La Repubblica out of the family after a century in Italian publishing, [with La Stampa carved out and sold separately](https://en.ilsole24ore.com/art/la-repubblica-agreement-reached-gedi-the-divestiture-antenna-group-AIvsRJ7B).

So the structure does not promise good returns. It promises that bad returns do not cost you the company. A 56 percent discount and a 13 percent drawdown would put an ordinary board in play. Exor's board rejected a 21 percent premium in a single day and did not have to consult anybody.

That is what the chain is for. Not to make the family richer than it would otherwise be, and probably not even to make Exor's shares perform. It is to make the question of selling never arrive on the agenda. Every mechanism points the same way: the loyalty share that rewards not moving, the statute that makes exit an appraisal exercise and entry an accident of birth, the buybacks that lift the family's percentage while it does nothing at all. Four boxes, each a little more than half of the one below, ending in a man with maybe two percent of Ferrari who is its executive chairman.

The uncomfortable part is that the same design that makes the company unsellable made the family unleaveable, and the bill for that is being read out in a Turin courtroom on 11 September. A structure this good at keeping outsiders from taking anything is also very good at keeping insiders from getting anything. Margherita Agnelli took the cash in 2004 and has spent twenty-two years trying to get back into the box. That is the trade the loyalty share is really pricing, and nobody has finished paying for it yet.

## Related reading

- [Two Percent of the Company, Forty Percent of the Vote: The Ford Family's Century of Control](/blog/ford-family-control/): the direct comparison, and the far more aggressive mechanism.
- [The Plumbing: The Funds, LPs, and Holding Companies That House These Deals](/blog/pe-funds-lps-and-holding-companies/): the general grammar of the boxes this article stacks.
- [The Machinery of the Family Office: What the Very Rich Have That You Do Not](/blog/family-offices-explained/): what a Dicembre looks like when it is not attached to a carmaker.
- [Who Controls the News: The Families That Own What America Reads and Watches](/blog/media-dynasties-control/): the same voting-gap trick applied to newspapers, which is why the Economist cap is interesting.
- [Two Quiet Dynasties: How the Crowns and the Kroenkes Hold Diversified Billions](/blog/crown-kroenke-families/): dynastic holding without the public listing.

## Fact-check notes and sources

- **Dicembre is a *società semplice* with 103 million euros of capital, held 60/20/20 by John, Lapo and Ginevra Elkann, with the sole purpose of managing its Giovanni Agnelli B.V. stake; Elkann entered in 1996 and the statutes were amended three years later:** [Calcio e Finanza](https://www.calcioefinanza.it/2024/11/26/patrimonio-john-elkann-cose-la-dicembre/). Reported from Italian filings, not a primary corporate record.
- **Dicembre at 41 percent of Giovanni Agnelli B.V., up from 36 percent in 2016, with a roughly 300 million euro purchase from Andrea Agnelli in December 2023 and the crossing above 40 percent surfacing in April 2025 reporting; the statutory valuation formula (which produced a fall in the company's reported value from 10 billion euros at the start of 2025 to 8.2 billion by March 2026 with no shares changing hands); the Maria Sole branch selling 1.3 percent back for about 100 million euros:** [Calcio e Finanza, March 2026](https://www.calcioefinanza.it/2026/03/03/valore-cassaforte-famiglia-agnelli/) and [June 2026](https://www.calcioefinanza.it/2026/06/17/giovanni-agnelli-bv-bilancio-2025-valore-cassaforte/). The full branch-by-branch percentages and the company's own treasury holding come from two different articles on two different dates and do not reconcile to 100 percent, so only the three largest are stated here. **Jeroen Preller as president in place of Elkann:** the same June 2026 report, sourced to filings first surfaced by Il Sole 24 Ore in August 2023.
- **Giovanni Agnelli B.V. holding 114,163,063 ordinary and 114,161,912 special voting shares A, at 54.94 percent of economic rights and 83.97 percent of voting rights on issued shares at 31 December 2025:** [Exor's ownership page](https://www.exor.com/pages/investors-media/shareholders-corner/ownership-structure). The roughly 56.5 percent and 84.9 percent figures on an outstanding-share basis are my calculation from Exor's own share counts and are labelled as such in the text.
- **The loyalty mechanism (five years to a four-vote A, ten years to a nine-vote B), the authorized capital of 375,000,000 ordinary, 175,000,000 A and 10,000,000 B shares, and the absence of any B shares in issue:** [Exor 2025 Annual Report](https://www.exor.com/system/files/2026/document-documents/EXOR%202025%20Annual%20Report.pdf). **Each special share carrying four votes, the 22 April 2026 record-date counts, treasury exclusions and the 669,138,242 total:** [Exor's record-date filing](https://www.exor.com/sites/default/files/2026/meetings/Outstanding%20share%20capital%20and%20voting%20rights%20at%20the%20record%20date.pdf). **No amendment to the articles at the 2026 AGM:** [Exor AGM release, 20 May 2026](https://www.exor.com/press-releases/2026-05-20/exor-shareholders-approve-all-resolutions-agm). Whether and how B shares get issued from around December 2026 is not established by any public document, and this post does not speculate.
- **The April 2025 cancellation of 13,204,495 ordinary shares (6.0 percent of issued ordinary capital) bought at 81.6027 euros, plus 8,447,248 special voting shares:** [Exor tender offer result](https://www.globenewswire.com/news-release/2025/04/24/3067080/0/en/Exor-Press-Release-Tender-Offer-Result.html). Shares outstanding fell from 213,742,459 to 202,231,958 across 2025 per the [annual report](https://www.exor.com/system/files/2026/document-documents/EXOR%202025%20Annual%20Report.pdf).
- **Economic and voting rights for Ferrari (19.5/32.3), Stellantis (15.48/23.84), CNH (29.6/45.5), Iveco (27.1/43.1), Juventus (65.4/78.1) and Institut Mérieux (10.0/5.3):** the [Exor 2025 Annual Report](https://www.exor.com/system/files/2026/document-documents/EXOR%202025%20Annual%20Report.pdf), whose footnote states economic rights are on issued shares and voting rights on outstanding shares. Primary confirmations: [Ferrari Schedule 13D/A, January 2026](https://www.sec.gov/Archives/edgar/data/1648416/000119312526004642/primary_doc.xml) (21.3 percent of outstanding common, 32.3 percent voting) reconciled against the [Ferrari FY2025 20-F](https://www.sec.gov/Archives/edgar/data/1648416/000164841626000024/race-20251231.htm) share counts; [Stellantis FY2025 20-F](https://www.sec.gov/Archives/edgar/data/1605484/000160548426000021/stellantis-20251231.htm); [CNH DEF 14A, 25 March 2026](https://www.sec.gov/Archives/edgar/data/1567094/000119312526124227/cnh-20260325.htm) and the [CNH 2025 annual report](https://www.sec.gov/Archives/edgar/data/1567094/000119312526124245/2025_cnh_annual_report_a.pdf) for the buyback-driven ratchet; [Juventus corporate governance](https://www.juventus.com/en/club/corporate-governance/voting-rights-loyalty-shares) for the 24-month double vote. The same Ferrari 13D/A internally reports a combined Exor-and-Ferrari-family figure of 30.2 percent that reconciles against no current Ferrari share count, so it is not used here.
- **Tether's binding 2.66 euro per share offer of 12 December 2025 at a 21 percent premium, rejected unanimously the next day:** [Exor press release](https://www.exor.com/press-releases/2025-12-13/exor-board-unanimously-rejects-tethers-proposal-acquire-exors-controlling). **Tether's roughly 11.5 percent of capital carrying about 7 percent of votes:** [Calcio e Finanza](https://www.calcioefinanza.it/2026/03/10/azionariato-juventus-exor-tether-lindsell-train-aumento-capitale/), reported from the shareholder register.
- **Exor's irrevocable undertaking to tender its Iveco stake (27.06 percent of common shares, 43.11 percent of voting rights) and to return its special voting shares for nil consideration:** [Iveco Group press release, 30 July 2025](https://www.ivecogroup.com/-/media/corporate_press_releases/2025/july/tata_motors_to_acquire_iveco_group_together_creating_a_global_player_in_commercial_vehicles/20250730_PR_Iveco_Group_Tata_Motors_to_acquire_Iveco_Group.pdf). The transaction had not closed as of mid-July 2026 and was guided to the July-to-September window; Iveco was still a 1,377 million euro line in Exor's 31 December 2025 net asset value. Re-check before relying on this.
- **The Economist Group: 43.4 percent of the entire share capital acquired from Pearson in 2015 for 287 million pounds, with the articles amended to cap any shareholder at 20 percent of voting power and 50 percent of shares, and the Trustees retaining editorial oversight:** [Exor press release, 12 August 2015](https://www.exor.com/press-releases/2015-08-12/exor-increases-investment-economist-47-434-groups-entire-share-capital). The sterling figure is the reported one; conversions vary.
- **Ford's Class B at 40 percent of general voting power, 70,852,076 Class B shares against 3,940,230,185 common on the 16 March 2026 record date, each Class B share carrying 37.075 votes:** [Ford DEF 14A](https://www.sec.gov/Archives/edgar/data/37996/000155278126000164/e26003_f-def14a.htm). **Investor AB's ten-to-one class split and the Knut and Alice Wallenberg Foundation at 20.07 percent of capital and 42.96 percent of votes:** [Investor AB](https://www.investorab.com/investors-media/the-investor-share/ownership-structure). All leverage ratios in this post are my arithmetic on those disclosures.
- **FIAT founded in 1899 by Giovanni Agnelli together with eight other entrepreneurs, and the rest of the corporate timeline:** [Exor's history page](https://www.exor.com/pages/exor/history), which differs from the "Giovanni Agnelli founded FIAT" phrasing in the [2025 Annual Report](https://www.exor.com/system/files/2026/document-documents/EXOR%202025%20Annual%20Report.pdf). **Agnelli as secretary to the board, managing director in 1902, chairman in 1920, first factory 1900:** [Automotive Hall of Fame](https://automotivehalloffame.org/honoree/giovanni-agnelli/), whose "three founders" count is an outlier against Exor's own nine and is not used.
- **Gianni Agnelli born 12 March 1921, vice president of FIAT in 1945, president of IFI in 1959, and assuming the FIAT presidency only in spring 1966:** [Treccani, Dizionario Biografico degli Italiani](https://www.treccani.it/enciclopedia/giovanni-agnelli_%28Dizionario-Biografico%29/). **The 1997 and 2000 deaths of his designated heir and his son, and the 2003 uncertainty over family leadership:** the [UPI obituary](https://www.ericjlyman.com/upiagnelli.html), whose claim that Agnelli was made senator for life in 1982 is wrong (Senate records date the appointment to 1 June 1991) and is not used here.
- **The 2004 settlement of 18 February and 2 March, Margherita Agnelli's renunciation of further claims on her father's succession and any claim on her mother's, and her pending Turin civil case:** [Corte di Cassazione, Ordinanza n. 121/2024](https://rdipp.unimi.it/wp-content/uploads/sites/27/2024/01/Cass.-ord.-3-gennaio-2024-n.-121.pdf). That ordinance did not rule on the merits of jurisdiction, contrary to much reporting: it declared the lis pendens appeals inadmissible and annulled an inadequately reasoned suspension. **The 105 million euro Dicembre sale of 5 April 2004 valuing the company at 280 million, and the range of reported total consideration:** [Il Sole 24 Ore](https://www.ilsole24ore.com/art/tra-scatole-societarie-e-traslochi-l-eredita-moltiplicata-20-anni-AEB44gYC) and [Fortune](https://fortune.com/europe/2023/06/06/ferrari-family-inheritance-case-italian-court-john-elkann-margherita-agnelli/); reported figures range from about 1.166 to 1.4 billion euros and no single number is stated as fact. **The Article 458 hinge on Italian versus Swiss residence:** [Successioni Internazionali](https://www.successioni-internazionali.com/en/elkann-agnelli/), a legal-analysis source.
- **The September 2024 seizure of 74.8 million euros and the itemised allegations:** [Il Sole 24 Ore](https://en.ilsole24ore.com/art/agnelli-legacy-seizure-74-million-tax-fraud-elkann-brothers-AF2fzT2D). All of it is allegation. **The 183 million euro administrative settlement of September 2025, which carries no admission of guilt:** [Bloomberg](https://www.bloomberg.com/news/articles/2025-09-08/elkann-siblings-pay-183-million-to-settle-italy-tax-probe). **The 15 December 2025 *imputazione coatta*, ordered after prosecutors requested dismissal:** [Il Fatto Quotidiano](https://www.ilfattoquotidiano.it/2025/12/15/john-elkann-imputazione-coatta-eredita-agnelli-notizie/8228374/) and [Il Sole 24 Ore](https://en.ilsole24ore.com/art/agnelli-inheritance-gip-requests-prosecutors-compulsory-indictment-john-elkann-AIBvc8P). **The 11 February 2026 rejection of community service:** [Reuters via Investing.com](https://www.investing.com/news/stock-market-news/italian-judge-rules-agnelli-scion-elkann-cant-close-tax-fraud-case-with-community-service-4500597). **The 13 April 2026 request for trial:** [Reuters and Il Sole 24 Ore](https://en.ilsole24ore.com/art/agnelli-inheritance-requested-indictment-john-elkann-his-lawyers-extraneous-offences-AI4vuxTC). **The 22 June 2026 adjournment to 11 September 2026 and Margherita's 1.3 million euro civil-party claim:** [Il Fatto Quotidiano](https://www.ilfattoquotidiano.it/2026/06/22/eredita-agnelli-l11-settembre-per-john-elkann/8425885/) and [Open](https://www.open.online/2026/06/22/eredita-agnelli-margherita-contro-figlio-john-elkann-vittima-piano-fraudolento/). **A Swiss court in Thun declaring the Elkann siblings' suit inadmissible in April 2026 without reaching the merits, with costs against them:** [Reuters via Automotive News](https://www.autonews.com/stellantis/fiat/ane-elkann-inheritance-case-switzerland-0408/).
- **Net asset value of 33.2 billion euros at 31 December 2025 (down 13.0 percent), gross asset value 37.1 billion, net asset value per share 164.4 euros, the disclosed 56 percent discount, the long-term track record, and the 3,793 million euro consolidated loss driven by fair-value movements under investment-entity accounting:** the [Exor 2025 Annual Report](https://www.exor.com/system/files/2026/document-documents/EXOR%202025%20Annual%20Report.pdf). Net asset value is not simply gross asset value less gross debt; other liabilities are netted. **Agreed divestments of Iveco, GEDI, Lifenet and NUO for about two billion euros of 2026 proceeds, lifting deployable cash past 3.5 billion:** [Exor FY2025 results, 23 March 2026](https://www.exor.com/press-releases/2026-03-23/exor-reports-eu371-billion-gross-asset-value-end-2025). **The GEDI sale to Antenna Group with La Stampa excluded and sold separately; price undisclosed:** [Il Sole 24 Ore](https://en.ilsole24ore.com/art/la-repubblica-agreement-reached-gedi-the-divestiture-antenna-group-AIvsRJ7B). **IFI's net asset value of 1.2 billion euros in 2003 against Exor's 29.9 billion in 2022:** [Il Sole 24 Ore](https://www.ilsole24ore.com/art/tra-scatole-societarie-e-traslochi-l-eredita-moltiplicata-20-anni-AEB44gYC).
- **The estimate of John Elkann's indirect economic interest (roughly 13.5 to 15 percent of Exor, roughly two to three percent of Ferrari, roughly two percent of Stellantis):** my own calculation chaining the Dicembre, Giovanni Agnelli B.V. and Exor percentages cited above. It is not disclosed anywhere and is presented as an estimate.

*This post is informational and journalistic, describing publicly listed companies, public filings, and court records. It is not investment, tax, or legal advice, and no affiliation with Exor N.V., any Agnelli family entity, or any company named is implied or endorsed. Allegations described in the Turin proceedings are allegations only; as of mid-2026 no indictment, trial verdict, or admission of wrongdoing exists in that matter. Details are current as of mid-2026 and change.*


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