⚠ Two Holders Control Half the VotesModerate threat

Ferrari (RACE) — threat to the moat

Two shareholders own a third of the equity and control half the votes, and the same fact is both the protection and the risk.

Two shareholders own 32% of Ferrari's equity and control 48.5% of its votes, and the gap is by design.

Ownership against control, February 2026Exor21.33% of shares | 32.32% of votesTrust Piero Ferrari10.67% of shares | 16.17% of votesThose two combined32.00% of shares | 48.49% of votesEverybody else64.20% of shares | 48.13% of votesBlackRock, the largest outside holder3.80% of shares | 3.38% of votesLoyalty voting: special voting shares after three continuous years of holding.
A third of the equity carries half the votes. The 64.20% held by everyone else carries less than the two of them together.

Exor — the Agnelli family holding company — held approximately 21.33% of the outstanding common shares and 32.32% of the voting power as of February 2026. Trust Piero Ferrari, established by the founder's son and vice chairman, held about 10.67% of shares and 16.17% of the votes.1 Together: roughly a third of the economics and 48.5% of the votes, against 48.1% for the 64.2% of shares held by everybody else.2

The instrument is the loyalty voting programme, which grants special voting shares to holders who register and keep their shares for three continuous years.3 It rewards patience, which is defensible for a company whose entire strategy is measured in decades. It also means that on any matter put to a vote — the annual accounts, dividends, the election and removal of directors, capital increases, amendments to the articles — two related holders effectively decide.4

Ferrari's own filing flags the consequence twice: that the interests of its largest shareholders may differ from those of other shareholders, and that the loyalty programme may reduce liquidity and adversely affect the share price.56 There is also director and officer overlap with those shareholders — John Elkann is executive chairman of Ferrari and chief executive of Exor.7

None of this has cost minority holders anything so far; the controlled-volume discipline is exactly what a long-horizon owner protects and a quarterly one erodes. The number to watch is the combined voting percentage, because the protection and the risk are the same fact.8

The number that tests this threat
Reported
Voting power held by two shareholders
48.5% of the votes on 32.0% of the equity

Exor held about 21.33% of the shares and 32.32% of the votes as of February 2026; Trust Piero Ferrari about 10.67% and 16.17%. The instrument is the loyalty voting programme, which grants special voting shares after three continuous years of holding. On any matter put to a vote — accounts, dividends, the election and removal of directors, capital increases, amendments to the articles — two related holders effectively decide, and John Elkann is executive chairman of Ferrari and chief executive of Exor. Nothing here has cost minority holders anything so far; a long-horizon owner is exactly who protects a volume discipline a quarterly one would erode. Watch the combined voting percentage, because the protection and the risk are the same fact.

Source: Ferrari Form 20-F, FY2025 ↗
References
  1. ReportedTrust Piero Ferrari, established by the founder's son and vice chairman, held about 10.67% of shares and 16.17% of the votes. Together: roughly a third of the economics and 48.5% of the votes, against 48.1% for the 64.2% of shares held by everybody else.
    Ferrari N.V., Form 20-F FY2025 — Item 6, Directors, Senior Management and Employees, and Item 7, Major Shareholders. As of February 2026 Exor N.V. held approximately 21.33% of the outstanding common shares and 32.32% of the voting power, and Trust Piero Ferrari held approximately 10.67% of shares and 16.17% of the voting power — together about 32.00% of the equity and 48.49% of the votes, against 64.20% of shares and 48.13% of the votes held by all other shareholders. BlackRock held 6,734,854 shares, 3.80% of shares and 3.38% of the votes. The disparity arises from the loyalty voting programme, under which shareholders who register and hold their shares continuously for three years receive special voting shares. The filing states that the interests of its largest shareholders may differ from those of other shareholders and that the loyalty voting programme may reduce the liquidity of the common shares and adversely affect their trading price. Matters put to a shareholder vote include the annual accounts, dividends, the election and removal of directors, capital increases and amendments to the articles of association. The board comprises John Elkann as Executive Chairman — who is also chief executive of Exor — Benedetto Vigna as Chief Executive Officer, Piero Ferrari as Vice Chairman, and directors including Delphine Arnault of Christian Dior Couture, Francesca Bellettini of Saint Laurent and Eddy Cue of Apple. — February 2026 · publ. 2026-02 · source ↗
  2. ReportedTogether: roughly a third of the economics and 48.5% of the votes, against 48.1% for the 64.2% of shares held by everybody else. The instrument is the loyalty voting programme, which grants special voting shares to holders who register and keep their shares for three continuous years.
    Ferrari N.V., Form 20-F FY2025 — Item 6, Directors, Senior Management and Employees, and Item 7, Major Shareholders. As of February 2026 Exor N.V. held approximately 21.33% of the outstanding common shares and 32.32% of the voting power, and Trust Piero Ferrari held approximately 10.67% of shares and 16.17% of the voting power — together about 32.00% of the equity and 48.49% of the votes, against 64.20% of shares and 48.13% of the votes held by all other shareholders. BlackRock held 6,734,854 shares, 3.80% of shares and 3.38% of the votes. The disparity arises from the loyalty voting programme, under which shareholders who register and hold their shares continuously for three years receive special voting shares. The filing states that the interests of its largest shareholders may differ from those of other shareholders and that the loyalty voting programme may reduce the liquidity of the common shares and adversely affect their trading price. Matters put to a shareholder vote include the annual accounts, dividends, the election and removal of directors, capital increases and amendments to the articles of association. The board comprises John Elkann as Executive Chairman — who is also chief executive of Exor — Benedetto Vigna as Chief Executive Officer, Piero Ferrari as Vice Chairman, and directors including Delphine Arnault of Christian Dior Couture, Francesca Bellettini of Saint Laurent and Eddy Cue of Apple. — February 2026 · publ. 2026-02 · source ↗
  3. ReportedThe instrument is the loyalty voting programme, which grants special voting shares to holders who register and keep their shares for three continuous years. It rewards patience, which is defensible for a company whose entire strategy is measured in decades.
    Ferrari N.V., Form 20-F FY2025 — Item 6, Directors, Senior Management and Employees, and Item 7, Major Shareholders. As of February 2026 Exor N.V. held approximately 21.33% of the outstanding common shares and 32.32% of the voting power, and Trust Piero Ferrari held approximately 10.67% of shares and 16.17% of the voting power — together about 32.00% of the equity and 48.49% of the votes, against 64.20% of shares and 48.13% of the votes held by all other shareholders. BlackRock held 6,734,854 shares, 3.80% of shares and 3.38% of the votes. The disparity arises from the loyalty voting programme, under which shareholders who register and hold their shares continuously for three years receive special voting shares. The filing states that the interests of its largest shareholders may differ from those of other shareholders and that the loyalty voting programme may reduce the liquidity of the common shares and adversely affect their trading price. Matters put to a shareholder vote include the annual accounts, dividends, the election and removal of directors, capital increases and amendments to the articles of association. The board comprises John Elkann as Executive Chairman — who is also chief executive of Exor — Benedetto Vigna as Chief Executive Officer, Piero Ferrari as Vice Chairman, and directors including Delphine Arnault of Christian Dior Couture, Francesca Bellettini of Saint Laurent and Eddy Cue of Apple. — February 2026 · publ. 2026-02 · source ↗
  4. ReportedIt also means that on any matter put to a vote — the annual accounts, dividends, the election and removal of directors, capital increases, amendments to the articles — two related holders effectively decide. Ferrari's own filing flags the consequence twice: that the interests of its largest shareholders may differ from those of other shareholders, and that the loyalty programme may reduce liqui...
    Ferrari N.V., Form 20-F FY2025 — Item 6, Directors, Senior Management and Employees, and Item 7, Major Shareholders. As of February 2026 Exor N.V. held approximately 21.33% of the outstanding common shares and 32.32% of the voting power, and Trust Piero Ferrari held approximately 10.67% of shares and 16.17% of the voting power — together about 32.00% of the equity and 48.49% of the votes, against 64.20% of shares and 48.13% of the votes held by all other shareholders. BlackRock held 6,734,854 shares, 3.80% of shares and 3.38% of the votes. The disparity arises from the loyalty voting programme, under which shareholders who register and hold their shares continuously for three years receive special voting shares. The filing states that the interests of its largest shareholders may differ from those of other shareholders and that the loyalty voting programme may reduce the liquidity of the common shares and adversely affect their trading price. Matters put to a shareholder vote include the annual accounts, dividends, the election and removal of directors, capital increases and amendments to the articles of association. The board comprises John Elkann as Executive Chairman — who is also chief executive of Exor — Benedetto Vigna as Chief Executive Officer, Piero Ferrari as Vice Chairman, and directors including Delphine Arnault of Christian Dior Couture, Francesca Bellettini of Saint Laurent and Eddy Cue of Apple. — February 2026 · publ. 2026-02 · source ↗
  5. ReportedFerrari's own filing flags the consequence twice: that the interests of its largest shareholders may differ from those of other shareholders, and that the loyalty programme may reduce liquidity and adversely affect the share price. There is also director and officer overlap with those shareholders — John Elkann is executive chairman of Ferrari and chief executive of Exor.
    Ferrari N.V., Form 20-F FY2025 — Item 6, Directors, Senior Management and Employees, and Item 7, Major Shareholders. As of February 2026 Exor N.V. held approximately 21.33% of the outstanding common shares and 32.32% of the voting power, and Trust Piero Ferrari held approximately 10.67% of shares and 16.17% of the voting power — together about 32.00% of the equity and 48.49% of the votes, against 64.20% of shares and 48.13% of the votes held by all other shareholders. BlackRock held 6,734,854 shares, 3.80% of shares and 3.38% of the votes. The disparity arises from the loyalty voting programme, under which shareholders who register and hold their shares continuously for three years receive special voting shares. The filing states that the interests of its largest shareholders may differ from those of other shareholders and that the loyalty voting programme may reduce the liquidity of the common shares and adversely affect their trading price. Matters put to a shareholder vote include the annual accounts, dividends, the election and removal of directors, capital increases and amendments to the articles of association. The board comprises John Elkann as Executive Chairman — who is also chief executive of Exor — Benedetto Vigna as Chief Executive Officer, Piero Ferrari as Vice Chairman, and directors including Delphine Arnault of Christian Dior Couture, Francesca Bellettini of Saint Laurent and Eddy Cue of Apple. — February 2026 · publ. 2026-02 · source ↗
  6. ReportedFerrari's own filing flags the consequence twice: that the interests of its largest shareholders may differ from those of other shareholders, and that the loyalty programme may reduce liquidity and adversely affect the share price. There is also director and officer overlap with those shareholders — John Elkann is executive chairman of Ferrari and chief executive of Exor.
    Ferrari N.V., Form 20-F FY2025 — Item 6, Directors, Senior Management and Employees, and Item 7, Major Shareholders. As of February 2026 Exor N.V. held approximately 21.33% of the outstanding common shares and 32.32% of the voting power, and Trust Piero Ferrari held approximately 10.67% of shares and 16.17% of the voting power — together about 32.00% of the equity and 48.49% of the votes, against 64.20% of shares and 48.13% of the votes held by all other shareholders. BlackRock held 6,734,854 shares, 3.80% of shares and 3.38% of the votes. The disparity arises from the loyalty voting programme, under which shareholders who register and hold their shares continuously for three years receive special voting shares. The filing states that the interests of its largest shareholders may differ from those of other shareholders and that the loyalty voting programme may reduce the liquidity of the common shares and adversely affect their trading price. Matters put to a shareholder vote include the annual accounts, dividends, the election and removal of directors, capital increases and amendments to the articles of association. The board comprises John Elkann as Executive Chairman — who is also chief executive of Exor — Benedetto Vigna as Chief Executive Officer, Piero Ferrari as Vice Chairman, and directors including Delphine Arnault of Christian Dior Couture, Francesca Bellettini of Saint Laurent and Eddy Cue of Apple. — February 2026 · publ. 2026-02 · source ↗
  7. ReportedThere is also director and officer overlap with those shareholders — John Elkann is executive chairman of Ferrari and chief executive of Exor. None of this has cost minority holders anything so far; the controlled-volume discipline is exactly what a long-horizon owner protects and a quarterly one erodes.
    Ferrari N.V., Form 20-F FY2025 — Item 6, Directors, Senior Management and Employees, and Item 7, Major Shareholders. As of February 2026 Exor N.V. held approximately 21.33% of the outstanding common shares and 32.32% of the voting power, and Trust Piero Ferrari held approximately 10.67% of shares and 16.17% of the voting power — together about 32.00% of the equity and 48.49% of the votes, against 64.20% of shares and 48.13% of the votes held by all other shareholders. BlackRock held 6,734,854 shares, 3.80% of shares and 3.38% of the votes. The disparity arises from the loyalty voting programme, under which shareholders who register and hold their shares continuously for three years receive special voting shares. The filing states that the interests of its largest shareholders may differ from those of other shareholders and that the loyalty voting programme may reduce the liquidity of the common shares and adversely affect their trading price. Matters put to a shareholder vote include the annual accounts, dividends, the election and removal of directors, capital increases and amendments to the articles of association. The board comprises John Elkann as Executive Chairman — who is also chief executive of Exor — Benedetto Vigna as Chief Executive Officer, Piero Ferrari as Vice Chairman, and directors including Delphine Arnault of Christian Dior Couture, Francesca Bellettini of Saint Laurent and Eddy Cue of Apple. — February 2026 · publ. 2026-02 · source ↗
  8. ReportedThe number to watch is the combined voting percentage, because the protection and the risk are the same fact.
    Ferrari N.V., Form 20-F for the year ended 31 December 2025 (SEC, CIK 1648416) — Item 4, Information on the Company. Ferrari sells in over 60 markets worldwide through a network of 181 authorized dealers operating 195 points of sale as of the end of 2025; the largest dealer accounted for approximately 3.0% of shipments and the fifteen largest for approximately 25%. Allocations are determined by geography and dealer on metrics including expected developments in the relevant market, the number of cars sold historically by the various dealers, dealers current order books and the average waiting time of the end client in the relevant market; an order reporting system collects and monitors end-client orders and assists in production planning, allocation and dealer management. Ferrari rewards loyal clients through driving events and other initiatives and, most importantly, offers its most loyal and active clients preferential access to its newest, most exclusive and highest value cars. It states that resilience of the car value after a period of ownership is an important competitive dimension because higher resilience decreases the total cost of ownership and promotes repeat purchases, which it believes is a strong competitive advantage. The company intends to continue pursuing its controlled volume and growth strategy in line with the business plan announced at its October 2025 Capital Markets Day and plans to launch an average of four new models per year over 2026 to 2030. Six new models were launched in 2025 — the 296 Speciale, 296 Speciale A, Amalfi, 849 Testarossa, 849 Testarossa Spider and the Ferrari Luce, its first full electric model. The first reveal phase of the Ferrari Luce took place in October 2025 with the presentation of its key technical components and product development strategy, followed in February 2026 by the unveiling of the interior design and the announcement of the model name; the current product portfolio includes cars presented in 2025 for which shipments will commence in future years. The portfolio comprises nine Range models, four Special Series models and one Supercar, the F80. Scuderia Ferrari is described as the most successful team in the sport history, having claimed 16 Constructors and 15 Drivers world titles since the inaugural World Championship in 1950, and Ferrari won the 24 Hours of Le Mans in 2023, 2024 and 2025. Personalization runs from the Atelier through the Tailor Made program, whose dedicated designers guide clients through exclusive materials, and the One-Off program; existing Tailor Made centers are in Maranello, New York and Shanghai, with new centers announced for Tokyo and Los Angeles by 2027. All production takes place in Maranello, Italy, where the e-Building, inaugurated in 2024, is used to produce and develop models with internal combustion, hybrid and full electric powertrains as well as strategic electrical components including high-voltage battery packs, e-axles, inverters and electric engines; construction of a new paint shop began in 2024, which will allow Ferrari to satisfy further personalizations in-house. The company had 5,718 employees. — FY2025 · publ. 2026-02 · source ↗
Sources
Generated September 23, 2026