Naturgy Energy Group SA: Shareholder Dynamics, Regulatory Scrutiny and Market Context
Shareholder Agreement and Ownership Shift
On 18 December 2025, Naturgy Energy Group SA announced a shareholder agreement involving CVC Funds and Alba. The document, registered under number 38220 with the Spanish National Securities Market Commission (CNMV), marks a pivotal change in the company’s ownership structure. While the agreement’s full terms have not yet been disclosed, it signals an intensified interest from institutional investors in the utility’s strategic direction.
A day later, on 19 December 2025, the CNMV published a supplement to the initial communication (registration 38220), confirming the execution of the agreement and providing additional details on the allocation of shares. These developments arrive amid a broader context of evolving shareholder influence, as reported by El Faro de Vigo on 20 December. The article highlights a “great revolution in the shareholding” with Criteria once again positioned as a protective shield. Naturgy, Spain’s leading gas supplier and the third‑largest electricity provider, has faced continuous turbulence in governance due to the divergent profiles of its major shareholders. The new partnership with CVC Funds and Alba may help consolidate a more unified strategic vision.
Regulatory Penalty from the CNMC
Earlier on 19 December, the Comisión Nacional de los Mercados y la Competencia (CNMC) imposed a fine of €5.08 million on UFD Distribución Electricidad, Naturgy’s electric distribution subsidiary. The penalty relates to alleged restrictive practices in the installation of electric meters between May 2018 and May 2021. According to RTVE and Expansion, the subsidiary allegedly impeded competitors by misinterpreting regulatory provisions, thereby limiting market entry for meter installers. UFD has acknowledged the issue and states that corrective measures were implemented in May 2021, but the fine remains in effect.
Market Performance and Investor Sentiment
Naturgy’s share price closed at €24.80 on 18 December 2025, comfortably within its 52‑week range of €22.76 to €27.90. With a market capitalization of approximately €23.68 billion and a price‑earnings ratio of 11.33, the stock remains attractively priced relative to sector peers, as highlighted by Morningstar’s monthly review of undervalued European equities. The company’s fundamentals—stable revenue streams from gas supply, liquefaction, regasification, and distribution—provide a solid backdrop for the current shareholder realignment.
The broader Spanish market also experienced significant activity during this period. The Ibex 35 reached a new historical record of 17 169.8 points on 19 December, up 1.87 % for the week, and briefly surpassed 17 200 intraday on the same day. These market highs reflect investor optimism across sectors, potentially benefiting utility stocks such as Naturgy that offer defensive characteristics.
Outlook
Naturgy’s recent shareholder agreement and regulatory settlement represent two contrasting forces: the former indicates a potential consolidation of strategic direction and capital, while the latter underscores the company’s need to address compliance and governance issues. As the utility navigates these developments, investors will likely monitor the resolution of the CNMC fine, the performance of the new shareholder partnership, and the company’s ability to maintain its dividend policy amid evolving market conditions.
In sum, Naturgy Energy Group SA is undergoing a significant transformation at the shareholder level while simultaneously addressing regulatory challenges, all against a backdrop of a buoyant Spanish equity market.




