STMicroelectronics N.V.

Under the Securities Exchange Act of 1934 (Amendment No. 16 )*

Common Shares, nominal value €1.04 per share

(Date of Event Which Requires Filing of this Statement)

*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

Name of Reporting Person S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

Citizenship or Place of Organization The Netherlands

Number of Shares Beneficially Owned by Each Reporting Person With:

Aggregate Amount Beneficially Owned by Each Reporting Person 250,704,754

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares o

Percent of Class Represented by Amount in Row 9 28.1%

Name of Reporting Person S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

Citizenship or Place of Organization France

Number of Shares Beneficially Owned by Each Reporting Person With:

Aggregate Amount Beneficially Owned by Each Reporting Person 250,704,754

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares o

Percent of Class Represented by Amount in Row 9 28.1%

Name of Reporting Person S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

Citizenship or Place of Organization Italy

Number of Shares Beneficially Owned by Each Reporting Person With:

Aggregate Amount Beneficially Owned by Each Reporting Person 250,704,754

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares o

Percent of Class Represented by Amount in Row 9 28.1%

Name of Issuer: STMicroelectronics N.V. (the “Company”)

Address of Issuer’s Principal Executive Offices: WTC Schiphol Airport

(i) STMicroelectronics Holding N.V. (“ST Holding”)

(ii) Bpifrance Participations S.A. (“Bpifrance”)

(iii) Ministero dell’Economia e delle Finanze (“Ministry of the Economy and Finance”)

Address of Principal Business Office, or if none, Residence: (i) STMicroelectronics Holding N.V.

(iii) Ministero dell’Economia e delle Finanze

Title of Class of Securities: Common Shares, nominal value €1.04 per Share

If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is:

Amount beneficially owned: 250,704,754 common shares held of record by ST Holding on the Company’s share registry.

ST Holding is jointly controlled by Bpifrance and the Ministry of the Economy and Finance (see Exhibit 1 attached hereto).

Ownership is stated as of December 31, 2019 and the ownership percentages are based on 891,434,489 shares outstanding as of December 31, 2019, as disclosed by STMicroelectronics N.V. in its Form 6-K filed on January 24, 2020.

Number of shares as to which such person has:

Please see Items 5, 6, 7, 8, 9 and 11 of each cover sheet for each filing entity.

Ownership of Five Percent or Less of a Class:

Ownership of More than Five Percent on Behalf of Another Person:

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person: