Consultation Agreement between Mediobanca Shareholders

At a general meeting of the Parties to the Consultation Agreement held today, 19 February 2025, with Angelo Casò in the chair, the Parties agreed the admission of the following shareholders to the Agreement:

•     AFL Srl, owned by Federico Falck, owner of 1.1 million Mediobanca shares (or 0.13% of the share capital). 
•     Alberto Aspesi (himself, and through investee company Bocca di Rosa Srl), with 2.7 million Mediobanca  shares (or 0.33% of the share capital).

The Parties also acknowledged the sale of 1,725,000 million Mediobanca shares (0.21%) by Aurelia Srl (Gavio group).
As a result of these transactions, the percentage represented by the Agreement increases from 11.62% to 11.87% of the company's share capital.

The Parties gathered in general meeting also:

•  Confirmed Angelo Casò as Chairman, with Massimo Doris and Alberto Pecci as Committee members.
•  Reviewed the Mediobanca Group's results for the six months ended 31 December 2024, approved by the Board of Directors on 10 February 2025, which confirm the validity of the specialized business model adopted focused on Wealth Management and Private and Investment Banking, which is able to offer significant and distinctive opportunities for growth as part of the “One Brand-One Culture” Strategic Plan.
• Duly noted, and shared, the preliminary assessments made by the Board of Directors of Mediobanca regarding the inadequacy of the public exchange offer launched by MPS.

Milan, 19 February 2025