Pirelli: Shareholders Meeting Held

2023 ANNUAL REPORT AND DISTRIBUTION OF DIVIDEND OF EURO 0.198 PER SHARE APPROVED

NEW BOARD OF STATUTORY AUDITORS NOMINATED, RICCARDO FOGLIA TAVERNA CHAIRMAN

THE REMUNERATION POLICY FOR 2024 AND NEW LTI PLAN APPROVED

VOTE IN FAVOUR OF REPORT ON COMPENSATION PAID IN 2023

EXTERNAL ACCOUNTS AUDITOR APPOINTED FOR THE NINE-YEAR PERIOD 2026-2034

The Shareholders’ Meeting of Pirelli & C. SpA took place today, in ordinary session, at Studio Marchetti in Milan, with the interventions of those having the right to vote exclusively through the Appointed Representative. The Shareholders’ Meeting was attended by 88.26% of the capital with voting rights.

The Shareholders’ Meeting approved, with more than 99.8% of the capital represented, the Annual Report for 2023, which closed with a Parent Company net profit of 242.9 million euro and a consolidated net profit of 495.9 million euro, approving the distribution of a dividend of 0.198 euro per ordinary share equal to a total dividend payout of 198 million euro before withholding taxes. The dividend will be payable on 26 June 2024 (ex-dividend of 24 June and record date 25 June).

The Shareholders’ Meeting appointed, using the slate voting system, the new Board of Statutory Auditors for the years 2024-2025-2026. It is composed by Riccardo Foglia Taverna, as Chairman, Maura Campra, Riccardo Perotta, Teresa Naddeo and Francesca Meneghel as standing auditors and Franca Brusco, Roberto Pirola and Enrico Holzmiller as alternate auditors. The Chairman of the Board of Statutory Auditors and the alternate auditor Franca Brusco were drawn from the minority slate (voted for by 17.16% of the capital represented at the Shareholders’ Meeting), presented by a group of savings management companies and institutional investors with stakes in Pirelli & C. SpA. The other auditors were drawn from the majority slate (voted for by 82.77% of the capital represented at the Shareholders’ Meeting) presented by Marco Polo International Italy Srl, also on behalf of Camfin SpA, Camfin Alternative Assets Srl and Longmarch Holding Srl. Compensation was set at 95,000 euro for standing auditor and 135,000 euro for the Chairman of the Board of Statutory Auditors.

The curricula of the auditors are available at the Company website www.pirelli.com

During the Shareholders’ Meeting, the Executive Vice Chairman Marco Tronchetti Provera, who chaired the meeting, expressed thanks, in particular, for the outgoing standing auditors Antonella Carù and Alberto Villani for their work for the Company.

Acting on a proposal of Board of Statutory Auditors, the Shareholders’ Meeting appointed KPMG S.p.A. (with 99.63% of the capital present) as External Auditor of the accounts of Pirelli & C. Spa for the period 2026-2034 and determined the related fees.

The Shareholders’ Meeting also approved the remuneration policy for 2024 (with 82.79% of capital present) and expressed itself in favour (with 83.16% of capital present) of the Report on compensation paid in 2023. The Shareholders’ Meeting also approved (with 83.22% of capital present) the adoption of the 3-year monetary incentive Plan for 2024-2026 (LTI Plan) for the management of the Pirelli Group.

The minutes of the Shareholders’ Meeting will be available to the public through the same modalities indicated above by 27 June 2024.