FinecoBank

Remuneration Information • Mar 28, 2022

Annex I

DISCLOSURE ON REMUNERATION PURSUANT TO ARTICLE 450 OF THE REGULATION (EU) NO. 575/2013 AND THE REGULATION (EU) NO. 637/2021

1. DISCLOSURE ON THE COMPENSATION POLICY

This document provides information on the remuneration policy and practices for the categories of personnel whose professional activities have a significant impact on the risk profile of the institution pursuant to article 450 of EU Regulation no. 575/2013.

The data will be displayed in a table format in application of the provisions of the Implementing Regulation (EU) no. 637/2021 as represented below.

1.1 QUALITATIVE DISCLOSURE

The EU REMA Qualitative Table, in line with article 450 of EU Regulation no. 575/2013, describes the main elements of their remuneration policies and how they are implemented, providing information on the decision-making process underlying the definition of the remuneration policy, including the role of the Remuneration Committee, which is the body responsible for overseeing remuneration.

Furthermore, the table describes characteristics and structure of the remuneration system for Identified Staff, with particular reference to the link between remuneration and performance and the ex-ante and expost risk correction mechanisms.

In addition, disclosure is provided with regard to the ratio between variable and fixed remuneration, the criteria used to determine the balance between the cash and share component, the deferral scheme, the payments in financial instruments, the applicable retention periods and the vesting of the variable remuneration.

1.2 QUANTITATIVE DISCLOSURE

Table EU REM1 includes the amounts of remuneration awarded to Identified Staff for the performance year 2021, both fixed and variable remuneration. A breakdown of the cash and share component, as well as the upfront and deferred portion of the variable remuneration is also provided.

The special payments for Identified Staff awarded or made in 2021, with specific reference to severance indemnities (both paid in advance and deferred) are shown in Table EU REM2.

Table EU REM3 indicates the amounts of deferred remuneration linked to previous performance years.

Table EU REM4 reports the number of identified staff members who were awarded a remuneration equal to or higher than EUR 1 million for the performance year 2021.

Finally, aggregated quantitative data is provided on the remuneration of personnel whose professional activities have a significant impact on the risk profile of the institution (Table EU REM5).

1.1 QUALITATIVE DISCLOSURE

	Table EU REMA – Remuneration Policy
a) Information relating to the bodies that over see remuneration.	Name, composition and mandate of the main body (management body or remuneration committee as applica ble) overseeing the remuneration policy and the number of meetings held by that main body during the financial year.
	The body that oversees the application of the Remuneration Policy and the design of the compensation systems is the Remuneration Committee.
	The Committee is composed by 3 non-executive Directors, which are independent pursuant to art. 148 TUF and art. 2 of the Corporate Governance Code.
	As required by the "Corporate Governance Rules" internal regulation, the Committee has the role of presenting pro posals and issuing opinions to the Board of Directors in relation to the Group's remuneration strategy, including, by way of example, the criteria for determining remuneration, performance targets, equity incentive plans etc., also supervising the overall consistency and application of the approved Remuneration Policy (for more details on the role of the Remu neration Committee, refer to Section II, p. 2.1 of the 2022 Remuneration Policy).
	The Remuneration Committee held 11 meetings in 2021.
	External consultants whose advice has been sought, the body by which they were commissioned, and in which areas of the remuneration framework.
	As provided for by the applicable legislation, in 2021 the Committee, in performing its duties, was supported by an exter nal consultant (Willis Towers Watson), specialized in advisory services, (providing, for example, market practices analysis on remuneration, updates on the reference regulatory framework, proposals for the definition of the peer group, etc.). The external advisor, whose independence had been previously verified, was appointed by the Remuneration Commit tee following a selection process, within the budget assigned by the Board of Directors.
	A description of the scope of the institution's remuneration policy (eg by regions, business lines), including the extent to which it is applicable to subsidiaries and branches located in third countries.
	The remuneration policy of the FinecoBank Group applies to the company FinecoBank S.p.A, the parent company of the Group, with reference to the employees, taking into account the specifics of their roles and duties, and to the Finan cial Advisors in line with the specific remuneration of the latter.
	Specific provisions contained in the Remuneration Policy apply exclusively to the Group's Identified Satff, as identified according to the criteria established by the relevant legislation.
	FinecoBank, in its capacity as parent company, ensures that the remuneration in the group companies, with specific reference to the subsidiary Fineco Asset Management DAC, is compliant with the principles and rules established by the Group Remuneration Policy and with the specific industry and local regulatory framework
	A description of the staff or categories of staff whose professional activities have a material impact on institu tions' risk profile.
	As a result of the analysis, conducted in line with the provisions of the Circular no. 285 of 2013 of the Bank of Italy and the EU Delegated Regulation 604/2014, the following categories of employees of staff whose professional activities have a material impact on institutions' risk profile have been defined for 2021: non-Executive Directors member of the Board, Chief Executive Officer and General Manager, Executives with strategic responsibility, executive positions in Company Control Functions (Compliance, Risk management, Internal Audit and Anti-Money Laundering) and other positions that are responsible for strategic decisions which may have a relevant impact on the Group's risk profile (e.g. human resources, legal affairs etc.).
	In any case, all employees with Global band title equal to or greater than Senior Vice President are included among the Identified Staff.
	The Financial Advisors belonging to the 2021 Identified Staff are those who have an overall annual remuneration equal to or greater than 750,000 Euro and those who coordinate Financial Advisors with total assets equal to or greater than 5% of the total assets attributable to the Network.
	For more details, refer to Section I paragraph 5.1 of the 2021 Remuneration Policy.

b) Information relating to the design and struc	An overview of the key features and objectives of remuneration policy, and information about the decision-mak ing process used for determining the remuneration policy and the role of the relevant stakeholders.
ture of the remuneration system for identified staff	The principles established by the Remuneration Policy are the pillars used to define the remuneration systems. Fineco's approach to remuneration, consistent with the legislation and best market practices, ensures the link to performance, external context and market practices, business strategies and long-term interests of shareholders.
	Notably, the Remuneration Policy aims to define incentive systems consistent with corporate values and objectives (including those of sustainable finance that take into account environmental, social and governance (ESG) factors), with company results and with an effective risk management in line with the reference framework for determining the risk appetite and with capital and liquidity levels.
	Appropriate remuneration and incentive mechanisms strive to support the creation of a working environment that is inclusive of any form of diversity and capable of encouraging the expression of individual potential, attracting, retaining and motivating highly qualified resources.
	In line with our remuneration governance model characterized by clarity, reliability and transparency in the deci sion-making processes, the Remuneration Policy is drawn up by the Human Resources function, with the involvement of the other company functions based on the area of expertise and validated by the Compliance and Risk Management function before being submitted to the Remuneration Committee.
	The Remuneration Policy, upon proposal of the Remuneration Committee, is submitted annually to the Board of Direc tors and subsequently to the Shareholders' Meeting for approval, in line with regulatory requirements.
	Information on the criteria used for performance measurement and ex ante and ex post risk adjustment.
	The link between profitability, risk and remuneration is guaranteed by directly linking the bonus pool with company results and relevant risk profiles as defined in the reference framework for determining the risk appetite.
	Notably, specific entry conditions are defined, which act as an ex-ante risk adjustment mechanisms and assess the Group's performance in terms of profitability, capital and liquidity.
	Only if all entry conditions are met, the bonus pool is confirmed with the possibility of applying further adjustments based on the overall assessment of the risk factors included in the risk-weighting mechanism "CRO dashboard". The CRO dashboard includes specific risk indicators taken from the Risk Appetite Framework1
	Once the bonus pool is defined, individual bonuses are determined within the annual performance appraisal process, based on the principles of transparency and clarity to ensure a direct link between variable remuneration and perfor mance.
	The variable remuneration awarded or paid is subject to ex-post risk adjustment mechanisms (malus and claw back respectively) that take into account individual behavior.
	Notably, these measures make it possible to reduce, cancel or request the return of any form of variable remuneration. For more details, please refer to the Focus on "Compliance breach, individual malus and claw back" in Section I para graph 3.2 of the Remuneration Policy.
	Whether the management body or the remuneration committee where established reviewed the institution's remuneration policy during the past year, and if so, an overview of any changes that were made, the reasons for those changes and their impact on remuneration.
	In 2021, the Remuneration Committee reviewed the 2020 Remuneration Policy making appropriate changes in order to comply with the most recent updates of the regulatory framework and in line with market practices.
	The following are the main changes introduced compared to 2020:
	- With reference to the variable remuneration payment structures, the deferral period is extended from 4 to 5 years for the roles identified by the regulations with no significant variable remuneration. For the other Identified Staff with a no significant variable remuneration, the deferral period is extended from 3 to 4 years.
	- A share-based Long-term Incentive Plan was approved for selected Employees, considered "key resources". The plan sets objectives for the three-year performance period 2021-2023 in terms of value creation, industrial sustain ability, risk and stakeholder value (ESG), in line with the long-term objectives of the 2020-2023 Multi Year Plan. The Plan provides for entry and malus conditions, claw-back conditions and a specific risk-adjustment mechanism.
	- In the Remuneration Report, a specific paragraph has been included on comparison data pertaining to the annual change in remuneration and company's results, as requested by the update of the Consob Issuers' Regulation (11 December 2020).

1 This process also applies to the definition of the bonus pool for Financial Advisors.

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	Information of how the institution ensures that staff in internal control functions are remunerated independently of the businesses they oversee.
	In order to guarantee the independence of the corporate control functions (Internal Audit, Compliance, Risk Manage ment, Anti-Money Laundering) from the results of the areas they monitor and to minimize potential conflicts of interest, no economic objectives or objectives linked to the economic results of the monitored areas are assigned. The individu al objectives for the employees of these functions primarily reflect the performance of their own function.
	Additionally, the variable remuneration of Identified Staff of the Company Control Functions cannot exceed 1/3 of the fixed remuneration in line with the applicable regulatory framework and the incentive systems reflect the nature of their responsibilities and consistent with market practices.
	In order to adequately remunerate qualified and expert personnel in these functions, the Identified staff belonging to the corporate control functions benefit from a specific "Role based allowance", classified as fixed remuneration.
	Economic goals are also avoided for the Head of Human Resources and the Manager in charge of financial statements, whose remuneration is predominantly fixed.
	For the Identified Staff belonging to the Control Functions, Human Resources and Manager in Charge, any implications on the annual bonus of the application of the Zero Factor clause, which is activated in the event of failure to achieve at least one of the access conditions, are assessed in a manner specifically by the Board of Directors, considering their independence from the economic results of the areas under their control.
	For the Identified Staff belonging to the Control Functions, Human Resources and Manager in Charge of the Financial Statements, the implications on the annual bonus of the application of the Zero Factor will be specifically assessed by the Board of Directors, considering their independence with respect to the economic results of the areas subject to their control.
	From a governance point of view, the Remuneration Committee directly supervises the remuneration of all Identified Staff belonging to the corporate control functions, regardless of their global band title, making proposals to the Board of Directors on the amounts of remuneration to be awarded.
	Policies and criteria applied for the award of guaranteed variable remuneration and severance payments.
	Non-standard remuneration is subject to an-hoc decision-making process through the involvement of the relevant functions and, where required, by the corporate bodies, and is limited only to exceptional situations related to new hires, the launch of special projects, the achievement of extraordinary results, high retention risk for critical/strategic employees/roles.
	Welcome bonuses, special awards, retention bonuses are considered variable remuneration and as such, is subject to the applicable rules (e.g. maximum ratio between variable and fix remuneration, deferral scheme) as well as to malus conditions and claw-back actions, as legally enforceable.
	Role-Based Allowances are considered fixed remuneration.
	Non-standard remuneration must in any case comply with regulations in force and the governance processes of Fine coBank S.p.A. and FinecoBank Group, is periodically monitored and subject to disclosure.
	With reference to severance pay, the Shareholders' Meeting of 10 April 2019 approved the Termination Payments Policy (so-called "Severance"), incorporating the regulatory provisions of the Circular no. 285/ 2013 of the Bank of Italy, and in particular the provisions regarding the amounts agreed in view of or on the occasion of the early termination of the employment relationship.
	For more details, refer to Section I paragraph 3.3 of the 2021 Remuneration Policy.
c) Description of the ways in which current and future risks are tak en into account in the remuneration process es.	As described in point b), the link between risk and remuneration is guaranteed by directly linking the bonus pool with the relevant risk profiles as defined in the reference framework for determining the risk appetite. Notably, only if all entry conditions are met, the bonus pool is confirmed with the possibility of applying further adjust ments (as a multiplier) based on the overall assessment of the risk factors included in the "CRO dashboard". The CRO dashboard is risk-adjustment mechanism that includes specific risk indicators taken from the Risk Appetite Framework, such as, by way of example, capital, liquidity, credit, operational risk etc. The Risk Management function performs the CRO Dashboard evaluation resulting in a multiplier of the bonus pool according to a negative (50% and 75%), neutral (100%) or positive (110% and 120%) ranges. The opportunity to award an extra performance in the bonus pool can only be granted in case of positive EVA at the end of the financial year2. For more details, refer to Section I paragraph 5.2 and 5.3 of the 2021 Remuneration Policy.
d) The ratios between	In compliance with the applicable regulatory provisions, the Ordinary Shareholders' Meeting of FinecoBank established
fixed and variable remu neration set in accord	a maximum ratio between the variable and fixed component of the remuneration equal to 2:1 for employees belonging to the business functions.
ance with point (g) of Article 94(1) CRD.	For the rest of the employees, a maximum ratio equal to 1:1 is usually adopted. The variable remuneration of Identified Staff in company control functions cannot exceed 1/3 of the fixed remuneration. The remuneration is predominantly fixed for the Head of Human Resources and the Manager in charge of financial statements. For the aforementioned Functions, the incentive mechanisms are consistent with the assigned tasks as well as independent from the results of the areas under their control. With reference to applicable regulations, for Financial Advisors belonging to Identified Staff, a 2:1 ratio is applied be
	tween the non-recurring and the recurring component of the remuneration. The adoption of a ratio of 2:1 between vari able and fixed compensation does not have any implication on the Bank's capacity to continue to respect all prudential rules, in particular capital requirements.

2 The risk-adjustment mechanism applies also to the bonus pool for financial advisors with a correction range from 50% to 125%.

e) Description of the	An overview of main performance criteria and metrics for institution, business lines and individuals.
ways in which the in stitution seeks to link performance during a performance measure	The link between profitability and remuneration is guaranteed by directly linking the bonus pool with company results. Notably, specific entry conditions are defined, which assess the Group's performance in terms of profitability, capital and liquidity.
ment period with levels of remuneration.	Entry conditions take into consideration, in fact, the following corporate performance indicators: Net Operating Profit adjusted, Net Profit, CET1 Ratio, Liquidity Coverage Ratio, Net Stable Funding Ratio (for the definitions, refer to Section I, paragraph 5.2 of the 2021 Remuneration Policy).
	The achievement of all entry conditions allows to confirm the bonus pool defined in the budget phase by applying the "funding rate", a percentage of the Net Operating Profit (net of Provisions for Risk and Charges, corresponding to Profit Before Tax), and taking into consideration historical data analysis, expected profitability, business strategy and previous
	year pool. Further adjustments to the bonus pool can be applied on the basis of the overall assessment of the risk factors included in the so-called "CRO dashboard (as described in point c). For the subsidiary Fineco Asset Management DAC, additional entry conditions are envisaged at local level, which reflect the specific nature of the business, as well as other performance and risk adjustment parameters.
	With regard to employees, individual bonuses are defined within the annual performance appraisal process, based on the principles of transparency and clarity to ensure a direct link between variable remuneration and performance, taking into consideration the internal benchmarking analysis based on the role and in compliance with the maximum ratio between variable and fixed remuneration approved by the Shareholder's Meeting.
	The annual performance appraisal process requires a goal-setting phase at the beginning of the year for all Identified Staff. The individual goals are assigned through the Scorecard, which adequately balances economic-financial and non-economic factors, and requires a minimum of 5 and maximum 8 goals that reflect the Bank and FinecoBank Group's strategy. The Scorecard includes 4-6 quantitative/strategic goals, equally weighted, with an overall incidence of 70% on the Scorecard, and up to 2 qualitative/sustainable goals (if the case, equally weighted) with a 30% incidence on the
	Scorecard. For Company Control Functions, Human Resources department and the Manager in charge of financial statements, no goals linked to economic results area assigned, in order to minimize potential conflicts of interest and be independent from the results of the respective areas.
	The appraisal system is based on a 5-rating scale with a descriptive outcome (from "Below Expectations" to "Greatly Exceeds Expectations"), which drives the definition of the individual bonus amount. Additionally, individual behaviors (compliance with internal and external rules and regulations, absence of disciplinary actions and completion of mandatory training) are also considered in order to award bonuses. With regard to Financial Advisor Identified Staff, the performance assessment is based on specific parameters (by way of example, net sales, development activities, percentage of achievement of the group net sales target, etc.).
	Additionally, individual compliance with internal and external rules and regulations and with the values of integrity of FinecoBank and the absence of disciplinary actions are verified.
	An overview of how amounts of individual variable remuneration are linked to institution-wide and individual performance.
	Variable remuneration is linked to company performance, as described in the previous point related to the bonus pool, the amount of which is directly proportional to the results achieved by the Bank. Individual bonus amounts are defined within the the annual performance appraisal process, based on the principles of transparency and clarity to ensure a direct link between variable remuneration and performance.
	Information on the criteria used to determine the balance between different types of instruments awarded includ ing shares, equivalent ownership interest, options and other instruments.
	Bonus is delivered through immediate (upfront) and deferred installments - in cash or in FinecoBank ordinary shares - over a maximum 6-year period. No other financial instruments are currently envisaged. In line with Circular no. 285/2013 of the Bank of Italy, at least 50% of the overall variable remuneration of Identified Staff is paid in FinecoBank ordinary shares.
	56% of the bonus of the Chief Executive Officer and General Manager and for other roles provided for by the law (such as Deputy General Managers, Managers of the main business areas, direct reports to the body with management func tions or strategic supervision etc.) with significant variable remuneration is paid in shares. The share quota is equal to 55% for the roles provided by law with no significant variable remuneration. Finally, for the other identified staff with no significant amount of total variable remuneration, the share component of the variable remuneration is equal to 50%. With reference to Financial Advisors, a balanced structure of payments in cash (50%) and shares (50%) was defined in 2021.
	Information of the measures the institution will implement to adjust variable remuneration in the event that performance metrics are weak, including the institution's criteria for determining "weak" performance metrics.
	Specific entry conditions link the bonus pool to company performance, based on profitability, capital and liquidity indi cators.
	The bonus pool is confirmed only if all entry conditions are met. If even one entry condition is not met, the Zero Factor clause is applied to the Identified Staff* thus zeroing out the bonus pool for the reference year while previous systems deferrals could be reduced from 50% to 100% of their value, based on final actual results.
	For the rest of the population a significant reduction will be applied. It is understood that the BoD can allocate part of the pool for retention purposes or to ensure the competitiveness on the market. For the Identified Staff belonging to the Control Functions, Human Resources and Manager in Charge of the Financial Statements, the implications on the annual bonus of the application of the Zero Factor will be specifically assessed by the Board of Directors, considering their independence with respect to the economic results of the areas subject to their control.

f) Description of the ways in which the insti tution seeks to adjust	An overview of the institution's policy on deferral, payout in instrument, retention periods and vesting of variable remuneration including where it is different among staff or categories of staff.
remuneration to take account of long-term performance.	Bonus is delivered through immediate (upfront) and deferred installments - in cash or in FinecoBank ordinary shares - over a maximum 6-year period. The payment structure has been defined in line with Bank of Italy provisions requiring a retention period for both upfront and deferred shares.
	The 2021 payment schemes are based on two time horizons (5 and 6 total years) differentiated on the basis of the target population and of the total amount of variable remuneration awarded for the performance year. For the CEO and GM and other roles provided by law with a significant amount of total variable remuneration in the performance year (>430,000 €) a 5-year deferral scheme applies with an overall payout structure of 6 years, with 60%
	of bonus deferred. 56% of the variable remuneration is delivered in shares (of which 20% upfront and 36% deferred), while 44% is pad in cash (of which 20% upfront and 24% deferred). For the other roles provided by law with no significant amount of total variable remuneration (≤430,000 €) a 5-year
	payout scheme applies with an overall payout structure of 6 years, with 50% of bonus deferred. 55% of the variable remuneration is delivered in shares (of which 25% upfront and 30% deferred), while 45% is pad in cash (of which 25% upfront and 20% deferred). For the other identified staff with no significant amount of total variable remuneration a 4-year deferral scheme applies
	with an overall payout structure of 5 years, with 40% of bonus deferred. 50% of the variable remuneration is delivered in shares (of which 30% upfront and 20% deferred), and 50% is pad in cash (of which 30% upfront and 20% deferred). No deferral was applied and the entire amount was paid in cash for annual variable remuneration equal to or less than 75,000 €.
	Regarding Financial Advisors, for the Identified Staff with a significant amount of total variable remuneration a 4-year deferral scheme applies with an overall payout structure of 5 years, with 60% of bonus deferred. 40% of the bonus is deferred over a 4-year period for the Identified Staff with no significant amount of total variable remuneration. In order to align the long-term interests of the Bank's Management with the long-term value creation for shareholders,
	a share based long-term incentive plan was launched. The Plan sets performance goals for the three-year performance period 2021-2023 in terms of value creation, industrial sustainability, risk and stakeholder value (ESG), in line with the 2020-2023 Multi Year Plan.
	The Plan performance goals such as ROAC, Net Sales of AUM, Cost Income Ratio, Cost of Risk on commercial loans, as well as ESG parameters, within the stakeholder value goal, namely customer satisfaction, people engagement and ESG rating for all new funds. The Plan provides for entry and malus conditions, claw-back conditions and a specific risk-adjustment mechanism.
	The plan provides for the allocation of FinecoBank ordinary shares to be delivered in several instalments over a mul ti-year period starting from 2024, defined according to the categories of beneficiaries and in line with applicable regu latory provisions. For further details, please refer to Section I paragraph 6 of the 2021 Remuneration Policy.
	Information of the institution' criteria for ex post adjustments (malus during deferral and clawback after vesting, if permitted by national law).
	Malus and claw-back clauses may be activated in order to take into account individual behaviors adopted in the refer ence period in which the variable remuneration in accrued3
	The malus clause, (i.e. the reduction/cancelation of the variable remuneration) can be activated within the referred period to the variable remuneration to be awarded or awarded but not already paid. The claw-back clause, (i.e. the return of all or part of the variable remuneration) can be activated with reference to the overall variable remuneration already paid, awarded for the performance period which the "violation" is referred to, without prejudice to more restrictive local laws or provisions and as legally enforceable, for a period up to 5 years after each instalment (upfront or deferred) has become available to the beneficiary (that means after deferrals and/or applicable holding period), even after the termination of the employment relationship.
	Malus and claw-back can be activated in case the individual: - has adopted conduct that does not comply with legal, regulatory or statutory provisions or with codes of ethics or conduct applicable to the bank, which resulted in a significant loss for the bank or for customers; - has displayed further conduct that does not comply with legal, regulatory or statutory provisions or with codes of ethics or conduct applicable to the bank, in the cases envisaged by the latter;
	- has contributed with fraudulent behavior or gross negligence to incurring significant financial losses, or by his conduct had a negative impact on the risk profile or on other regulatory requirements at Bank or FinecoBank Group level; - has engaged in misconduct and/or fails to take expected actions which contributed to significant reputational harm to the Bank or the FinecoBank Group, or which were subject to disciplinary measures by the Authority; - is the subject of disciplinary measures and initiatives envisaged in respect of fraudulent behavior or characterized by gross negligence during the reference period; - has infringed the requirements set out by articles 26 TUB and 53 TUB, where applicable, or the obligations regarding remuneration and incentives.
	Furthermore, malus and claw-back reflect the performance levels net of the risks assumed or actually achieved.
	The entry conditions as described in point e) work as malus conditions for the deferrals of previous year's incentive systems.
	For more details, refer to Section I paragraph 3.2 of the 2021 Remuneration Policy.
	Where applicable, shareholding requirements that may be imposed on identified staff.
	Share ownership guidelines set minimum levels for company share ownership for covered Executives, aiming to align managerial interests to those of shareholders by assuring appropriate levels of personal investment in FinecoBank shares over time. FinecoBank Board of Directors and Shareholders Meeting approved the following share ownership guidelines:
	- 1 x annual fixed remuneration for the Chief Executive Officer and General Manager - 0.5 x annual fixed remuneration for the other Executives with strategic responsibilities As a rule, the established such levels should be reached within 5 years from the first appointment in the role and they should be maintained for the entire duration of the office.
	The established levels should be reached through a linear pro-rata approach during the 5-year period, providing for a minimum portion every year, also considering the vesting equity granted under incentive plans.

3 Malus and claw back clauses apply also to Financial Advisors, compatibly with the specificity of their role

g) The description of the main parameters and rationale for any varia ble components scheme and any other non-cash benefit in accordance with point (f) of Article 450(1) CRR.	Information on the specific performance indicators used to determine the variable components of remuneration and the criteria used to determine the balance between different types of instruments awarded, including shares, equivalent ownership interests, share-linked instruments, equivalent non cash-instruments, options and other instruments. The overall variable remuneration (bonus pool) is defined consistently with the performance of the Bank, by applying the funding rate, a percentage of the Net Operating Profit (net of Provisions for Risk and Charges, corresponding to Profit Before Tax), and taking into consideration historical data analysis, expected profitability, business strategy and previous year pool. Further adjustments to the bonus pool can be applied on the basis of the overall assessment of the risk factors included in the so-called "CRO dashboard (as described in point c). Furthermore, as described in point e), in order to confirm the bonus pool, all entry conditions - which take into account corporate performance indicators such as Adjusted Net Operating Profit, Net Profit, CET1 Ratio etc. - must be met. The incentive system provides a balanced structure of "upfront" and "deferred" payments, in cash and/or in shares , to be paid over a multi-year period for all Identified Staff. With reference to the criteria adopted for balancing the share and cash components, please refer to point e) and for the description of the payout schemes refer to point f).
h) Upon demand from the relevant Member State or competent au thority, the total remu neration for each mem ber of the management body or senior manage ment.	Please refer to the 2021 Remuneration Report, Section II of the 2022 Remuneration Policy and Report.
i) Information on wheth er the institution bene fits from a derogation laid down in Article 94(3) CRD in accord ance with point (k) of Article 450(1) CRR.	For the purposes of this point, institutions that benefit from such a derogation shall indicate whether this is on the basis of point (a) and/or point (b) of Article 94(3) CRD. They shall also indicate for which of the remuneration principles they apply the derogation(s), the number of staff members that benefit from the derogation(s) and their total remuneration, split into fixed and variable remuneration. With reference to the remuneration paid in 2021, no derogation was applied pertaining to art. 94 paragraph 3 of the CRD as, at the time, it was not yet formally transposed into the Italian legal system. The 2021 Remuneration Policy set a specific threshold (so-called materiality threshold) of € 75,000, below which no deferral was applied to the short-term variable remuneration.
j) Large institutions shall disclose the quantita tive information on the remuneration of their collective management body, differentiating between executive and non-executive members in accordance with Arti cle 450(2) CRR.	Please refer to the 2021 Remuneration Report, Section II of the 2022 Remuneration Policy and Report.

1.2 QUANTITATIVE DISCLOSURE

Template EU REM1 - Remuneration awarded for the financial year

			a	b	c	d
			MB Supervisory function	MB Management function	Other senior management	Other identified staff
1		Number of identified staff	11	1	4	26
2		Total fixed remuneration	€ 1,270,570	€ 1,000,000	€ 1,840,000	€ 11,641,881
3		Of which: cash-based	€ 1,270,570	€ 1,000,000	€ 1,840,000	€ 11,641,881
4		(Not applicable in the EU)
EU-4a	Fixed remuneration	Of which: shares or equivalent ownership interests Of which: share-linked instruments or equivalent
5		non-cash instruments
EU-5x		Of which: other instruments
6		(Not applicable in the EU)
7		Of which: other forms
8		(Not applicable in the EU)
9		Number of identified staff		1	4	26
10		Total variable remuneration		€ 1,000,000	€ 2,240,000	€ 4,478,610
11		Of which: cash-based		€ 440,000	€ 987,840	€ 2,310,851
12		Of which: deferred		€ 240,000	€ 528,640	€ 928,609
EU-13a		Of which: shares or equivalent ownership interests		€ 560,000	€ 1,252,160	€ 1,860,879
EU-14a	Variable remuneration	Of which: deferred		€ 360,000	€ 792,960	€ 875,325
		Of which: share-linked instruments or equivalent
EU-13b		non-cash instruments
EU-14b		Of which: deferred
EU-14x		Of which: other instruments				€ 306,880
EU-14y		Of which: deferred				€ 197,280
15		Of which: other forms
16		Of which: deferred
17	Total remuneration (2 + 10)		€ 1,270,570	€ 2,000,000	€ 4,080,000	€ 16,120,490

Note Management Body Supervisory function: includes all members who held the office of director during the year 2021, even for a fraction of the year (therefore a director who resigned during the year and a director appointed during the year are also considered).

Note Other identified staff : includes the recurring and non-recurring remuneration of the 10 Financial Advisors classified as Identfied Staff for the year 2021.

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Template EU REM2 - Special payments to staff whose professional activities have a material impact on institutions' risk profile (identified staff)

		a	b	c	d
		MB Supervisory function	MB Management function	Other senior management	Other identified staff
	Guaranteed variable remuneration awards
1	Guaranteed variable remuneration awards - Number of identified staff
2	Guaranteed variable remuneration awards -Total amount
3	Of which guaranteed variable remuneration awards paid during the financial year, that are not taken into account in the bonus cap
	Severance payments awarded in previous periods, that have been paid out during the financial year
4	Severance payments awarded in previous periods, that have been paid out during the financial year - Number of identified staff			1
5	Severance payments awarded in previous periods, that have been paid out during the financial year - Total amount			€ 119,135
	Severance payments awarded during the financial year
6	Severance payments awarded during the financial year - Number of identified staff
7	Severance payments awarded during the financial year - Total amount
8	Of which paid during the financial year
9	Of which deferred
10	Of which severance payments paid during the financial year, that are not taken into account in the bonus cap
11	Of which highest payment that has been awarded to a single person

Note row 5 : amount paid in 2021 to an Executive with Strategic Responsibilities whose employment relationship ended in 2018.

Template EU REM3 - Deferred remuneration

		a	b	c	d	e	f	EU-g	EU-h
	Deferred and retained	Total amount of	Of which due to vest in the	Of which vesting in	Amount of performance	Amount of performance	Total amount of adjustment during the	Total amount of deferred	Total of amount of deferred
	remuneration	deferred remuneration	financial year	subsequent financial years	adjustment made in the	adjustment made in the	financial year due to ex post implicit	remuneration awarded	remuneration awarded for previous
		awarded for previous			financial year to	financial year to	adjustments (i.e.changes of value of	before the financial year	performance period that has
		performance periods			deferred remuneration	deferred remuneration	deferred remuneration due to the	actually paid out in the	vested but is subject to retention
					that was due to vest in	that was due to vest in	changes of prices of instruments	financial year	periods
					the financial year	future performance
	1 MB Supervisory function					years
2	Cash-based
	Shares or equivalent
3	ownership interests
	Share-linked instruments or
	equivalent non-cash
4	instruments
5	Other instruments
6	Other forms
	7 MB Management function	€ 3,347,200	€ 486,200	€ 2,861,000			€ 136,001	€ 874,068	€ 226,100
8	Cash-based	€ 896,200	€ 214,200	€ 682,000				€ 170,000
	Shares or equivalent
9	ownership interests	€ 2,451,000	€ 272,000	€ 2,179,000			€ 136,001	€ 704,068	€ 226,100
	Share-linked instruments or
	equivalent non-cash
10	instruments
11	Other instruments
12	Other forms
	13 Other senior management	€ 5,044,535	€ 1,388,357	€ 3,656,178			€ 504,639	€ 1,626,691	€ 428,320
14	Cash-based	€ 1,814,419	€ 408,992	€ 1,405,427				€ 297,000
	Shares or equivalent
15	ownership interests	€ 3,230,115	€ 979,365	€ 2,250,750			€ 504,639	€ 1,329,691	€ 428,320
	Share-linked instruments or
	equivalent non-cash
16	instruments
17	Other instruments
18	Other forms
20	19 Other identified staff Cash-based	€ 3,179,343 € 1,269,078	€ 909,357 € 239,712	€ 2,269,986 € 1,029,365			€ 230,098	€ 804,279 € 182,585	€ 278,585
	Shares or equivalent
21	ownership interests	€ 1,638,100	€ 637,645	€ 1,000,455			€ 229,406	€ 621,694	€ 278,585
	Share-linked instruments or
	equivalent non-cash
22	instruments
23	Other instruments	€ 272,166	€ 32,000	€ 240,166			€ 692
24	Other forms
	25 Total amount	€ 11,571,078	€ 2,783,914	€ 8,787,164			€ 870,738	€ 3,305,038	€ 933,005

Note column f : the total amount considers the amounts vested in 2021 (column b) and results from the change in the prices of the instruments (value at the grant compared to the current value).

Note column EU-h : the total amount includes the deferred portions of previous years's incentive systems vested before 2021 and subject to retention in 2021.

Note Other identified staff : includes data pertaining to the non-recurring remuneration of the Financial Advisors classified as Identfied Staff for the year 2021.

Note Other senior management: included an Executive with strategic responsibility whose employment relationship ended in 2018.

Template EU REM4 - Remuneration of 1 million EUR or more per year

		a
		Identified staff that are high earners as set out in Article
	EUR	450(i) CRR
1	1 000 000 to below 1 500 000	3
2	1 500 000 to below 2 000 000
3	2 000 000 to below 2 500 000	1
4	2 500 000 to below 3 000 000
5	3 000 000 to below 3 500 000
6	3 500 000 to below 4 000 000
7	4 000 000 to below 4 500 000
8	4 500 000 to below 5 000 000
9	5 000 000 to below 6 000 000
10	6 000 000 to below 7 000 000
11	7 000 000 to below 8 000 000

Template EU REM5 - Information on remuneration of staff whose professional activities have a material impact on institutions' risk profile (identified staff)

		a	b	c	d	e	f	g	h	i	j
			Management body remuneration				Business areas
		MB Supervisory function	MB Management function	Total MB	Investment banking	Retail banking	Asset management	Corporate functions	Independent internal control functions	All other	Total
1	Total number of identified staff										42
2	Of which: members of the MB	11	1	12
3	Of which: other senior management							4
4	Of which: other identified staff							12	4	10
5	Total remuneration of identified staff	€ 1,270,570	€ 2,000,000	€ 3,270,570				€ 8,154,968	€ 812,506	€ 11,233,016
6	Of which: variable remuneration		€ 1,000,000	€ 1,000,000				€ 4,074,400	€ 186,333	€ 2,457,877
7	Of which: fixed remuneration	€ 1,270,570	€ 1,000,000	€ 2,270,570				€ 4,080,568	€ 626,173	€ 8,775,140

Note Management Body Supervisory function : includes all members who held the office of director during the year 2021, even for a fraction of the year (therefore a director who resigned during the year and a director appointed during the year are also considered).

Note All other: includes the recurring and non-recurring remuneration of the 10 Financial Advisors classified as Identfied Staff for the year 2021.