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Expert.Ai

Share Issue/Capital Change Aug 5, 2025

4049_rns_2025-08-05_9447b800-10d0-4f75-b037-07138b90e5ec.pdf

Share Issue/Capital Change

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Informazione
Regolamentata n.
20040-37-2025
Data/Ora Inizio Diffusione
5 Agosto 2025 16:50:12
Euronext Growth Milan
Societa' : EXPERT.AI
Identificativo Informazione
Regolamentata
: 208909
Utenza - referente : EXPERTSYSTN02 - Francesca Spaggiari
Tipologia : 2.5; 2.3
Data/Ora Ricezione : 5 Agosto 2025 16:50:12
Data/Ora Inizio Diffusione : 5 Agosto 2025 16:50:12
Oggetto : Share Capital Change Notification
Testo
del
comunicato

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PRESS RELEASE

Share Capital Change Notification Filing of Certificate Pursuant to Article 2444 of the Italian Civil Code and Updated By-Laws GUM Group S.p.A. Increases Its Stake Beyond the 10% Threshold

Modena, August 5, 2025

Expert.ai S.p.A. (the "Company" or "Expert.ai"), following up on the press release issued on 31 July 2025, announces the new composition of its fully subscribed and paidin share capital following the partial subscription of the capital increase against payment, in divisible form and with the exclusion of pre-emptive rights pursuant to Article 2441, paragraph 5, of the Italian Civil Code, for a maximum nominal amount of Euro 157,480.31, in addition to a share premium of Euro 19,842,519.06, and therefore for a total amount of Euro 19,999,999.37, through the issuance of 15,748,031 new ordinary shares.

The capital increase (the "Capital Increase") was resolved on 1 July 2025 by the Company's Board of Directors, in exercise of the powers delegated pursuant to Article 2443 of the Italian Civil Code by the Extraordinary Shareholders' Meeting of Expert.ai held on 22 May 2024

As part of the Capital Increase, a total of 14.064.095 new ordinary shares of Expert.ai (the "New Shares"), with no par value, have been issued to date and admitted to trading on Euronext Growth Milan, organized and managed by Borsa Italiana S.p.A.

Below is the current composition of the Company's share capital, highlighting the previous share capital for comparison purposes:

Current Share Capital Previous Share Capital Change
Euro no. of
shares
Euro no. of
shares
Euro no. of
shares
Total of which: 1.114.017,24 111.401.724 973.376,29 97.337.629 140.640,95 14.064.095
Ordinary
Shares(*)
1.114.017,24 111.401.724 973.376,29 97.337.629 140.640,95 14.064.095

(*) Ordinary shares with no par value

The certificate of execution of the Capital Increase, pursuant to Article 2444 of the Italian Civil Code, was filed today with the Companies Register of Trento, together with the new version of the by-laws of Expert.ai reflecting the updated amount of the share capital. The updated by-laws are also available to the public on the Company's website (https://www.expert.ai/) in the "Investor Relations/Corporate Governance" section, as well as on the website of Borsa Italiana S.p.A. in the "Shares/Documents" section.

Following the subscriptions relating to the Capital Increase and based on the communications received by the Company pursuant to Article 17 of the Euronext Growth Milan Rules, as well as the most recent information available to the Company, Expert.ai announces — as also published on the Company's website in the section https://www.expert.ai/it/investor-relations/info-per-azionisti/ — that its current shareholder structure is as follows:

Shareholder No. of Expert.ai Shares Percentage of Share
Capital (%)
(%)
GUM Group S.p.A. 11.581.179 10,40%
Sofia Holding S.r.l. 7.000.000 6,28%
Ergo S.r.l. 6.764.085 6,07%
Mercato 86.056.460 77,25%
Totale 111.401.724 100,00%

In particular, the shareholder GUM Group S.p.A. has notified the Company that it has exceeded the significant shareholding threshold of 10%. The Company will update the shareholder structure and provide timely disclosure in the event of any further notifications from shareholders.

***

*This press release is available on the Company's website www.expert.ai and on *

About expert.ai

Expert.ai is a company specializing in the implementation of enterprise artificial intelligence solutions to create business value, listed on the Euronext Growth Milan market (EXAI:IM) and operating in Europe and North America. Through EidenAI Suite, expert.ai supports companies and public administrations in their AI adoption journeys by offering a suite of ready-to-use solutions tailored for vertical markets. With 30 years of pioneering experience in innovation and technological excellence, expert.ai has successfully implemented hundreds of projects, integrating the best technologies available on the market with its proprietary solutions. Its Hybrid AI approach (a neuro-symbolic AI based on natural language understanding and knowledge graphs, and machine learning/deep learning techniques - large language models, generative AI and agentic AI) is grounded in a vision of responsible, transparent and sustainable AI designed to serve people, address key challenges and achieve meaningful goals. Among expert.ai's customers, who are served directly and through partners, are AXA XL, Zurich Insurance Group, Generali, Sanofi, The Associated Press, Bloomberg INDG, Dow Jones, and other leading organizations. Dario Pardi, who brings decades of experience at major multinational companies in the ICT sector, is Chairman, Chief Executive Officer, and a key shareholder of expert.ai.

For more information: www.expert.ai

Expert.ai

Investor Relations Stefano Spaggiari [email protected]

Communication

Francesca Spaggiari [email protected] Tel. +39 059 894011

CDR Communication S.r.l.

Investor Relations Vincenza Colucci [email protected] Tel. +39 335 6909547

Media Relations Martina Zuccherini [email protected] Tel. +39 339 4345708

Euronext Growth Advisor

Integrae SIM S.p.A. [email protected] Tel: +39 02 8050 6160

Specialist MIT SIM S.p.A. [email protected] Tel. + 39 02 30561 276

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