Abitare In

AGM Information • Jan 23, 2024

PRESS RELEASE ABITAREIN

• SHAREHOLDERS' MEETING REVIEWS THE CONSOLIDATED FINANCIAL STATEMENTS AND APPROVES THE ANNUAL FINANCIAL STATEMENTS AS OF SEPTEMBER 30, 2023, AND THE APPROPRIATION OF PROFITS
• APPROVAL OF THE FIRST AND SECOND SECTIONS OF THE REPORT ON THE REMUNERATION POLICY AND COMPENSATION
• APPOINTMENT OF THE NEW BOARD OF DIRECTORS AND BOARD OF STATUTORY AUDITORS FOR THE THREE-YEAR TERM 2024-2026
• POSTPONEMENT OF DISCUSSION REGARDING THE STOCK GRANT PLAN AND FREE CAPITAL INCREASE
• THE BOARD OF DIRECTORS HAS DELEGATED OPERATIONAL AUTHORITY TO THE ADMINISTRATORS
• VERIFICATION OF THE INDEPENDENCE REQUIREMENTS OF DIRECTORS AND AUDITORS
• APPOINTMENT OF THE ENDOWMENT COMMITTEES

Milan, January 23, 2024 – The ordinary Shareholders' Meeting of AbitareIn S.p.A. (the "Company") – a leading Milan-based residential development company listed on the Euronext STAR Milan Market – convened today in a single session, has reviewed the consolidated financial statements of the Group led by AbitareIn S.p.A. (the "Group") as of September 30, 2023, and examined and approved the annual financial statements closed as of September 30, 2023, as well as the allocation of the annual profit.

The annual financial statements approved by the Shareholders' Meeting and the consolidated financial statements examined by the same are identical documents containing the same accounting information approved by the Board of Directors on December 13, 2023, and communicated to the market on the same date.

Summary of the main consolidated economic and financial results as of September 30, 2023:

• CONSOLIDATED REVENUES AMOUNTING TO €116.3 MILLION (€122.2 million as of September 30, 2022)
• CONSOLIDATED EBT (Earnings Before Tax) OF €25.1 MILLION (€11.2 MILLION as of September 30, 2022)
• EQUIVALENT1 CONSOLIDATED EBT OF €34.2 MILLION
• CONSOLIDATED NET PROFIT ATTRIBUTABLE TO THE GROUP AMOUNTING TO €24.2 MILLION (€7.9 million as of September 30, 2022) 1

If the Via Cadolini transaction had been concluded as an asset deal instead of a share deal,

Abitare In S.p.A.

• CONSOLIDATED NET FINANCIAL INDEBTEDNESS OF €38.5 MILLION (€116.2 MILLION as of September 30, 2022)

• CONSOLIDATED NET EQUITY ATTRIBUTABLE TO THE GROUP AMOUNTING TO €105.8 MILLION (€92.1 million as of September 30, 2022)

The main economic and financial results of the Company as of September 30, 2023:

The parent company's revenues as of September 30, 2023, amount to €17.3 million and are primarily due to revenues from service and intellectual property remuneration contracts entered into with operational vehicles.

The profit, amounting to €25.9 million, is significantly influenced by the capital gain realized following the sale of the stake in the company owning the operation in Via Cadolini.

Appropriation of the annual profit:

With regard to the appropriation of the annual profit, the Meeting approved the proposal to allocate the entire annual profit to retained earnings, as indicated in the following table:

DESCRIPTION	VALUE
Profit of the year
Retained earnings	€ 25,968,357
Total	€ 25,968,357

Remuneration Report

The ordinary shareholders' meeting, having examined the report on the remuneration policy and compensation prepared in accordance with current legal and regulatory provisions, has (i) approved the Company's remuneration policy for the fiscal year 2024 as outlined in the first section, pursuant to Article 123-ter, paragraphs 3-bis and 3-ter of Legislative Decree no. 58/98 ("TUF"), and (ii) favorably resolved on the second section of the aforementioned report, in accordance with Article 123-ter, paragraph 6 of the TUF, containing the indication of the compensation of the members of the Board of Directors, executives with strategic responsibilities, and members of the Board of Statutory Auditors for the fiscal year ending September 30, 2023.

Appointment of the Board of Directors

The shareholders' assembly, using the list voting mechanism, has appointed the new Board of Directors, determining the number of members to be 8 and fixing the term of office at 3 fiscal years, expiring on the date of the assembly approving the financial statements as of September 30, 2026.

The new Board of Directors is composed of the following members:

Abitare In S.p.A.

Luigi Francesco Gozzini – Chairman and CEO Marco Claudio Grillo – CEO Eleonora Reni – Director Mario Benito Mazzoleni – Independent Director Giuseppe Vegas – Independent Director Nicla Picchi – Independent Director Antonella Lillo – Independent Director Massimo Massarotto – Independent Director

All the directors were drawn from the only list submitted by shareholder Marco Claudio Grillo, holding a stake representing 17.82% of the Company's share capital. It is noted that the submitted list received 100% of the votes. Directors Mario Benito Mazzoleni, Giuseppe Vegas, Nicla Picchi, Antonella Lillo, and Massimo Massarotto have declared their compliance with the independence requirements set out in Articles 147-ter, paragraph 4, and 148, paragraph 3 of the TUF, as well as the Corporate Governance Code.

The curricula vitae of the Board of Directors members are available on the Company's website https://investors.abitareinspa.com/it/, under the Corporate Governance/Assemblies section.

The ordinary shareholders' meeting has also appointed Luigi Francesco Gozzini as Chairman of the Board of Directors and determined the compensation for the Board of Directors, for each of the three fiscal years of their term, at a total of Euro 335,000 (three hundred thirty-five thousand/00) gross annually, plus applicable VAT, statutory social security contributions, reimbursement of expenses incurred for the position, and customary fringe benefits necessary for the performance of their functions. The compensation includes remuneration for directors holding special positions as per Article 2389, paragraph 3, of the Italian Civil Code, to be allocated by the Board of Directors. Any future incentive plans based on financial instruments are excluded. It has also been resolved to provide for the allocation of a severance payment to be paid to executive directors in the amount of 20% of the gross annual fixed compensation (calculated on the basis of the base remuneration for the directorship and any additional fixed remuneration determined by the Board of Directors for the exercise of delegated powers) upon cessation of the position.

As of the current date, to the best of the Company's knowledge, the following members of the Board of

- Directors own shares in Abitare In S.p.A.: Luigi Francesco Gozzini holds 6,020,100 shares. Marco Claudio Grillo holds 4,740,864 shares. Eleonora Reni holds 12,800 shares.

Appointment of the Board of Statutory Auditors

Abitare In S.p.A.

The ordinary shareholders' meeting, using the list voting mechanism, has appointed the new Board of Statutory Auditors, setting the term of office at 3 fiscal years, expiring on the date of the assembly approving the financial statements as of September 30, 2026.

The new Board of Statutory Auditors is composed of the following members:

Ivano Passoni – Chairman Elena Angela Maria Valenti – Effective Auditor Matteo Ceravolo - Effective Auditor Dorizzi Marco – Substitute Auditor Fanny Butera – Substitute Auditor

All the auditors were drawn from the only list submitted by shareholder Marco Claudio Grillo, holding a stake representing 17.82% of the Company's share capital. It is noted that the submitted list received 100% of the votes.

The curricula vitae of the Board of Statutory Auditors members are available on the Company's website [•], under the https://investors.abitareinspa.com/it/ section, Corporate Governance/Assemblies.

As of the current date, to the best of the Company's knowledge, none of the Auditors holds shares in the Company.

Stock Grant Plan 2024-2028

Regarding the proposal for the approval of a Stock Grant Plan 2024-2028, on the agenda of today's Assembly, it is announced that, due to requests from some shareholders who have raised concerns about the structure of the Plan, the Shareholders' Assembly, in order to allow the new Board of Directors, with the support of the remuneration committee, to develop an incentive plan based on the free allocation of shares shared among shareholders, has decided to defer this matter to a subsequent assembly to be held, in any case, by April 30, 2024. For the same reasons, the Assembly has also decided to postpone the approval of the free capital increase, pursuant to Article 2349, paragraph 1, of the Italian Civil Code, to the extent and within the limits necessary to serve the new remuneration plan based on the free allocation of financial instruments.

It is specified that the first section of the Report is to be considered approved only to the extent that it does not conflict with the non-approval of the Stock Grant Plan 2024-2028.

Board of Directors – Delegation of Executive Powers and Independence Verification

The Board of Directors, meeting in full at the end of the Assembly, appointed Luigi Francesco Gozzini and Marco Claudio Grillo as Chief Executive Officers, granting them the relevant powers and operational delegations. Marco Claudio Grillo has also been appointed Chief Executive Officer.

Abitare In S.p.A.

The Board has verified the existence of independence requirements under Articles 147-ter and 148 of the TUF and the Corporate Governance Code for directors Mario Benito Mazzoleni, Giuseppe Vegas, Nicla Picchi, Antonella Lillo, and Massimo Massarotto, as well as all members of the Board of Statutory Auditors, based on the information provided by them, as well as the criteria identified by the Board of Directors.

It is clarified that, although Dr. Mario Benito Mazzoleni has already held the position of director of the Company for 9 consecutive fiscal years, considering the professional qualities, attitude, and autonomy of judgment always demonstrated in relation to the activities carried out within the Board, the Board of Directors has assessed that the existence of this circumstance, in view of the absence of other circumstances listed in Recommendation 7 of the Corporate Governance Code, is not in itself suitable to compromise their independence, and, moreover, thanks to the experience gained over the years in understanding the business and processes of the Company, they represent an added value to the Company. The same evaluations have been made with regard to auditors Ivano Passoni and Matteo Ceravolo, for whom the same circumstance exists. In turn, the Board of Statutory Auditors has verified the correct application of the criteria adopted by the Board of Directors.

• The Board of Directors has also appointed the members of the following Committees: Remuneration Committee: Antonella Lillo (Chairman); Mario Benito Mazzoleni; Nicla Picchi; Control, Risk, and Sustainability Committee: Nicla Picchi (Chairman); Stefano Massarotto; Eleonora Reni.

***

Additional information related to the appointment of the new General Manager on January 19, 2024

With reference to the termination of the employment relationship, by mutual agreement, of Eng. Marco Scalvini as General Manager of the Company, as announced in the press release of January 19th, as an addition to the information provided in the press release, it is specified that the termination occurred for reasons related to professional opportunities. In addition to what was indicated in the previous press release regarding the right to the allocation of 14,179 shares, as part of the Stock Grant Plan 2021-2023 approved by the Shareholders' Meeting on May 31, 2021, within the framework of the resolution agreement approved by the Board of Directors, it is provided, in addition to the payment of what is established by applicable legal and contractual provisions, the recognition of a sum of €120,000, paid concurrently with the termination of the relationship.

***

Abitare In S.p.A.

The Officer in charge of preparing the accounting and corporate documents, Cristiano Contini, declares, in accordance with Article 154-bis, paragraph 2 of Legislative Decree no. 58/1998 (Consolidated Financial Act), that the accounting information contained in this communication corresponds to the documentary evidence, books, and accounting records. It is also highlighted that in this communication, in addition to the conventional financial indicators provided by IFRS, some alternative performance indicators (e.g., Equivalent EBT) are presented to allow a better assessment of the economic and financial management. These indicators are calculated according to usual market practices.

***

The minutes of the Shareholders' Meeting will be made available to the public within the terms established by current regulations.

***

***

***

The annual financial report as of September 30, 2023, including the financial statements and consolidated financial statements, the directors' report on management, the report on corporate governance and ownership structure, the attestation of the delegated bodies, and the officer in charge of preparing corporate accounting documents pursuant to Article 154-bis, paragraph 5 of the TUF, as well as the reports of the Board of Statutory Auditors and the audit firm, together with additional documentation required for the Meeting, are available to the public at the registered office, on the Company's website at www.abitareinspa.com, in the Corporate Governance/Meetings section, and on the authorized dissemination and storage mechanism (accessible at ).

In accordance with Article 125-quater, paragraph 2 of the TUF, a summary report of the votes containing the number of shares represented at the Assembly and the shares for which the vote was cast, the percentage of capital represented by such shares, as well as the number of votes in favor and against the resolution, and the number of abstentions, will be made available to the public within five days from the date of the Assembly on the company's website.

AbitareIn S.p.A. represents innovation and a paradigm shift in the residential development sector, driven by its democratic vision of living that combines urban regeneration, affordability and the needs of today's families.

Efficiency, industrialisation and the creation of an identity brand are the foundations of a continuous and sustainable growth of the business model that focuses on the person and the home as an "aspirational" consumer product.

AbitareIn is thus committed to renovating the city's disused building stock and reviving its urban fabric, investing in projects of great aesthetic, environmental and social value and dedicating itself to responsible, far-sighted action; aware first and foremost of the essential nature of its new role as #stilistiurbani. The company has been listed on the Euronext Growth Milan of Borsa Italiana since April 2016. From 1 March 2021 it has been listed on the Euronext STAR Milan (ticker: ABT.MI).

Alphanumeric code of the shares: ABT ISIN: IT0005445280

Abitare In S.p.A.

Contacts:

Investor Relations Abitare In Eleonora Reni ereni@abitareinspa.com Press Office Barabino&Partners Federico Vercellino – 331.57.45.171 f.vercellino@barabino.it Alice Corbetta – 340.45.57.565 a.corbetta@barabino.it

Abitare In S.p.A.