Alkemy

Proxy Solicitation & Information Statement • Mar 21, 2025

PROXY FORM TO THE DESIGNATED REPRESENTATIVE PURSUANT TO ART. 135-NOVIES OF LEGISLATIVE DECREE 58/1998

and to Art. 106, paragraph 4, of Decree Law no. 18 of 17 March 2020, on "Measures to strengthen the National Health Service and provide economic support for families, workers and businesses related to the epidemiological emergency of COVID-19" ("Decreto Cura Italia") as amended and converted into Law no. 27 of 24 April 2020, as further extended by Article 3, paragraph 14-sexies, of Law no. 15 of 21 February 2025, containing urgent provisions regarding regulatory deadlines.

In accordance with Art. 106, paragraph 4, of Decree Law no. 18 of 17 March 2020 (the "Decreto Cura Italia") as amended and converted into Law no. 27 of 24 April 2020, as further extended by virtue of Article 3, paragraph 14-sexies, of Law n. 15 of 21 February 2025, the participation in the Shareholders' Meeting of those who have the right to vote, is allowed exclusively through the Designated Representative pursuant to Article 135-undecies of Legislative Decree no. 58/1998. Pursuant to the abovementioned "Cura Italia" Decree, the Designated Representative may also be granted proxies and/or sub-proxy pursuant to Article 135-novies of Legislative Decree no. 58/1998 ("TUF"), as an exception to Article 135-undecies, paragraph 4, of the TUF, by signing this proxy form.

Declaration of the Designated Representative: Monte Titoli declares that it has no own interest in the proposed resolutions being voted upon. However, in view of the contractual relations existing between Monte Titoli and the Company with regard, in particular, to the provision of technical assistance in shareholders' meeting and additional services, in order to avoid any subsequent disputes about the supposed existence of circumstances able to create a conflict of interest under Article 135-decies, paragraph 2, f) of Legislative Decree no. 58/1998, Monte Titoli expressly declares that, if unknown circumstances should occur or in the event of amendment or additions to the proposals put forward to the Shareholders' Meeting, it does not intend to cast a different vote from that indicated in the instructions. If the delegating party does not provide specific instructions for such cases by indicating them in the appropriate boxes, the instructions provided shall be deemed to be confirmed as far as possible. If it is not possible to vote according to the instructions provided, Monte Titoli will abstain on such matters. In any case, in the absence of voting instructions on some of the items on the agenda, Monte Titoli will not vote for such items.

Please note: This form may be subject to change following any Integration of the agenda of the shareholders' meeting and presentation of new proposed resolutions pursuant to Article 126-bis Legislative Decree 58/1998, or individual proposed resolutions, in accordance with the terms and procedures indicated in the Notice of Call.

With reference to the Ordinary General Meeting of ALKEMY S.p.A. to be held at the Notaio Chiara Clerici's office on 30 April 2025, at 14:00 a.m., in single call, as set forth in the notice of the shareholders' meeting published on the Company's website at www.alkemy.com – in the section Corporate Governance, Shareholdes' Meeting, on 21 March 2025, and, in abridged form, in the Italian daily newspaper "Italia Oggi" on 21 March 2025 and having regard to the Reports on the items on the Agenda made available by the Company with this

PROXY FORM (Part 1 of 2)

Complete with the information requested at the bottom of the form

I, the undersigned (party signing the proxy)	(Name and Surname) (*)
Born in (*)	On (*)	Tax identification code or other identification if foreign (*)
Resident in (*)	Address (*)
Phone No. (**)	Email (**)
Valid ID document (type) (*) (to be enclosed as a copy)	Issued by (*)	No. (*)

PROXY FORM TO THE DESIGNATED REPRESENTATIVE PURSUANT TO ART. 135-NOVIES OF LEGISLATIVE DECREE 58/1998

in quality of (tick the box that interests you) (*)

shareholder with the right to vote		OR IF DIFFERENT FROM THE SHARE HOLDER
£		legal representative or subject with subject with power of sub-delegation	(copy of the documentation of the powers of representation to be enclosed)
£ pledge £	bearer £ usufructuary £	custodian £ manager £ other (specify)	………………………………………………………………………………………………
	Name Surname / Denomination (*)
(complete only if
the shareholder is	Born in (*)	On (*)	Tax identification code or other identification if foreign (*)
different from the proxy signatory)

Registered office / Resident in (*)

Related to

No. (*) _ __ shares _______		Registrated in the securities account (1)	n. ___ at the custodian ___ ABI ______
e.g.: No. 3 ORDINARY shares IT0012345 (ISIN number)		CAB _______	referred to the communication (pursuant to art. 83-sexies Legislative Decree n. 58/1998)	(2)
(to be filled in with information regarding any further communications relating to deposits)		No. ______ Supplied by the intermediary: _________
		Registrated in the securities account (1)	n. ___ at the custodian ___ ABI ______
No. (*) _ __ shares _______		CAB _______ referred to the communication (pursuant to art. 83-sexies Legislative Decree n. 58/1998) (2)
		No. ______	Supplied by the intermediary: _________

DELEGATES/SUBDELEGATES MONTE TITOLI S.P.A., to participate and vote in the Shareholders' Meeting indicated above as per the instructions provided below. DECLARES

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• the vote shall be exercised by the delegate/sub-delegate in accordance with specific voting instructions given by the undersigned delegator;

• to have requested from the custodian the communication for participation in the Meeting as indicated above;

• that there are no reasons for incompatibility or suspension of the exercise of voting rights;

• (in the case of sub-delegation) to be in possession of the originals of the proxy forms conferred on him/her and to keep them for one year available for possible verification.

AUTHORIZES Monte Titoli and the Company to the processing of their personal data for the purposes, under the conditions and terms indicated in the following paragraphs.

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VOTING INSTRUCTIONS (Part 2 of 2)

intended for the Designated Representative only - Tick the relevant boxes

PROXY FORM TO THE DESIGNATED REPRESENTATIVE PURSUANT TO ART. 135-NOVIES OF LEGISLATIVE DECREE 58/1998

The undersigned signatory of the proxy (Personal details)(3) __________________________________________________________________________________________________________

(indicate the holder of the right to vote only if different name and surname / denomination)(3) __________________________________________________________________________________________________________

Hereby appoints Monte Titoli to vote in accordance with the voting instructions given below at Ordinary General Meeting of ALKEMY to be held at the Notaio Chiara Clerici's office on 30 April 2025, at 14:00 a.m., in single call.

RESOLUTIONS SUBJECT TO VOTING

Please note that Shareholders can make additions to the Agenda and new proposals within the legal deadlines: Shareholders are invited to check updates of this form on the Issuer's website, in accordance with the provided resolutions.

1. Approval of the Financial Statements as of December 31st 2024, accompanied by the Directors' Report on Operations, the Report of the Board of Auditors and the Independent Auditors' Report. Presentation of the Consolidated Financial Statements as of December 31st, 2024 and of the Corporate Sustainability Report prepared in accordance with Italian Legislative Decree no. 125/2024.
SECTION A Vote for the proposal of the Board of Tick only one box: Directors	In Favour	Against	Abstain
SECTION B and C If circumstances occur which are unknown at the time of issuance of the proxy or in the event of a vote on amendments or additions to the resolutions submitted to the meeting, I the undersigned proxy signatory	* confirms the instructions	* revokes the instructions	Modify the instructions: In favour ______ Against * Abstain

2. Allocation of the annual net results for 2024. Related resolutions.
SECTION A Vote for the proposal of the Board of Tick only one box: Directors	In Favour	Against	Abstain
SECTION B and C If circumstances occur which are unknown at the time of issuance of the proxy or in the event of a vote on amendments or additions to the resolutions submitted to the meeting, I the undersigned proxy signatory	* confirms the instructions	* revokes the instructions	Modify the instructions: In favour ______ Against * Abstain

3. Report on Remuneration Policy and Fees Paid pursuant to Art. 123-ter of Italian Legislative Decree no. 58/98:

PROXY FORM TO THE DESIGNATED REPRESENTATIVE PURSUANT TO ART. 135-NOVIES OF LEGISLATIVE DECREE 58/1998

3.1. binding resolution on the first section on the Remuneration Policy, in accordance with Art. 123-ter, paragraphs 3-bis to 3-ter of Italian Legislative Decree no. 58/1998;
SECTION A Vote for the proposal of the Board of Tick only one box: Directors	In Favour	Against	Abstain
SECTION B and C If circumstances occur which are unknown at the time of issuance of the proxy or in the event of a vote on amendments or additions to the resolutions submitted to the meeting, I the undersigned proxy signatory	* confirms the instructions	* revokes the instructions	Modify the instructions: In favour ______ Against * Abstain

3.2. non-binding resolution on the second section on fees paid in accordance with Art. 123-ter, paragraph 6 of Italian Legislative Decree no. 58/1998.
SECTION A Vote for the proposal of the Board of Tick only one box: Directors	In Favour	Against	Abstain
SECTION B and C If circumstances occur which are unknown at the time of issuance of the proxy or in the event of a vote on amendments or additions to the resolutions submitted to the meeting, I the undersigned proxy signatory	* confirms the instructions	* revokes the instructions	Modify the instructions: In favour ______ Against * Abstain

4. Appointment of the Board of Statutory Auditors. Related resolutions:

4.1 Appointment of the members of the Board of Statutory Auditors; Shareholders are invited to check the lists of candidates on the Issuer's website within the legal deadlines.
SECTION A Indicate the number of the chosen list or against / abstained with reference to all the lists	List no._	Against	Abstain
SECTION B and C If circumstances occur which are unknown at the time of issuance of the proxy or in the event of a vote on amendments or additions to the resolutions submitted to the meeting, I the undersigned proxy signatory	* confirms the instructions	* revokes the instructions	Modify the instructions: In favour ______ Against * Abstain

4.2 Appointment of the Chairman of the Board of Statutory Auditors;
SECTION A Tick only one box: Proposer: _____	In Favour	Against	Abstain
SECTION B and C If circumstances occur which are unknown at the time of issuance of the proxy or in the event of a vote on amendments or additions to the resolutions submitted to the meeting, I the undersigned proxy signatory	* confirms the instructions	* revokes the instructions	Modify the instructions: In favour ______ Against * Abstain

4.3 Determination of the compensation of the members of the Board of Statutory Auditors.

PROXY FORM TO THE DESIGNATED REPRESENTATIVE PURSUANT TO ART. 135-NOVIES OF LEGISLATIVE DECREE 58/1998

SECTION A Tick only one box: Proposer: _____	In Favour	Against	Abstain
SECTION B and C If circumstances occur which are unknown at the time of issuance of the proxy or in the event of a vote on amendments or additions to the resolutions submitted to the meeting, I the undersigned proxy signatory	* confirms the instructions	* revokes the instructions	Modify the instructions: In favour ______ Against * Abstain

5. Determination of the compensation due to the Board of Directors;
SECTION A Vote for the proposal of the Board of Tick only one box: Directors	In Favour	Against	Abstain
SECTION B and C If circumstances occur which are unknown at the time of issuance of the proxy or in the event of a vote on amendments or additions to the resolutions submitted to the meeting, I the undersigned proxy signatory	* confirms the instructions	* revokes the instructions	Modify the instructions: In favour ______ Against * Abstain

6. Mutual termination of the audit contract pursuant to art. 13 of Legislative Decree n. 39/2010 and the Implementing Regulation subsequently adopted with the Ministry of the Economy Decree n. 261 of December 28, 2012;
SECTION A Vote for the proposal of the Board of Tick only one box: Directors	In Favour	Against	Abstain
SECTION B and C If circumstances occur which are unknown at the time of issuance of the proxy or in the event of a vote on amendments or additions to the resolutions submitted to the meeting, I the undersigned proxy signatory	* confirms the instructions	* revokes the instructions	Modify the instructions: In favour ______ Against * Abstain

7. Simultaneous assignment of a new statutory audit assignment for the nine-year period 2025-2033, pursuant to art. 13 of Legislative Decree n. 29/2010.

PROXY FORM TO THE DESIGNATED REPRESENTATIVE PURSUANT TO ART. 135-NOVIES OF LEGISLATIVE DECREE 58/1998

SECTION A Vote for the proposal of the Board of Tick only one box: Directors	In Favour	Against	Abstain
SECTION B and C If circumstances occur which are unknown at the time of issuance of the proxy or in the event of a vote on amendments or additions to the resolutions submitted to the meeting, I the undersigned proxy signatory	* confirms the instructions	* revokes the instructions	Modify the instructions: In favour ______ Against * Abstain

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(Place and Date) * (

Signature)

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DIRECTORS' LIABILITY ACTION In case of vote on a directors' liability action pursuant to art. 2393, paragraph 2, of the civil code, proposed by the shareholders on the occasion of the approval of the financial statements, the undersigned appoints the Designated Representative to vote as follows:	In Favour	Against	Abstain
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PROXY FORM TO THE DESIGNATED REPRESENTATIVE PURSUANT TO ART. 135-NOVIES OF LEGISLATIVE DECREE 58/1998

INSTRUCTIONS FOR THE FILLING AND SUBMISSION

The person entitled to do so must request the depositary intermediary to issue the communication for participation in the shareholders' meeting referred to the Art. 83-sexies, Legislative Decree 58/1998)

• (1) Indicate the number of the securities custody account and the denomination of the depositary intermediary. The information can be obtained from the account statement provided by the intermediary.
• (2) Indicate the Communication reference for the Meeting issued by the depositary intermediary upon request from the person entitled to vote.
• (3) Specify the name and surname/denomination of the holder of voting rights (and the signatory of the Proxy Form and voting instructions, if different).

___________________________________________________________________________________________________________________________________________________________________

The proxy with the relating voting instructions shall be received together with:

• a copy of an identification document with current validity of the proxy grantor or
• in case the proxy grantor is a legal person, a copy of an identification document with current validity of the interim legal representative or other person empowered with suitable powers, together with adequate documentation to state its role and powers,

(in the event of a sub-proxy, the following must be sent to the Designated Representative as an annex to the sub-proxy form: i) the documentation indicated in the preceding paragraph, referring to both the holder of the voting right and his/her proxy; ii) a copy of the proxy issued by the holder of the voting right to his/her proxy)

by one of the following alternative methods:

• i) transmission of an electronically reproduced copy (PDF) to the certified email address RD@pec.euronext.com (subject line "Proxy for ALKEMY April 2025 Shareholders' Meeting") from one's own certified email address (or, failing that, from one's own ordinary email address, in which case the proxy with voting instructions must be signed with a qualified or digital electronic signature);
• ii) transmission of the original, by courier or registered mail with return receipt, to the following address: Register Services, c/o Monte Titoli S.p.A., Piazza degli Affari n. 6, 20123 Milan (Ref. "Proxy for ALKEMY April 2025 Shareholders' Meeting"), sending a copy reproduced electronically (PDF) in advance by ordinary e-mail RD@pec.euronext.com (subject line: "Proxy for ALKEMY April 2025 Shareholders' Meeting")

The proxy must be received no later than 6:00 p.m. on the day before the date of the meeting (and in any case before the opening of the meeting). The proxy pursuant to art. 135-novies, Legislative Decree no. 58/1998 and the related voting instructions may always be revoked within the aforesaid deadline.

N.B. For any additional clarification regarding the issue of proxies (and in particular regarding how to complete and send the proxy form and voting instructions), authorized to participate in the general meeting can contact Monte Titoli S.p.A. by email to the following address RegisterServices@euronext.com or by phone at (+39) 02.33635810 during open office hours from 9:00 a.m. to 5:00 p.m. (UTC+1).

PROXY FORM TO THE DESIGNATED REPRESENTATIVE PURSUANT TO ART. 135-NOVIES OF LEGISLATIVE DECREE 58/1998

Monte Titoli's privacy policy is available at the link: Corporate Data and Legal Info | euronext.com

ALKEMY's privacy policy:

Pursuant to Regulation EU 2016/679 (hereinafter "GDPR") and current national legislation on data protection (hereinafter, together with GDPR, "Privacy Legislation"), Alkemy S.p.A. with registered office in Milan, Via San Gregorio 34 (hereinafter the "Company" or "the Controller") as data controller, is required to an information notice on the use of personal data.

a) Purpose of the processing and why your personal data is required

All personal data are processed, in compliance with legal provisions and privacy obligations, for activities strictly connected and necessary for the following purposes: (i) purposes that are strictly connected and functional to the attendance and the representation at the Shareholders' Meeting and the expression of the vote, the recording and updating of the shareholders' register; (ii) purposes connected with law obligations, regulations, European laws, and instructions from competent Authorities or Supervisory and control or bodies. The provision of personal data for such purposes is mandatory. Failure to provide your data will make it impossible for the Company to allow the delegate to participate in the Shareholders' Meeting.

b) Legal ground

Legal ground is compliance with laws.

c) Processing logics

The processing of your personal data will take place in compliance with the provisions of the Privacy Law, by means of paper, computer or telematic tools, with logic strictly related to the purposes indicated and, in any case, with methods suitable to guarantee security and confidentiality in accordance with the Privacy Law.

d) Categories of data processed

In relation to the purposes described above, the Company processes Your personal data (such as i.e. name, surname, address, telephone number, email address, date of birth, identity card, fiscal code, nationality).

e) Communication and dissemination of data

In order to achieve the purposes listed under letter a), Your personal data will be communicated to the Company employees acting as autorhized encharged of processing. Moreover, your data may be communicated to: a) other Group companies and to subjects that provide support services for the execution of the contract; b) other subjects, in fulfilment of an obligation of law, regulation or Community legislation, or on the basis of provisions given by Authorities legitimated to do so by law or by supervisory and control bodies. A full and updated list of Group Companies and/or third parties that might receive Your personal data is available at Controller's registered office. Your personal data might be transmitted outside the European Union only in presence of adequate safeguards under Privacy Regulation.Personal data processed by the Company are not subject to dissemination.

f) Data retention

In accordance with the principles of proportionality and necessity, personal data will be stored in a form that allows the data subject identification for a period of time not exceeding the achievement of the purposes for which they where processed.

g) Rights of the data subject

Pursuant to art. 7 of the Privacy Code and art. 15 and ss. of the GDPR, you have the right to obtain: 1. confirmation of the existence or not of personal data concerning you, even if not yet registered, and their communication in an intelligible form; 2. a copy of your personal data; 3. the rectification of your personal data that may be inaccurate; 4. the cancellation of your personal data; 5. the limitation of the processing of your personal data; 6. in a structured format, commonly used and readable by an automatic device, the personal data that you have provided us or that you have created yourself - excluding the judgments created by the Data Controller and / or by the persons in charge pursuant to art. 4 of the Privacy Code / by the persons authorized to process the data in the name and on behalf of the Data Controller pursuant to art. 4 of the GDPR - and to transmit them, directly or through the Data Controller, to another data controller; 7. the indication: a) of the origin of the personal data; b) the categories of personal data processed; c) the purposes and methods of the processing; d) of the logic applied in case of treatment carried out with the aid of electronic instruments; e) the identity of the owner and any managers; f) the retention period of your personal data or the criteria useful for determining this period; g) of the subjects or categories of subjects to whom the personal data may be communicated or who can learn about them as appointed representative in the territory of the State, managers or agents pursuant to art. 4 of the Privacy Code / persons authorized to process data in the name and on behalf of the Data Controller pursuant to art. 4 of the GDPR; h) updating, rectification or, when interested, integration of data; i) the transformation into anonymous form or the blocking of data processed in violation of the law, including those that do not need to be kept for the purposes for which the data were collected or subsequently processed; j) the attestation that the operations referred to in letters a) and b) have been brought to the attention, also as regards their content, of those to whom the data have been communicated or disseminated, except in the case in which this fulfillment is proves impossible or involves the use of means that are manifestly disproportionate to the protected right. You also have the right to object, in whole or in part for legitimate reasons, to the processing of your personal data, even if pertinent to the purpose of the collection. To exercise the aforementioned rights, you can send a communication to the e-mail address privacy@alkemy.com indicating in the subject "Privacy - exercise of rights pursuant to Article 7 of Legislative Decree 196/2003 and pursuant to Articles 15 et seq. of the GDPR ". Finally, we inform you that if you believe that your rights have been violated by the Data Controller and / or a third party, you have the right to lodge a complaint with the Guarantor for the Protection of Personal Data and / or other competent supervisory authority in strength of the GDPR.

h) Controller and Data Protection Officer

The data controller is Alkemy S.p.A. with Headquarters at Via San Gregorio 34, Milan. Alkemy has designated the Group's Data Protection Officer as the Data Protection Officer. The Data Protection Officer may be contacted at the following address: alkemy@privacy.com