AI assistant
Expert.Ai Share Issue/Capital Change 2025
4049_rns_2025-10-28_3362b5d0-ab7d-4aed-b0a1-f45c19ad8b84.pdf
Share Issue/Capital Change
Open in viewerOpens in your device viewer
{0}------------------------------------------------
Informazione Regolamentata n. 20040-47-2025
Data/Ora Inizio Diffusione 28 Ottobre 2025 15:16:00 Euronext Growth Milan
Societa' : EXPERT.AI
Identificativo Informazione
Regolamentata
: 211271
Utenza - referente : EXPERTSYSTN02 - Francesca Spaggiari
Tipologia : 2.5
Data/Ora Ricezione : 28 Ottobre 2025 15:16:00
Data/Ora Inizio Diffusione : 28 Ottobre 2025 15:16:00
Oggetto : Share Capital Change Notification; Filing of
Certificate Pursuant to Article 2444 of the Italian
Civil Code and Updated By-Laws
Testo del comunicato
Vedi allegato
{1}------------------------------------------------
PRESS RELEASE
Share Capital Change Notification Filing of Certificate Pursuant to Article 2444 of the Italian Civil Code and Updated By-Laws
Modena, October 28, 2025
Expert.ai S.p.A. (the "Company" or "Expert.ai"), following up on the press release dated on 31 July 2025, and, more specifically, following the subscription on 22 October 2025 of the tranche reserved to I.S.E.D. Ingegneria dei Sistemi Elaborazione Dati S.p.A. and the related obligations pursuant to the share purchase agreement (for further details, please refer to the press release of 1 July 2025), announces the new composition of its fully subscribed and paid-in share capital following the full 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 the 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, 15,748,031 new ordinary shares of Expert.ai (the "New Shares"), with no par value, have been issued 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. ofshares | Euro | no. ofshares | Euro | no. ofshares | |
| Total ofwhich: | 1,130,856.60 | 113,085,660 | 1,114,017.24 | 111,401,724 | 16,839.36 | 1,683,936 |
| OrdinaryShares(*) | 1,130,856.60 | 113,085,660 | 1,114,017.24 | 111,401,724 | 16,839.36 | 1,683,936 |
(*) 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 Company's by-laws 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 its website
{2}------------------------------------------------
at https://www.expert.ai/investors/shareholders-information/ — that its current shareholder structure is as follows:
| Shareholder | No. of Expert.ai Shares | Percentage of ShareCapital (%) |
|---|---|---|
| GUM Group S.p.A. | 11,581,179 | 10.24% |
| Ergo S.r.l. | 6,764,085 | 5.98% |
| S.&I. S.r.l.* | 316,118 | 0.28% |
| Golden Vest S.r.l.* | 683,909 | 0.60% |
| Ipazia S.r.l.* | 683,909 | 0.60% |
| Mercato | 93,056,460 | 82.29% |
| Total | 113,085,660 | 100.00% |
*Shares subject to a 36-month lock-up period with the Company, starting from 22 October 2025.
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 www.emarketstorage.com
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
{3}------------------------------------------------
Fine Comunicato n.20040-47-2025 Numero di Pagine: 4