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Ferretti Group Proxy Solicitation & Information Statement 2026

Apr 24, 2026

6296_rns_2026-04-23_4730948e-3a61-4bf5-9dc3-a958a934e045.pdf

Proxy Solicitation & Information Statement

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Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

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FERRETTIGROUP

Ferretti S.p.A.

(Incorporated under the laws of Italy as a joint-stock company with limited liability)

(Stock Code: 09638)

OVERSEAS REGULATORY ANNOUNCEMENT

This announcement is made by Ferretti S.p.A. (the "Company") pursuant to Rule 13.10B of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the "Listing Rules").

The following document of the Company was published on the website of eMarket SDIR in Italy in accordance with and in the manners set forth in the Consob Issuer's Regulation and in compliance with the provisions of the Instructions accompanying the Rules of the Markets organised and managed by Borsa Italiana S.p.A..

The posting of the document on the website of The Stock Exchange of Hong Kong Limited is only for the purpose of facilitating equal dissemination of information to investors in Hong Kong and compliance with Rule 13.10B of the Listing Rules, and not for any other purposes.

By order of the Board

Ferretti S.p.A.

Mr. Alberto Galassi

Executive Director and Chief Executive Officer

Hong Kong, 23 April 2026

As at the date of this announcement, the Board comprises Mr. Alberto Galassi and Mr. Tan Ning as executive Directors; Mr. Hao Qinggui, Mr. Piero Ferrari, Ms. Jiang Lan (Lansi) and Mr. Jin Zhao as non-executive Directors; and Mr. Patrick Sun, Mr. Stefano Domenicali and Ms. Zhu Yi as independent non-executive Directors.


Ferretti International Holding S.p.A.
Company with registered office in Milan, Via Alessandro Manzoni, 41
Subscribed and paid-up share capital: Euro 146,937,654.00
Tax code and registration number in the Milan Companies Register: 07739200967

To
Ferretti S.p.A.
Via Irma Bandiera n. 62
Cattolica (RN) – Italy

Milan, 19 April 2026

SUBJECT: FERRETTI S.P.A. SHAREHOLDERS' MEETING OF 14 MAY 2026 - SUBMISSION OF THE SLATE FOR THE ELECTION OF THE BOARD OF STATUTORY AUDITORS AND RELEVANT RESOLUTIONS

The undersigned Ferretti International Holding S.p.A., a company with registered office in Milan, via Alessandro Manzoni, no. 41, registered in the Milan Companies’ Register under no. 07739200967, holder at the date of this document of no. 133,805,907 ordinary shares of Ferretti S.p.A. (hereinafter, the “Company” or “Ferretti”), representing 39.531% of the ordinary share capital.

The ownership of the minimum shareholding required by applicable law, the By-laws of Ferretti and the notice of call of the shareholders’ meeting referred to herein for the submission of slates and proposals on the items on the agenda is evidenced by the communication provided under Article 43 of the Bank of Italy-Consob Regulation on post-trading (Regulation of central counterparties, central securities depositories and centralized management of 13 August 2018, as amended) delivered to the Company by the authorized intermediaries within the terms set forth by the applicable law,

Having regard to

  • the notice of call of the Company’s ordinary general meeting convened in single call for 14 May 2026, to resolve on the appointment of the Company’s board of statutory auditors;
  • Article 27 of the Company’s By-laws;
  • The Diversity Policy of the Administrative and Audit Bodies approved by Ferretti’s Board of Directors, as amended on 18 May 2023;
  • The Guidelines from the outgoing Board of Statutory Auditors of Ferretti regarding the composition of the new supervisory body dated 26 March 2026;

hereby submits

the following slate of candidates for appointment as members of the Company’s Board of Statutory Auditors, prepared in accordance with applicable laws and regulations and the By-laws:

Candidates for the office of Statutory Auditor:

  1. Luigi Capitani(*), born in Parma, on 30 November 1965, Tax Code CPTLGU65S30G337T, gender male;
  2. Luca Nicodemi, born in Milan, on 20 September 1973, Tax Code NCDLCU73P20F205K, gender male;
  3. Myriam Amato, born in Pavia, on 19 October 1974, Tax Code MTAMRM74R59G388J, gender female.

(*) identifies the candidate to the office of Chair of the Board of Statutory Auditors (if the Chair is drawn from this slate)


Candidates for the office of Alternate Auditor:

  1. Federica Marone, born in Naples, on 20 October 1975, Tax Code MRNFRC75R60F839Z, gender female;
  2. Tiziana Vallone, born in Taranto, on 14 April 1969, Tax Code VLLTZN69D54L049G, gender female.

submits

the following resolution proposals concerning the appointment of the members of the Board of Statutory Auditors of the Company:

Proposal regarding the determination of the remuneration of the members of the Board of Statutory Auditors (item 4.2 on the agenda):

The undersigned company proposes to determine the compensation for the Chairman of the Board of Statutory Auditors at EUR 40,000.00 gross per year and the compensation for each standing member of the Board of Statutory Auditors at Euro 30,000.00 gross per year.

Attached are:

  • the certification issued by the authorized intermediary attesting to the ownership by the undersigned company of the minimum shareholding required by applicable law, Ferretti’s By-laws and the notice convening the shareholders’ meeting referred to above for the submission of slates and proposals on the items on the agenda;
  • a declaration whereby each candidate accepts the candidacy and, if elected, the appointment for the office of Standing Auditor or Alternate Auditor of the Company and certifies, under his/her own responsibility, the absence of grounds for ineligibility, disqualification or incompatibility, as well as compliance with the requirements prescribed by applicable legislation and the By-laws for the office;
  • a curriculum vitae for each candidate containing exhaustive information on their personal and professional characteristics, together with a list of any directorships and control positions held in other companies or entities.

The undersigned company confirms that this slate fully complies with the guidelines and with the provisions of the Diversity Policy of the Administrative and Audit Bodies referred to therein.

The undersigned company hereby requests that the Company attend to all formalities, including publication, relating to and/or connected with the filing of this slate and the proposed resolutions, within the timeframes and in the manner prescribed by the applicable laws and regulations in force.


Yours faithfully,

Ferretti International Holding S.p.A.

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Jin Zhao


SOCIETE GENERALE
Securities Services

Comunicazione ex artt. 43, 44 e 45 del Provvedimento Unico sul Post Trading

  1. Intermediario che effettua la comunicazione

ABI (conto MT) 03307 CAB 01722

Denominazione Societe Generale Securities Services S.p.A.

  1. Ultimo Intermediario, se diverso dal precedente

ABI CAB

denominazione

  1. data della richiesta (ggmmssaa) 15/04/2026
  2. data di invio della comunicazione (ggmmssaa) 15/04/2026
  3. n.ro progressivo annuo 612584
  4. n.ro della comunicazione precedente
  5. causale

  6. nominativo del richiedente, se diverso dal titolare degli strumenti finanziari
    UniCredit Spa

  7. titolare degli strumenti finanziari:
    cognome o denominazione FERRETTI INTERNATIONAL HOLDING SPA
    nome
    codice fiscale o LEI 07739200967
    comune di nascita provincia di nascita
    data di nascita (ggmmssaa) nazionalità
    Indirizzo o sede legale VIA ALESSANDRO MANZONI 41
    città 20121 MILANO MI Stato

  8. strumenti finanziari oggetto di comunicazione:
    ISIN o Cod. interno IT0005383291
    denominazione FERRETTI

  9. quantità strumenti finanziari oggetto di comunicazione:
    133.759.207,00

  10. vincoli o annotazioni sugli strumenti finanziari oggetto di comunicazione
    natura
    Beneficiario vincolo

  11. data di riferimento (ggmmssaa) 10/04/2026

  12. termine di efficacia 19/04/2026
  13. diritto esercitabile DEP

  14. note
    Certificazione di possesso per la presentazione delle liste per il Consiglio di Amministrazione e per il Collegio Sindacale e proposte di deliberazione relative alla nomina del Consiglio di Amministrazione e del Collegio Sindacale

Firma dell'Intermediario
Carlo Alessandro
Digitally signed by Carlo Alessandro
Date: 2026.04.15 17:05:45 +02'00'

  1. Sezione riservata all'Emittente (solo per Comunicazioni ai sensi dell'art. 44 del Provvedimento)
    Data della rilevazione nell'Elenco
Causale rilevazione: Iscrizione Maggiorazione n. voti [2] Cancellazione
Numero voti (NV) incrementali al 3V- gg.mm.aaaa 4V- gg.mm.aaaa 5V- gg.mm.aaaa
6V- gg.mm.aaaa 7V- gg.mm.aaaa 8V- gg.mm.aaaa 9V- gg.mm.aaaa 10V - gg.mm.aaaa

Per informazioni sui diritti voto esercitabili rivolgersi a:
Motivazione della cancellazione o del rifiuto di iscrizione

Firma dell'Emittente


To
Ferretti S.p.A.
Via Irma Bandiera, 62
Cattolica (RN)
Italy

15 April 2026

Subject: Acceptance of candidacy and appointment to the office of Statutory Auditor of Ferretti S.p.A. ("Ferretti" or the "Company") and confirmation of the absence of grounds for ineligibility, forfeiture and incompatibility, and the existence of the requirements prescribed by applicable law and by-laws for holding such office

The undersigned Luigi Capitani, born in Parma, on November 30, 1965, tax code CPT LGU 65S30 G337T, having been invited to stand on the slate that the shareholder Ferretti International Holding S.p.A. ("FIH") intends to submit for the office of Statutory Auditor to the ordinary general meeting of Ferretti, convened on a single call for 14 May 2026 to resolve, inter alia, upon the appointment of the Board of Auditors, hereby:

ACCEPTS

the aforementioned candidacy and, if elected, the office of Statutory Auditor and Chair of the board of Statutory Auditors of Ferretti with immediate effect; and, under my responsibility for all legal purposes

ACKNOWLEDGES

  • Ministerial Decree no. 162 of 30 March 2000, as referred to in Article 148 of Legislative Decree no. 58 of 24 February 1998 (the "CFA");
  • Article 148, para. 3, CFA and Article 2, Recommendations 7 and 9, of the Italian Corporate Governance Code as approved by the Corporate Governance Committee ("Corporate Governance Code");
  • The applicable laws, regulations and the Company's By-laws currently in force

HEREBY DECLARES AND CERTIFIES

pursuant to Articles 46 and 47 of the Presidential Decree no. 445 of 28 December 2000, as at the date hereof, at his/her own responsibility and acknowledging that, according to Article 76 of the same Presidential Decree no. 445 of 28 December 2000, mendacious declarations, misrepresentations, documents and the use of false documents or of documents containing incorrect information constitute an offence pursuant to the Italian Criminal Code and special laws on the subject

that:

(a) there are no grounds and he is not in any situation giving rise to ineligibility, incompatibility or forfeiture as prescribed by Article 148, para. 3, CFA, by the by-laws of Ferretti, or any other applicable laws and regulations;
(b) he possesses the independence requirements referred to in Article 148, paragraph 3, of the CFA and the Corporate Governance Code;
(c) he is not included in any other list as candidate to the office of auditor of Ferretti;
(d) he possesses, pursuant to Article 148, paragraph 4, of the CFA, the professional requirements referred to in Article 1 of Ministerial Decree No. 162 of 30 March 2000, on the grounds that:


he is registered in the Register of Auditors and he/she has carried out statutory audit of accounts for a period of not less than three years;

☐ he/she has gained experience totalling at least three years in carrying out administration or control activities or managerial tasks in joint stock companies that have a share capital of not less than two million euros;

☐ he/she has gained a total experience of at least three years in the exercise of professional activities or tenured university teaching in legal, economic, financial and technical-scientific subjects closely related to the activity indicated in art. 27.3 of Ferretti’s By-laws;

☐ he/she has gained at least three years’ experience in carrying out managerial functions in public bodies or public administrations operating in the banking, financial and insurance sectors or in any case in sectors closely related to the activity indicated in art. 27.3 of Ferretti’s By-laws;

(e) he does not fall within any of the impediments referred to in Article 1, paragraphs 4, 5 and 6, of Ministerial Decree No. 162 of 30 March 2000;

(f) he is not in any of the situations referred to in Article 2 of Ministerial Decree No. 162 of 30 March 2000 and, therefore, possess the requirements of good repute;

(g) he does not hold positions of administration and control to an extent equal to or exceeding the limits established by the laws and regulations in force (see the provisions of Articles 148-bis of the CFA and 144-terdecies of the Consob Regulation adopted by resolution No. 11971 of 14 May 1999);

(h) he holds the positions of administration and control in other companies as indicated in the Annex.

The undersigned undertakes, if requested, to provide appropriate documentation to confirm the accuracy of the information declared herein, and to promptly notify the Company’s board of directors of any subsequent change in the information provided with this declaration.

The undersigned attaches to this copy of his ID, curriculum vitae (which contains exhaustive information on his personal and professional characteristics and attaches the list of management and supervisory positions held in other companies), and authorise its publication by the applicants and by the Company in accordance with applicable laws and regulations.

The undersigned also authorizes the processing of his personal data collected in accordance with applicable laws and regulations for the purposes related to the procedure for which this declaration is made.

Yours faithfully,

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Attachments:

  • Curriculum vitae
  • List of management and supervisory positions held in other companies, updated on the date of this declaration

Annex

List of management and supervisory positions in other companies


ADMINISTRATION AND CONTROL POSITIONS HELD WITHIN COMPANIES

CREDIT AGRICOLE GROUP:

CREDIT AGRICOLE ITALIA SPA
Chairman of the Board of Auditors

CREDIT AGRICOLE GROUP SOLUTIONS
Chairman of the Board of Auditors

FIERE DI PARMA SPA
Chairman of the Board of Auditors

BARILLA GROUP:

BARILLA HOLDING SRL
Chairman of the Board of Auditors

NUMERO 5 SRL
Chairman of the Board of Auditors

FIRST RETAILING S.p.A.
Member of Supervisory Body

FERRETTI GROUP:

FERRETTI INTERNATIONAL HOLDING SPA
Chairman of the Board of Auditors

FERRETTI SPA (Gruppo Ferretti)
Chairman of the Board of Auditors

ZAGO SPA (Gruppo Ferretti)
Chairman of the Board of Auditors

RAM SPA
Chairman of the Board of Auditors

IL MASSELLO SRL
Chairman of the Board of Auditors

GAZZETTA DI PARMA GROUP:

GAZZETTA DI PARMA SPA
Member of the Board of Directors

GAZZETTA DI PARMA FINANZIARIA SPA
Member of the Board of Directors

ADMINISTRATION AND CONTROL POSITIONS

HELD WITHIN NO-PROFIT ORGANISATIONS

FONDAZIONE BARILLA
Chairman of the Board of Auditors

FONDAZIONE ALIMENTA
Chairman of the Board of Auditors

FONDAZIONE 13 MARZO
Member of the Board of Trustees

FONDAZIONE AGS
Member of the Board of Trustees

PREVIOUS SIGNIFICANT POSITIONS

ITALIAN RUGBY FEDERATION
Chairman of the Board of Auditors

AGRINASCENTE SPA
Chairman of the Board of Directors

ENIA SPA
Member of the Board of Auditors

BORMIOLI ROCCO SPA
Member of the Board of Auditors

UNIEURO SPA
Member of the Board of Auditors

OVERMACH SPA
Member of the Board of Directors

FE.PA. SPA
Member of the Board of Directors

C


LUIGI CAPITANI RENEWAL
Statutory Auditor
LOCATION: Italy
LANGUAGES: Italian (Native), English, French (Fluent)

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Mr. Luigi Capitani is a chartered accountant and statutory auditor with extensive experience in corporate finance, tax law, and business restructuring. He has been involved in extraordinary transactions, corporate governance, and insolvency procedures, and has served on the boards of directors and boards of statutory auditors of numerous companies, including listed entities and financial institutions.

Nationality IT
Gender M
Age (as at May, 2026) 60
Tenure on Ferretti Board 3

PROFESSIONAL EXPERIENCES

Ferretti S.p.A. (HKEX: 9638; Euronext Milan: YACHT)
2023 – present Chairman of the Board of Statutory Auditors

Studio Capitani Picone
1994 – present Founding Partner

Crédit Agricole Italia S.p.A.
2022 – present Chairman of the Board of Statutory Auditors

Crédit Agricole Group Solutions
2015 – present Chairman of the Board of Statutory Auditors

Fiere di Parma S.p.A.
2023 – present Chairman of the Board of Statutory Auditors

Barilla Holding S.r.l.
2007 – present Chairman of the Board of Statutory Auditors

Numero 5 S.r.l.
2020 – present Chairman of the Board of Statutory Auditors

Ferretti International Holding S.p.A.
2012 – present Chairman of the Board of Statutory Auditors


Zago S.p.A.
2012 – present Chairman of the Board of Statutory Auditors

RAM S.p.A.
2022 – present Chairman of the Board of Statutory Auditors

Il Massello S.r.l.
2022 – 2025 Chairman of the Board of Statutory Auditors

Fondazione Barilla
2014 – present Chairman of the Board of Statutory Auditors

Italian Rugby Federation (FIR)
2024 – present Chairman of the Board of Statutory Auditors

ENIA S.p.A.
2005 – 2014 Member of the Board of Statutory Auditors

Bormioli Rocco S.p.A.
2011 – 2011 Member of the Board of Statutory Auditors

Unieuro S.p.A.
2016 – 2019 Member of the Board of Statutory Auditors

OTHER POSITIONS
2015 – present Member of the Supervisory Body of First Retailing S.p.A.
2022 – present Member of the Board of Directors of Gazzetta di Parma S.p.A.
2022 – present Member of the Board of Directors of Gazzetta di Parma Finanziaria S.p.A.
2015 – present Member of the Board of Trustees of Fondazione 13 Marzo
2021 – present Member of the Board of Trustees of Fondazione AGS
2015 – 2016 Chairman of the Board of Directors of Agrinascente S.p.A.
2021 – 2022 Member of the Board of Directors of Overmach S.p.A.
2015 – 2022 Member of the Board of Directors of FE.PA. S.p.A.

EDUCATION
1984 Classical High School Diploma, LICEO CLASSICO G.D. ROMAGNOSI
1990 Degree in Economics and Business, UNIVERSITY OF PARMA


To

Ferretti S.p.A.

Via Irma Bandiera, 62

Cattolica (RN)

Italy

April 10, 2026

Subject: Acceptance of candidacy and appointment to the office of Statutory Auditor of Ferretti S.p.A. ("Ferretti" or the "Company") and confirmation of the absence of grounds for ineligibility, forfeiture and incompatibility, and the existence of the requirements prescribed by applicable law and by-laws for holding such office

The undersigned Luca Nicodemi, born in Milan, on September 20, 1973, tax code NCDLCU73P20F205K, having been invited to stand on the slate that the shareholder Ferretti International Holding S.p.A. ("FIH") intends to submit for the office of Statutory Auditor to the ordinary general meeting of Ferretti, convened on a single call for 14 May 2026 to resolve, inter alia, upon the appointment of the Board of Auditors, hereby:

ACCEPTS

the aforementioned candidacy and, if elected, the office of Statutory Auditor of Ferretti with immediate effect; and, under my responsibility for all legal purposes

ACKNOWLEDGES

  • Ministerial Decree no. 162 of 30 March 2000, as referred to in Article 148 of Legislative Decree no. 58 of 24 February 1998 (the "CFA");
  • Article 148, para. 3, CFA and Article 2, Recommendations 7 and 9, of the Italian Corporate Governance Code as approved by the Corporate Governance Committee ("Corporate Governance Code");
  • The applicable laws, regulations and the Company's By-laws currently in force

HEREBY DECLARES AND CERTIFIES

pursuant to Articles 46 and 47 of the Presidential Decree no. 445 of 28 December 2000, as at the date hereof, at his/her own responsibility and acknowledging that, according to Article 76 of the same Presidential Decree no. 445 of 28 December 2000, mendacious declarations, misrepresentations, documents and the use of false documents or of documents containing incorrect information constitute an offence pursuant to the Italian Criminal Code and special laws on the subject

that:

(a) there are no grounds and he/she is not in any situation giving rise to ineligibility, incompatibility or forfeiture as prescribed by Article 148, para. 3, CFA, by the by-laws of Ferretti, or any other applicable laws and regulations;

(b) he/she possesses the independence requirements referred to in Article 148, paragraph 3, of the CFA and the Corporate Governance Code;

(c) he/she is not included in any other list as candidate to the office of auditor of Ferretti;

(d) he/she possesses, pursuant to Article 148, paragraph 4, of the CFA, the professional requirements referred to in Article 1 of Ministerial Decree No. 162 of 30 March 2000, on the grounds that:

W


☑ he/she is registered in the Register of Auditors and he/she has carried out statutory audit of accounts for a period of not less than three years;

☑ he/she has gained experience totalling at least three years in carrying out administration or control activities or managerial tasks in joint stock companies that have a share capital of not less than two million euros;

☐ he/she has gained a total experience of at least three years in the exercise of professional activities or tenured university teaching in legal, economic, financial and technical-scientific subjects closely related to the activity indicated in art. 27.3 of Ferretti’s By-laws;

☐ he/she has gained at least three years’ experience in carrying out managerial functions in public bodies or public administrations operating in the banking, financial and insurance sectors or in any case in sectors closely related to the activity indicated in art. 27.3 of Ferretti’s By-laws;

(e) he/she does not fall within any of the impediments referred to in Article 1, paragraphs 4, 5 and 6, of Ministerial Decree No. 162 of 30 March 2000;

(f) he/she is not in any of the situations referred to in Article 2 of Ministerial Decree No. 162 of 30 March 2000 and, therefore, possess the requirements of good repute;

(g) he/she does not hold positions of administration and control to an extent equal to or exceeding the limits established by the laws and regulations in force (see the provisions of Articles 148-bis of the CFA and 144-terdecies of the Consob Regulation adopted by resolution No. 11971 of 14 May 1999);

(h) he/she holds the positions of administration and control in other companies as indicated in the Annex.

The undersigned undertakes, if requested, to provide appropriate documentation to confirm the accuracy of the information declared herein, and to promptly notify the Company’s board of directors of any subsequent change in the information provided with this declaration.

The undersigned attaches to this copy of his/her ID, curriculum vitae (which contains exhaustive information on his/her personal and professional characteristics and attaches the list of management and supervisory positions held in other companies), and authorise its publication by the applicants and by the Company in accordance with applicable laws and regulations.

The undersigned also authorizes the processing of his/her personal data collected in accordance with applicable laws and regulations for the purposes related to the procedure for which this declaration is made.

Yours faithfully,

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Attachments:

  • Curriculum vitae
  • List of management and supervisory positions held in other companies, updated on the date of this declaration

ANNEX 2

CURRENT POSITIONS LUCA NICODEMI

COMPANY NAME POSITION HELD
FERRETTI SPA (Listed) STATUTORY AUDITOR
VITTORIA SPA CHAIRMAN OF THE BOARD OF STATUTORY AUDITOR
PELLEGRINI SPA STATUTORY AUDITOR
ROCHE SPA STATUTORY AUDITOR
ROCHE DIAGNOSTIC SPA STATUTORY AUDITOR
GRUPPO CASALASCO SPA STATUTORY AUDITOR
GRUPPO SAN DONATO SERVIZI SRL STATUTORY AUDITOR
LORENZI SPA STATUTORY AUDITOR
DIGIT’ED SPA STATUTORY AUDITOR
PROMETEON SRL CHAIRMAN OF THE BOARD OF STATUTORY AUDITOR
BORMIOLI PHARMA SPA CHAIRMAN OF THE BOARD OF STATUTORY AUDITOR
NACTAROME SPA CHAIRMAN OF THE BOARD OF STATUTORY AUDITOR
ROTHSCHILD & CO WEALTH MANAGEMENT ITALY CHAIRMAN OF THE BOARD OF STATUTORY AUDITOR
DIATECH SPA CHAIRMAN OF THE BOARD OF STATUTORY AUDITOR
ASTRA ZENECA SPA STATUTORY AUDITOR
FIS S.p.A. STATUTORY AUDITOR
SAVILLS SGR SPA STATUTORY AUDITOR

LUCA NICODEMI RENEWAL

Statutory Auditor

LOCATION: Italy

LANGUAGES: Italian (Native), English (Fluent)

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Mr. Luca Nicodemi is a senior financial advisor and statutory auditor with over 20 years of experience in M&A, corporate governance, restructuring and cross-border transactions. He has extensive board and auditing experience in listed and multinational companies across sectors including pharmaceutical, luxury, industrial and real estate. He also serves as a court-appointed expert, arbitrator and ESG auditor, with significant exposure to China-Italy transactions.

Nationality IT
Gender M
Age (as at May, 2026) 52
Tenure on Ferretti Board of Statutory Auditors 3

PROFESSIONAL EXPERIENCES

Ferretti S.p.A. (HKEX: 9638; Euronext Milan: YACHT)

2023 - present Standing Auditor

Nextalia SGR S.p.A.

2021 - present Industrial Advisor

Sanofi S.r.l. (Euronext Paris: SAN; NASDAQ: SNY)

2021 - present Member of the Board of Statutory Auditors

AstraZeneca S.p.A. (LSE: AZN; NASDAQ: AZN)

2025 - present Member of the Board of Statutory Auditors

Roche Group (SIX: ROG)

2019 - present Member of the Board of Statutory Auditors

Rothschild & Co Italia S.p.A.

2019 - present Chairman of the Board of Statutory Auditors

Savills Investment Management SGR S.p.A.

2019 - present Member of the Board of Statutory Auditors

FSI SGR S.p.A. / Casalasco Società Agricola S.p.A.

2023 - present Chairman of the Board of Statutory Auditors

Gruppo Ernesto Pellegrini

2021 - present Member of the Board of Statutory Auditors


DIGITED S.p.A.
2021-present Member the Board of Statutory Auditors

Lorenzi S.p.A.
2021-present Member the Board of Statutory Auditors

Vittoria S.p.A.
2021-present Member the Board of Statutory Auditors

Prometeon Srl (former Pirelli Industrial S.p.A.)
2016-Present Chairman of the Board of Statutory Auditors

Bormioli Pharma S.p.A.
2016-Present Chairman of the Board of Statutory Auditors

Nactarome S.p.A.
2016-Present Chairman of the Board of Statutory Auditors

Diatech S.p.A.
2016-Present Chairman of the Board of Statutory Auditors

F.I.S. - Fabbrica Italiana Sintetici S.p.A.
2023-Present member of the Board of Statutory Auditors

Pirelli & C. S.p.A. (Euronext Milan: PIRC)
2017 – 2023 Former Member of the Board of Statutory Auditors

F.C. Internazionale Milano S.p.A.
2016 – 2021 Former Chairman of the Board of Statutory Auditors

Court of Milan
2026 – Present Enrolled in the Register of Arbitrators and Special Referees

Nextalia SGR S.p.A.
2025 Economic and financial evaluation of a real estate transaction in the luxury hospitality field

Farmindustria
2025 Advisor to the Chairman

Court of Milan
2025 Appointment in multiple economic and financial evaluations

Fresenius Group
2025 Economic and financial evaluation in support of a group spin-off transaction


LVMH Moët Hennessy Louis Vuitton SE

2024 Economic and financial evaluation of a target in an M&A transaction

Edizione S.p.A. / 21 Invest S.p.A.

2024 Strategic and financial advisor for dual M&A acquisition transactions

Ferroli S.p.A.

2023 Economic and financial evaluation in support of a group turnaround transaction

Prada S.p.A. (HKEX: 1913)

2019 Economic and financial evaluation in support of a group spin-off transaction

Gavio Group

2019 Economic and financial evaluation in support of a group spin-off transaction

Chinese Consortium Buyer of Esaote S.p.A.

2018 Financial advisory services to the consortium for the leveraged buyout (LBO) procedure and refinancing activities with Bank of China

Pininfarina S.p.A.

2007 – 2017 Financial, tax and accounting advisor to bank creditors in connection with the debt restructuring and sale procedures to Mahindra Group Secoo Holding Limited

2017 – 2020 International CEO & Group CSO

OTHER POSITIONS

2011 – Present Founding Partner of Studio Nicodemi
2026 – Present Court-appointed Arbitrator and Special Referee of the Court of Milan
2026 – Present Licensed Sustainability and ESG Auditor authorized for ESG reporting assessment pursuant to EU Directive 2022/2464
2023 – 2024 Licensed CPA and M&A Agent of CONI – FIGC – FIFA (Italian Football Federation)
2020 Mentor supporting graduate and exchange students of Bocconi Chinese Students Association in cooperation with Fudan University
2020 Recipient of the Capital Elite Award of Italy-China Foundation for professional advisory services to outbound Chinese corporations
2017 Recipient of the Capital Elite Award of Italy-China Foundation for professional advisory services to outbound Chinese corporations
2016 Lecturer of Corporate Finance, Financial Debt Restructuring and Distressed Value Investing at Bocconi University

EDUCATION

1992 Graduation, ISTITUTO GONZAGA
1997 BA in Corporate Finance, BOCCONI UNIVERSITY


To
Ferretti S.p.A.
Via Irma Bandiera, 62
Cattolica (RN)
Italy

9 April 2026

Subject: Acceptance of candidacy and appointment to the office of Statutory Auditor of Ferretti S.p.A. ("Ferretti" or the "Company") and confirmation of the absence of grounds for ineligibility, forfeiture and incompatibility, and the existence of the requirements prescribed by applicable law and by-laws for holding such office

The undersigned MYRIAM AMATO, born in PAVIA, on OCT 19,1974, tax code MTAMRM74R59G388J, having been invited to stand on the slate that the shareholder Ferretti International Holding S.p.A. ("FIH") intends to submit for the office of Statutory Auditor to the ordinary general meeting of Ferretti, convened on a single call for 14 May 2026 to resolve, inter alia, upon the appointment of the Board of Auditors, hereby:

ACCEPTS

the aforementioned candidacy and, if elected, the office of Statutory Auditor of Ferretti with immediate effect; and, under my responsibility for all legal purposes

ACKNOWLEDGES

  • Ministerial Decree no. 162 of 30 March 2000, as referred to in Article 148 of Legislative Decree no. 58 of 24 February 1998 (the "CFA");
  • Article 148, para. 3, CFA and Article 2, Recommendations 7 and 9, of the Italian Corporate Governance Code as approved by the Corporate Governance Committee ("Corporate Governance Code");
  • The applicable laws, regulations and the Company's By-laws currently in force

HEREBY DECLARES AND CERTIFIES

pursuant to Articles 46 and 47 of the Presidential Decree no. 445 of 28 December 2000, as at the date hereof, at his/her own responsibility and acknowledging that, according to Article 76 of the same Presidential Decree no. 445 of 28 December 2000, mendacious declarations, misrepresentations, documents and the use of false documents or of documents containing incorrect information constitute an offence pursuant to the Italian Criminal Code and special laws on the subject

that:

(a) there are no grounds and he/she is not in any situation giving rise to ineligibility, incompatibility or forfeiture as prescribed by Article 148, para. 3, CFA, by the by-laws of Ferretti, or any other applicable laws and regulations;
(b) she possesses the independence requirements referred to in Article 148, paragraph 3, of the CFA and the Corporate Governance Code;
(c) she is not included in any other list as candidate to the office of auditor of Ferretti;
(d) she possesses, pursuant to Article 148, paragraph 4, of the CFA, the professional requirements referred to in Article 1 of Ministerial Decree No. 162 of 30 March 2000, on the grounds that:

F


☐ she is registered in the Register of Auditors and he/she has carried out statutory audit of accounts for a period of not less than three years;

☐ she has gained experience totalling at least three years in carrying out administration or control activities or managerial tasks in joint stock companies that have a share capital of not less than two million euros;

☐ she has gained a total experience of at least three years in the exercise of professional activities or tenured university teaching in legal, economic, financial and technical-scientific subjects closely related to the activity indicated in art. 27.3 of Ferretti’s By-laws;

☐ she has gained at least three years’ experience in carrying out managerial functions in public bodies or public administrations operating in the banking, financial and insurance sectors or in any case in sectors closely related to the activity indicated in art. 27.3 of Ferretti’s By-laws;

(e) she does not fall within any of the impediments referred to in Article 1, paragraphs 4, 5 and 6, of Ministerial Decree No. 162 of 30 March 2000;

(f) she is not in any of the situations referred to in Article 2 of Ministerial Decree No. 162 of 30 March 2000 and, therefore, possess the requirements of good repute;

(g) she does not hold positions of administration and control to an extent equal to or exceeding the limits established by the laws and regulations in force (see the provisions of Articles 148-bis of the CFA and 144-terdecies of the Consob Regulation adopted by resolution No. 11971 of 14 May 1999);

(h) she holds the positions of administration and control in other companies as indicated in the Annex.

The undersigned undertakes, if requested, to provide appropriate documentation to confirm the accuracy of the information declared herein, and to promptly notify the Company’s board of directors of any subsequent change in the information provided with this declaration.

The undersigned attaches to this copy of his/her ID, curriculum vitae (which contains exhaustive information on his/her personal and professional characteristics and attaches the list of management and supervisory positions held in other companies), and authorise its publication by the applicants and by the Company in accordance with applicable laws and regulations.

The undersigned also authorizes the processing of his/her personal data collected in accordance with applicable laws and regulations for the purposes related to the procedure for which this declaration is made.

Yours faithfully,

img-6.jpeg


Attachments:

  • Curriculum vitae
  • List of management and supervisory positions held in other companies, updated on the date of this declaration

Annex

List of management and supervisory positions in other companies

Position Held Name of Company / Entity Registered Office Tax Code / VAT No. Date of Appointment Term of office end date Notes (e.g. listed, unlisted)
Director REVINET SPA Milano 01480510393 May 2025 May 2028 Not listed
Chairman of the Board of Statutory Auditors HERA COMM S.P.A. (Hera spa Group) Bologna 02221101203 Apr 2023 April 2026 Not Listed
Standing Auditor IN RETE DISTRIBUTIONE ENERGIA SPA (Hera spa Group) Bologna 01415510930 Apr 2023 April 2026 Not Listed
Chairman of the Board of Statutory Auditors HERA TRADING S.R.L. (Hera spa Group) Bologna 01415510930 Apr 2023 April 2026 Not Listed
Chairman of the Board of Statutory Auditors HERA S.P.A. Bologna 01415510930 Apr 2023 April 2026 Listed
Chairman of the Board of Statutory Auditors Doorway S.p.A. Bologna 03574571208 Lug 2023 April 2026 Not Listed
Chairman of the Board of Statutory Auditors HERA LUCE S.R.L. (Hera spa Group) Bologna 01415510930 Apr 2023 April 2026 Not Listed
Chairman of the Board of Statutory Auditors TAMBURI INVESTMENT PARTNERS S.P.A. IN VIA BREVE T.I.P. S.P.A. OR TIP S.P.A. Milano 01415510930 Apr 2024 April 2027 Listed
Standing Auditor HERAMBIENTE S.P.A. (Hera spa Group) Bologna 01415510930 Apr 2023 April 2026 Not Listed
Standing Auditor ACEGASAPSAMGA S.P.A. (Hera spa Group) Trieste 01415510930 Apr 2025 April 2028 Not Listed
Chairman of the Board of Statutory Auditors Wolmann S.p.A. (Hera spa Group) Bologna 01415510930 Apr 2024 April 2027 Not Listed
Standing Auditor Tremonti Srl. (Hera spa Group) Bologna 01415510930 Apr 2024 April 2027 Not Listed
Chairman of the Board of Statutory Auditors Recycla S.p.A. (Hera spa Group) Udine 01415510930 Apr 2024 April 2027 Not Listed
Standing Auditor TRS ECOLOGY (Hera Group) Trieste 01415510930 Apr 2025 April 2028 Not Listed
Chairman of the Board of Statutory Auditors Triveneta Luce Società Consortile a Responsabilità Limitata Bologna 04467840247 Sept 2024 Apr 2027 Not Listed

kP


MYRIAM AMATO NEW
Statutory Auditor
LOCATION: Italy
LANGUAGES: Italian (Native), English, French (Fluent)

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Ms. Myriam Amato is a professional with a degree in Business Economics from Bocconi University, specializing in the statutory auditing of national and multinational companies. She has gained significant experience as a CFO of a listed company, managing IPO processes and corporate reorganizations, which has allowed her to acquire extensive knowledge in corporate governance. She is a qualified Chartered Accountant and an enrolled Statutory Auditor in listed companies and financial institutions.

Nationality IT
Gender F
Age (as at May, 2026) 51
Tenure on Ferretti Board of Statutory Auditors New

PROFESSIONAL EXPERIENCES

Revinet S.p.A.
2019 – Present Partner and Director

Hera Comm S.p.A.
2017 – Present Chairman of the Board of Statutory Auditors

In Rete Distribuzione Energia S.p.A.
2017 – Present Standing Auditor

Hera Trading S.r.l.
2017 – Present Chairman of the Board of Statutory Auditors

Hera S.p.A. (Euronext Milan: HER)
2017 – Present Chairman of the Board of Statutory Auditors

Doorway S.p.A
2019 – Present Chairman of the Board of Statutory Auditors

Hera Luce S.r.l.
2017 – Present Chairman of the Board of Statutory Auditors

Tamburi Investment Partners S.p.A. (Euronext Milan: TIP)
2018 – Present Chairman of the Board of Statutory Auditors


Herambiente S.p.A.
2017 – Present Standing Auditor

AcegasApsAmga S.p.A.
2019 – Present Standing Auditor

Wolmann S.p.A.
2020 – Present Chairman of the Board of Statutory Auditors

Tremonti S.r.l.
2021 – Present Standing Auditor

Recycla S.p.A.
2024 – Present Chairman of the Board of Statutory Auditors

TRS Ecology
2024 – Present Standing Auditor

Triveneta Luce Società Consortile a Responsabilità Limitata
2024 – Present Chairman of the Board of Statutory Auditors

Il Sole 24 Ore S.p.A.
2022 – 2024 Standing Auditor

LIS Pay S.p.A.
2022 – 2024 Standing Auditor

Credimi S.p.A.
2015 – 2022 Standing Auditor

Kipoint S.p.A.
2020 – 2022 Standing Auditor

Ernst & Young S.p.A.
2006 – 2013 Senior Manager

Studio Necchi Sorci & Associati / Studio Pastori
2003 – 2006 Chartered Accountant

Deloitte & Touche S.p.A.
2000 – 2003 Senior Auditor


OTHER POSITIONS

2015 – 2018 Group CFO of Giglio Group S.p.A.
2013 – Present Member of the Governance of Listed Companies and Accounting Standards Committees of the Order of Chartered Accountants of Milan
2013 – Present Member of ANDAF
2013 – Present Member of NedCommunity
2013 – Present Member of PWA

EDUCATION

2000 Degree in Business Economics, BOCCONI UNIVERSITY
2002 Master's Degree in Tax Law, BOCCONI UNIVERSITY
2002 Qualification as Chartered Accountant
2003 Enrolment in the Register of Statutory Auditors


To

Ferretti S.p.A.

Via Irma Bandiera, 62

Cattolica (RN)

Italy

15 April 2026

Subject: Acceptance of candidacy and appointment to the office of Alternate Auditor of Ferretti S.p.A. ("Ferretti" or the "Company") and confirmation of the absence of grounds for ineligibility, forfeiture and incompatibility, and the existence of the requirements prescribed by applicable law and by-laws for holding such office

The undersigned Federica Marone, born in Naples (Italy), on 20 October 1975, tax code MRNFRC75R60F839Z, having been invited to stand on the slate that the shareholder Ferretti International Holding S.p.A. ("FIH") intends to submit for the office of Alternate Auditor to the ordinary general meeting of Ferretti, convened on a single call for 14 May 2026 to resolve, inter alia, upon the appointment of the Board of Auditors, hereby:

ACCEPTS

the aforementioned candidacy and, if elected, the office of Alternate Auditor of Ferretti with immediate effect; and, under my responsibility for all legal purposes

ACKNOWLEDGES

  • Ministerial Decree no. 162 of 30 March 2000, as referred to in Article 148 of Legislative Decree no. 58 of 24 February 1998 (the "CFA");
  • Article 148, para. 3, CFA and Article 2, Recommendations 7 and 9, of the Italian Corporate Governance Code as approved by the Corporate Governance Committee ("Corporate Governance Code");
  • The applicable laws, regulations and the Company's By-laws currently in force

HEREBY DECLARES AND CERTIFIES

pursuant to Articles 46 and 47 of the Presidential Decree no. 445 of 28 December 2000, as at the date hereof, at his/her own responsibility and acknowledging that, according to Article 76 of the same Presidential Decree no. 445 of 28 December 2000, mendacious declarations, misrepresentations, documents and the use of false documents or of documents containing incorrect information constitute an offence pursuant to the Italian Criminal Code and special laws on the subject

that:

(a) there are no grounds and he/she is not in any situation giving rise to ineligibility, incompatibility or forfeiture as prescribed by Article 148, para. 3, CFA, by the by-laws of Ferretti, or any other applicable laws and regulations;

(b) he/she possesses the independence requirements referred to in Article 148, paragraph 3, of the CFA and the Corporate Governance Code;

(c) he/she is not included in any other list as candidate to the office of auditor of Ferretti;

(d) he/she possesses, pursuant to Article 148, paragraph 4, of the CFA, the professional requirements referred to in Article 1 of Ministerial Decree No. 162 of 30 March 2000, on the grounds that:


☑ he/she is registered in the Register of Auditors and he/she has carried out statutory audit of accounts for a period of not less than three years;

☑ he/she has gained experience totalling at least three years in carrying out administration or control activities or managerial tasks in joint stock companies that have a share capital of not less than two million euros;

☑ he/she has gained a total experience of at least three years in the exercise of professional activities or tenured university teaching in legal, economic, financial and technical-scientific subjects closely related to the activity indicated in art. 27.3 of Ferretti’s By-laws;

☐ he/she has gained at least three years’ experience in carrying out managerial functions in public bodies or public administrations operating in the banking, financial and insurance sectors or in any case in sectors closely related to the activity indicated in art. 27.3 of Ferretti’s By-laws;

(e) he/she does not fall within any of the impediments referred to in Article 1, paragraphs 4, 5 and 6, of Ministerial Decree No. 162 of 30 March 2000;

(f) he/she is not in any of the situations referred to in Article 2 of Ministerial Decree No. 162 of 30 March 2000 and, therefore, possess the requirements of good repute;

(g) he/she does not hold positions of administration and control to an extent equal to or exceeding the limits established by the laws and regulations in force (see the provisions of Articles 148-bis of the CFA and 144-terdecies of the Consob Regulation adopted by resolution No. 11971 of 14 May 1999);

(h) he/she holds the positions of administration and control in other companies as indicated in the Annex.

The undersigned undertakes, if requested, to provide appropriate documentation to confirm the accuracy of the information declared herein, and to promptly notify the Company’s board of directors of any subsequent change in the information provided with this declaration.

The undersigned attaches to this copy of his/her ID, curriculum vitae (which contains exhaustive information on his/her personal and professional characteristics and attaches the list of management and supervisory positions currently held in other companies), and authorise its publication by the applicants and by the Company in accordance with applicable laws and regulations.

The undersigned also authorizes the processing of his/her personal data collected in accordance with applicable laws and regulations for the purposes related to the procedure for which this declaration is made.

Yours faithfully,

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Attachments:

  • Curriculum vitae
  • List of management and supervisory positions held in other companies, updated on the date of this declaration

Annex

List of management and supervisory positions in other companies

  • Icca SpA CF:04102021211 – Revisore legale
  • ICCA Trade Srl CF: 07804371214 – Sindaco

These are small companies that, pursuant to Article 144-terdecies, paragraph 3, are not taken into account for the purposes of calculating the aggregate number of positions referred to in paragraph 2.


FEDERICA MARONE RENEWAL

Alternate Auditor

LOCATION: Naples, Italy

LANGUAGES: Italian (Native),

English (Fluent)

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Ms. Federica Marone is a graduate in Economics and Business Administration with a specialization in law from Parthenope University of Naples. She has been a certified public accountant and auditor since 2006. She is an adjunct professor teaching supplementary courses in Tax Law at the Faculty of Law and the Faculty of Green Economy at Suor Orsola Benincasa University in Naples. She practices as a certified public accountant, providing business consulting to medium and large enterprises, particularly companies operating in the luxury and food sectors, and is an expert tax defence attorney. She drafts tax opinions to ensure the correct interpretation of regulations and has held various positions, including CEO, board member, member of the board of statutory auditors, and statutory auditor at several corporations.

Nationality IT
Gender F
Age (as at May, 2026) 50
Tenure on Ferretti Board of Statutory Auditors 3

PROFESSIONAL EXPERIENCES

Ferretti S.p.A. (HKEX: 9638; Euronext Milan: YACHT)

2023 – Present Alternate Auditor

Marone & Associati

2004 – Present Associate

1999 – 2003 Professional Activity

Fantozzi & Associati (Tax Law Firm)

2003 Professional Activity

ICCA S.p.A.

2015 – Present Statutory Auditor

ICCA Trade S.r.l.

2019 – Present Sole auditor

OTHER POSITIONS


2013 – Present Contract teaching supplementary activities in Tax Law at Suor Orsola Benincasa University of Naples
2005 – 2010 External collaboration with Suor Orsola Benincasa University Institute for the II Level Master “The training of the defender and the tax judge”

EDUCATION

1993 Classical High School Diploma, LICEO CLASSICO JACOPO SANNAZARO
2002 Degree in Economics and Commerce, UNIVERSITY OF NAPLES PARTHENOPE
2002 – 2003 IPSOA Tax Master II Level, MILAN
2003 Master “The tax process”, ORDER OF CHARTERED ACCOUNTANTS OF NAPLES
2004 Master II Level “The training of the defender and the tax judge”, SUOR ORSOLA BENINCASA UNIVERSITY


To
Ferretti S.p.A.
Via Irma Bandiera, 62
Cattolica (RN)
Italy

7 April 2026

Subject: Acceptance of candidacy and appointment to the office of Alternate Auditor of Ferretti S.p.A. ("Ferretti" or the "Company") and confirmation of the absence of grounds for ineligibility, forfeiture and incompatibility, and the existence of the requirements prescribed by applicable law and by-laws for holding such office

The undersigned TIZIANA VALLONE, born in Taranto, on 14 april 1969, tax code VLLTZN69D54L049G, having been invited to stand on the slate that the shareholder Ferretti International Holding S.p.A. ("FIH") intends to submit for the office of Alternate Auditor to the ordinary general meeting of Ferretti, convened on a single call for 14 May 2026 to resolve, inter alia, upon the appointment of the Board of Auditors, hereby:

ACCEPTS

the aforementioned candidacy and, if elected, the office of Alternate Auditor of Ferretti with immediate effect; and, under my responsibility for all legal purposes

ACKNOWLEDGES

  • Ministerial Decree no. 162 of 30 March 2000, as referred to in Article 148 of Legislative Decree no. 58 of 24 February 1998 (the "CFA");
  • Article 148, para. 3, CFA and Article 2, Recommendations 7 and 9, of the Italian Corporate Governance Code as approved by the Corporate Governance Committee ("Corporate Governance Code");
  • The applicable laws, regulations and the Company's By-laws currently in force

HEREBY DECLARES AND CERTIFIES

pursuant to Articles 46 and 47 of the Presidential Decree no. 445 of 28 December 2000, as at the date hereof, at her own responsibility and acknowledging that, according to Article 76 of the same Presidential Decree no. 445 of 28 December 2000, mendacious declarations, misrepresentations, documents and the use of false documents or of documents containing incorrect information constitute an offence pursuant to the Italian Criminal Code and special laws on the subject

that:

(a) there are no grounds and she is not in any situation giving rise to ineligibility, incompatibility or forfeiture as prescribed by Article 148, para. 3, CFA, by the by-laws of Ferretti, or any other applicable laws and regulations;
(b) she possesses the independence requirements referred to in Article 148, paragraph 3, of the CFA and the Corporate Governance Code;
(c) she is not included in any other list as candidate to the office of auditor of Ferretti;


(d) she posses, pursuant to Article 148, paragraph 4, of the CFA, the professional requirements referred to in Article 1 of Ministerial Decree No. 162 of 30 March 2000, on the grounds that:

☑ she is registered in the Register of Auditors and he/she has carried out statutory audit of accounts for a period of not less than three years;

☑ she has gained experience totalling at least three years in carrying out administration or control activities or managerial tasks in joint stock companies that have a share capital of not less than two million euros;

☐ she has gained a total experience of at least three years in the exercise of professional activities or tenured university teaching in legal, economic, financial and technical-scientific subjects closely related to the activity indicated in art. 27.3 of Ferretti’s By-laws;

☑ she has gained at least three years’ experience in carrying out managerial functions in public bodies or public administrations operating in the banking, financial and insurance sectors or in any case in sectors closely related to the activity indicated in art. 27.3 of Ferretti’s By-laws;

(e) she does not fall within any of the impediments referred to in Article 1, paragraphs 4, 5 and 6, of Ministerial Decree No. 162 of 30 March 2000;

(f) she is not in any of the situations referred to in Article 2 of Ministerial Decree No. 162 of 30 March 2000 and, therefore, possess the requirements of good repute;

(g) she does not hold positions of administration and control to an extent equal to or exceeding the limits established by the laws and regulations in force (see the provisions of Articles 148-bis of the CFA and 144-terdecies of the Consob Regulation adopted by resolution No. 11971 of 14 May 1999);

(h) she holds the positions of administration and control in other companies as indicated in the Annex.

The undersigned undertakes, if requested, to provide appropriate documentation to confirm the accuracy of the information declared herein, and to promptly notify the Company’s board of directors of any subsequent change in the information provided with this declaration.

The undersigned attaches to this copy of her ID, curriculum vitae (which contains exhaustive information on her personal and professional characteristics and attaches the list of management and supervisory positions currently held in other companies), and authorise its publication by the applicants and by the Company in accordance with applicable laws and regulations.

The undersigned also authorizes the processing of his/her personal data collected in accordance with applicable laws and regulations for the purposes related to the procedure for which this declaration is made.

Yours faithfully,

Vivien Kellawe


Attachments:

  • Curriculum vitae
  • List of management and supervisory positions held in other companies, updated on the date of this declaration

Annex

List of management and supervisory positions in other companies

January 2017 - ongoing

Member of the Board of Directors of the Mario Negri Pension Fund.
Member of the Investment Commission and Executive Committee.
Assets under management 4 billion euros.

October 2022 – ongoing

Chairman of the Board of Statutory Auditors of Leonardo Capital Sim Spa.
June 2023 – ongoing

Member of the Board of Statutory Auditors of Red Fish Longterm Capital Partner Spa, a Euronext Growth Milan listed company.
June 2024 – ongoing

Member of the Board of Statutory Auditors of the Setramar Spa Group and its subsidiaries.
April 2025 – ongoing

Member of the Board of Statutory Auditors of Niche Fusina Rolled Products Srl,
a company owned by Invitalia (formerly ALCOA).

January 2026 – ongoing

Member of the Board of Directors of Near Spa Benefit, holding company of Redo Sgr Spa and EuroMilano - an Italian hub dedicated to urban regeneration and affordable housing in the Milan metropolitan area.
Owned by Cariplo, Intesa San Paolo, Fondazione Monte di Lombardia, Cassa Forense, Kryalos SGR and Cooperativa LUM.


TIZIANA VALLONE RENEWAL
Alternate Auditor
LOCATION: Italy
LANGUAGES: Italian (Native), English, French (Fluent)

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Ms. Tiziana Vallone is an economist and finance expert specializing in risk management, banking and corporate governance. She has held leadership roles in financial institutions, regulatory bodies and corporate boards, contributing to financial research, policy-making and the development of risk management frameworks in the banking sector.

Nationality IT
Gender F
Age (as at May, 2026) 57
Tenure on Ferretti Board of Statutory Auditors 3

PROFESSIONAL EXPERIENCES

Studio Vallone
2004 – Present Chartered Accountant and Statutory Auditor

Mario Negri Pension Fund
2017 – Present Member of the Board of Directors

Leonardo Capital SIM S.p.A.
2022 – Present Chairman of the Board of Statutory Auditors

Red Fish LongTerm Capital S.p.A.
2023 – Present Member of the Board of Statutory Auditors

Setramar Spa Group
2024 – Present Member of the Board of Statutory Auditors

Niche Fusina Rolled Products S.r.l.
2025 – Present Member of the Board of Statutory Auditors

Near S.p.A.
2026 – Present Non-Executive Director

Intermonte SIM S.p.A.
2021 – 2025 Non-Executive Director


Kryalos SGR S.p.A.
2022 – 2025 Member of the Board of Statutory Auditors

Il Sole 24 Ore S.p.A.
2022 – 2025 Chairman of the Board of Statutory Auditors

OTHER POSITIONS
2021 – 2022 Expert supporting the national business crisis tables of the Ministry of Economic Development, appointed by decree of 22 September 2021
2023 – 2025 Expert supporting the national business crisis tables of the Ministry of Industry and Made in Italy

EDUCATION
1993 Degree in Economics and Commerce, STATE UNIVERSITY OF BARI ALDO MORO
1994–1995 Master's Degree in Corporate Tax Law, LUIGI BOCCONI UNIVERSITY OF MILAN
2010–2011 Specialization Course on Listing Processes, BORSA ITALIANA / ODCEC MILAN
2013–2014 Master's Degree in Administration, Management and Control of Pension Funds, LIUC UNIVERSITY