Growens — Remuneration Information 2021

Apr 6, 2021

Informazione Regolamentata n. 20054-33-2021		Data/Ora Ricezione 06 Aprile 2021 15:24:24	AIM -Italia/Mercato Alternativo del Capitale
Societa'	:	MailUp S.p.A.
Identificativo Informazione Regolamentata	:	144886
Nome utilizzatore	:	MAILUPN03 - Capelli
Tipologia	:	REGEM; 3.1; 2.2
Data/Ora Ricezione	:	06 Aprile 2021 15:24:24
Data/Ora Inizio Diffusione presunta	:	06 Aprile 2021 18:00:08
Oggetto	:	Attribution of MAIL shares to certain employees and associates
Testo del comunicato

Milan, 6 April 2021 – MailUp S.p.A. (MAIL) (the "Company" or "MailUp Group"), MailUp S.p.A. (the "Company" or "MailUp"), a company admitted to trading on the multilateral trading facility AIM Italia and operating in the marketing technology field, hereby notifies that on 1 April 2021 – following the Board of Directors resolution on 23 March 2021 – n. 72.373 shares were assigned to certain managers and associates following the positive verification of the current MBO plan as resolved on 12 May 2020. The shares will bear a lock up of 30 days.

The above-mentioned shares come from the stock of treasury shares owned by the Company, acquired as per the resolutions of the Company's General Shareholders Meeting on 26 April 2018, 18 April 2019 and 23 April 2020. Such resolutions – which granted the Board of Directors powers to purchase and dispose, for an 18-month term beginning from the date of the resolution, up to a maximum number of treasury shares which may not exceed 10% of the share capital – allow the use of treasury shares towards beneficiaries of stock option plans or implementing new plans or free-of-charge allocation to shareholders, in compliance with the rules and regulations in force, including through intermediaries.

Therefore, on 1 April 2021 each eligible beneficiary of the MBO incentive plan, who explicitly requested it, received a corresponding number of shares calculated on the basis of the weighted average share price of the 30-trading-day period ending on 19th March 2021 (included), hence at a share price equal to Eur 4.5035.

PRESS RELEASE

Attribution of MAIL shares to certain employees and associates

Milan, 6 April 2021 – MailUp S.p.A. (MAIL) (the "Company" or "MailUp Group"), MailUp S.p.A. (the "Company" or "MailUp"), a company admitted to trading on the multilateral trading facility AIM Italia and operating in the marketing technology field, hereby notifies that on 1 April 2021 – following the Board of Directors resolution on 23 March 2021 – n. 72.373 shares were assigned to certain managers and associates following the positive verification of the current MBO plan as resolved on 12 May 2020. The shares will bear a lock up of 30 days.

The above-mentioned shares come from the stock of treasury shares owned by the Company, acquired as per the resolutions of the Company's General Shareholders Meeting on 26 April 2018, 18 April 2019 and 23 April 2020. Such resolutions – which granted the Board of Directors powers to purchase and dispose, for an 18-month term beginning from the date of the resolution, up to a maximum number of treasury shares which may not exceed 10% of the share capital – allow the use of treasury shares towards beneficiaries of stock option plans or implementing new plans or free-of-charge allocation to shareholders, in compliance with the rules and regulations in force, including through intermediaries.

Therefore, on 1 April 2021 each eligible beneficiary of the MBO incentive plan, who explicitly requested it, received a corresponding number of shares calculated on the basis of the weighted average share price of the 30-trading-day period ending on 19th March 2021 (included), hence at a share price equal to Eur 4.5035.

Shareholders	No. Shares	Percentage
Gorni Nazzareno**	1,604,755	10.72%
Miscia Alberto**	1,602,254	10.70%
Monfredini Matteo**	1,593,462	10.64%
Azzali Luca**	1,546,040	10.33%
Bettoni Matteo**	1,505,440	10.06%
Pronti Gianluca	912,766	6.10%
BMC Holdings B.V.*	587,859	3.93%
Employees*	21,820	0.15%
Treasury Shares	96,607	0.65%
Market	5,500,043	36.74%
Total	14,971,046	100.00%

Following the MBO shares attribution, MailUp's capital structure is as per the below:

*subject to lock-up

**subject to lock-up according to MBO and to the shareholders' agreement currently in force

As a result of the above, the subscribed and paid-up Company share capital will not change, whereas as of 6 April 2021, MailUp directly owns n. 96,607 treasury shares, representing 0.65% of its own share capital.

MailUp Group (MAIL) is a vertically integrated player in the field of Cloud Marketing Technologies. Its growing suite of data-driven solutions allows SMEs and large corporations globally to master the evolving ways of communicating with customers. Starting from parent company MailUp, the group boasts a steady growth path both organically and through acquisitions: Acumbamail (Spanish and LatAm markets), Agile Telecom (wholesale SMS market) and Datatrics (artificial intelligence). The brand portfolio is completed by BEE, an email editor launched in 2017 as a complementary business line, already covering thousands of customers worldwide. Today, MailUp Group is a leading European player in the field of Cloud Marketing Technologies, serving 22,000+ customers in 100+ countries. In 2021 the Board of Directors resolved to propose to the GSM the change of the legal name into "Growens S.p.A.".

The company is admitted to trading on the AIM Italia market managed by the Italian Stock Exchange, with a free float of 36+%.

ISIN IT0005040354 - Reuters: MAIL.MI - Bloomberg: MAIL IM

Media & Guidelines: https://mailupgroup.com/guidelines/

For further information please contact: MailUp Group Investor Relations Micaela Cristina Capelli +39 02 71040485 investor.relations@mailupgroup.com

MailUp Group Press Office

Maria Giulia Ganassini +39 02 89603080 press@mailupgroup.com www.mailupgroup.com

Nomad BPER Banca +39 051 2756537 mailup@bper.it

iCorporate - MailUp Group Press Office Arturo Salerni +39 335 1222631 Ilaria Mastrogregori +39 366 6970628 mailupgroup@icorporate.it