Mediobanca

Board/Management Information • Dec 5, 2025

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Data/Ora Ricezione : 5 Dicembre 2025 19:30:07

Oggetto : Termination of employment of Alberto Nagel

and Francesco Saverio Vinci with Mediobanca

Testo del comunicato

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Press release

Termination of employment of Alberto Nagel and Francesco Saverio Vinci with Mediobanca

On 4 December 2025 two agreements were signed for the termination, effective from the same date, of the employment of Alberto Nagel, formerly Chief Executive Officer, and Francesco Saverio Vinci, General Manager, on the terms approved by the Directors of Mediobanca on 1 December 2025.

The termination of the two employment arrangements and the terms and conditions of the related severance packages were approved, in accordance with the Regulations on Transactions with Related Parties and their Associates, by the Board of Directors based on the proposal made by the Remunerations Committee, which also acted as Related Parties Committee, having consulted with the Statutory Audit Committee. Such terms and conditions, in accordance with the Bank's internal regulations (including the Remuneration Policy approved by shareholders in Annual General Meeting), the applicable external regulations (including the national collective contract for credit sector management staff), and the individual employment contracts themselves, entail:

• For Alberto Nagel payment, upon termination of employment, of a gross amount of €4,300,000 (within the limit corresponding to the cost of notice, including compensation for lost earnings from employment and emoluments for company positions);
• For Francesco Saverio Vinci payment, upon termination of employment, of a gross amount of €4,625,000 (within the limit corresponding to the cost of notice, including compensation for lost earnings from employment and emoluments for company positions).

The agreements further provide for:

• Payment of a gross amount of €700,000 in respect of non-compete and non-solicitation undertakings and commitments not to poach employees, with different durations ranging from six to twelve months from the date on which the employment arrangement ceases, payable at the end of the longest of these periods, to Alberto Nagel;
• Payment of a gross amount of €375,000 in respect of non-compete and non-solicitation undertakings and commitments not to poach employees for a period of three months from the date on which the employment arrangement ceases, payable at the end of the same period, to Francesco Saverio Vinci.

Entitlements to remuneration that have accrued in connection with and in execution of the previous short- and medium-/long-term incentivization plan regulations remain unchanged, by the means and on the terms and conditions set forth in the Remuneration Policy and the plans themselves.

Milan, 5 December 2025