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Moncler Proxy Solicitation & Information Statement 2026

Mar 20, 2026

4110_rns_2026-03-20_deba5dfc-cfd8-4e37-9a00-a5a51fe388f3.pdf

Proxy Solicitation & Information Statement

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CERTIFIED

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MONCLER

MONCLER S.p.A.

Registered office at Via Stendhal no. 47, Milan
Share Capital Euro 54,961,190.80 fully paid-in
Companies' Register of Milan, taxpayer's code and VAT number 04642290961
Economic and Administrative Repertory number 1763158

DIRECTORS' EXPLANATORY REPORT ON THE FIFTH ITEM ON THE
AGENDA OF THE ORDINARY SHAREHOLDERS' MEETING
SCHEDULED FOR 21 APRIL 2026 ON SINGLE CALL


emarket
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CERTIFIED

ITEM NO. 5 ON THE AGENDA – Appointment of one Director pursuant to Art. 2386 of the Italian Civil Code and Art. 13.4 of the Company’s Bylaws. Related and consequent resolutions.

Dear Shareholders,

The Board of Directors has convened the Ordinary Shareholders’ Meeting in order to resolve on the proposal to confirm Bartolomeo “Leo” Rongone as Director of the Company.

With regard to the above, please note that on 19 February 2026 the Company’s Board of Directors, having acknowledged the resignation submitted by Gabriele Galateri di Genola from his position as Non-Executive Director of Moncler, effective as of 1 April 2026, appointed by cooptation, pursuant to and for the purposes of Article 2386 of the Italian Civil Code and Article 13.4 of the Company’s Bylaws, and with the approval of the Board of Statutory Auditors, Bartolomeo Rongone as a new Director of the Company, with effect likewise from 1 April 2026. At the same meeting, the Board appointed Bartolomeo Rongone as Chief Executive Officer of the Company.

Bartolomeo Rongone will cease to hold office as Director upon the Shareholders’ Meeting to which this Report refers. The Board of Directors therefore proposes that You confirm Bartolomeo Rongone as Director of the Company until the expiry of the term of office of the other Directors currently in office and, accordingly, until the date of the Shareholders’ Meeting called to approve the financial statements for the financial year ending on 31 December 2027. As this is a mere integration of the Board of Directors, the Shareholders’ Meeting shall resolve with the majority provided by law, without list voting, pursuant to Article 13 of the Company’s Bylaws.

The candidate’s curriculum vitae and the statement by which he accepted the candidacy and certified, under his own responsibility, the absence of any grounds for ineligibility or incompatibility, as well as the existence of the requirements prescribed by the Company’s Bylaws, by the law and by applicable regulations for the office of member of the Board of Directors, are available to Shareholders on the Company’s website.

Lastly, it should be noted that the remuneration for the office of member of the Board of Directors has already been determined by the Ordinary Shareholders’ Meeting of 16 April 2025.


Dear Shareholders,

In light of the above, the Board of Directors proposes to You to adopt the following resolutions:

“The Ordinary Shareholders’ Meeting of Moncler S.p.A.:

  • having examined the Explanatory Report of the Board of Directors,
  • having acknowledged the proposed resolution and the candidacy submitted;

RESOLVES

to appoint, pursuant to and for the purposes of Article 2386, first paragraph, of the Italian Civil Code and Article 13.4 of the Company’s Bylaws, Bartolomeo Rongone (RNGBTL71E03F839O) as Director of the Company, providing that he shall remain in office until the expiry of the term of office of the other Directors currently in office and, therefore, until the date of the Shareholders’ Meeting convened to approve the financial statements for the financial year ending on 31 December 2027.”


emarket
with storage
CERTIFIED
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Milan, 19 February 2026

For the Board of Directors

The Chairman, Remo Ruffini

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