Orsero — Proxy Solicitation & Information Statement 2026

Apr 7, 2026

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Informazione Regolamentata n. 20078-10-2026	Data/Ora Inizio Diffusione 7 Aprile 2026 17:32:26	Euronext Star Milan

Societa': ORSERO

Utenza - referente: ORSERON04 - Colombini Matteo

Tipologia: REGEM; 3.1

Data/Ora Ricezione: 7 Aprile 2026 17:32:26

Oggetto: Orsero S.p.A. - Lists for the appointment of the board of directors and the board of statutory auditors

Testo del comunicato

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GRUPPO ORSERO

Press Release

LISTS FOR THE APPOINTMENT OF THE BOARD OF DIRECTORS AND THE BOARD OF STATUTORY AUDITORS

Milan, 7 April 2026. Orsero S.p.A. (the “Company”) with reference to the Shareholder’s Meeting called on 28 April 2026 at h. 17:00 in single call, announces that, within the legal terms, n. 2 lists for the appointment of the Board of Directors and n. 2 lists for the appointment of the Board of Statutory Auditors have been submitted, of which, respectively, in points 3 and 4 of the Shareholder’s Meeting agenda, as reported below:

Appointment of the Board of Directors

List n. 1 jointly submitted by FIF Holding S.p.A. and Grupo Fernández S.A. altogether representing 40.03% of the share capital:

1) Paolo Prudenziati (candidate for the office of Chairman of the Board of Directors);
2) Raffaella Orsero;
3) Matteo Colombini;
4) Carlos Fernández Ruiz;
5) Armando Rodolfo De Sanna (Independent);
6) Vera Tagliaferri (Independent);
7) Laura Soifer (Independent);
8) Costanza Musso (Independent);
9) Massimo Germani;
10) Alessandro Piccardo.

List n. 2 submitted by Hermes Linder Fund Sicav managed by Praude Asset Management Limited which holds a participation of 5.54% of the share capital:

1) Riccardo Manfrini (Independent);
2) Lorenzo Cappellotto (Independent).

ORSERO SPA

Capitale sociale € 69.163.340,00 i.v. - P.IVA 09160710969 - R.E.A. MI-2072677

Sede legale via Vezza d'Oglio, 7 20139 Milano

T +39 02 77877580 F +39 02 7787758@orserogroup.it www.orserogroup.it

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Orsero

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ORSERO

Appointment of the Board of Statutory Auditors

List n. 1 submitted by FIF Holding S.p.A which holds a participation of 33.36% of the share capital:

Standing Auditors

1) Marco Rizzi;
2) Cesare Spadacini;
3) Lucia Foti Belligambi.

Alternate Auditors

1) Paolo Rovella;
2) Maddalena Costa.

List n. 2 submitted by Hermes Linder Fund Sicav managed by Praude Asset Management Limited which holds a participation of 5.54% of the share capital:

Standing Auditor

1) Pietro Calzavara.

Alternate Auditor

2) Fabrizio Bisutto.

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The documentation accompanying List No 2 for the appointment of the Board of Directors and List No 2 for the appointment of the Board of Statutory Auditors also contains the declaration of absence of affiliation relations and/or significant connections, including under the Communication Consob n. DEM/9017893 of 26 February 2009, with shareholders who – on the basis of the communications of the relevant shareholdings of art. 120 of D. Lgs. 58/1998 subsequent amendments and additions. (the "TUF") – they also hold, jointly, a controlling or relative majority share in accordance with art. 147-ter, paragraph 3, TUF and art. 144-quinquies of the Issuer Regulations adopted by Consob with resolution 11971/1999 (the "Issuer Regulations").

The documentation referred to in art. 144-octies of the Issuer Regulation is available to the public on the Company's website (www.orserogroup.it, section "Governance/Shareholders' Meeting"), as well as on the authorized storage system "eMarket STORAGE" ().

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ORSERO is the holding company of the Italian and international group with the same name, a leader in Mediterranean Europe for the import and distribution of fresh fruit and vegetables. The Orsero Group was created more than 50 years ago at the initiative of the Orsero family, which had been operating since the 1940s in the fruit and vegetable sector, in partnership with other entrepreneurs. Over the decades, the Orsero Group has expanded its business both in terms of area covered, which today includes Italy, France, Spain, Portugal, Greece, Mexico, Costa Rica and Colombia, and in terms of product categories and sectors, according to a model known as vertical integration. Along with the distribution of fresh produce, the Orsero Group's

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GRUPPO ORSERO

business model also includes the import of bananas and pineapples using its owned ships. In 2012, the Orsero Group launched the brand "F.lli Orsero" for bananas and pineapples. The name intends to convey a sense of tradition and the passion of a large Italian family-run company for high-end produce.

ORSERO ordinary shares are listed on the Euronext STAR Milan segment of the Market Euronext Milan: ISIN - IT0005138703; Bloomberg Ticker "ORS.IM"; Thomson Reuters Ticker "ORSO.MI".

For more information:

Orsero S.p.A.

Investor Relations:

Edoardo Dupanloup | T. +39 347 4496044 | investor.relations@orserogroup.it | www.orserogroup.it

Rebecca Cancellieri | T. +39 349 4727548 | investor.relations@orserogroup.it | www.orserogroup.it

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Fine Comunicato n.20078-10-2026	Numero di Pagine: 5