Poste Italiane — Proxy Solicitation & Information Statement 2026

Mar 18, 2026

teleborsa

Informazione Regolamentata n. 1130-18-2026	Data/Ora Inizio Diffusione 18 Marzo 2026 05:30:11	Euronext Milan

Societa': POSTE ITALIANE

Utenza - referente : POSTEN03 - Fabio Ciammaglichella

Tipologia : REGEM

Data/Ora Ricezione : 18 Marzo 2026 05:30:11

Oggetto : Poste Italiane - 2026 AGM - extract of the notice of call

Testo del comunicato

Vedi allegato

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CERTIFIED

EXTRACT OF THE NOTICE OF CALL OF

THE SHAREHOLDERS' MEETING OF POSTE ITALIANE 27.4.2026

Poste Italiane S.p.A.

Registered Office in Rome - Viale Europa, n. 190

Share Capital € 1,306,110,000.00 fully paid in

Taxpayer Identification and Rome Company Register n. 97103880585

R.E.A. of Rome n. 842633

V.A.T. registration n. 01114601006

Notice of Ordinary Shareholders' Meeting

An ordinary Shareholders' Meeting will be held on single call on 27 April 2026 at 2:00 p.m. in Rome, at the premises of the Company located in Viale Europa n. 175, to discuss and resolve on the following

AGENDA

1. Poste Italiane S.p.A. Financial Statements for the year ended 31 December 2025. Reports of the Board of Directors, the Board of Statutory Auditors, and the Audit Firm. Related resolutions. Presentation of the consolidated financial statements for the year ended 31 December 2025.
2. Allocation of net income for the year.
3. Determination of the number of the members of the Board of Directors.
4. Determination of the term of the Board of Directors.
5. Election of the members of the Board of Directors, by the slate voting system and in line with the provisions of law and by-laws.
6. Election of the Chairman of the Board of Directors.
7. Determination of the compensation of the members of the Board of Directors.
8. Report on the 2026 remuneration policy.
9. Report on amounts paid in the year 2025.
10. Equity-based short term incentive plan MBO 2026.
11. Equity-based 2026-2028 Performance Share long term incentive plan.
12. Equity-based long term incentive plan Phantom Stock Option.

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CERTIFIED

EXTRACT OF THE NOTICE OF CALL OF

THE SHAREHOLDERS' MEETING OF POSTE ITALIANE 27.4.2026

It should be noted that the provisions of this notice of call are in line with the provisions of article 135-undecies.1 of the Legislative Decree no. 58 of 24 February 1998 (the “Consolidated Law on Finance”) and of article 11.6 of the Company’s bylaws.

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Modalities of carrying-out of the Shareholders’ Meeting pursuant to article 135-undecies.1 of the Consolidated Law on Finance and of article 11.6 of the Company’s bylaws

The Company has decided to avail itself of the faculty established by article 135-undecies.1 of the Consolidated Law on Finance and of article 11.6 of the Company’s bylaws, providing that the attendance of the Shareholders’ Meeting shall be only permitted through the representative appointed by the Company pursuant to article 135-undecies of the Legislative Decree 24 February 1998, no. 58 (the “Consolidated Law on Finance”) and article 11.5 of the corporate bylaws – i.e., Monte Titoli S.p.A., whose registered office is in Milan (the “Appointed Representative”) – according to the modalities indicated in the unabridged Meeting Notice available on the Company’s website (www.posteitaliane.it).

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The information regarding:

• the share capital;
• the right to attend the Shareholders’ Meeting and to vote (record date 16 April 2026);
• the modalities of attendance of the Shareholders’ Meeting, that shall be only permitted through the Appointed Representative pursuant to article 135-undecies of the Consolidated Law on Finance, who may be also granted proxies and/or sub-proxies pursuant to article 135-novies of the same Consolidated Law on Finance;
• additions to the agenda and the presentation of new resolution proposals on matters already on the agenda by Shareholders owning at least 2.5% of the share capital pursuant

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CERTIFIED

EXTRACT OF THE NOTICE OF CALL OF

THE SHAREHOLDERS' MEETING OF POSTE ITALIANE 27.4.2026

to article 126-bis, paragraph 1, first sentence, of the Consolidated Law on Finance (by 27 March 2026);

• submission of resolution proposals – including those ones related to items 6) and 7) on the agenda (concerning, respectively, the “Election of the Chairman of the Board of Directors” and the “Determination of the compensation of the members of the Board of Directors”) – by those entitled to vote pursuant to article 126-bis, paragraph 1, third sentence, of the Consolidated Law on Finance (by 13 April 2026);
• the right to ask questions before the Shareholders' Meeting (by 16 April 2026);
• the appointment of the Board of Directors;

is contained in the unabridged Meeting notice, published in the section of the Company’s website (www.posteitaliane.it) dedicated to the present Shareholders’ Meeting, to the full content of which you are invited to refer for any other information concerning the Shareholders’ Meeting.

The documentation concerning the Shareholders’ Meeting, including the explanatory reports of the Board of Directors and the proposed resolutions on the items on the agenda, has been made available to the public, within the time limits provided for by the law, at the Company’s registered office, in the section of its website (www.posteitaliane.it) dedicated to the present Shareholders’ Meeting, and at the authorized storage mechanism “eMarket STORAGE” ().

The Chairman of the Board of Directors
Silvia Maria Rovere

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Fine Comunicato n.1130-18-2026	Numero di Pagine: 5