Rai Way

Pre-Annual General Meeting Information • Nov 15, 2024

Registered Office in Rome Via Teulada 66 - Share Capital Euro 70,176,000.00 fully paid-in Tax ID, VAT number and Rome Companies' Register no.: 05820021003 Company subject to management and coordination by RAI - Radiotelevisione Italiana S.p.A.

NOTICE OF CALL OF THE EXTRAORDINARY SHAREHOLDERS' MEETING

The Shareholders' Meeting of Rai Way S.p.A. ("Rai Way" or the "Company") is convened in an Extraordinary Session, in a single call, on 18 December 2024, at 09:30, at the Company's registered office in Rome, Via Teulada 66, to resolve on the following

Agenda

1. Proposal of modification of Articles 12 and 14 of the Articles of Association. Related and consequent resolutions.

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PROCEDURE FOR CONDUCTING THE SHAREHOLDERS' MEETING

Pursuant to Art. 106, paragraph 4, of Decree Law no. 18 of 17 March 2020, converted with amendments by Law no. 27 of 24 April 2020 as amended, as recently extended in accordance with Art. 11, paragraph 2 of Law no. 21 of 5 March 2024, participation in the Shareholders' Meeting by parties with voting rights can take place exclusively through the Company's designated representative pursuant to Art. 135-undecies of Legislative Decree no. 58/1998 - i.e. Computershare S.p.A., with registered office at Via Lorenzo Mascheroni 19, 20145, Milan (the "Sole Representative") - to which proxies and/or sub-proxies may also be conferred pursuant to Art. 135 novies of Legislative Decree no. 58/1998, in accordance with what is specified below in the paragraph "REPRESENTATION AT THE MEETING". Without prejudice to the above, it is also specified that persons other than those entitled to participate and to exercise their voting rights (Directors, Statutory Auditors, Sole Representative, person responsible for drafting the minutes and other individuals who are asked to participate in the Shareholders' Meeting), may also participate through telecommunications which ensure identification, in the manner communicated to them individually, without it being necessary in any case that the Chairman of the Shareholders' Meeting and the person responsible for drafting the minutes are in the same location.

ENTITLEMENT TO PARTICIPATE AND VOTE IN THE SHAREHOLDERS' MEETING

Entitlement to attend the Shareholders' Meeting and exercise voting rights - which, we would remind you, may only be exercised through the Sole Representative (Computershare S.p.A.) - is attested by a communication to the Company, carried out by the intermediary that keeps the accounts on which the ordinary Rai Way shares are registered, in compliance with its own accounting records, in favour of the subject to whom the right to vote is due on the basis of the evidence relating to the end of the accounting day of the seventh open market day prior to the date set for the Shareholders' Meeting (i.e. 9 December 2024, the "record date"); credit and debit entries made on the accounts after that date are not relevant for the purpose of entitlement to vote at the Shareholders' Meeting. Therefore, those holding the Company's ordinary shares only after that date will not be entitled to attend and vote at the Shareholders' Meeting, and, therefore, it will not be possible to issue proxies and/or sub-proxies to the Sole Representative (Computershare S.p.A.). The communication from the aforementioned intermediary must be received by the Company by the end of the third open market day prior to the date set for the Meeting (i.e., by 13 December 2024). However, the entitlement to participate and to vote is exercised, exclusively through the Sole Representative (Computershare S.p.A.), if the communication has been received by the Company beyond said deadline, provided that it is received prior to the beginning of the meeting. Note that the communication to the Company is made by the intermediary at the request of the party who is entitled to vote.

ADDITIONS TO THE AGENDA AND SUBMISSIONS OF RESOLUTION PROPOSALS BY SHAREHOLDERS HOLDING AT LEAST 2.5% OF THE SHARE CAPITAL

Pursuant to Art. 126-bis of Legislative Decree no. 58/1998, shareholders who, including jointly, represent at least one-fortieth of the share capital may request, within ten days of the publication of this notice (i.e., by 25 November 2024), additions to the list of topics to be discussed, indicating in the request the proposed additional topics, or to submit resolution proposals on the matters already on the agenda of the Shareholders' Meeting. Integration is not allowed with regard to those matters on which the Shareholders' Meeting resolves, according to the current provisions, upon proposal of the Board of Directors or based on a project or a report prepared by it, other than those set out in Art. 125-ter, paragraph 1 of Legislative Decree no. 58/1998. The request for additions to the agenda or the submission of new resolution proposals on items on the agenda, together with the appropriate documentation issued in accordance with applicable provisions by the intermediaries holding the accounts on which the ordinary shares of the requesting Shareholders are registered, certifying the ownership of the aforesaid shareholding (for the purposes of the related legitimacy) must be submitted in writing, indicating as reference "Addition to the agenda pursuant to Article 126-bis, paragraph 1, first sentence, TUF (Consolidated Financial Act)" and/or "Resolution proposals pursuant to Article 126-bis, paragraph 1, first sentence, TUF", by the aforesaid deadline, by registered mail with return receipt to the Company's registered office (via Teulada No. 66, 00195 - Rome) for the attention of the "Legal & Corporate Affairs" Department, or by certified e-mail to the address raiway@postacertificata.rai.it together with information enabling the identification of the submitting Shareholders (in this regard, please also provide a telephone number and/or e-mail address of reference).

Also by the aforementioned deadline and in the same manner, a report must be sent by any proposing shareholder stating the reasons for the resolution proposals on the new topics which are proposed to be discussed as an addition to the agenda or the reason relating to further resolution proposals presented on topics already on the agenda.

Any additions to the list of topics on the Shareholders' Meeting agenda or the submission of additional resolution proposals on topics already on the agenda is published by the Company, in the same forms prescribed for the publication of this notice, at least fifteen days before the date set for the Shareholders' Meeting (i.e., by 3 December 2024). At the same time as the publication of the additional agenda items or the submission of resolution proposals on topics already on the agenda, these proposals, as well as the related report prepared by the submitting Shareholders and the report of Shareholders requesting an addition to the agenda, accompanied by any assessments by the Board of Directors, will be made available to the public under the same procedures described in Art. 125 ter, paragraph 1, of Legislative Decree no. 58/1998.

SUBMISSION OF INDIVIDUAL RESOLUTION PROPOSALS

Since participation in the Shareholders' Meeting and the exercise of the right to vote can only take place through the Sole Representative (Computershare S.p.A.), for the purposes of this Shareholders' Meeting, in relation to the exercise of the right pursuant to art. 126-bis, paragraph 1, penultimate sentence, of Legislative Decree no. 58/1998 it is envisaged - so that the individual resolution proposals can be made available to all of the persons entitled to participate in the Shareholders' Meeting and to exercise the right to vote in good time to provide voting instructions to the Sole Representative (Computershare S.p.A.) - the persons entitled may individually submit to the Company resolution proposals on agenda items by 3 December 2024 so that the Company can proceed with their publication. Those persons entitled who submit proposals must certify their right to do so, having to send in that regard to the Company specific documentation issued in accordance with the applicable provisions by the intermediary who keeps the records for the account on which the ordinary shares are registered. The resolution proposals (and the aforementioned documentation) must be submitted in writing by the entitled Shareholders by certified e-mail to raiway@postacertificata.rai.it, or via registered mail with return receipt to the Company's registered office (via Teulada No. 66, 00195 - Rome) for the attention of the "Legal & Corporate Affairs" Department, with specific reference to "2024 Rai Way Extraordinary Shareholders' Meeting - Individual resolution proposals", indicating the Shareholders' Meeting agenda item, the text of the resolution proposal and the information that allows the person making the submission to be identified (in this regard, please also provide a reference telephone number and/or e-mail address). The resolution proposals received by Rai Way within the deadlines and in the manner described above will be published on the Company's website (under Governance/Shareholders' Meeting/Extraordinary Meeting 2024/Documentation) by 5 December 2024, so that those having the right to vote can review them in order to grant the proxies and/or sub-proxies, with the relative voting instructions, to the Sole Representative. For purposes of the above, as well as in relation to the conduct of the Shareholders' Meeting works, the Company reserves the right to verify the relevance of the proposals with respect to the agenda items, their completeness and their compliance with applicable provisions, as well as the entitlement of the proposers.

REPRESENTATION IN THE SHAREHOLDERS' MEETING

By virtue of the provisions of art. 106, paragraph 4, of Legislative Decree no. 18 of 17 March 2020, converted with amendments by Law no. 27 of 24 April 2020, and subsequent amendments and additions - as recently extended in accordance with Art. 11, paragraph 2 of Law no. 21 of 5 March 2024, participation in the Shareholders' Meeting is permitted exclusively through representation, through the Sole Representative (Computershare S.p.A.), as representative designated by the Company pursuant to art. 135-undecies of Legislative Decree no. 58/1998.

The proxy can be given, with voting instructions, to the Sole Representative (Computershare S.p.A.), in its capacity as representative designated by the Company pursuant to Art. 135-undecies of Legislative Decree no. 58/1998. The proxy to the designated representative must contain voting instructions on all or some of the agenda items and must be granted to the aforementioned designated representative by the end of the second open market day preceding the date set for the Shareholders' Meeting (i.e., by 16 December 2024), using the proxy form available, by the date of publication of this notice, in a printable version on the Company's website www.raiway.it in the same section in which this notice is published (under Governance/Shareholders' Meeting/Extraordinary Meeting 2024/Notices and information). The proxy pursuant to Art. 135-undecies of Legislative Decree no. 58/1998 is sent to the Sole Representative (Computershare S.p.A.), indicating as reference "Proxy to designated representative of 2024 Rai Way Extraordinary Shareholders' Meeting", together with a signed copy of a valid identity document and, in the case of a legal person, documentation proving the powers of signature, under the following procedure:

• for those having an advanced, qualified or digital electronic signature (AdES): by sending the signed proxy with the Advanced Electronic Signature by certified e-mail or by ordinary e-mail to the address ufficioroma@pecserviziotitoli.it;

• for holders of certified electronic mail (PEC): by sending a copy of the proxy reproduced electronically (PDF format) to the address ufficioroma@pecserviziotitoli.it;

• for those having ordinary e-mail: by sending a copy of the proxy reproduced electronically (PDF format) to the address ufficioroma@pecserviziotitoli.it;

• by sending a copy of the proxy to the fax number +39 06 45417450.

Where not already sent by signed document with AdES and sent by PEC e-mail or by fax, the original of the proxy and voting instructions - together with a signed copy of a valid identity document and, in the case of a legal person, documentation proving the powers of signature - must be sent by registered letter with advice of receipt to Computershare S.p.A., in Via Monte Giberto 33, 00138 Rome. The proxy to the Sole Representative (Computershare S.p.A.), in its capacity as representative designated pursuant to Art. 135-undecies of Legislative Decree no. 58/1998, has effect only for those resolution proposals to the Shareholders' Meeting for which the delegating party granted voting instructions. The proxy and voting instructions can be revoked within the same deadline as above (i.e., by 16 December 2024) in the manner indicated above. The shares for which the proxy has been granted, including partial, are counted for purposes of the regular constitution of the Shareholders' Meeting. In relation to the proposals for which voting instructions have not been granted, the shares are instead not counted for purposes of calculating the majority and the portion of share capital required to approve resolutions.

In addition to the procedures described above, each person entitled to participate and vote in the Shareholders' Meeting can be represented at the Shareholders' Meeting by the Sole Representative (Computershare S.p.A.), by proxy and/or sub-proxy granted to the latter pursuant to Art. 135-novies of Legislative Decree no. 58/1998 (specifying that therefore any substitutes, pursuant to Art. 135 novies, paragraph 4 of Legislative Decree no. 58/1998, cannot be different from said Sole Representative). The proxy and/or sub-proxy must be given in writing or by means of an electronic document signed in compliance with the provisions of Art. 135-novies, paragraph 6 of Legislative Decree no. 58/1998. To this end, the "ordinary proxy/sub-proxy form" may be used; a printable version of such form will be available on the Company's website www.raiway.it, by the publication deadline of this notice, in the same section in which this notice is published (under Governance/Shareholders' Meeting/Extraordinary Meeting 2024/Notices and information). For purposes of exercising the voting right, with the proxy and/or sub-proxy, voting instructions must be provided on all or some of the proposals relating to the agenda items, with the understanding that the Sole Representative (Computershare S.p.A.) will not cast any vote at the Shareholders' Meeting in relation to those proposals for which it has not received specific voting instructions. The proxy and/or sub-proxy, with the relative voting instructions, must be received by the Sole Representative (Computershare S.p.A.), indicating as reference "Ordinary Proxy for 2024 Rai Way Extraordinary Shareholders' Meeting", together with a signed copy of a valid identity document and, in the case of a legal person, documentation proving the powers of signature, under the following procedure:

• for those having an advanced, qualified or digital electronic signature (AdES): by sending the signed proxy/sub-proxy with the Advanced Electronic Signature by certified e-mail or by ordinary e-mail to the address ufficioroma@pecserviziotitoli.it;

• for those having certified e-mail (PEC): by sending a copy of the proxy/sub-proxy reproduced electronically (PDF format) to the address ufficioroma@pecserviziotitoli.it;

• for those having ordinary e-mail: by sending a copy of the proxy/sub-proxy reproduced electronically (PDF format) to the address ufficioroma@pecserviziotitoli.it;

• by sending a copy of the proxy/sub-proxy to the fax number +39 06 45417450.

In the event a sub-proxy is granted to the Sole Representative (Computershare S.p.A.), the party granting the sub-proxy must also send to the latter, in the manner described above, a copy of the proxy received and the declaration certifying that the copy conforms to the original and the delegating party's identity. Where not already sent by means of a signed document with AdES and sent by PEC (certified e-mail) or fax, the original of the proxy/sub-proxy and voting instructions - together with a signed copy of a valid identity document and, in the case of a legal person, documentation proving the powers of signature - must be sent by registered letter with return receipt to Computershare S.p.A., in Via Monte Giberto no. 33, 00138 Rome. If the Sole Representative (Computershare S.p.A.) delivers or sends to the Company a copy of the proxy/sub-proxy in place of the original, it must certify under its own responsibility that the proxy/sub-proxy conforms with the original and delegating party's identity. Without prejudice to the foregoing with regard to the transmission of proxies/subproxies and voting instructions to the Sole Representative, only proxies and/or sub-proxies - not including voting instructions - may be notified to the Company by registered mail to the registered office (via Teulada no. 66, 00195 - Rome), to the attention of the "Legal & Corporate Affairs" Department in a sealed envelope and with reference to "Ordinary Proxy Rai Way 2024 Shareholders' Meeting", or by using certified e-mail by sending it to the certified e-mail address raiway@postacertificata.rai.it, attaching and referring to "Ordinary Proxy Rai Way 2024 Extraordinary Shareholders' Meeting" together with a signed copy of a currently valid identity document and, in the case of a legal person, documentation proving signatory powers. In order to allow the Sole Representative (Computershare S.p.A.) to receive and verify the proxies and/or subproxies in advance of the start of the meeting, we recommend that the entitled parties send their proxies and/or sub-proxies by 14:00 on 17 December 2024. The proxy and/or sub-proxy and/or the related voting instructions can be revoked up to the start of the meeting by e-mailing ufficioroma@pecserviziotitoli.it.

The granting of proxies pursuant to Art. 135-undecies and 135-novies of Legislative Decree no. 58/1998 does not entail expenses for the Shareholder, with the exception of costs for sending/delivery.

The Sole Representative (Computershare S.p.A.) is available to provide information and clarifications in relation to the procedures for granting it proxies/sub-proxies, as well as on how to obtain the aforementioned proxy/sub-proxy forms in paper format free of charge, including if for technical reasons they cannot be made available in electronic format by the Company, at the following contacts: telephone +39 06 45417413 (Monday to Friday, 9:00 to 18:00) - e-mail ufficiorm@computershare.it.

There are no procedures for voting by mail or electronically.

RIGHT TO ASK QUESTIONS ON THE AGENDA ITEMS

Pursuant to Art. 127-ter of Legislative Decree no. 58/1998, those who have the right to vote in the Shareholders' Meeting, for whom the Company receives communication from an authorised intermediary certifying ownership of the ordinary shares pursuant to governing regulations, may ask questions on the agenda items prior to the Shareholders' Meeting. The questions must be received by the Company by the end of the seventh open market day prior to the date set for the Shareholders' Meeting (i.e., by 9 December 2024) together with information that allows the requesting party to be identified. Entitlement may be certified within the third day following the record date (i.e., by 12 December 2024). Applications should be sent exclusively to the certified e-mail address raiway@postacertificata.rai.it or by registered mail with return receipt to the Company's registered office (via Teulada n. 66, 00195 - Rome) for the attention of the Legal & Corporate Affairs Department. In order to allow those entitled to vote to cast their vote on the Shareholders' Meeting agenda items through the Sole Representative (Computershare S.p.A.), including by taking into consideration the responses provided by the Company to the questions received prior to the Shareholders' Meeting, the answers will be provided by the Company by 15 December 2024, through publication on the Company's website (under Governance/Shareholders' Meeting/Extraordinary Shareholders' Meeting 2024/Documentation).

The Company may provide a single answer to questions having the same substance. The Company also reserves the right to provide the information requested with questions received before the Shareholders' Meeting through a special "Questions and Answers" section which may be prepared and published on the Company's website www.raiway.it (under Governance/Shareholders' Meeting/Extraordinary Shareholders' Meeting 2024/Documentation).

SHARE CAPITAL AND SHARES WITH VOTING RIGHTS

The share capital is Euro 70,176,000 divided into 272,000,000 ordinary shares, all without indication

of nominal value. There are no categories other than ordinary shares. Each share entitles the holder to one vote in the Shareholders' Meeting. At the date of this notice, the Company holds 3,625,356 treasury shares.

DOCUMENTATION AND INFORMATION

The documentation concerning the agenda items envisaged by applicable legal and regulatory provisions is made available to the public at the Company's registered office and published on the Company's website www.raiway.it (under Governance/Shareholders' Meeting/Extraordinary Shareholders' Meeting 2024) and in the storage mechanism () and in any case according to the procedures envisaged in accordance with governing regulations and within the deadlines prescribed therein; Shareholders and others entitled to participate in the Shareholders' Meeting have the right to obtain a copy. Moreover, note that information on the Shareholders' Meeting and participation in it, including with reference to the provisions of Art. 125-quater of Legislative Decree no. 58/1998, is in any case published within the prescribed deadlines on the aforementioned website of the Company (in particular under Governance/Shareholders' Meeting/Extraordinary Shareholders' Meeting 2024). A Shareholders' Meeting assistance service is available for any further relative information relating to the shareholders' meeting and, in particular, on how to exercise the associated shareholder rights, whose contact details are provided below: telephone +39 06 45417413 (Monday to Friday, 09:00 to 18:00) - e-mail address ufficiorm@computershare.it.

on behalf of the Board of Directors

The Chairman

Giuseppe Pasciucco

This notice is published on 15 November 2024 on the Company's website www.raiway.it (under Governance/Shareholders' Meeting/Extraordinary Shareholders' Meeting 2024/Notices and information) and as an extract in the newspaper Il Sole 24 Ore on the same date.