Snam — Proxy Solicitation & Information Statement 2026

Mar 31, 2026

teleborsa

Informazione Regolamentata n. 0542-18-2026	Data/Ora Inizio Diffusione 31 Marzo 2026 16:19:39	Euronext Milan

Societa': SNAM

Utenza - referente : SNAMN11 - Pezzoli Francesca

Tipologia : 3.1

Data/Ora Ricezione : 31 Marzo 2026 16:19:39

Oggetto : Extract of the Notice of call of the Shareholders' Meeting of the 29 April 2026 that will be published in the Financial Times

Testo del comunicato

See attachment

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eleborsa: distribution and commercial use strictly prohibited

Snam S.p.A.

Head Office: Via Vezza d'Oglio, No. 6, Milan

Company share capital euro 2,735,670,475.56 fully paid up

Tax Code and Milan, Monza Brianza and Lodi Chamber

of Commerce Business Register n. 13271390158

R.E.A. Milan No. 1633443

CERTIFIED

Extract of the call notice convening the Ordinary Shareholders' Meeting

The ordinary session of the Shareholders' Meeting of Snam S.p.A. is called, in a single call, for 29 April 2026, at 2.15 p.m., in Milan (MI), Via Vezza d'Oglio, No. 6, to discuss and resolve on the following

Agenda

1. Financial statements at 31 December 2025. Related and consequent resolutions. Board of Directors Report, including the 2025 Consolidated Sustainability Statement; Reports of the Board of Statutory Auditors and the Independent Auditing Firm. Presentation of the consolidated financial statements at 31 December 2025.
2. Allocation of the profits for the year and distribution of the dividend.
3. Authorisation to purchase and dispose of treasury shares, subject to revocation of the authorisation granted by the Ordinary Shareholders' Meeting of 14 May 2025, for the part not yet implemented. Related and consequent resolutions.
4. 2027-2029 Co-investment plan linked to the 2026 (MBO) short term incentive plan. Related and consequent resolutions.
5. 2026-2028 Long term share incentive plan. Related and consequent resolutions.
6. 2026 Report on remuneration policy and compensation paid in 2025;
   6.1 First section: 2026 Report on remuneration policy (binding resolution).
   6.2 Second section: Report on compensation paid in the financial year 2025 (non-binding resolution).

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Procedure for holding the Shareholders' Meeting

The Company avails itself of the provisions envisaged by article 106, subsection 4 of Italian Decree-Law 18 of 17 March 2020 (the effect of which has most recently been extended to shareholders' meetings held before 30 September 2026, by article 4, subsection 11, of Decree-Law 200 of 31 December 2025, setting out "Urgent provisions on legislative deadlines", as converted with amendments by Law 26 of 27 February 2026), establishing that the Shareholders' Meeting shall be attended by those entitled to vote only through the designated representative by the Company pursuant to Article 135-undecies of Legislative Decree 58 of 24 February 1998, (i.e. the law firm Studio Legale Trevisan & Associati, with registered office at Viale Majno 45, Milan, represented by Mr Dario Trevisan, or any of his substitutes if he is unable to attend - the "Designated Representative"), following the procedures indicated in the full version of the call notice available in the specific section of the Company's website www.snam.it ("Governance" - "Corporate Governance" - "AGM: Snam Shareholders' Meeting" section) and at the authorised storage mechanism "eMarket Storage" ().

The information on:

• the share capital;
• eligibility to attend and to exercise voting rights at the Shareholders' Meeting exclusively through the Designated Representative - Trevisan & Associati Law Firm (record date - 20 April 2026);
• the right to ask questions prior to the Shareholders' Meeting (by 20 April 2026);
• the right to supplement the Agenda and to put forward new proposals of resolutions on the Agenda by Shareholders holding at least 2.5% of the share capital pursuant to art. 126-bis, subsection 1, first sentence, of Legislative Decree 58 of 24 February 1998 (by 9 April 2026);
• the right to submit resolution proposals by those entitled to vote pursuant to art. 126-bis, subsection 1, penultimate sentence, of Legislative Decree no. 58 of 24 February 1998 (by 14 April 2026);
• the granting of proxies/sub-proxies to the Designated Representative as identified by Snam S.p.A.;
• the report on remuneration policy and compensation paid:
• the availability of the full text of the proposals of resolutions, alongside the reports and documents to be submitted to the Shareholders' Meeting;
• the organisational aspects of the Shareholders' Meeting,

is included in the full call notice of the Shareholders' Meeting, to which reference is made, which is published on the Company's website at www.snam.it, ("Governance" - "Corporate Governance" - "AGM: Snam Shareholders' Meeting" section), and at the authorised storage mechanism "eMarket Storage" (). The documentation relating to the Shareholders' Meeting will be published according to law and using the same procedures.

The Chairman of the Board of Directors

Mr Alessandro Zehentner

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Fine Comunicato n.0542-18-2026	Numero di Pagine: 3