New incentive plans based on financial instruments to be submitted to the next Shareholders' Meeting

• Equita will submit to the next Shareholders' Meeting two new incentive plans based on financial instruments to further align interests and comply with the new regulation on remuneration and incentive policies

• Long-term value creation in terms of Total Shareholders' return (TSR) and individual goals linked to Equita 2024 business plan are the targets of the new incentive plan addressed to Top Management

Milan, March 25th, 2022

The Board of Directors of Equita Group S.p.A. (the “Company” and, together with its subsidiaries, “Equita” or the “Group”) resolved to submit to the next Shareholders’ Meeting the approval of two new incentive plans based on financial instruments to further align interests and comply with the new regulation on remuneration and incentive policies.

The first plan, namely “Equita Incentive Plan 2022-2024”, is addressed to all Group’s professionals and foresees the award of financial instruments issued by the Company (shares, performance shares, stock options, phantom shares and subordinated bonds), as required by the new applicable regulation on remuneration.

Financial instruments will be awarded to beneficiaries in three annual cycles, subject to the achievement of key performance indicators, both at Group and at individual levels. Award of financial instruments will be subject to deferral and vesting period, in line with applicable regulation.

The maximum number of financial instruments to be potentially awarded is 2.500.000 equity and equity-like instruments (shares, performance shares, stock options, phantom shares) and 10.000 subordinated bonds. The maximum dilution of the share capital is approx. 4.7% in total, over three annual cycles, and the value of the subordinated bonds will not exceed €10 million.

The second plan, namely “Equita Incentive Plan 2022-2024 for the Top Management”, is addressed to Group’s top managers and foresees the award of a variable number of phantom shares subject to the achievement of a minimum target of Total Shareholders Return (TSR) of 40% of the Equita Group share (EQUI:MI).

The number of phantom shares awarded to beneficiaries will increase as a function of the value created for shareholders in terms of TSR, aligning long-term interests and rewarding beneficiaries in case of significant performance.

In addition to value creation for shareholders, the number of phantom shares awarded to each beneficiary will be subject to individual targets linked to the three-year business plan Equita 2024 announced by the Company on March 17th, 2022, and related to revenues generation, cost discipline and increase in net profits by 2024.

The maximum number of phantom shares that could be awarded in 2025 amounts to 2,000,000. This latter case would imply: i) a TSR higher than 60% and ii) individual targets linked to Equita 2024 business plan successfully achieved by all beneficiaries.

Expenses related to the Equita Incentive plan 2022-2024 for the Top Management (to be considered as non-recurring) will be recorded over a four-year period (2022-2025), with a relevant part of such non-recurring items recorded in 2024 and 2025 fiscal years.

For more details, please read the documentation that will be made available to the public within the terms set forth by applicable law (Corporate Governance section, Shareholders’ Meeting area).