Representation in general meeting through Appointed representative

Each shareholder authorized to participate in the general meeting may choose to be represented by the Appointed Representative by means of a written proxy and/or sub-proxy drawn up in accordance with the legal regulations in force.

A. Proxy issued pursuant to Article 135-undecies of the Italian Finance Act (the “Appointed Representative Proxy”)

Download Appointed Representative Proxy

The Appointed Representative Proxy may be granted pursuant to Article 135-undecies of the Italian Finance Act, with voting instructions on all or some of the items on the Agenda, by completing the form available (with instructions on how to complete and send it) at www.mediobanca.com or the Company’s head office.

The Appointed Representative Proxy, along with the voting instructions, plus a copy of a valid identity document for the delegating party, or, if the latter is a company, for such company’s current representative-at-law or another individual vested with the requisite powers, along with documentation suitable for the purpose of proving such capacity and powers, must reach the Appointed Representative by 23:59 of the second open-market day prior to the date set for the general meeting (27 November 2025) by one or other of the following means:

For proxies signed with autograph signatures, sent or delivered by recorded delivery with return receipt or by courier, to: ( Studio Legale Trevisan & Associati, Viale Majno 45, 20122 Milan, Italy (Subject: “MEDIOBANCA 2025 GENERAL MEETING PROXY”);
For proxies with eligible electronic or digital signatures, via certified email message sent to rappresentante-designato@pec.it.

The Appointed Representative Proxy and the voting instructions may also be revoked by the same date and by the same means referred to above.

B. Proxy and/or Sub-proxy pursuant to Article 135-novies of the Italian Finance Act (“Ordinary Proxy”; “Sub-Proxy”)

Download Ordinary Proxy
Download Sub-Proxy

Those not intending to use the powers of delegation provided by Article 135-undecies of the Italian Finance Act may, as an alternative, choose to issue proxies or sub-proxies pursuant to Article 135-novies of the Italian Finance Act, using the forms available on the company’s website at www.mediobanca.com or at the Company’s head office.

The Ordinary Proxy and Sub-Proxy, along with the voting instructions on all or some of the items on the Agenda, may be sent:

to Studio Legale Trevisan & Associati by the deadline specified in the form itself (i.e. by 12:00 on 30 November 2025) by post, marked, to the following address: Viale Majno 45, 20122 Milan, Italy (Subject: “MEDIOBANCA GENERAL MEETING 2025 Ordinary Proxy”),
or by certified email message to rappresentante-designato@pec.it;
or to the following address rappresentante-designato@trevisanlaw.it (subject: “MEDIOBANCA GENERAL MEETING 2025 Ordinary Proxy”). Proxies and voting instructions may be revoked by the same means by which they were granted.

Please consult the company’s website for further information. Shareholders may contact the Appointed Representative for clarification on how to grant a proxy (in particular on how to fill in the proxy form and the voting instructions, and how to send them) at the addresses provided above and/or on freephone number 800 134 679 on working days and during working hours (Italy only).