Ascopiave S p A : Half-Yearly Financial Report as at 30 June 2025

A s c o p i a v e G r o u p

Index

OVERVIEW 5

Corporate bodies and company information 5

GROUP MANAGEMENT REPORT 8

Foreword 8

The Ascopiave Group Structure 10

Gas distribution 11

The Regulatory Framework 11

Natural gas distribution 11

Renewable energy production 13

Efficiency and energy-saving obligations 15

Ascopiave S.p.A. share price trend on the Stock Market 17

Control of the company 18

Corporate Governance and Code of Ethics 19

Transactions with related and associated parties 20

Significant events during the first half of the financial year 2025 21

Other important events 24

Stipulation of a proposed agreement with the municipalities for the adoption of a shared procedure aimed at the agreed quantification of the " Residual Industrial Value" of the networks 25

Energy efficiency and savings 26

Litigations 26

Relations with the Tax Agency 35

Territorial areas 36

Research and Development 48

Performance Indicators 53

Management Performance - Key Operational Indicators 54

Management Performance - The Group's Economic Results 55

Operating Performance - The Financial Situation 57

Operating Performance - Investments 60

Condensed Interim Consolidated Financial Statements 61

EXPLANATORY NOTES 66

Accounting standards published by the IASB and endorsed by the EU that are mandatorily applicable as of financial statements for financial years beginning on 1 January 2025 67 New Accounting Standards issued by the IASB endorsed by the European Union and applicable to financial statements for financial years beginning 1 January 2025 67

Evaluation Parameters 68

Consolidation Area and Parameters 68

Highlights of the fully consolidated companies 70

NOTES TO THE ITEMS IN THE CONSOLIDATED BALANCE SHEET 71

NOTES TO THE MAIN ITEMS OF THE CONSOLIDATED INCOME STATEMENT 95

Consolidated Statement of Financial Position 109

Statements of Profit or Loss and Other Comprehensive Income 110

Consolidated Cash Flow Statement 111

Consolidated net financial debt 112

Attachments:

• Declaration of the Manager in Charge - Attestation to the Consolidated Financial Statements pursuant to Article 81-ter of Consob Regulation No. 11971;

• Independent auditors' report on the limited audit of the condensed half-yearly financial statements as at 30 June 2025.

‌OVERVIEW

Board of Directors and Board of Auditors

(*) Cecconato Nicola was appointed Chief Executive Officer by the Board of Directors on 11 May 2023; (**) Zoppas Giovanni was appointed Lead Independent Director by the Board of Directors on 11 May 2023.

Governance Committees

Remuneration Committee

Sustainability Committee

External Auditors KPMG S.p.A

Registered office and company information Ascopiave S.p.A.

Via Verizzo, 1030

I-31053 Pieve di Soligo - TV Italy Tel: +39 0438 980098

Fax: +39 0438 964778

Share Capital: Euro 234,411,575 fully paid-in VAT 03916270261

Investor Relations Tel. +39 0438 980098

Fax +39 0438 964778

e-mail: [email protected]

Economic Data

First half

**EBITDA is defined as earnings before interests, taxes, depreciation and amortisation.

Balance Sheet Data

"Net working capital" is defined as the sum of inventories, trade receivables, tax receivables, other current assets, trade payables, tax payables (within 12 months) and other current liabilities.

Monetary flow data

First half

‌GROUP MANAGEMENT REPORT

The Ascopiave Group closed the first half of fiscal year 2025 with a consolidated net profit of Euro 65.1 million (Euro 18.5 million as of 30 June 2024), an increase of Euro 46.6 million compared to the same period of the previous year.

Consolidated shareholders' equity as of 30 June 2025 amounted to Euro 886.2 million (Euro 857.8 million as of 31 December 2024), and net invested capital to Euro 1,476.0 million (Euro 1,245.4 million as of 31 December 2024).

During the first half of the year 2025, the Group realised investments of Euro 35.6 million (Euro 32.5 million in the first half of 2024), mainly in the development, maintenance and modernisation of gas distribution networks and plants, as well as in the business of installing electronic meters, amounting to Euro 26.2 million (Euro 27.3 million in the first half of 2024). At the end of the reporting period, investments in plants for the production of energy from renewable sources were made for Euro 6.5 million (Euro 3.9 million in the first half of 2024).

It should be noted that during the year the sale of 25% of EstEnergy's share capital to the Hera Group by Ascopiave was finalised. In fact, during the last quarter of 2024, the parent company Ascopiave S.p.A. exercised the existing put option on its 25% shareholding, resulting in the reclassification of the carrying amount among the "assets held for sale" in compliance with the dictates of the international accounting standard IFRS 5.

Operations

The Ascopiave Group mainly operates in natural gas distribution. It currently holds concessions and direct assignments for the management of gas distribution in 301 Towns, operating a distribution network that stretches 14,729 kilometres and providing the service to approximately 869,200 users.

It should be noted that as of 1 July 2025, the actual date of the acquisition of AP Reti Gas North S.p.A., the Group has extended its presence in the distribution sector. AP Reti Gas North S.p.A. holds concessions and direct assignments for the management of gas distribution in 153 Towns, operating a distribution network that extends 5,326 kilometres and providing service to approximately 490,000 users.

The Group is also present in the renewable energy sector, owning 29 hydroelectric and wind power plants.

The Group also operates in the field of cogeneration and heat management, as well as in the water sector, being a shareholder and technological partner of the company Cogeide, which manages the integrated water service in 15 Towns, serving a basin of above 100,000 inhabitants through a network of about 930 km.

Strategic Goals

The Ascopiave Group intends to pursue a corporate strategy focused on creating value for its stakeholders, maintaining levels of excellence in the quality of services offered, respecting the environment and enhancing the social instances that characterise the context in which it operates.

To this end, it intends to consolidate its leadership position in the gas sector at a regional level and aims to achieve significant positions also at a national level, taking advantage of the liberalisation process currently underway. The main lines of its development strategy are dimensional growth, diversification into other sectors of the energy sector synergic with its core business, and the improvement of operational processes.

Operating performance

The volume of gas distributed through the networks managed by the Group was 811 million cubic metres, a decrease of 0.6% compared to the same period of the previous year.

The distribution network as of 30 June 2025 had a length of 14,729 kilometres, an increase of 10 kilometres compared to 31 December 2024.

The 29 renewable power generation plants, with a total installed capacity of 84.1 MW, produced 94.4 GWh in the first half of the year, a decrease of 25.4% compared to the same period of the previous year, the latter being characterised by significant rainfall.

Economic results and financial situation

Consolidated revenues for the first half of 2025 amounted to Euro 107.9 million, compared to Euro 99.1 million recorded in the first half of the previous year.

The Group's operating profit amounted to Euro 53.2 million, an increase of Euro 29.5 million compared to the first half of the previous year.

Consolidated net profit amounted to Euro 65.1 million, an increase of Euro 46.6 million compared to the first half of the previous year.

The Group's Net Financial Position as of 30 June 2025 was Euro 589.8 million, an increase of Euro 202.2 million compared to Euro 387.6 million as of 31 December 2024.

The increase in financial debt is determined by the cash flow for the year (given by the sum of the net result, capital gains, income from equity investments, the result of companies consolidated using the equity method and depreciation, amortisation, write-downs and provisions), which generated resources of Euro 38,1 million, from the management of net working capital, which generated resources of Euro 12.7 million, from investment activities, which absorbed resources of Euro 246.9 million, and from asset management (dividends distributed and received), which absorbed resources of Euro 6.1 million.

The ratio of Net Financial Position to Net Equity as of 30 June 2025 was 0.67 (0.48 as of 30 June 2024).

The following table highlights the corporate structure of the Ascopiave Group as at 30 June 2025.

100%

13%

100%

3%

18.33%

5%

100%

100%

Gas Distr ibution Water Service RES Pr oduction

Gas & Electr icity sales

G0%

GREEN FACTORY

ICT ser v ices

M ulti-Utility

The distribution of natural gas represents the core business of the Group's activities in terms of its contribution to the formation of the operating result.

It is an activity carried out under a concession, subject to strict regulation by the public sector Authority (ARERA), both in terms of minimum standards of management and quality of service, and the relative tariff remuneration.

As is well known, Legislative Decree 164/2000, introduced the obligation of entrusting the gas distribution service through public tenders, wishing to implement the so-called "competition for the market", on the assumption given by the need for unitary management (therefore under a necessary monopoly regime) of the service and plants, as well as the consideration that a competitive selection mechanism should favour a containment of costs for the end customer, an efficient development of the plants and an improvement in the quality of the service provided.

Decree-Law 159/2007 (converted, with amendments, into Law 222/2007), with Article 46-bis, introduced, for the first time, the concept of Minimum Territorial Area (Atem) for the management of the service, establishing that the tenders should be announced with reference to the Atem, not to the individual municipality as was the case in the past.

The tender for Atem was definitively taken as a basic rule with Legislative Decree 93/2011, which, among other things, sanctioned, as of June 2011, the prohibition to call tenders for individual Towns.

As of 30 June 2025, the Ascopiave Group, through its two gas distribution companies, managed concessions for the gas distribution service in a total of 301 Towns, with about 870,000 Redelivery Points (PoD/Utenze-Users) and 1,456 million standard cubic metre (SCM) vectorized (on an annual basis). It should be noted that as of 1 July 2025, the actual date of the acquisition of AP Reti Gas North S.p.A., the Group has extended its presence in the distribution sector. AP Reti Gas North S.p.A. holds concessions and direct assignments for the management of gas distribution in 153 Towns, operating a distribution network that extends 5,326 kilometres and providing service to approximately 490,000 users. For greater details, see the "Territorial Areas" section of this financial report.

‌Natural gas distribution

Resolution No. 587/2024/R/gas, published on 27 December 2024 - Update of tariffs for gas distribution and metering services, for the year 2025. The measure approves the compulsory tariffs for natural gas distribution, metering and marketing services, as per Article 42 of the RTDG, the different gas tariff options, as per Article 71 of the RTDG, and the bi-monthly advance equalisation amounts for the natural gas distribution service, as per Article 47 of the RTDG, for the year 2024. The maximum amount of the recognition of higher charges arising from the presence of concession fees, as per Article 59 of the RTDG, for distribution companies that have submitted a request and provided appropriate documentation, is approved. Finally, this measure extends to 31 December 2025 the deadline for the conclusion of the proceedings initiated by Resolution 634/2021/R/gas.

Resolution No. 3/2025/R/gas, published on 14 January 2025 - Update of the interest rate for the purpose of determining the reimbursement, to outgoing operators, of the amounts relating to the one-off payment to cover the costs of the tender for the entrusting of the natural gas distribution service Consequent to the recent modification of the values of the Weighted Average Cost of Capital (WACC), the resolution updates the value of the interest rate to be applied for the purposes of the reimbursement of the one-off consideration for covering the tender charges, provided for by Article 8, c. 1 of Decree 226/11, paid by the Distributor System Operator (DSO) to the contracting station.

Resolution No. 28/2025/R/gas, published on 04 February 2025 - Further provisions on the accountability mechanism, as per Authority Resolution 386/2022/R/gas. The resolution supplements the provisions of Resolution 386/2022/R/gas in order to clarify certain implementation aspects related to the allocation of any penalty among the distribution companies involved and to the turnover in management following a tender.

Resolution No. 87/2025/R/gas, published on 11 March 2025 - Compliance with the rulings of the Council of State, Section Two, nos. 10185/2023, 10293/2023, 10294/2023, 10295/2023 and 1450/2024, regarding tariffs for natural gas distribution and metering services. The resolution concludes the first phase of the proceedings initiated with Resolution no. 231/2024/R/gas to comply with the rulings of the Council of State, Section II, on the subject of tariffs for natural gas distribution and metering services, with particular reference to aspects relating to the determination of the recognised operating costs for the distribution service for the 2020-2025 regulatory period (5PR), as per Resolution no. 570/2019/R/gas.

Resolution No. 98/2025/R/gas, published on 18 March 2025 - Redetermination of reference tariffs for gas distribution and metering services, for the years 2010 to 2023. The purpose of the resolution is (i) the acceptance of certain requests for tariff re-determination related to the retrieval of previously unavailable accounting documentation; (ii) the redetermination of reference tariffs for gas distribution and metering services for the years 2010 to 2023, for the part referring to the coverage of capital costs (remuneration and depreciation) to take into account the requests for rectification (relating to physical and/or equity data) submitted by distribution companies (iii) the redetermination of the reference tariffs for the gas distribution service, for the years from 2020 to 2023, for the portion relating to the coverage of the operating costs recognised for the distribution service, redetermined consequent to the conclusion of the proceedings to comply with certain judgments of the Council of State relating to Resolution 570/2019/R/gas.

Resolution No. 111/2025/R/gas, published on 25 March 2025 - Approval of amendments to Resolution 386/2022/R/gas, concerning the modalities for attributing any penalty related to the delta IO in the case of alternation between gas distribution companies following a tender, partially reforming Resolution 28/2025/R/gas. The measure envisages that, with reference to alternations following tenders, any penalty P shall be allocated to the distribution companies concerned on the basis of the relevant period.

Resolution No. 130/2025/R/com, published on 27 March 2025 - Revision of the criteria for the revaluation of capital costs for infrastructure services in the electricity and gas sectors. Definition of common parameters for services subject to ROSS regulation. The measure concludes the proceedings initiated with Resolution 339/2024/R/COM for the possible revision of the capital cost revaluation criteria for electricity and gas infrastructure services and, based on the decision assumptions made, defines the capital revaluation rates for the different services for the years 2024 and 2025.

Resolution No. 142/2025/R/gas, published on 01 April 2025 - Provisions on procedures for verifying VIR-RAB deviations and tender notices in relation to updates of VIR values when publishing tender documents. The measure supplements the Integrated Gas Tender Text in relation to the updates of the VIR values on the occasion of the publication of tender acts.

Resolution No. 188/2025/R/com, published on 30 April 2025 - Amendments and supplements to the Authority's Resolution 137/2016/R/com (TIUC). The measure introduces amendments to the TIUC for updating the electricity transmission, electricity dispatching, regasification and natural gas metering activities as of the accounting year 2024.

Resolution No. 192/2025/R/gas, published on 30 April 2025 - Recognition of costs for the natural gas metering service, relating to remote reading/tele-management systems and concentrators, for the year 2021. The measure fixes the amounts of the annual operating costs incurred by natural gas distribution companies for the year 2021 and related to the remote reading/tele-management systems and concentrators, within the limits of the ceiling provided for in Article 31, paragraph 2, of the RTDG 2020-2025; it also mandates the Cassa per i servizi energetici e ambientali (Energy and Environmental Services Fund) for the subsequent calculation of the constraint on the revenues allowed to cover the centralised costs related to the metering service and the regulation of any adjustment amounts.

Resolution No. 195/2025/E/gas, published on 08 May 2025 - Approval of three inspections of natural gas distribution companies, regarding service security recoveries.

Resolution No. 221/2025/R/gas, published on 27 May 2025 - Initiation of proceedings for the formation of measures regarding tariffs and quality of gas distribution and metering services for the sixth regulatory period. Extension of the provisions of the TUDG for the years 2026 and 2027. The measure envisages the launch of 2 separate processes: -extension of the current provisions on tariffs and quality for the years 2026 and 2027; - definition of the regulatory framework for the new period: - for the year 2027, an initial experimentation phase of the ROSS methodology; - starting from the year 2028, with reference to larger operators, the application of the ROSS-basis criteria and with reference to smaller operators, the adoption of a simplification of the current cost recognition mechanisms.

Resolution No. 222/2025/R/gas published on 27 May 2025 - Revision of the regulation of the standard network code for the natural gas distribution service (CRDG) regarding guarantees and payments. The measure approves the 'Regulations on guarantees and payments of the Standard Network Code for the natural gas distribution service', supplementing the regulations on the subject set out in the CRDG itself.

Resolution No. 262/2025/A, published on 18 June 2025 - Extension of the application of the unit fee to cover the costs of the Integrated Information System (IIS) to certain types of operators accredited to the IIS. The measure extends the application of the unit fee to cover the costs for the Integrated Information System (IIS) to certain types of operators accredited to the IIS.

Resolution No. 274/2025/R/gas, published on 24 June 2025 - Determination of provisional reference tariffs for distribution and metering services, for the year 2025. The measure approves the provisional reference tariffs for gas distribution and metering services for the year 2025, on the basis of the provisions of Article 3(2) of the RTDG, taking into consideration requests for data adjustments submitted by the date of 15 February 2025.

‌Renewable energy production

The first half of 2025 witnessed an increase in energy prices compared to the same period in 2024, where the PUN had averaged Euro 93.42/MWh in the first six months (Euro 119.86/MWh in 2025). In the current year, as in the previous year, the Italian government's extraordinary levy measures against energy operators, which were applied until mid-2023, do not apply, specifically:

• Article 37 of Decree-Law No. 21 dated 21 March 2022 ("Energy Decree"), which aimed to tax the extra profits made by companies in the energy sector consequent to the increase in raw material costs. Measure extended also for the year 2023 with redefinition of the calculation mechanism and the percentage to be applied as a contribution (Law No. 197/2022 'Budget Law 2023'). It should be noted that the Group was not included in the requirements triggering the burden of the contribution for the year 2023;

• Article 15-bis, Law no. 25 dated 28 March 2022 (conversion of Decree-Law no. 4 dated 27 January 2022 -"Support Decree-ter"), later extended in duration by Decree-Law no. 115 dated 9 August 2022 - "Aid Decree-bis" (converted by Law no. 142 dated 21 September 2022). This regulatory measure, referring only to energy produced by plants not operating under the incentive scheme, provided for the payment to the GSE of excess revenues from sales made at a price higher than the reference price, equal to Euro 58/MWh (value for plants operated by the Group) for the period between 1 February 2022 and 30 June 2023. It should be noted that the Group was included in the requirements triggering the burden of the contribution for the period covered by the rule.

This rule was the subject of an appeal to the Lombardy Regional Administrative Court (TAR) with Sentence 2676/22, which had annulled ARERA's Resolution 266/2022, as well as the GSE's Technical Rules for calculating the amounts in application of the envisaged mechanism. This annulment was based on the Resolution's noncompliance with the relevant European regulations.

ARERA and GSE then appealed against the TAR rulings, and the hearing on the merits was set by the Council of State for 5 December 2023. The case was then postponed to a later date pending the decision of the EU Court of Justice. The latter set the trial hearing for 6 November 2024, where the compatibility of the rules described was discussed with EU law and, specifically, with the emergency measure set forth in Regulation No. 2022/1854/EU, which introduces a reference of Euro 180/MWh as a cap applicable to energy prices within the EU from sources not subject to marginal production costs. Energy produced from renewable sources is therefore covered by this provision.

In the meantime, the fulfilments related to ARERA Resolution 266/2022 remain suspended.

Veneto Regional Law no. 24 dated 4 November 2022 - Concessions of large water derivations for hydroelectric use in implementation of Article 12, Legislative Decree no. 79 dated 16 March 1999, "Implementation of Directive 96/92/EC laying down common rules for the internal market in electricity".

The Veneto Region enacted the law regulating the granting of concessions for large derivations for hydroelectric use,

i.e. for concessions with a nominal capacity of 3 MW or more.

The law envisages that the works intended for hydroelectric use (the so-called 'wet works') pass, at the end of the concession, to the Veneto Region, which will also define the management method (entrusting by public tender, entrusting to mixed public and private capital companies).

In addition, Article 13 of Regional Law No. 24 envisages the amount of the fees due, starting from the year following the entry into force of this law, by the holders of large derivation concessions, equal to a minimum of Euro 40/kW of concession power as a fixed fee and a minimum of 5% of normalised revenues as a variable fee.

Law No. 118/2022 ("Competition Law 2021"). The national legislation introduced specifications that the procedures for awarding large derivation concessions must consider, such as:

• be based on competitive, fair and transparent parameters, taking into account the economic valorisation of fees, infrastructure improvements and rehabilitation;

• envisage adequate compensation to be paid by the incoming concessionaire, within the limits of what has already been acknowledged to the outgoing concessionaire

• define the duration of the concession on the basis of economic criteria based on the size of the proposed investments

• determine the environmental and territorial compensation measures for the Towns affected by the presence of the works.

  This Law also introduced the obligation for the Regions and Autonomous Provinces to initiate the procedures for the assignment of large derivation concessions by 31 December 2023, while extending the deadline for the continuation of concessions that have already expired before the assignment to 27 August 2025, compared to the date of 31 December 2024 previously in force.

  The Group holds a large derivation concession that has expired as of today.

  Lombardy Region - Regional Government Decree 4117 dated 24 March 2025 - with this decree the amount of the fixed component of the state fee for the use of public water pertaining to the year 2025 is updated to 55.85 Euro /KW, to be applied on the concession power, following an update based on the change in the ISTAT index relating to the industrial price for the production, transport and distribution of electricity. This component is lower than the Euro 64.05/KW in force for the year 2024. In fact, the ISTAT figure refers to the previous year with respect to the accrual of the state fee.

  ‌Efficiency and energy-saving obligations

  Article 16(4) of the "Letta Decree" states that natural gas distribution companies must pursue energy-saving objectives and the development of renewable sources.

  The definition of the national quantitative objectives and the principles for evaluating the results obtained was delegated to the Ministry of Economic Development, in agreement with the Ministry of the Environment and Land Protection, which issued the Ministerial Decree of 20 July 2004.

  With the Decree dated 21 December 2007, the Ministry of Economic Development revised and updated the Decree of 20 July 2004 in the following points:

• the targets for the years 2008 and 2009 were revised, in light of the oversupply of energy efficiency certificates on the market;

• the targets for the three-year period 2010-2012 were defined, taking into account the energy consumption reduction target set in the action plan for 2016 of 10.86 MTEP;

• energy efficiency and savings obligations were extended for each of the years following 2007 to distributors who, on 31 December of two years prior to each year of obligation, have connected above 50,000 end customers to their distribution network.

  The achievement of energy savings is certified through the award of energy efficiency certificates, the so-called White Certificates. In order to fulfil the obligations set out in the Decree of 20 July 2004, supplemented by the Decree dated 21 December 2007, and thus be awarded White Certificates, distributors may:

• carry out interventions for improving the energy efficiency of the technologies installed or of their mode of use;

• directly purchase White Certificates from third parties, through bilateral negotiation or through trading in a special market set up at the Electricity Market Operator (GME).

The Decree dated 28 December 2012 defined the annual primary energy savings targets in the 2013-2016 period for obligated distributors and established a minimum quantity of certificates to be delivered upon reaching the natural maturity date of the regulatory year equal to 50% of its annual obligation, for the years 2013-2014 (to be offset in the following two-year period in order not to incur penalties) and equal to 60% for the two-year period 2015-2016 (again with the possibility of offsetting in the following two-year period in order not to incur penalties).

In addition, the Decree dated 28 December 2012, implemented the provisions of Decree 28/2011 whereby the activity of managing, evaluating and certifying savings related to energy efficiency projects conducted under the white certificates mechanism is transferred to the Energy Services Manager (GSE - Gestore dei Servizi Energetici).

The Decree also extended to entities other than distribution companies and Energy Saving Companies (the so-called ESCOs), the possibility of submitting projects for the purpose of obtaining white certificates.

The Decree of 11 January 2017 (Official Gazette No. 78 of 3-4-2017) determined the national energy saving targets for obligated distributors in the period 2017-2020 and defined the new guidelines for the submission of energy efficiency projects, modifying the previous mechanism by eliminating the 'tau' coefficient, standardised forms, and extending the useful life of projects.

The Ministerial Decree of 10 May 2018 modified the mechanism for valuing the contribution recognised to obligated entities for the cancellation of titles by introducing a cap of Euro/TEE 250 as a maximum reimbursement. In addition, given the scarcity of securities compared to demand, the short certificate was introduced, i.e., a security issued by the GSE at the request of the obligated distributor that has at least 30% of the securities of the current target in its portfolio. The short certificate could cost up to a maximum of Euro 15/TEE and could eventually be redeemed the following year by the distributor.

With its resolution of 14 July 2020, ARERA revised the calculation of the tariff contribution by adding, among other things, the additional contribution that takes into account the market price of the target year and the scarcity of securities on the market.

The Ministerial Decree dated 21 May 2021 sanctioned the national targets for the period 2021-2024, with substantially reduced targets compared to the previous four-year period, as well as downwardly modified the 2020 target, which for gas distributors goes from 3.17 to 1.57 million white certificates.

The companies of the Ap Reti Gas S.p.A. Group and AP Reti Gas Nord Ovest S.p.A., subject to the obligations defined by the Decrees dated 21 May 2021 and 11 January 2017, are required to comply with the energy saving targets determined annually by the GSE.

The GSE is responsible for verifying that each distributor holds energy efficiency certificates corresponding to the annual target assigned (increased by any additional quotas for offsets or updated following the introduction of new national quantitative targets) and for informing the Ministry of Economic Development, the Ministry of the Environment and Territorial Protection, and the Manager of the Electricity Market of the certificates received and the results of the verifications.

If a distributor does not reach the established target, it may be subject to an administrative penalty imposed by the Authority for Electricity, Gas and the Water System, in implementation of Law No. 481 of 14 November 1995 and the indications of the decree dated 28 December 2012.

For more in-depth information on energy efficiency and energy saving for the companies of the Group, please refer to the paragraph on "Energy Efficiency and Energy Saving".

As of 30 June 2025, the Ascopiave share price was equal to Euro 3.045 per share, with an increase of 10.5 percentage points compared to the price at the beginning of 2025 (Euro 2.755 per share, referred to 2 January 2025).

Market capitalisation as of 30 June 2025 was Euro 713.78 million1 (Euro 644.63 million2 as at 30 December 2024).

The share price during the first half of 2025 showed an improved performance (+10.5%). During the same period, the FTSE Italia All Share, FTSE Italia Star and the FTSE Italia Utenze/Users sectoral indices increased by 15.5%, 3.5% and 15.0%, respectively.

The table below shows the main share and stock market data as at 30 June 2025:

‌1 The stock market capitalisation of the main listed companies active in the local public services sector (A2A, Acea, Acinque, Hera and Iren) amounted to Euro 21.3 billion as at 30 June 2025. Official data taken from the Borsa Italiana website (https://www.borsaitaliana.it).

‌2Internal processing.

As of 30 June 2025, Asco Holding S.p.A. directly controls the majority of the Ascopiave S.p.A. capital.

Ascopiave S.p.A. is included in the updated list of "Small and Medium Enterprises" (SMEs) pursuant to Article 1, paragraph 1, lett. w-quater. 1) of Legislative Decree No. 58/1998 (TUF), published on Consob's institutional website, as per Consob Determination No. 105 of 22 May 2024. Therefore, pursuant to Article 120 of the Consolidated Law on Finance, the chart below shows the stake above 5% held by shareholders of Ascopiave S.p.A. in the voting capital.

Internal processing based on information received by Ascopiave S.p.A. pursuant to Article 120 of the Consolidated Finance Act and based on information in the company's possession.

During the first half of 2025, Ascopiave S.p.A. continued to develop its corporate governance system, making continuous improvements to the control and risk management system, in order to contribute to the sustainable success of the company.

Internal Control

The activity plan of the Internal Audit Manager is approved annually by the Company's Board of Directors. In particular, the auditing activities framed in the aforementioned activity plan, based on a prioritisation process of the main risks, concern both compliance areas and the corporate processes referable to the business areas considered most strategic.

Manager in charge

The Financial Reporting Manager, with the help of the Head of Internal Auditing and the Compliance Function, reporting to the Legal and Corporate Affairs Department, reviewed the adequacy of administrative and accounting procedures as part of the verification activities, and continued monitoring and updating the procedures considered relevant for the purposes of compiling financial information. Moreover, in compliance with the provisions of Article 154-bis, paragraph 5-ter of the Consolidated Law on Finance, introduced by Article 12 of Legislative Decree No. 125/2024, the Chief Executive Officer and the Manager in charge of preparing the accounting documents, as of the approval of the financial statements as of 31 December 2024, certify, with a specific report, that the Sustainability Report included in the management report is prepared in accordance with the reporting standards provided for by the reference legislation. In particular, we would also like to inform you that the Compliance Function supported the Manager in charge, in collaboration with the Sustainability Function, which is part of the Legal and Corporate Affairs Department, as well as in coordination with the Head of Internal Auditing, in the preparation of a new administrative procedure, integrated into the compliance pursuant to Law 262/2005, in order to describe the activities, control measures and related managers involved in the process of preparing the consolidated Sustainability Report of the Ascopiave Group drafted pursuant to Legislative Decree no. 125/2024. Furthermore, the Company is equipped with continuous auditing tools, which allow for the automation of control procedures.

Organisation, management and control model pursuant to Legislative Decree 231/2001

Ascopiave S.p.A. and its subsidiaries adopt an Organisational, Management and Control Model; they have adhered to the Code of Ethics of the Ascopiave Group, a document last updated by the Board of Directors of Ascopiave S.p.A. on 27 June 2025.

The Board of Directors of Ascopiave S.p.A., in its meeting of 30 July 2024, adopted the latest update of the General Section and Special Sections of its Organisational, Management and Control Model, following both new legislation that had been introduced in the meantime and changes in the corporate and Group structure.

The Company, availing itself of the activity of the Supervisory Board, constantly monitors the effectiveness and adequacy of the Model adopted.

On 9 November 2023, following the entry into force of Legislative Decree no. 24/2023, implementing EU Directive 2019/1937 on "Whistleblowing", Ascopiave S.p.A. approved an update to the "Procedure for the management of whistleblowing disclosures of the Ascopiave Group", now headed "Procedure for the management of "whistleblowing" disclosures of the Ascopiave Group", then adopted by all the Group's subsidiaries and an integral part of Model 231 (Annex 3 of the Organisation, Management and Control Model).

The Company also continued its activities to promote, raise awareness and understanding of the Code of Ethics among all its interlocutors, especially in the context of commercial and institutional relations.

Please note that Model 231 (General Part) and the Code of Ethics are available in the corporate governance section of the website https://www.gruppoascopiave.it.

During the first half of 2025, the activity of drafting and adopting, as well as periodically updating, the organisation, management and control models of all the subsidiaries of the Ascopiave Group continued. In particular, following the extraordinary intercompany transactions, effective as of 11:59 p.m. on 31 December 2024, during the first half of 2025, a process was started to further update the models of the companies involved, so as to allow them to be aligned with the corporate situation that had arisen.

Lastly, the society AP Reti Gas North S.p.A. (controlled by Ascopiave from July 1, 2025), a company into which the gas destruction assets acquired from the A2A Group were merged, on July 3, 2025, adopted the Ascopiave Group's Code of Ethics, the Procedure for handling "whistleblowing" reports of the Ascopiave Group and its own Organisation, Management and Control Model, appointing its own Supervisory Body. The Model will be updated/improved in consideration of the final operational/management structure of AP Reti Gas North S.p.A.

The Group engages in the following transactions with related parties:

• Administrative services from the parent company Asco Holding S.p.A..

  The Group has the following transactions with related parties that produce the following types of operating revenues:

• Administrative and personnel services from Ascopiave S.p.A. to the parent company Asco Holding S.p.A..

  During the first half of the 2025 financial year, relations with related companies produced revenues in relation to the following types of services:

• Administrative, IT, personnel and facility services.

  It should be noted that these relations are based on maximum transparency and at market conditions. As regards the individual relationships, please refer to the explanatory notes to this report.

  The table below shows the economic and financial importance of the transactions already described:

  (Thousands of Euro) Trade

  30.06.2025

  Other

  Trade

  Other

  Revenues Costs

  Goods Services Other Goods Services Other

  receivables receivables payables payables

  Asco Holding S.p.A.	164	174	50	0	0	118	0	0	33	0
  Total parent company	164	174	50	0	0	118	0	0	33	0
  Cogeide S.p.A	33	0	0	0	0	399	202	0	0	0
  Total subsidiary companies	33	0	0	0	0	399	202	0	0	0
  Total	197	174	50	0	0	517	202	0	33	0

  ‌Significant events during the first half of the financial year 2025

  Shareholders' agreements - update of voting rights

  On 7 January 2025, pursuant to the applicable laws and regulations, Ascopiave informed that an updated version of the key information relating to the shareholders' agreement signed on 16 March 2020 was published in the Corporate Governance section of the website https://www.gruppoascopiave.it.

  Ascopiave communicated that this update exclusively concerns the change in the number of voting rights held by some of the peaceful shareholders consequent to the intervening increases in voting rights, as communicated by Ascopiave on 7 June 2024 and 5 July 2024.

  Pursuant to Articles 65-quinquies, 65-sexies and 65-septies of the Issuers' Regulations, the document has been made available to the public at the company's registered office, at Borsa Italiana S.p.A., on the authorised storage mechanism "eMarket STORAGE" (https://www.emarketstorage.com) of Teleborsa S.r.l., and in the Corporate Governance section of the website https://www.gruppoascopiave.it.

  Strategic Plan 2025-2028

  On 13 February 2025, the Board of Directors approved the Group's 2025-2028 strategic plan. The plan outlines a path of sustainable growth in the core businesses of gas distribution and renewable energy, enhancing the impact of investment initiatives already underway and with high visibility. These include the acquisition from the A2A Group of a number of gas distribution concessions in Lombardy, finalised with effect from 1 July 2025, which will allow Ascopiave to further strengthen its presence in a regulated business with significantly stable profit margins.

  The development will take place under conditions of a balanced financial structure, guaranteeing a remunerative and growing distribution of dividends.

  Economic and financial highlights

  • EBITDA to 2028: Euro 161 million (+ Euro 66 million compared to the 2024 forecast);

  • Net profit 2028: Euro 41 million (+ Euro 9 million compared to preliminary 2024);

  • Net investments 2025-2028: Euro 871 million;

  • Divestments of minority interests 2025-2028: Euro 288 million;

  • Net financial position 2028: Euro 690 million;

  • Financial leverage (Net financial position / Shareholders' equity) as of 2028: 0.76;

  • Dividend payout forecast: 15 cents per share for the financial year 2024, increasing by 1 cent per share in subsequent years until 2028.

The plan is based on four key strategic pillars: growth in core businesses, diversification into synergistic sectors, economic and operational efficiency and innovation.

The Group's strategy is to pursue sustainable business success, integrating environmental, social and economic sustainability aspects, and is oriented towards the goal of stable value creation for shareholders, evolving a profitable relationship with other relevant stakeholders.

Ordinary Shareholders' Meeting of 17 April 2025

On 17 April 2025, the Ordinary Shareholders' Meeting of Ascopiave S.p.A. met under the chairmanship of Nicola Cecconato.

The Ordinary Shareholders' Meeting of Ascopiave S.p.A. approved the financial statements for the year and acknowledged the Group's consolidated financial statements as at 31 December 2024, which show a consolidated gross operating margin of Euro 103.4 million and a consolidated net profit of Euro 36.5 million.

The Shareholders' Meeting resolved to allocate the profit for the year 2024 in the amount of Euro 28,402,936.91 to the distribution of dividends and to approve the distribution of a portion of the available reserve "Extraordinary Reserve Fund" in the estimated amount of Euro 4,062,741.49. The amount is such as to allow for the distribution of a total dividend equal to Euro 0.15 gross for each share that will be in circulation (excluding treasury shares in portfolio at the record date), for a total amount, calculated taking into consideration the number of treasury shares held by the Company as of 6 March 2025, of Euro 32,465,678.40 (of which Euro 28,402,936.91 from the profit for the year and Euro

4,062,741.49 from a portion of the available reserve "Extraordinary Reserve Fund"). The ordinary dividend was paid on 7 May 2025 with ex-dividend date on 5 May 2025 (record date 6 May 2025).

In addition, the Shareholders' Meeting approved, with a binding vote, the first section of the report on remuneration policy and compensation paid, prepared pursuant to Article 123-ter of Legislative Decree No. 58 dated 24 February 1998, (the "TUF") (i.e., the remuneration policy for the financial year 2025) and cast an advisory vote in favour of the second section of the report on remuneration policy and compensation paid, prepared pursuant to Article 123-ter of the TUF (i.e., the report on compensation paid in the financial year 2024).

Finally, the Shareholders' Meeting approved the authorisation to purchase and dispose of treasury shares, subject to revocation of the previous authorisation granted by the Shareholders' Meeting of 18 April 2024, for the portion not executed.

On 5 May 2025, the minutes of the Shareholders' Meeting were made available to the public at the company's registered office and disseminated and stored in the eMarket Storage" system of Teleborsa S.r.l. and published on the website https://www.gruppoascopiave.it within the legal deadline.

Ascopiave acquires 100% of the share capital of Asco Power S.p.A.

On 9 May 2025, the Ascopiave Group finalised the deed of acquisition from Fin-Energy S.A. of 9.80% of the share capital of the subsidiary Asco Power S.p.A. (hereinafter also the "Company") active in the renewable energy sector. The Ascopiave stake in Asco Power S.p.A. rises to 100% of the share capital. The acquisition price is made up of a fixed part equal to Euro 12,100,000.00 and, if the conditions are met, of a variable part according to what has been agreed between the parties. As of 31 December 2024, Asco Power's Net Financial Position was positive and equal to Euro 41,189 thousand, while EBITDA was Euro 15,655 thousand. The Company holds the participations in Asco Wind & Solar S.r.l. (100%) and in Green Factory S.r.l. (90%). We also inform you that the fixed price, as agreed upon above, was paid by Ascopiave S.p.A. to the selling party by bank transfer. The effects of the deed of acquisition run from the date of subscription, therefore Ascopiave S.p.A. will share in the undistributed and accrued profits.

Ascopiave acquired the shareholding in Herabit S.p.A. (formerly Acantho S.p.A.) owned by the Province of Treviso, equal to 1.6452% of the share capital, for 445,745 shares.

On 24 February 2025, following the results of the Public Auction for the sale of the Province of Treviso's entire shareholding in Acantho S.p.A. (now "Herabit S.p.A."), Ascopiave S.p.A. was provisionally awarded the provisional bid at a total price of Euro 3.4 million.

On 30 May 2025, the Ascopiave Group finalised the deed of acquisition from the Province of Treviso of 1.6452% of the share capital of the company, formerly Herabit S.p.A., formerly Acantho S.p.A. (hereinafter also referred to as the "Company"), active in the telecommunications and information and communication technology sector. The stake of Ascopiave S.p.A. in Herabit S.p.A. thus rose from 11.3515% to 12.9967% of the share capital. The acquisition price, following the awarding of the selection procedure promoted by the Province of Treviso, is equal to Euro 3,356,000 (corresponding to Euro 7.529 per individual share). The effects of the deed of acquisition are effective as of 30 May 2025.

Disclosure of the total amount of voting rights pursuant to Article 85-bis, paragraph 4-bis, of Consob Regulation 11971 of 14 May 1999

On 6 June 2025, Ascopiave S.p.A. ("Ascopiave" or the "Company") announced that the increase in voting rights with respect to 248,234 ordinary shares of the Company had become effective, pursuant to Article 127-quinquies, Legislative Decree No. 98/1998 and Article 6 of Ascopiave's Articles of Association. Therefore, the total number of ordinary Ascopiave shares with increased voting rights is 161,674,942. Please note that Article 6 of Ascopiave bylaws envisages that each share held by the same shareholder for a continuous period of at least twenty-four months from the date of its registration in the Special List established pursuant to Article 6.8 of the bylaws (the "Special List") shall be attributed two votes.

Completion of the transfer of the shares of EstEnergy S.p.A.

With regard to the exercise of the put option held by Ascopiave S.p.A. on its own 25% shareholding in the company EstEnergy S.p.A., of which the market was informed by press release of 24 June, the following is noted, also for the purpose of updating the information contained in Sections 2.3.1. and 2.3.2. of the Information Document prepared pursuant to Article 71, paragraph 1 of Consob Issuers Regulations and made available to the public on January 1, 2020.

1. Significant relations maintained by Ascopiave S.p.A., directly or indirectly through subsidiaries, with EstEnergy S.p.A.

   It is confirmed that the service contracts related to so-called "facility service" are active and the service contracts that had already been indicated as "expiring" within the above-mentioned Information Document regarding the service related to personnel and payroll management, the service related to administration, finance and control, general services and credit management service have expired. In addition, with regard to the IT services contract, already disclosed in the Information Document, we inform that the right of early termination was exercised, effective 1 January 2023.

   Finally, we inform you that on 17 January 2023, an agreement was activated for the consultation of the data that were the subject of the above-mentioned IT services contract signed between Ascopiave, EstEnergy S.p.A. and Hera Comm S.p.A.

2. Significant relationships as well as agreements held between Ascopiave S.p.A, its subsidiaries, and by its managers or directors with the parties to which EstEnergy S.p.A. was sold

As indicated in the Information Document, it is confirmed that, with the completion of the Transaction, both the EstEnergy Shareholders' Agreement and the EstEnergy Option Agreement ceased to exist

Appointment of Deputy General Director / Deputy General Manager

On 27 June 2025, the Board of Directors of Ascopiave S.p.A. appointed Federica Stevanin, Director of Legal, Corporate, Compliance and Sustainability Affairs of Ascopiave S.p.A., also as Deputy General Director / Deputy General Manager. To Federica Stevanin, in the absence or impediment of the General Manager, Nicola Cecconato, in addition to the legal and institutional representation and the competences due to him according to the law and the bylaws, are conferred, as Deputy General Director / Deputy General Manager, all the powers for the performance of acts relating to the direction, coordination and control of the activities of the corporate functions and services, including, in particular, certain powers, exercisable in compliance with the policies of the Board of Directors and in accordance with the Code of Ethics and applicable regulations.

A2A S.p.A., Unareti S.p.A., LD Reti S.r.l. and Ascopiave S.p.A. complete the transaction for the sale and purchase of gas network assets

Further to the press release of December 19, 2024, and in execution of the agreement signed on the same date, the A2A Group (and in particular A2A S.p.A., Unareti S.p.A. and LD Reti S.r.l.) and Ascopiave S.p.A. announced that on June 30, 2025 the final deed (closing) was signed for the sale to Ascopiave of 100% of the shares of AP RETI GAS North S.r.l., a corporate vehicle that owns the business units Unareti S.p.A. and LD Reti S.r.l., comprising a compendium of assets consisting of approximately 490 thousand of gas distribution points relating to the ATEMs in the provinces of Brescia, Cremona, Bergamo, Pavia and Lodi, with a 2023 RAB of Euro 397 million and a 2023 EBITDA of Euro 44 million. The deal became effective on 1 July 2025. The transaction was completed following the fulfilment of the relevant conditions precedent and the contribution by Unareti S.p.A. and LD Reti S.r.l. to AP RETI GAS North S.r.l. (now "AP Reti Gas North S.p.A.") of the assets included in the above-mentioned business units. The price paid by Ascopiave S.p.A., which expresses the valuation of the company branch as of 31 December 2023, was Euro 430 million, and will be subject to adjustment subsequent to the closing, as per practice. The acquisition was financed by Ascopiave using the proceeds from the sale of the equity investment in EstEnergy S.p.A. (Euro 234 million) and, for the remaining part, through the use of financial leverage, through the use of new bank credit lines provided by BPER, Gruppo BCC Iccrea, Intesa Sanpaolo, Mediobanca and Unicredit, and a new bond issue with PGIM Private Capital. For further information on the transaction, please refer to the joint press release published on 19 December 2024, as well as to the information document prepared pursuant to Article 71 of Regulation No. 11971/1999, which was published by Ascopiave S.p.A. on 15 July 2025 within the terms and according to the procedures required by law.

Natural gas distribution

The Ascopiave Group manages concessions for the gas distribution service through the companies AP Reti Gas S.p.A. and AP Reti Gas Nord Ovest S.p.A., in a total of 301 Towns, in Veneto, Friuli-Venezia Giulia, Lombardy, Emilia-Romagna and Piedmont.

The natural gas distribution business Fully consolidated companies

Below is a table summarising the data referring to the group's gas distribution activity as of 30 June 2025 and a comparison with those as of 30 June 2024:

First half

All indicators of safety (arrival time at the place of call for emergency response, scheduled network inspection and odour level measurements) and continuity (service interruptions) were effectively kept under control, in full compliance with the service obligations set by ARERA.

The following table summarises compliance with the specific standards of services subject to commercial quality.

First half

During the first half of the year, the company's emergency intervention structure, which is operational 24 hours a day every day of the year and can be activated through dedicated company toll-free numbers, carried out 4,202 interventions, with an average arrival time at the call location of 36.72 minutes, well below the 60 minutes required by the Authority's standards.

In addition, continuous monitoring of the proper gas odorization was carried out, performing a number of checks well above and beyond the standards set by the Authority.

All the schedules and deadlines set for plant operation and maintenance activities were respected and were carried out almost exclusively through the use of internal personnel.

During the financial year, the process of streamlining the organisational structure continued, for optimising the use of resources and the synergy between the group's distribution companies, pursuing improvements in all administrative, technical, process control and human resource management activities, trying to optimise the use of resources, internalising activities and increasing the possibility of making investments.

In particular, activities continued to pursue the improvement of the energy efficiency of the REMI substations by optimising the pre-heating system with various technological solutions such as heat pumps, photovoltaics and solar thermal energy. This initiative resulted in high energy savings by reducing the gas needed for the pre-heating system. The company also expanded its use of innovative CRDS (Cavity Ring-Down Spectroscopy) technology for preventive pipeline monitoring and leak detection.

This technology, thanks to a series of apparatuses, sensors and devices installed on an equipped vehicle, combined with the use of sophisticated analysis software, allows for a sensitivity of detection of the presence of gas in the air that is at least three orders of magnitude higher than traditional technologies.

‌Stipulation of a proposed agreement with the municipalities for the adoption of a shared procedure aimed at the agreed quantification of the " Residual Industrial Value" of the networks

The regulatory changes that have taken place over the last few years, and in particular the regulations that have provided for the selection of the distribution service manager with the so-called "area tenders" tool, have led to the need to determine the Residual Industrial Value (R.I.V.) of the plants owned by the Managers.

With regard to this aspect, the concession agreements regulated two "paradigmatic" situations, viz:

• the early redemption (normally regulated with reference to Royal Decree No. 2578/1925);

• redemption upon the (natural) expiry of the concession.

The eventuality of an "ope legis" (by statute) expiry, prior to the start of the "contractual" term, was (normally) not envisaged and regulated) in the concession deeds.

In substance, the case in question (early expiry imposed by law) represents a "tertium genus", in certain respects similar to the exercise of early redemption (with respect to which, however, it differs markedly due to the lack of an autonomously formed will on the part of the Entity) and in other respects similar to the expiry of the term of the concession (which, however, has not expired).

At least until Ministerial Decree 226/2011, there were no legislative and/or regulatory standards that precisely defined the methods and criteria for determining the R.I.V. of plants and that could therefore supplement the contractual clauses, which were frequently lacking.

Even Legislative Decree 164/2000, until the amendment introduced first by Legislative Decree 145/2013, and then by Law 9/2014, merely referred to Royal Decree 2578/1925 which, however, sanctioned the industrial estimate method without setting precise estimate parameters.

This situation made it extremely suitable, if not necessary, to define specific agreements with the Towns for arriving at a shared estimate of the Residual Industrial Value. Suffice it to say that the very lack of such agreements, in the past, has often led to disputes in both administrative and civil/arbitration courts.

The situation of Asco Holding's shareholder Towns was even more peculiar, in the sense that, with the latter, there was no actual concession deed in the 'canonical' forms, but various acts of conferment into a company (the then Special Company) that at the same time sanctioned the continuation of the service previously provided by the Consorzio Bim Piave.

It is clear that, as acts of contribution, a regulation of their own concerning the redemption and/or expiry of management was not contemplated, nor could it be contemplated.

With the aforementioned Towns, Ascopiave therefore entered into an agreement that provided for the identification of an expert of recognised professionalism, competence and independence called upon to establish the fundamental criteria to be applied in calculating the Residual Industrial Value of gas distribution plants.

The relative negotiated procedure, conducted with the criterion of the most economically advantageous offer, was concluded on 29 August 2011. The expert thus identified drew up the Report (made available on 15 November 2011) on "Fundamental criteria for calculating the Industrial Residual Value of the natural gas distribution plants located in the Towns currently served by Ascopiave S.p.A.", which was approved on 2 December 2011 by the Board of Directors of Ascopiave S.p.A. and subsequently by all 92 Towns with a Resolution of the Municipal Council.

As part of the aforementioned procedure, the reciprocal relationships more strictly related to the management of the service were also regulated, providing for the payment of both lump sums (2010 - stipulation of supplementary deeds) for Euro 3,869 thousand, and (from 2011) of actual fees for variable amounts equal to the difference, if positive, between 30% of the Revenue Constraint recognised by the tariff regulation and the amount received by each municipality as a dividend in 2009 (2008 budget).

Compared to the negotiated procedure of the previous paragraphs, there are no new agreements or changes in the reference regulations.

‌Energy efficiency and savings

With regard to the targets to which the Group's natural gas distribution companies are obliged about energy efficiency certificates (TEE), with the publication of the Ministerial Decree dated 21 May 2021, the 2020 target was considerably reduced and the quantities of certificates subject to the targets for the four-year period 2021- 2024 were determined. For all of the Group's obligated distribution companies, it should be noted that in the November 2023 session, the 2021 target was completed, while in the May 2024 session, the minimum portion of the 2023 target was met. It is noted that the amount of securities allocated to the Group's distribution companies for the financial year 2023 (May 2023 - June 2024) is 68,675 certificates while, for the financial year 2024, it is 76,867 certificates. It should be noted that during the November 2024 session, the 2022 target was completed for all companies and 30% of the 2024 target was covered. Finally, in the May 2025 session, the certificates for the minimum 2024 target were delivered.

As of the closing date of this Half-Yearly Financial Report, the bodies responsible for setting the efficiency and energy saving targets have not yet disclosed the quantity of bonds covered by the targets for the four-year period 2025-2028. Consequently, the Group has made an internal estimate of the targets that could be assigned to the Group's distribution companies, quantifying the share for the first half of 2025 at 38,434 securities.

‌Litigations

The litigations pending in Group companies are described below. The disputes that have shown economic impacts that are considered probable have led to the recognition of specific provisions, while other disputes have not generated impacts on the Group's financial statements. There are no significant provisions in relation to outstanding disputes.

ADMINISTRATIVE / CIVIL DISPUTES - RELATING TO GAS CONCESSIONS

As at 30 June 2025, the following litigations were pending:

AP RETI GAS - MUNICIPALITY OF SOVIZZO

A civil lawsuit initiated by the Town of Sovizzo, with a writ of summons served on AP Reti Gas S.p.A. on 21 February 2019. The Entity requested the payment of a concession fee of Euro 65 thousand/year starting from 1 January 2013.

With the Sentence of 10 December 2021, the monocratic Judge accepted the Town's request and sentenced AP Reti Gas

S.p.A. to pay Euro 65 thousand/year, from 2013 and until the end of the current management. The Company disagreed with the ruling and, considering it unlawful, filed an appeal (RG 95/2022).

The first hearing was held on 16 May 2022 and the hearing for the statement of conclusions was held on 12 June 2023. With a Sentence dated 12 December 2023, the Venice Court of Appeal rejected AP Reti Gas's appeal, confirming the first instance Sentence. The Company paid the amount due but also appealed to the Court of Cassation.

AP RETI GAS - MUNICIPALITIES OF CONCORDIA SAGITTARIA, FOSSALTA DI PORTOGRUARO AND TEGLIO VENETO

Three administrative proceedings, pending before the Veneto Regional Administrative Court, brought by AP Reti Gas

S.p.A. for the annulment of Resolutions nos. 92, 85 and 70 of the Municipal Council of 2020, whereby the three entities approved the respective estimates of the residual value of the plants, drawn up by the engineer appointed by the S.A. (Metropolitan City of Venice) using the ministerial LGs criterion, instead of, as obligatory under Article 15, paragraph 5 of Legislative Decree 164/2000 and as previously done, applying the duly and timely agreed contractual criteria, with a lower value recognised to AP Reti Gas S.p.A, respectively, of about Euro 412 thousand, Euro 375 thousand and Euro 48 thousand.

The Town of Concordia Sagittaria (upon Ambito S.A.'s request) transmitted a further GC Resolution (no. 3/2022) with which it approved another estimate (again at ministerial LGs) that, even if marginally, further reduces the repayment value recognised to AP Reti Gas S.p.A. The Company, therefore, filed another appeal on these grounds.

Similarly, the Town of Fossalta di Portogruaro, on 11 August 2022, forwarded GC Resolution No. 37/2022 (adopted in March) concerning the approval of the estimated VIR (at LG), which exceeds the previous Resolution No. 85/2020.

Although the difference with the previous value (referred to in the contested Resolution No. 85/2020) is minimal (below one thousand euro), the Company had to proceed with an appeal with additional grounds, duly filed and notified within the terms.

With regard to the dispute with the Town of Teglio Veneto, the Regional Administrative Court ordered a "verification" to ascertain whether the negotiation criteria were complete (and therefore usable to update the estimates). In this regard, it appointed Prof. Ing. Marella of the Department of Civil, Construction and Environmental Engineering (ICEA) at the University of Padua as CTU, while the company and the municipality appointed their own CTP. The hearing to discuss the outcome of the verification was set for 09 October 2024.

The verifier, at the outcome of the investigations carried out, established, in summary, that: "From the supplementary deed to the original agreement signed on 1 December 2011 and from the appraisal report acquired at the general protocol of the Town of Teglio Veneto no. 8309 of 18 December 2009 - all the methodological elements for the calculation and verification of the reimbursement value can be deduced (with the possibility of adjusting the reimbursement value, also following any updates to the state of consistency) with the exception of the actual consistency of the network sections affected by protection works, which was not indicated. This aspect, in any case, affects the valuation of the network to a very limited extent, below 2%.

For the disputes with the Towns of Fossalta di Portogruaro and Concordia Sagittaria, the Regional Administrative Tribunal set a hearing pursuant to Article 72 bis CPA (simplified judgement) for 22 May 2024, then moved to 19 November 2024. In view of the hearing, AP Reti Gas filed its final pleadings, explicitly referring to the conclusions of the Teglio Veneto verification, in order to underline the absolute homogeneity of the negotiation and expert's regulation.

By Ruling No. 2913/2024, the Regional Administrative Court upheld AP Reti Gas's appeal, annulling the contested measure of the Town of Teglio Veneto and apportioning the costs of the verification on a 50-50 basis.

Similarly, with Sentence No. 2/2025, the Regional Administrative Court, extending the findings of the verification carried out in the proceedings with the Town of Teglio Veneto, upheld the appeal of AP Reti Gas, annulling the contested measures of the Town of Concordia Sagittaria and awarding 50% of the costs of the proceedings.

With regard to the similar dispute with Fossalta di Portogruaro, the Regional Administrative Court, by Order No. 2992/2024, ordered the verification to be carried out by the Director of the Department of Civil, Construction and Environmental Engineering (ICEA) at the University of Padua (the same Director already appointed for the dispute with Teglio Veneto). AP Reti Gas shall appoint the same CTP already indicated in the verification ordered in the case of Teglio Veneto. The expert witness activities are in progress.

ADMINISTRATIVE/CIVIL DISPUTES - NOT RELATING TO GAS CONCESSIONS

As of 30 June 2025, the following are pending:

AP RETI GAS - ANAC DELIBERE 214 AND 215 / 2022 and DELIBERA 584/2023

An appeal to the Regional Administrative Court of Lazio - Rome (R.G. 7980/2022), brought by AP Reti Gas S.p.A. (together with other leading operators of gas and electricity distribution services), for the annulment of ANAC Resolutions No. 214 and 215 of 2022, by means of which, the Authority, in allegedly executing Sentence No. 2607/2022 of the Regional Administrative Court of Lazio, substantially reproduced what was set forth in the President's Announcements, which were annulled for lack of jurisdiction of the same Court.

In fact, AP Reti Gas (together with other leading gas and electricity distribution service operators) had previously requested and obtained the annulment of the ANAC President's Notification dated 16 October 2019. Said measure, in essence, extended the obligations proper to contracts subject to the application of Legislative Decree 50/2016 (e.g., acquisition of the CIG and payment of the ANAC contribution) also to contracts excluded and even outside the application of the Code.

With Sentence No. 2607/2022, the Lazio Regional Administrative Court upheld AP Reti Gas's appeal and annulled the contested measure, finding that the President lacked jurisdiction with respect to the issuance of the same measure. ANAC, however, in alleged compliance with the judgment, substantially reproduced the content of the measures annulled by the TAR in two resolutions (Nos. 214 and 215 of 2022).

The measures were therefore challenged, for the most part, by re-proposing the "merit" complaints already prepared in the first judgement and not examined by the TAR, not because they were considered unfounded, but because the Court, pursuant to the CPA, considered the ruling of lack of jurisdiction to be absorbent and exhaustive.

By Resolution 584/2023, ANAC formally repealed Resolutions 214 and 215, but re-proposed entirely similar rules, albeit with some peculiarities. By means of an appeal on additional grounds, also in the form of an autonomous appeal, notified

at the end of February 2024, within the time limits for appeal, the Company challenged the latter measure.

By Ruling No. 11370/2025, the Regional Administrative Court of Lazio dismissed the application for annulment of ANAC Resolution No. 584/23 and declared the appeal against Resolutions No. 214-215/2022 inadmissible, awarding the costs of the proceedings. In the context of the grounds, the Court, with reference to the category of so-called "extraneous contracts", acknowledges that these are not subject to the requirements of Resolution 584/2023.

The company will consider whether to file an appeal (deadline 10 October 2025).

ASCOPIAVE / AP RETI GAS - ARERA DELIBERA ARG/GAS 570/2019 and DELIBERA 117/2021/R/gas (in addition to the related proceedings for access to the acts)

An appeal before the Regional Administrative Court of Lombardy - Milan (R.G. 522/2020), brought against ARERA by Ascopiave S.p.A. and AP Reti Gas S.p.A. (together with other leading gas distribution service operators), for the annulment of Resolution 570/2019/R/gas, concerning the "tariff regulation of gas distribution and metering services for the period 2020-2025". The new regulatory discipline envisages a strong and unjustified reduction of tariff items to cover the operating costs recognised to distributors. The appeal was filed on 25 February 2020.

With an appeal on additional grounds dated 24 May 2021, an appeal was also filed against ARERA Resolution No. 117/2021/R/gas, concerning the "Determination of the definitive reference tariffs for gas distribution and metering services for the year 2020". In fact, the Companies considered that the measure, being part of the determinations following the tariff regulation as per Resolution No. 570/2019, could be further detrimental to the Group's distribution companies.

At present, there are no further procedural steps.

The appeals of other operators against the same Resolution No. 570/2019, on the other hand, have reached final judgment, with the partial annulment of the Resolution. Since it is a regulatory measure, the aforementioned declaratory ruling, even though it referred to the appeals of certain operators, had a general obligation effect and led to the issuance, by ARERA, of Resolution No. 87/2025, which, in compliance with the judgement, revised certain tariff parameters.

The appeal filed by AP Reti Gas and Ascopiave is still pending and awaiting judgment.

ASCO POWER - PROVINCE OF BRESCIA AND VALLE TROMPIA MOUNTAIN COMMUNITY

An appeal before the Regional Administrative Court of Lombardy - Brescia (R.G. 828/2023), brought by Morina S.R.L. (in the meantime merged by incorporation into Asco Renewables S.p.A., in turn merged into Asco Power S.p.A.), against the Province of Brescia and the Mountain Community of Valle Trompia for a declaration that

• by reason of their failure to exercise their rights, the Comunità Montana di Valle Trompia forfeited the hydroelectric concession granted by the Province of Brescia by its own executive decision No. 3099 of 3 August 2010 and the single authorisation pursuant to Article 12 of Legislative Decree No. 387/2003, granted by the same Province by its own executive decision No. 4501 dated 24 July 2014

• as a result, the prior consent of the Comunità Montana di Valle Trompia is not required for the transfer of the two aforementioned measures to the company Morina S.r.l. alone.

The company also requested the disapplication or cancellation of the measure of the Province of Brescia, Prot. No. 159684/2023 of 22 August 2023 (referring to the joint ownership of the concession).

The Province and the Mountain Community entered an appearance to resist the company's action.

With Sentence No. 916/2024, the Regional Administrative Court declared inadmissible the request to ascertain the forfeiture of the Comunità Montana della Valle Trompia from the ownership of the concession and the single authorisation issued by the Province of Brescia, rejecting the appeal for the remaining requests formulated by Asco Renewables, also condemning the company to pay the costs of the proceedings.

In a nutshell, the Court's ruling stems from the fact that, prior to the appeal, the company had not formally requested the Province to sanction the forfeiture of the concession held by the Mountain Community. Asco Renewables therefore did so by means of a special petition sent on 19 December 2024 (which has not yet been received to date).

In the absence of substantial news, in the next quarterly report, the dispute will be excluded from the list of active disputes.

ASCO POWER - COMUNITA' MONTANA DI VALLE TROMPIA (Torrente Mella hydroelectric concession)

In connection with the previous one, a lawsuit was filed with the Court of Brescia (RG 13537/2024), initiated with an appeal pursuant to Article 281 undecies of the Code of Civil Procedure by Comunità Montana di Valle Trompia (CMVT)

against Asco Renewables S.p.A. (formerly Morina, now Asco Power S.p.A.) in order to ascertain the termination of the Agreement dated 21 March 2007, therefore the company's exclusion from the hydroelectric concession of Torrente Mella, granted to the former Morina and to CMVT by the Province of Brescia with its own executive decision No. 3099 of 3 August 2010 and from the single authorisation pursuant to Article 12 of Legislative Decree 387/2003, granted by the same Province with its own executive decision No. 4501 dated 24 July 2014.

Asco Renewables (now Asco Power) duly entered an appearance.

At the hearing dated 27 March 2025, the Judge granted the terms for the submission of defence briefs, adjourning the hearing of the case to 05 June 2025.

ASCO POWER - EXTRA PROFITS (Measures of the Revenue Agency and other Entities)

A lawsuit before the Regional Administrative Court of Lazio - Rome (R.G. 10986/22), initiated by Asco EG S.p.A., now Asco Power S.p.A. (notified on 16 September 2022), against the provisions of the Inland Revenue Agency (Director's Order no. 221978/2022, Resolution no. 29/E of 20 June 2022, Circular no. 22/E /2022) and other Entities (e.g. related ARERA Opinion), implementing the provisions of Article 37 of Decree-Law no. 21/2022, converted with amendments by Law no. 51/2022 and subsequently further amended by Decree-Law no. 50/2022, in turn converted with amendments by Law no. 91/2022.

As part of the appeal, the issues of constitutionality and compliance with European law of the primary regulation were raised.

Likewise, in certain appeals filed by other companies before the Tax Commission, the question of jurisdiction was also raised before Italy's Supreme Court.

The public hearing for the discussion of the appeal on the merits took place on 4 April 2023.

The Regional Administrative Court ordered a postponement to 18 July 2023. At the outcome of the hearing, the Regional Administrative Court, by Order dated 18 July 2023, ordered the suspension of the proceedings, by virtue of:

1. the pending, before Italy's Supreme Court, of judgments concerning the question of the jurisdiction of the Administrative Judge in the matter in dispute and

2. the pending, before the Constitutional Court, of judgments concerning the constitutional legitimacy of the legislation underlying the contested acts and measures.

   In U.S. Judgment No. 29702/2023, the Court of Cassation established the jurisdiction of the Administrative Judge. With Sentence No. 111/2024, filed on 27 June 2024, the Constitutional Court declared the constitutional illegitimacy of Article 37, paragraph 3, of Decree-Law No. 21/2022, in the part in which it includes excise duties in the basis for calculating the extraordinary contribution.

   In light of the aforementioned pronouncements, on 30 July 2024 the company's attorneys filed an application to set a hearing, for the continuation of the Judgment. At present, the hearing has not been scheduled.

   It is also worth mentioning the Order of 20 February 2025 of the Constitutional Court, with which, in the context of another judgement, referring to the Budget Law 2023 (197/2022), the Constitutional Court referred to the EU Court of Justice the preliminary question of the compatibility of the so-called "solidarity contribution" (provided for by the same Budget Law) in the part in which the measure is imposed on all energy operators (therefore also companies that produce electricity from renewable sources). In the same Order, it is stated, among other things, that: "Another profile of conflict with Articles 3 and 53 of the Constitution would reside in the duplication of taxation arising from the simultaneous application, for four months (from January to April 2022), of the extraordinary contribution referred to in Article 37 of Decree-Law No. 21 dated 21 March 2022 ...".

   ASCO POWER - AID DECREE (ARERA Resolution No. 266/2022 and GSE Notice of 07 July 2022)

   A lawsuit before the Regional Administrative Court of Lombardy - Milan (R.G. 1774/22), brought by Asco EG S.p.A., now Asco Power S.p.A. (notified on 08 September 2022), against ARERA Resolution No. 266/2022 and the GSE Notice of 07 July 2022, implementing Article 15 bis of Law Decree 4/2022, converted by Law 25/2022, and amended by Law Decree 115/2022, converted with amendments by Law 142/2022.

   As part of the appeal, the issues of constitutionality and conformity with European law of the primary regulation were raised.

   With Sentence No. 2676/2022 of 23 November 2022, the Regional Administrative Court upheld the appeal and consequently annulled ARERA Resolution No. 266/2022 and the consequent acts of the GSE. The reasons for the decision were published on 09 February 2023.

   As a precautionary measure, (at the time) pending the above-mentioned grounds, on 06 December 2022, the Company, together with the other plaintiffs, filed a further appeal on additional grounds with the Regional Administrative Court of Lombardy - Milan, due to the supervening force of EU Regulation 2022/1854, for the annulment of all the measures arising from Resolution No. 266/2022, as well as to ascertain the lack of the prerequisites for the application of Art. 15 bis of DL 4/2022 and for the consequent nullity of all the application measures issued by ARERA and the GSE. The issues of constitutionality and compliance with European law of the primary regulation were also raised.

   Sentence No. 2676/2022 was appealed by ARERA before the Council of State (RG 10025/22), with a request for a stay of the first instance sentence. By order of 17 January 2023, the Council of State granted the precautionary petition and therefore suspended the enforceability of the challenged ruling.

   Following the publication of the grounds of the first instance judgement, on 21 March 2023, the application to revoke the precautionary order was discussed. The Council of State, however, confirmed the suspension of the execution of the Judgment and set the public hearing on the merits for 05 December 2023.

   At the outcome of the hearing, the Council of State (hearing the appeal of the Lombardy - Milan Regional Administrative Court's Sentence no. 2676/2022) granted the company's request and postponed the public hearing, pending the decision of the EU Court of Justice. The hearing of 29 October 2024 was further postponed to a date to be determined pending the decision of the EU Court of Justice.

   With respect to the further proceedings brought before the Lombardy - Milan Regional Administrative Court, by Order dated 17 July 2023, the Court, in turn, suspended the proceedings pending the preliminary ruling of the Court of Justice of the European Union with respect to the questions formulated by the same Regional Administrative Court in a previous Order dated 7 July (adopted in the context of a proceeding with a completely similar subject matter).

   The European Court of Justice, with regard to the question of the compatibility of Article 15 bis of Decree-Law No. 4/2022 with EU Regulation 2022/1854, set the hearing for 11 July 2024, then postponed to 6 November 2024.

   On 06 February 2025, the conclusions of the Advocate General c/o the EU Court of Justice were announced. In essence, the Advocate General considers that Article 15a of Decree-Law No. 4/2022 is not incompatible with EU law (EU Directive 2019/944, EU Directive 2018/2001 and Regulation 1854/2022) due to the fact that the cap on market revenues obtained from the sale of energy has been calculated on the basis of the average of market prices of the last 10 years from 2010 to 2020, provided that the conditions of Article 8(2)(b) and (c) of Regulation 1854/2022 are met, i.e. that the cap on revenues:

   1. does not compromise the investment signals:

   2. ensures that investments and operating costs are covered. The ruling of the EU Court of Justice is pending.

ASCO POWER - NOTICES OF PAYMENT OF STATE FEES FOR LARGE HYDROELECTRIC DERIVATIONS YEAR 2023

An action before the Superior Court of Public Waters (R.G. 136/2023), brought by Asco EG S.p.A., now Asco Power S.p.A, with appeal dated 16 June 2023, against Regione Lombardia, for the annulment of the Lombardy Regional Council's Resolution No XII/136 of 12 April 2023 "Determinations regarding the updating of the fixed component of the fee due from large hydroelectric derivations for the year 2023 in application of Article 20(2) of Regional Law No 5 of 8 April 2020, as amended and supplemented", published in the Official Bulletin N. 16 dated 18 April 2023 and of the consequent deeds (e.g. Notice of expiry of the public water utility fee 2023).

In a nutshell, the company disputes the method of adjustment to the inflation rate and consequently the amount of the requested fee.

The first hearing was held on 17 April 2024.

In the meantime, the request for payment of the 2024 fee was received. On 17 October 2024, the company filed an appeal on additional grounds against these additional payment notices.

The company, moreover, nevertheless paid the fees (2023 and 2024) in the amount allegedly due by the Region, accompanying the payment with a notice of non acquiescence, pointing out the continuation of the dispute, and therefore of the litigation, in existence.

In its ruling of 23 April 2025, the Superior Court of Public Waters dismissed the appeal, awarding costs. The company will consider whether to appeal.