Banca Generali S.p.a.MIL: BGN

Illustrative Report of the Board of Directors

· Issued by Banca Generali S.p.a.
ILLUSTRATIVE REPORT OF THE BOARD OF DIRECTORS OF BANCA GENERALI S.P.A. CONCERNING ITEM 1 ON THE AGENDA OF THE ORDINARY SHAREHOLDERS' MEETING

"Financial Statements at 31 December 2025 of the merged company Intermonte Partners SIM S.p.A.; relevant and ensuing resolutions."

(Prepared pursuant to Article 125-ter of Legislative Decree No. 58 of 24 February 1998, as subsequently amended and extended, and pursuant to Article 84-ter of the Regulation adopted with Consob Resolution No. 11971 of 14 May 1999, as subsequently amended and extended)



Shareholders,

Effective 23 February 2026, the company Intermonte Partners SIM S.p.A. was merged into your Company, following the resolution passed by the Board of Directors on 22 January 2026 and the subsequent deed of merger signed on 19 February 2026, notarised by Notary Public Mario Notari in Milan under index No. 25953/15784.

We therefore submit for your approval the Financial Statements of Intermonte Partners SIM S.p.A. for the year ended 31 December 2025 and inform you that net profit for the year was 4,070,613 euros.

Accordingly, we propose that you resolve to fully allocate to retained earnings the above net profit reported by the merged company Intermonte Partners SIM for the year ended 31 December 2025.

Milan, 4 March 2026 THE BOARD OF DIRECTORS

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