Bff Bank SpaMIL: BFF

Notice of change in share capital – December 2025

· Issued by Bff Bank Spa
Watch Bff Bank Spa explain itBFF Bank S.p.A. (BFFBF) Q2 2026 Earnings Call · Replay · Aug 5

PRESS RELEASE

Notice of change in share capital - December 2025

Milan, 10th December 2025 - BFF Bank S.p.A. ("BFF" or the "Bank"), pursuant to article 85-bis of CONSOB Regulation n° 11971/1999 (Issuers) as subsequently amended, announces the new composition of its share capital (fully subscribed and paid-in), following the partial execution of the share capital increase free of charge, resolved by the Bank's Shareholders' Meeting of 2ndApril 2020 ("Share Capital Increase Free of Charge").

As a result of the execution of the Share Capital Increase Free of Charge, in the period until 21stNovember 2025, BFF's share capital increased by an amount equal to Euro 22,999.90 through the issuance of 29,870 new BFF ordinary shares, assigned to BFF Group's employees in relation with the remuneration and incentive policies' requirements, in the context of:

  1. the Management by Objective incentive system;

  2. the "Stock Option Plan of Banca Farmafactoring Banking Group", approved by the Shareholders' Meeting of 2ndApril 2020 ("SOP 2020");

  3. the "Incentive Plan of BFF Banking Group", approved by the Shareholders' Meeting of 31stMarch 2022 ("Incentive Plan 2022").

The certificate of the change in share capital was filed with the Companies' Registration List of Milan, Monza Brianza and Lodi, on 9thDecember 2025.

TABLE 1

Current share capital

Previous share capital

Euro (€)

N° of shares

Unitary nomin. value

Euro (€)

N° of shares

Unitary nomin. value

Total of which:

145,273,739.30

188,667,194

W/o nominal value

145,250,739.40

188,637,324

W/o nominal value

Ordinary shares

(regular entitlement: 01/01/2025)

N° of current coupon: 10

145,273,739.30

188,667,194

W/o nominal value

145,250,739.40

188,637,324

W/o nominal value

***

This press release is available on-line on BFF Group's website https://www.bff.com within the Investors > PR & Presentations > Press Releases section.

BFF Banking Group

BFF Banking Group is the largest independent specialty finance in Italy and a leading player in Europe, specialized in the management and non-recourse factoring of trade receivables due from the Public Administrations, securities services, banking and corporate payments. The Group operates in Italy, Croatia, the Czech Republic, France, Greece, Poland, Portugal, Slovakia and Spain. BFF is listed on the Italian Stock Exchange. In 2024 it reported a consolidated Adjusted Net Profit of €143.0 million, with a 13.4% Group CET1 ratio at the end of September 2025.

https://www.bff.com

Contacts

Investor Relations

Caterina Della Mora Marie Thérèse Mazzocca

+39 02 49905 631

investor.relations@bff.com

Media Relations Alessia Barrera Sofia Crosta

+39 02 49905 623 |+39 340 3434 065

newsroom@bff.com