Report on the Financial Statements for the year ended 31 December 2025 (item 1 ordinary part) (ORD Po 1 OdG CIR Relazione Bilancio ENG)

ORDINARY SHAREHOLDERS' MEETING

Single call - 27 April 2026 - 10:00 am

at CIR S.p.A.

Via Ciovassino n. 1 - Milano

Report on item 1) on the Agenda

FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 AND ALLOCATION OF THE RESULT FOR THE YEAR. PRESENTATION OF THE CONSOLIDATED ACCOUNTS FOR THE YEAR ENDED 31 DECEMBER 2025:

1. APPROVAL OF THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025;

2. ALLOCATION OF THE RESULT FOR THE YEAR.

CIR S.p.A.

Via Ciovassino, 1- 20121 Milan - T + 39 02 722701

Share capital € 420,000,000 - Admin. and Econ. Index No. 1950090

Registered in Company Register of Milan Monza Brianza Lodi / Tax Code / VAT no. O179293OO16 Company subject to management and coordination by F.LLI DE BENEDETTI S. p.A.

1. Financial Statements for the year ended 31 December 2025 and allocation of the result for the year. Presentation of the consolidated accounts for the year ended 31 December 2025:
   1. Approval of the financial statements for the year ended 31 December 2025;
   2. Allocation of the result for the year.

      Dear Shareholders,

      we are making available to you, at the registered office and on the website of CIR S.p.A. - Compagnie Industriali Riunite (the "Company") at www.cirgroup.it "Governance/Shareholders' Meeting" section and at the authorised eMarketSTORAGE mechanism at www.emarketstorage.com, pursuant to Article 125-ter of Legislative Decree No. 58 of 24 February 1998 and subsequent amendments and supplements (the "TUF") and Article 84-ter of Consob Regulation No. 11971 of 14 May 1999 and subsequent amendments and supplements (the "Issuers' Regulation "), an explanatory report on the first item on the agenda of the Ordinary Shareholders' Meeting convened for 27 April 2026 at 10:00 a.m. in a single call.

      In connection with the first item on the agenda in the ordinary part, you are called to the Shareholders' Meeting to approve the Financial Statements for the year ended 31 December 2025, the draft of which was approved by the Company's Board of Directors on 9 March 2026. The Financial Statements include the Board of Directors' Report on Operations (including the Consolidated Sustainability Statement, drawn up in accordance with Legislative Decree No. 125 of 6 September 2024), the Report of the Board of Statutory Auditors, the Report of the Independent Auditors and the Certifications of the Manager in charge of financial reporting pursuant to Article 154-bis (5) and (5-ter), of the TUF, with reference to the financial statements and the sustainability statement respectively.

      In this regard, Shareholders are informed that the Company's Financial Statements as at 31 December 2025 were drawn up in accordance with the International Financial Reporting Standards (IFRS) in force as at 31 December 2025, issued by the International Accounting Standards Board (IASB) and adopted pursuant to Italian and European laws in force and applicable at the time.

      The Company's Financial Statements as at 31 December 2025 closed with a net profit of Euro 14,998,248.14.

      During the Shareholders' Meeting an overview will also be provided of the Company's consolidated financial statements as at 31 December 2025, which were also drawn up in accordance with the IFRS in force as at 31 December 2025, which closed with a net profit for the year of Euro 28,426 thousand. The Consolidated Financial Statements of the CIR Group as at 31 December 2025 were examined and approved by the Company's Board of Directors during its meeting on 9 March 2026.

      A copy of the documentation required pursuant to the laws and regulations in force and in particular a copy of the file relating to the financial statements and the consolidated financial statements as at 31 December 2025, together with the report of the Board of Statutory Auditors and of the Independent Auditors appointed to audit the accounts (to which reference should be made for further information), has been filed at the Company's registered office, on the Company's website at https://www.cirgroup.it in the "Governance/Shareholders' Meetings" section, as well as at the authorised storage mechanism, within the time limits laid down by the laws and regulations in force, together with the Annual Report on Corporate Governance and Ownership Structure, available to anyone who wishes to examine it.

      Proposed resolution

      In light of the above, the Board of Directors intends to submit to the Ordinary Shareholders' Meeting the following resolution proposals on the first item on the agenda of the ordinary part.

      1. Approval of the financial statements for the year ended 31 December 2025

         "The Ordinary Shareholders' Meeting of CIR S.p.A.,

         • having examined the Financial Statements for the year ended 31 December 2025 and the related reports submitted by the Board of Directors, the Board of Statutory Auditors and the Independent Auditors;

         • having taken note of the consolidated financial statements for the year ended 31 December 2025 and the related reports submitted by the Board of Directors, the Board of Statutory Auditors and the Independent Auditors;

         • having taken note of the certifications pursuant to Article 154-bis (5) and (5-ter) of Legislative Decree No. 58 of 24 February 1998;

           RESOLVES

         • to approve, both in their entirety and in the individual items, the Financial Statements for the year ended 31 December 2025, as submitted by the Board of Directors, which report a net profit for the year of € 14,998,248.14".

      2. Allocation of the result for the year

         "The Ordinary Shareholders' Meeting of CIR S.p.A.,

         • having examined the Financial Statements for the year ended 31 December 2025 and the related reports submitted by the Board of Directors, the Board of Statutory Auditors and the Independent Auditors, which report a net profit for the year of € 14,998,248.14;

         • having examined the Board of Directors' explanatory report;

           RESOLVES

         • to allocate CIR S.p.A.'s net profit for the year of € 14,998,248.14 as follows:

1. € 749,912.41 to the legal reserve;

2. the difference, amounting to € 14,248,335.73, to the item "Retained earnings".