ENERGY S.p.A.
PROXY FORM TO THE DESIGNATED REPRESENTATIVE PURSUANT TO ART. 135-NOVIES OF LEGISLATIVE DECREE 58/1998 AND TO COMPANY'S BYLAWS.
Pursuant to the Company Bylaws and to Article 135-undecies.1 of Legislative Decree no. 58/1998 ("TUF"), the participation in the Shareholders' Meeting of those who have the right to vote, is allowed exclusively through the Designated Representative. In compliance with the provisions of the art. 135-undecies.1 of the Legislative Decree. n. 58/1998, the aforementioned Designated Representative may also be granted proxies and/or sub-proxy pursuant to Article 135-novies, as an exception to Article 135-undecies, paragraph 4, of the TUF, by signing this proxy form.
Declaration of the Designated Representative: Monte Titoli declares that it has no own interest in the proposed resolutions being voted upon. However, in view of the contractual relations existing between Monte Titoli and the Company with regard, in particular, to the provision of technical assistance in shareholders' meeting and additional services, in order to avoid any subsequent disputes about the supposed existence of circumstances able to create a conflict of interest under Article 135-decies, paragraph 2, f) of Legislative Decree no. 58/1998, Monte Titoli expressly declares that, if unknown circumstances should occur or in the event of amendment or additions to the proposals put forward to the Shareholders' Meeting, it does not intend to cast a different vote from that indicated in the instructions.
Please note: This form may be subject to change following any Integration of the agenda of the shareholders' meeting and presentation of new proposed resolutions pursuant to Article 126-bis Legislative Decree 58/1998.
With reference to the Ordinary General Meeting of ENERGY S.p.A. to be held exclusively by means of telecommunications on 29 April 2026, at 2:00 p.m., first call, and, if necessary, on second call on 30 April 2026 same time, as set forth in the notice of the shareholders' meeting published on the Company's website at https://www.energyspa.com in the section "Governance/Shareholders' Meeting section" on 14 April 2026, and, in abridged form, in the Italian daily newspaper "Italia Oggi" and having regard to the Reports on the items on the Agenda made available by the Company with this
PROXY FORM (Part 1 of 2)Complete with the information requested at the bottom of the form
I, the undersigned (party signing the proxy) | (Name and Surname) (*) | |
Born in (*) | On (*) | Tax identification code or other identification if foreign (*) |
Resident in (*) | Address (*) | |
Phone No. (**) | Email (**) | |
Valid ID document (type) (*) (to be enclosed as a copy) | Issued by (*) | No. (*) |
(*) Mandatory. (**) It is recommended to fill. MONTE TITOLI S.p.A.
in quality of (tick the box that interests you) (*)
shareholder with the right to vote OR IF DIFFERENT FROM THE SHARE HOLDERlegal representative or subject with subject with power of sub-delegation (copy of the documentation of the powers of representation to be enclosed)
□ pledge □ bearer □ usufructuary □ custodian □ manager □ other (specify) ………………………………………………………………………………………………
(complete only if the shareholder is different from the proxy signatory)
Name Surname / Denomination (*)
Born in (*) On (*) Tax identification code or other identification if foreign (*)
Registered office / Resident in (*)
Related to
No. (*) shares e.g.: No. 3 ORDINARY shares IT0012345 (ISIN number) (to be filled in with information regarding any further communications relating to deposits) | Registrated in the securities account (1) n. at the custodian ABI CAB referred to the communication (pursuant to art. 83-sexies Legislative Decree n. 58/1998) (2) No. Supplied by the intermediary: |
DELEGATES/SUBDELEGATES MONTE TITOLI S.P.A. to participate and vote in the Shareholders' Meeting indicated above as per the instructions provided below.
DECLARES
the vote shall be exercised by the delegate/sub-delegate in accordance with specific voting instructions given by the undersigned delegator;
to have requested from the custodian the communication for participation in the Meeting as indicated above;
that there are no reasons for incompatibility or suspension of the exercise of voting rights;
(in the case of sub-delegation) to be in possession of the originals of the proxy forms conferred on him/her and to keep them for one year available for possible verification.
AUTHORIZES Monte Titoli and the Company to the processing of their personal data for the purposes, under the conditions and terms indicated in the following paragraphs.
(Place and Date) * (Signature) *
VOTING INSTRUCTIONS (Part 2 of 2)intended for the Designated Representative only - Tick the relevant boxes
The undersigned signatory of the proxy (Personal details)(3)
(indicate the holder of the right to vote only if different -name and surname / denomination)
Hereby appoints Monte Titoli to vote in accordance with the voting instructions given below at Ordinary General Meeting of ENERGY to be held exclusively by means of telecommunications on 29 April 2026, at 2:00 p.m. on first call, and, if necessary, on second call on 30 April 2026 same time.
RESOLUTIONS SUBJECT TO VOTINGPlease note that Shareholders can make additions to the Agenda and new proposals within the legal deadlines: Shareholders are invited to check updates of this form on the Issuer's website, in accordance with the provided resolutions.
1 Examination and approval of the financial statements as of December 31, 2025, accompanied by the management report, the report of the Board of Statutory Auditors and the report of the Independent Auditors. Presentation of the consolidated financial statements of the Group as of December 31, 2025 and the relevant reports. Related and consequent resolutions. | |||||
SECTION A Vote for the proposal of the Board of Tick only one box: Directors | In Favour | Against | Abstain | ||
SECTION B and C If circumstances occur which are unknown at the time of issuance of the proxy or in the event of a vote on amendments or additions to the resolutions submitted to the meeting, I the undersigned proxy signatory | confirms the instructions | revokes the instructions | Modify the instructions: In favour Against Abstain | ||
2 Allocation of the net profit for the financial year 2025. Related and consequent resolutions. | |||||
SECTION A Vote for the proposal of the Board of Tick only one box: Directors | In Favour | Against | Abstain | ||
SECTION B and C If circumstances occur which are unknown at the time of issuance of the proxy or in the event of a vote on amendments or additions to the resolutions submitted to the meeting, I the undersigned proxy signatory | confirms the instructions | revokes the instructions | Modify the instructions: In favour Against Abstain | ||
(Place and Date) * (Signature) *
DIRECTORS' LIABILITY ACTION In case of vote on a directors' liability action pursuant to art. 2393, paragraph 2, of the civil code, proposed by the shareholders on the occasion of the approval of the financial statements, the undersigned appoints the Designated Representative to vote as follows: | In Favour | Against | Abstain |
(Place and Date) * (Signature) *
INSTRUCTIONS FOR THE FILLING AND SUBMISSION
The person entitled to do so must request the depositary intermediary to issue the communication for participation in the shareholders' meeting referred to the Art. 83-sexies, Legislative Decree 58/1998)
Indicate the number of the securities custody account and the denomination of the depositary intermediary. The information can be obtained from the account statement provided by the intermediary.
Indicate the Communication reference for the Meeting issued by the depositary intermediary upon request from the person entitled to vote.
Specify the name and surname/denomination of the holder of voting rights (and the signatory of the Proxy Form and voting instructions, if different).
The proxy with the relating voting instructions shall be received together with:
a copy of an identification document with current validity of the proxy grantor or
in case the proxy grantor is a legal person, a copy of an identification document with current validity of the interim legal representative or other person empowered with suitable powers, together with adequate documentation to state its role and powers,
(in the event of a sub-proxy, the following must be sent to the Designated Representative as an annex to the sub-proxy form: i) the documentation indicated in the preceding paragraph, referring to both the holder of the voting right and his/her proxy; ii) a copy of the proxy issued by the holder of the voting right to his/her proxy)
by one of the following alternative methods:
transmission of an electronically reproduced copy (PDF) to the certified email address RD@pec.euronext.com (subject line "Proxy for ENERGY Shareholders' Meeting April 2026 2026 Shareholders' Meeting") from one's own certified email address (or, failing that, from one's own ordinary email address, in which case the proxy with voting instructions must be signed with a qualified or digital electronic signature);
transmission of the original, by courier or registered mail with return receipt, to the following address: Register Services, c/o Monte Titoli S.p.A., Piazza degli Affari n. 6, 20123 Milan (Ref. "Proxy Proxy for ENERGY Shareholders' Meeting April 2026 2026 Shareholders' Meeting"), sending a copy reproduced electronically (PDF) in advance by ordinary e-mail RD@pec.euronext.com (subject line: "Proxy for ENERGY Shareholders' Meeting April 2026 2026 Shareholders' Meeting")
The proxy must be received no later than 6:00 p.m. on the day before the date of the meeting (and in any case before the opening of the meeting). The proxy pursuant to art. 135-novies, Legislative Decree no. 58/1998 and the related voting instructions may always be revoked within the aforesaid deadline.
N.B. For any additional clarification regarding the issue of proxies (and in particular regarding how to complete and send the proxy form and voting instructions), authorized to participate in the general meeting can contact Monte Titoli S.p.A. by email to the following address RegisterServices@euronext.com or by phone at (+39) 02.33635810 during open office hours from 9:00 a.m. to 5:00 p.m. (UTC+1).
Monte Titoli's privacy policy is available at the link: Corporate Data and Legal Info | euronext.com
ENERGY S.p.A.'s privacy policy
In accordance with Article 13 of Regulation (EU) 2016/679 ("GDPR"), we hereby inform you that the personal data provided by you to the Company, or otherwise acquired by the same, may be processed in compliance with the applicable legislation.
Please note that, under the applicable legal framework, "processing" shall mean any operation or set of operations performed upon personal data, regardless of the means and procedures applied, including, by way of example, collection, recording, organisation, storage, consultation, processing, modification, selection, extraction, comparison, use, interconnection, restriction, communication, disclosure, erasure and destruction of data, even if not recorded in a database.
This notice enables you to understand the nature of the personal data that will be included in the Register, the purposes and methods of their processing, any third-party recipients, as well as the rights granted to you under the GDPR.
Personal Data Processed
Below is a list of your personal data - which may be supplemented from time to time - that the Data Controller may process:
personal identification data (first name, last name, date of birth, full residential address);
tax data (tax identification number);
other identification data (personal or professional telephone number and identification details of the company to which you belong).
The above-mentioned personal data shall be processed in order to enable the Data Controller to comply with obligations imposed under the aforementioned provisions of European and Italian law, as well as to fulfil tax and contractual obligations.
In this respect, please note that any failure to provide, or incorrect provision of, such data may result, inter alia, in the Company being unable to:
verify and ensure that the processing results comply with the obligations imposed by European legislation on which such processing is based;
properly establish or continue the contractual relationship with you, to the extent that such data are necessary for its performance.
Purposes of Processing
The personal data, requested or collected for the purpose of registering you in the relevant Register, shall be processed by the Data Controller for the following purposes:
to properly manage obligations arising under Italian and European legislation;
to comply with obligations imposed by authorities empowered by law, as well as supervisory and control bodies;
to establish, exercise or defend legal claims (including contractual breaches, formal notices, settlements, debt recovery, arbitration proceedings and litigation), including by third parties.
Data Processors and Authorized Persons
Your data may be processed by authorised personnel (including directors, officers, statutory auditors, internal administrativ e staff, accounting and invoicing personnel, marketing staff, and technical support staff) and/or, where appointed, by external data processors, whose list is available upon specific written request to the Data Controller.
Disclosure of Data to Third Parties
Within the limits of the purposes set out in Section 2 above, your data may be disclosed by the Company to the following natural or legal persons:
entities to whom disclosure is required or permitted by law, regulations or EU legislation, within the limits necessary for the relevant purpose;
parent companies, subsidiaries and affiliates of the Data Controller, as well as their employees or consultants, for complian ce with legal obligations or for activities connected with the management of the contractual relationship;
parties entrusted with obligations incumbent upon the Company and/or relating to your contractual relationship, in particular accounting obligations;
persons acting as external data processors on behalf of the Data Controller, whose list is available and regularly updated;
external IT system and software maintenance providers, in the event of malfunctions or security issues, for the time strictly necessary to restore functionality;
persons who need access to your data to ensure the proper performance of the contractual relationship, within the limits strictly necessary to perform ancillary tasks (e.g., banks, shipping agents, etc.).
In addition, your personal data may be shared within the Group, in a confidential and restricted manner, where necessary for purposes strictly related to the management and organisation of the contractual relationship.
Transfers Abroad
We further inform you that the current organisational structure of the Company does not require the transfer of your personal data outside the European Union.
However, data may be transferred abroad, including to non-EU countries, subject to the adoption of appropriate safeguards as required by the GDPR. The list of recipients is always available
upon request to the Company.
Data Controller
The Data Controller is Energy S.p.A., with registered office in Rovereto (TN), Piazza Manifattura No. 1, registered with the Companies Register of Trento, Tax Code and VAT No. 02284640220. You may at any time submit any request concerning the processing of your personal data or exercise your rights under the GDPR by sending a communication to the above postal address or by email to: info@energysynt.com.
Methods of Processing
The Data Controller shall process your personal data by carrying out all necessary operations using both paper-based and electronic means, in full compliance with applicable law, ensuring strict confidentiality, relevance and proportionality with respect to the purposes described above.
In any event, your data shall not be retained for a period exceeding five (5) years, in order to comply with legal obligation s arising under European legislation on market abuse. All processing operations shall be carried out in full compliance with the security measures prescribed by applicable law.
Data Subject Rights
We further inform you that, at any time and without any formalities, you may exercise the rights set out in Articles 15 -22 of the GDPR (including, by way of example, the right of access, rectification, updating and, where applicable, erasure of personal data) by submitting a request to the Data Controller or to the Data Processor, available at the Company's registered office. Should you consider that the processing of your personal data infringes applicable data protection laws, you have the right to lodge a complaint with the competent supervisory authority (https://www.garanteprivacy.it).
Without prejudice to the foregoing, you may at any time request the Data Controller to restrict the processing of your personal data, except where such processing is directly or indirectly necessary for the Company to comply with legal obligations or is otherwise essential for the management of your contractual relationship.
MONTE TITOLI S.p.A.
