Draft statutory annual financial statements and consolidated annual financial statements as of and for the year ended December 31, 2024

Prepared according to IAS/IFRS

(This report has been translated into the English language from the original which was issued in Italian)

Moltiply Group S.p.A., ovvero, in breve, MOL Group S.p.A. o anche Gruppo MOL S.p.A.

Sede Legale: Via F. Casati, 1/A - 20124 Milano • Sede Amministrativa: Via Desenzano, 2 - 20146 Milano Tel +39.02.8344.1 • PEC gruppomutuionline@legalmail.it • Web www.moltiplygroup.com

C.F. e P.IVA 05072190969 • REA 1794425 • Registro imprese di Milano 05072190969 Cap. Soc. 1.012.354,01 Euro I.V.

1. GOVERNING BODIES AND OFFICERS AS OF DECEMBER 31, 2025 4

2. DIRECTORS' REPORT ON OPERATIONS 6

   1. Introduction 6

   2. Group organization 6

   3. Information about the profitability of the Group 10

      1. Revenues 12

      2. EBITDA 14

      3. Operating income (EBIT) 15

      4. Net income 16

   4. Information about the financial resources of the Group 16

      1. Current and non-current indebtedness 17

      2. Cash flow analysis 19

      3. Composition and changes in net working capital 20

   5. Table of reconciliation of the consolidated net income and equity with the Issuer's data 21

   6. Research and development 21

   7. Own shares 21

   8. Report on corporate governance 22

   9. Shareholdings of the members of the governing and controlling bodies, general managers and managers with strategic responsibilities 22

   10. Foreseeable evolution 23

       1. Mavriq Division 23

       2. Moltiply BPO&Tech Division 24

   11. Other information 26

       1. Offices 26

          1. Risk management 27

          2. Information concerning environment and human resources 31

   12. Consolidated Sustainability Statement 32

       1. General Information [ESRS 2] 32

       2. Environment 51

       3. Social 61

       4. Governance 76

   13. Net income allocation and dividend distribution proposal 83

3. CONSOLIDATED ANNUAL REPORT AS OF AND FOR THE YEAR ENDED DECEMBER 31, 2025 85

   1. Financial statements 85

      1. Consolidated statement of financial position 85

      2. Consolidated income statement 86

      3. Consolidated comprehensive income statement 87

      4. Consolidated statement of cash flows 88

      5. Consolidated statement of changes in shareholders' equity 89

   2. Notes to the consolidated financial statements 90

4. ANNUAL REPORT AS OF AND FOR YEAR ENDED DECEMBER 31, 2025 146

   1. Financial statements 146

      1. Statement of financial position 146

      2. Income statement 147

      3. Comprehensive income statement 148

      4. Statement of cash flows 149

      5. Statement of changes in shareholders' equity 150

   2. Explanatory notes to the financial statements (statutory financial report) 151

5. REPORT ON CORPORATE GOVERNANCE AND COMPANY STRUCTURE 203

6. REPORT OF THE BOARD OF STATUTORY AUDITORS 250

7. REPORT OF THE INDEPENDENT AUDITORS ON THE CONSOLIDATED FINANCIAL STATEMENTS 261

8. REPORT OF THE INDEPENDENT AUDITORS ON THE SEPARATED FINANCIAL STATEMENTS 268

9. REPORT OF THE INDEPENDENT AUDITORS ON THE CONSOLIDATED SUSTAINABILITY STATEMENT 274

10. DECLARATION PURSUANT TO ART. 154-BIS PAR. 5 OF LEGISLATIVE DECREE

58/1998 279

1. ‌GOVERNING BODIES AND OFFICERS AS OF DECEMBER 31, 2025

   BOARD OF DIRECTORS

   Chairman Marco Pescarmona (1) (3) (5) (7)

   Chief Executive Officer Alessandro Fracassi (2) (3) (5)

   Directors Matteo De Brabant Fausto Boni

   Klaus Gummerer (4)

   Guido Crespi (4)

   Giulia Bianchi Frangipane (4)

   Camilla Cionini Visani (4)

   Maria Chiara Franceschetti (4) (6)

   Stefania Santarelli (4)

   BOARD OF STATUTORY AUDITORS

   Chairman Cristian Novello

   Active Statutory Auditors Marcello Del Prete Roberta Incorvaia

   Substitute Statutory Auditors Cesare Zanotto

   Libera Patrizia Ciociola

   INDEPENDENT AUDITORS Deloitte & Touche S.p.A.

   COMMITTEES OF THE BOARD OF DIRECTORS

   Audit and Risk Committee

   Chairman Giulia Bianchi Frangipane Camilla Cionini Visani Klaus Gummerer

   Remuneration and Share Incentive Committee

   Chairman Guido Crespi

   Stefania Santarelli Matteo De Brabant

   Committee for Transactions with Related Parties

   Chairman Maria Chiara Franceschetti Giulia Bianchi Frangipane Klaus Gummerer

   1. The Chairman is the Company's legal representative.

   2. The Chief Executive Officer legally represents the Company, disjointly from the Chairman, within the limits of the delegated powers.

   3. Executive Director.

   4. Independent non-executive Director.

   5. Holds executive offices in some Group companies.

   6. Lead Independent Director.

   7. Executive Director in charge of overseeing the Internal Control System.

   DIRECTORS' REPORT ON OPERATIONS FINANCIAL YEAR ENDED DECEMBER 31, 2025
2. ‌DIRECTORS' REPORT ON OPERATIONS
   1. ‌Introduction

      Moltiply Group S.p.A. (the "Company" or the "Issuer") is the holding company of a group of firms (the "Group") with a relevant position - through the entities of its "Broking Division" (also named "Mavriq") - in the market for the online comparison and intermediation of utility providers' products (energy and telecommunications), insurance products, bank products (mortgages, loans, accounts) and e-commerce offers in Italy (main websites www.mutuionline.it, www.segugio.it, www.trovaprezzi.it), Germany (www.verivox.de), Spain (www.rastreator.com), France (www.lelynx.fr), the Netherlands (www.pricewise.nl) and Mexico (www.rastreator.mx) and - through the companies of its "BPO Division" (also named "Moltiply BPO&Tech") - in the Italian market for the provision of complex business process outsourcing services and IT platforms for the financial, insurance and leasing/rental sector.

      In the following sections, we illustrate the main aspects regarding the operations during the past financial year and the current economic and financial structure of the Group.

   2. ‌Group organization

      The structure of the Group and its Divisions is shown schematically in the following diagrams, in which all participations are 100% owned, except those for which a different percentage is indicated.

      
      
      

      Mavriq Division (Broking)

      
      
      

      Moltiply BPO&Tech Division (BPO)

      
      
      

      Compared with the composition of the Group as of December 31, 2024, the following changes occurred:

      • On March 7, 2025, the Group signed an agreement for the disposal of the entire share capital of Centro Finanziamenti S.p.A., a company registered in the Register of Financial Intermediaries under Article 106 of the Italian Banking Act, for a consideration equal to Euro

        3.5 million. The transaction was finalized on January 26, 2026. The financial results of this subsidiary, not included in the previous diagram, are presented, up to the date of disposal, under "Discontinued operations", which is treated as a separate CGU.

      • On March 21, 2025, the Group, through its subsidiary Lucky Fox S.r.l., acquired from ProSiebenSat.1 Media SE, the entire share capital of Verivox Holding GmbH and its respective subsidiaries (together "Verivox"), a leading player in the German online comparison and intermediation market (the "Transaction"). The total consideration agreed for the Transaction is equal to Euro 231.5 million in terms of equity value. At the acquisition date, Lucky Fox S.r.l. assumed debts towards Verivox - generated by a cash pool relationship with the previous shareholder- for Euro 53.9 million, and acquired a shareholders' loan towards Verivox for Euro 13.7 million, the countervalues of which were offset at the closing with the agreed consideration for the Transaction. The net amount was paid through the cash deriving

        from the loan agreement subscribed at the same time as the Transaction, and cash already available. The agreements for the Transaction also provide for an earn-out of up to Euro 60 million determined on the basis of Verivox's financial performance in 2025; the liability for this earn-out is currently estimated at Euro 5.3 million.

      • On March 24, 2025, the Group sold its participation in 65Plus S.r.l., for a consideration equal to Euro 4 thousand. The economic results of this subsidiary are shown, until the date of disposal, under "Discontinued operations".

      • On July 10, 2025, merger by incorporation of Incomparable S.a.r.l. into Rastreator Comparador Correduria de Seguros SLU was completed, with retroactive accounting effect from January 1, 2025;

      • On July 15, 2025, the Group acquired the remaining 40% stake of the share capital of its subsidiary Euroservizi per i notai S.r.l., for a total consideration equal to Euro 15.0 million, of which Euro 8.0 million paid in cash and Euro 7.0 million to be paid by July 11, 2026.

      • On August 18, 2025, the Issuer signed new agreements with the minority shareholders of Gruppo Lercari S.r.l. ("Gruppo Lercari"), providing for the purchase (completed on September 3, 2025) of an additional 37.9% stake of the share capital and the continuation of the commitment of Rodolfo, Gianluigi, Alessandro and Giovanni Lercari in the management of Gruppo Lercari, as well as put and call options for the remaining 12% stake, exercisable by both parties at the beginning of 2029.

      • On September 18, 2025, Agenzia Italia S.p.A. sold its 20% stake in Geckoway S.r.l. for a consideration equal to Euro 14 thousand.

      • On December 23, 2025, the liquidation process of Rastreator.com Ltd was completed.

      • On 24 December 2025, Preminen Price Comparison Holdings Ltd sold its 30% stake in Preminen Mena Price Comparison W.l.l. for a consideration equal to Euro 500 thousand.

      Mavriq (Broking) Division

      The Mavriq Division operates in the online comparison and intermediation of products and services in Italy (main market), Germany, Spain, France, the Netherlands and Mexico.

      The activities carried out by Mavriq are organized mainly into the following business lines:

      1. Mavriq Telco & Energy: online comparison and intermediation of electricity, gas and telco contracts;
      2. Mavriq Insurance: online comparison and intermediation of insurance products, mainly in motor, home and health fields;
      3. Mavriq Banking: online comparison and intermediation of credit and other banking products, mainly through the online channel;

      4. Mavriq Shopping: comparison shopping (https://www.trovaprezzi.it website) and consumer review services in Italy;

      Moltiply BPO&Tech (BPO) Division

      The Moltiply BPO&Tech Division provides outsourcing and IT services mainly to the benefit of financial institutions operating on the Italian market, with a high level of specialization in its reference verticals. The Moltiply BPO&Tech Division also offers a set of proprietary information technology solutions to client companies in its business areas.

      The activities carried out by the Moltiply BPO&Tech Division are divided into the following business lines, based on the customer sector served:

      1. Moltiply Banking: provides BPO services and IT solutions for loan origination and servicing (residential mortgages, salary-backed loans, corporate loans), para-notary services, property valuation services, and comprehensive solutions including operational services and IT platforms to investment and asset management firms;
      2. Moltiply Lease: provides BPO services and IT core solutions for leasing and long-term rental operators;
      3. Moltiply Insurance: provides claims management and settlement outsourcing services;

      There are also some other activities, not covered by the business lines mentioned above, within the scope of pension, inheritance, and real estate consultancy

   3. ‌Information about the profitability of the Group

      In the following paragraph we describe the main factors affecting the results of the operations of the Group for the year ended December 31, 2025. The income statement and the cash flow data for the year ended December 31, 2025 are taken from the consolidated annual report prepared according to the international accounting standards approved by the European Union and are compared with the same data for the year ended December 31, 2024.

      The following table shows the consolidated income statements of the Group for the years ended December 31, 2025 and 2024, together with the percentage weight of each item on the Group revenues.

      Years ended on

      	December 31,		December 31,	Change %
      (euro thousand)	2025	(a)	2024	(a)
      Revenues	674,116	100.0%	453,635	100.0%	48.6%
      of which Mavriq Division	406,418	60.3%	221,122	48.7%	83.8%
      Moltiply BPO&Tech Division	267,698	39.7%	232,513	51.3%	15.1%
      Other income	11,005	1.6%	10,370	2.3%	6.1%
      Capitalization of internal costs	21,772	3.2%	15,194	3.3%	43.3%
      Services costs	(314,150)	-46.6%	(193,613)	-42.7%	62.3%
      Personnel costs	(195,760)	-29.0%	(142,527)	-31.4%	37.3%
      Other operating costs	(19,565)	-2.9%	(20,247)	-4.5%	-3.4%
      EBITDA	177,418	26.3%	122,812	27.1%	44.5%
      Depreciation and amortization	(73,979)	-11.0%	(49,361)	-10.9%	49.9%
      Operating income	103,439	15.3%	73,451	16.2%	40.8%
      Financial income	9,270	1.4%	8,803	1.9%	5.3%
      Financial expenses	(26,163)	-3.9%	(16,733)	-3.7%	56.4%
      Income/(losses) from participations	1,580	0.2%	677	0.1%	133.4%
      Income/(losses) from financial assets/liabilities	(34,615)	-5.1%	(6,824)	-1.5%	407.3%
      Net income before income tax expense	53,511	7.9%	59,374	13.1%	-9.9%
      Income tax expense	(24,109)	-3.6%	(15,374)	-3.4%	56.8%
      Net income of Continuing Operations	29,402	4.4%	44,000	9.7%	-33.2%
      Net result of Discontinued Operations	(638)	-0.1%	(1,040)	-0.2%	-38.7%
      Net income	28,764	4.3%	42,960	9.5%	-33.0%
      (a) % of total revenues

      Revenues in the year ended December 31, 2025, are Euro 674,116 thousand, 48.6% up than in the previous year. Please refer to paragraph 2.3.1 for the evolution of revenues by Division and business line.

      In the financial year ended December 31, 2025, services costs increase by 62.3% compared to the financial year ended December 31, 2024. This trend is due to the enlargement of the consolidation area, mainly due to the acquisition of Verivox, to the greater costs incurred by the Group for marketing expenses within the Mavriq division, and for notary and appraisal services within the Moltiply BPO&Tech Division.

      Personnel costs increase by 37.3% compared to the financial year ended December 31, 2024, mainly due to the increase of the number of human resources employed by the Group, following the enlargement of the consolidation area.

      The following table provides information about the average headcount for the financial years ended December 31, 2025 and 2024:

      Years ended

      	December 31,	December 31,
      	2025	2024
      Employees	3,910	3,173
      Collaborators	397	450
      Average headcount	4,307	3,623
      Headcount in Italy	2,485	2,508
      Headcount in Romania	738	665
      Headcount in Germany	586	5
      Headcount in Spain	184	143
      Headcount in India	136	138
      Headcount in Albania	100	92
      Headcount in France	35	35
      Headcount in Netherlands	31	23
      Headcount in Mexico	13	14

      Other operating costs decrease by 3.4%, compared to the financial year ended December 31, 2024.

      Depreciation and amortization increase by 49.9% in the financial year ended December 31, 2025 compared to the previous financial year, mainly due to the higher values of the assets recognized following the purchase price allocation related to the acquisitions of Verivox. In particular, the amortization of intangible assets related to purchase price allocations are equal to Euro 46,280 thousand in the financial year ended December 31, 2025, compared to Euro 32,654 thousand in the previous year.

      Net of this effect, the higher depreciation of intangible and tangible assets is mainly related to the enlargement of the consolidation area.

      In the financial year ended December 31, 2025, financial management recorded a negative result equal to Euro 49,928 thousand, mainly due to the cost of financing for Euro 23,606 thousand, to the costs deriving from the recalculation of the estimated liabilities for the put/call options on the residual shares of minority interests for Euro 31,874 thousand, to the write-down of Igloo securities for Euro 2,740 thousand, and to dividends paid to minority shareholders by Agenzia Italia S.p.A. for Euro 465 thousand, partly offset by the dividend received from MONY Group PLC ("MONY") for Euro 6,477 thousand.

      The "Income tax expense" item mainly includes the current taxes related to the financial year 2025 for Euro 25,278 thousand, partially offset by the net utilization of deferred tax liabilities and the deferred tax assets for Euro 1,169 thousand.

      1. ‌Revenues

         The table below provides a breakdown of our revenues by Division and business line, for the years ended December 31, 2025 and 2024.

         Years ended on

         	December 31,		December 31,	Change %
         (euro thousand)	2025	(a)	2024	(a)
         Mavriq Energy & Telco	161,451	24.0%	33,457	7.4%	382.6%
         Mavriq Insurance	127,562	18.9%	97,241	21.4%	31.2%
         Mavriq Banking	73,803	10.9%	46,064	10.2%	60.2%
         Mavriq Shopping	43,602	6.5%	44,360	9.8%	-1.7%
         Total revenues of the Mavriq Division	406,418	60.3%	221,122	48.7%	83.8%
         Moltiply Banking	138,089	20.5%	100,898	22.2%	36.9%
         Moltiply Lease	72,721	10.8%	65,482	14.4%	11.1%
         Moltiply Insurance	45,678	6.8%	55,216	12.2%	-17.3%
         Other revenues Moltiply BPO&Tech Division	11,210	1.7%	10,917	2.4%	2.7%
         Total revenues of the Moltiply BPO&Tech Division	267,698	39.7%	232,513	51.3%	15.1%
         Total revenues	674,116	100.0%	453,635	100.0%	48.6%
         (a) Percentage of total revenues.
         Mavriq (Broking) Division

         In the financial year ended December 31, 2025, revenues of the Mavriq Division increase by 83.8%, passing from Euro 221,122 thousand in the financial year ended December 31, 2024 to Euro 406,418 thousand in the financial year ended December 31, 2025.

         The table below provides a breakdown of Mavriq Division's revenues by geographic area:

         Years ended on

         	December 31,		December 31,	Change %
         (euro thousand)	2025	(a)	2024	(a)
         Italy	184,954	45.5%	156,795	70.9%	18.0%
         Germany	140,595	34.6%	-	0.0%	N/A
         Other Countries	80,869	19.9%	64,327	29.1%	25.7%
         Total revenues of the Mavriq Division	406,418	100.0%	221,122	100.0%	83.8%
         Mavriq Energy & Telco

         Telco & Energy Comparison revenues go from Euro 33,457 thousand in financial year 2024 to Euro 161,451 thousand in financial year 2025 (+382.6%). Such increase increase is attributable both to the contribution of the newly acquired Verivox and to the growth in brokered contracts in Italy.

         Mavriq Insurance

         Mavriq Insurance revenues grow from Euro 97,241 thousand in financial year 2024 to Euro 127,562 thousand in financial year 2025 (+31.2%). Such increase is attributable both to the contribution of the newly acquired Verivox and to the increase in revenues recorded in Italy and in Spain.

         Mavriq Banking

         Mavriq Banking revenues grow from Euro 46,064 thousand in financial year 2024 to Euro 73,803 thousand in financial year 2025 (+60.2%). Such increase is attributable both to the contribution of the newly acquired Verivox and to the increase in revenues from mortgage brokerage recorded in Italy.

         Mavriq Shopping

         Mavriq Shopping revenues go from Euro 44,360 thousand in financial year 2024 to Euro 43,602 thousand in financial year 2025 (-1.7%).

         Moltiply BPO&Tech Division (BPO)

         Revenues of the Moltiply BPO&Tech Division increase, going from Euro 232,513 thousand in financial year 2024 to Euro 267,698 thousand in financial year 2025 (+15.1%).

         Moltiply Banking

         Moltiply Banking revenues go from Euro 100,898 thousand in financial year 2024 to Euro 138,089 thousand in financial year 2025 (+36.9%) mainly due to an increase in volumes processed in mortgage sector.

         Moltiply Lease

         Moltiply Lease revenues go from Euro 65,482 thousand in financial year 2024 to Euro 72,721 thousand in financial year 2025 (+11.1%).

         Moltiply Insurance

         Moltiply Insurance revenues go from Euro 55,216 thousand in financial year 2024 to Euro 45,678 thousand in financial year 2025 (-17.3%), due to a decrease in volumes of claims processed.

         Other revenues Moltiply BPO & Tech

         The Division's other revenues go from Euro 10,917 thousand in financial year 2024 to Euro 11,210 thousand in financial year 2025 (+2.7%).

      2. ‌EBITDA

         EBITDA is calculated as net income before income tax expense, net financial income/(expenses), and depreciation and amortization.

         The following table presents a reconciliation between net income and EBITDA for the financial years ended December 31, 2025 and 2024:

         Years ended on

         (euro thousand)

         December 31, 2025 December 31, 2024 Change %

         Net income	28,764	42,960	(14,196)	-33.0%
         Net loss/(income) of discontinued operations	638	1,040	(402)	-38.7%
         Income tax expense	24,109	15,374	8,735	56.8%
         Income/(losses) from financial assets/liabilities	34,615	6,824	27,791	407.3%
         Income/(losses) from participations	(1,580)	(677)	(903)	133.4%
         Financial expenses	26,163	16,733	9,430	56.4%
         Financial income	(9,270)	(8,803)	(467)	5.3%
         Depreciation and amortization	73,979	49,361	24,618	49.9%
         EBITDA	177,418	122,812	54,606	44.5%

         EBITDA increases in the financial year ended December 31, 2025, passing from Euro 122,812 thousand in 2024 to Euro 177,418 thousand in 2025 (+44.5%).

         The table below provides a breakdown of EBITDA by Division, for the years ended December 31, 2025 and 2024:

         (euro thousand)	December 31, 2025	(a)	December 31, 2024	(a)	Change %
         EBITDA	177,418	26.3%	122,812	27.1%	44.5%
         of which Mavriq Division	116,636	28.7%	66,822	30.2%	74.5%
         Moltiply BPO&Tech	60,782	22.7%	55,990	24.1%	8.6%

         1. Percentage of total revenues, if appropriate by Division (EBITDA margin).

            The EBITDA margin in the financial year ended December 31, 2025 is 26.3% of revenues, compared to 27.1% in the financial year ended December 31, 2024.

      3. ‌Operating income (EBIT)

         Operating income (EBIT) increases from Euro 73,451 thousand in the financial year ended December 31, 2024 to Euro 103,439 thousand in the financial year ended December 31, 2025 (+40.8%) as detailed in the following table:

         Years ended on

         (euro thousand)	December 31, 2025	(a)	December 31, 2024	(a)	Change %
         Operating income	103,439	15.3%	73,451	16.2%	40.8%
         of which Mavriq Division	72,939	17.9%	43,723	19.8%	66.8%
         Moltiply BPO&Tech	30,500	11.4%	29,728	12.8%	2.6%

         (a) Percentage of total revenues, if appropriate by Division (operating margin).

         The operating income margin in financial year 2025 is 15.3% of revenues, compared to 16.2% of financial year 2024.

         The operating income shown above is significantly affected by the amortization of intangible assets other than goodwill resulting from the purchase price allocation carried out following each acquisition. The table below shows the trend in EBIT, adjusted for this effect:

         Yaers ended on

         	December		December 31,	Change %
         (euro thousand)	31, 2025	(a)	2024	(a)
         Operating Income excluding the PPA effect of which Mavriq Division	149,719 -102,310	22.2% 25.2%	106,105 59,468	23.4% 26.9%	41.1% 72.0%
         Moltiply BPO&Tech	47,409	17.7%	46,637	20.1%	1.7%

         The table above shows an operating income margin of 22.2% of revenue, compared to 23.4% of financial year 2024.

      4. ‌Net income

         Net income decreases in the financial year ended December 31, 2025, passing from Euro 42,960 thousand in financial year 2024 to Euro 28,764 thousand in financial year 2025 (-33.4%). This trend is attributable to the amortization of the higher values of intangible assets recognized following the purchase price allocations (in particular in relation to Verivox) for Euro 13,626 thousand, to the one-off costs deriving from the recalculation of the estimated liabilities for the put/call options on the residual shares of minority interests for Euro 31,874 thousand.

   4. ‌Information about the financial resources of the Group

      The following table presents the net financial position prepared according to ESMA orientation 32-382-1138 of March 4, 2021 and to Consob guidance n. 5/21 of April 29, 2021:

      As of

      (euro thousand)

      December 31, 2025 December 31, 2024 Change %

      A. Cash and current bank accounts	140,099	137,490	2,609	1.9%
      B. Cash equivalents	-	-	-	N/A
      C. Other current financial assets	51,830	-	51,830	N/A
      D. Liquidity (A) + (B) + (C)	191,929	137,490	54,439	39.6%
      E. Current financial liabilities	(45,126)	(78,592)	33,466	-42.6%
      F. Current portion of non-current financial liabilities	(47,574)	(89,612)	42,038	-46.9%
      G. Current indebtedness (E) + (F)	(92,700)	(168,204)	75,504	-44.9%
      H. Net current financial position (D) + (G)	99,229	(30,714)	129,943	-423.1%
      I. Non-current financial liabilities	(539,987)	(289,761)	(250,226)	86.4%
      J. Bonds issued	-	-	-	N/A
      K. Trade and other non-current payables	-	-	-	N/A
      L. Non-current indebtedness (I) + (J) + (K)	(539,987)	(289,761)	(250,226)	86.4%
      M. Net financial position (H) + (L)	(440,758)	(320,475)	(120,283)	37.5%

      The net financial position as of December 31, 2025 shows a negative balance of Euro 440,758 thousand, worsening for Euro 120,283 thousand if compared to December 31, 2024. The worsening is attributable to the acquisition of Verivox, which led to a cash absorption equal to Euro 179,553 million (net of cash acquired, equal to Euro 11,800 thousand), as well as the recognition of IFRS 16 financial liabilities for Euro 15,155 thousand, the acquisition of an additional stake in Gruppo Lercari

      for Euro 54,000 thousand and the minority stake in Euroservizi per i Notai S.r.l. for Euro 8,000 thousand, the recalculation of estimated liabilities for the exercise of put/call options on residual minority interests for Euro 33,676 thousand (of which Euro 31,874 thousand recognized in the income statement), the purchase of MONY Group PLC shares for Euro 17,319 thousand, investments in tangible and intangible assets for Euro 13,134 thousand, and the cost of financing for Euro 23,606 thousand, partially offset by the cash generated by the operating activity equal to Euro 127,429 thousand, and by the sale of own shares (net of purchases) for Euro 36,421 thousand.

      In accordance with the accounting policy, the Group's net financial position includes liabilities relating to put/call options on residual minority interests for Euro 98,393 thousand, recorded among current and non-current financial liabilities, while it does not include non-current liabilities for earn-outs and escrow for Euro 6,673 thousand, recorded among "Other non-current liabilities", as they are related to the potential future economic results of the subsidiaries acquired.

      For a description of the evolution of cash flows in the financial year ended December 31, 2025, please refer to the following paragraph 2.4.2.

      1. ‌Current and non-current indebtedness

         Current and non-current indebtedness as of December 31, 2025 and 2024 is summarized in the following table.

         As of

         (euro thousand)

         December 31, 2025 December 31, 2024 Change %

         Short term bank debts
         Less than 1 year	(918)	-	(918)	N/A
         Bank loans
         Less than 1 year	(47,574)	(89,611)	42,037	-46.9%
         1 - 5 years	(454,592)	(234,554)	(220,038)	93.8%
         More than 5 years	-	(157)	157	-100.0%
         Other current financial liabilities
         Liability for Agenzia Italia S.p.A. put/call option	(35,315)	-	(35,315)	N/A
         Liability for Feedaty S.r.l. put/call option	(1,961)	-	(1,961)	N/A
         Liability for Gruppo Lercari S.r.l. put/call option	-	(73,577)	73,577	-100.0%
         Current leasing liabilities	(6,932)	(5,015)	(1,917)	38.2%
         Other non current financial liabilities
         Liability for Gruppo Lercari S.r.l. put/call option	(21,921)	-	(21,921)	N/A
         Liability for Agenzia Italia S.p.A. put/call option	-	(26,913)	26,913	-100.0%
         Liability for Feedaty S.r.l. put/call option	-	(1,473)	1,473	-100.0%
         Liability for Mia Pensione S.r.l. put/call option	(4,430)	(3,215)	(1,215)	37.8%
         Liability for Switcho S.r.l. put/call option	(28,074)	(6,754)	(21,320)	315.7%
         Liability for Pricewise B.V. put/call option	(6,692)	(6,785)	93	-1.4%
         Liabilities for derivative instruments on loans	(972)	(1,173)	201	-17.1%
         Non current leasing liabilities	(23,306)	(8,738)	(14,568)	166.7%
         Total financial indebtedness	(632,687)	(457,965)	(174,722)	38.2%
         Long and medium-term bank borrowings

         Long and medium-term bank borrowings as of December 31, 2025 and December 31, 2024 are summarized in the following table:

         As of December 31, 2025

         (euro thousand)	Total as of December 31, 2024	Less than 1 year	1 - 5 years	More tha years	n 5	Total as of December 31, 2025
         Pool financing	-	7,743	384,087		-	391,830
         Intesa SanPaolo S.p.A.	122,989	-	-		-	-
         Crédit Agricole Italia S.p.A.	50,711	15,656	20,941		-	36,597
         Credito Emiliano S.p.A.	27,800	11,890	17,941		-	29,831
         Banco BPM S.p.A.	52,594	5,913	6,206		-	12,119
         Unicredit S.p.A.	66,868	-	-		-	-
         BPER Banca S.p.A.	969	2,818	11,689		-	14,507
         Other financial institutions	2,391	3,554	13,728		-	17,282
         Bank borrowings	324,322	47,574	454,592			- 502,166

         The increase, compared to December 31, 2024, is mainly due to the signing of a new loan agreement with a pool of banks, which, net of early repayments of certain previous loans, led to an increase in financial liabilities (current and non-current) for Euro 162,461 thousand. The increase is also due to the recognition of IFRS 16 liabilities of the newly acquired Verivox for Euro 15,155 thousand. In particular:

         • on March 21, 2025, the Issuer signed a loan agreement with a pool of banks (composed of Intesa SanPaolo S.p.A., UniCredit S.p.A. and Banco BPM S.p.A.) for a total amount equal to Euro 400,000 thousand, expiring on March 21, 2030, with a variable rate equal to the 6-month Euribor rate increased by a spread actually equal to 1.95%, subject to change depending on the ratio between Net Financial Debt and EBITDA;

         • on July 21, 2025, the Issuer signed a loan agreement with Credito Emiliano S.p.A. ("Credem"), for an amount equal to Euro 12,500 on July 21, 2030, with a variable interest rate equal to 3-month Euribor, increased by a spread of 1.43%;

         • on October 28, 2025, the Issuer signed a loan agreement with BPER Banca S.p.A. ("BPER"), for an amount equal to Euro 15,000 expiring on October 28, 2030. The variable interest rate equal to 3-month Euribor, increased by a spread of 1.20%;

         • finally, during 2025 the subsidiary Agenzia Italia S.p.A. signed a loan agreement with Banca Della Marca for an amount equal to Euro 5,000 thousand, expiring on March 6, 2030, and with BCC Veneta, for an amount equal to Euro 5,000 thousand, expiring on May 5, 2030 and with BCC Pordenonese for an amount equal to Euro 5,000 thousand, expiring on October 2, 2030.

           Regarding the pre-existing loans still in force as at December 31, 2025, we remind that:

         • on March 30, 2020, the Issuer signed a loan agreement with Crédit Agricole Italia S.p.A., for an amount equal to Euro 15,000 thousand, expiring on June 30, 2026, at a yearly fixed rate equal to 1.05%;

         • on September 9, 2021, the Issuer signed a loan agreement with Credem, for an amount equal to Euro 20,000 thousand, expiring on September 9, 2026, with a fixed interest rate equal to 0.58%.

         • on August 9, 2022 the Issuer signed a loan with Credit Agricole Italia S.p.A., and disbursed in the fourth quarter 2022 for Euro 60,000 thousand, expiring on June 30, 2028, with a variable interest rate equal to 3-month Euribor, increased by a spread of 1.65%;

         • on November 2, 2022, the Issuer signed a loan with Credem, for an amount equal to Euro 10,000 thousand, expiring on November 2, 2026, with a variable interest rate equal to 1-month Euribor, increased by a spread of 0.90%.

         • On October 30, 2023 the Issuer signed a loan agreement with Credem, for an amount equal to Euro 5,000 thousand, expiring on October 30, 2028 with a variable interest rate equal to 3-month Euribor, increased by a spread of 0.90%.

         • on June 24, 2024 the Issuer signed a loan agreement with Credem, for an amount equal to Euro 10,000 thousand, expiring on June 24, 2029, with a variable interest rate equal to 3-month Euribor, increased by a spread of 1.20%.

         • the subsidiary Agenzia Italia S.p.A. on August 6, 2024 signed a loan agreement with Banco BPM S.p.A., for an amount equal to Euro 15,000 thousand, expiring on December 31, 2027, and on October, 1 2024 a loan agreement with Banca Popolare di Sondrio for an amount equal to Euro 2,000 thousand, expiring on April 1, 2030.

         Other non-current financial liabilities

         Other non-current financial liabilities consist of the financial liabilities for the exercise of the put/call option for the residual 12% stake of Gruppo Lercari S.r.l., for the residual 20% stake of Switcho S.r.l., for the residual 20% stake of Pricewise, for the residual 49% stake of Mia Pensione S.r.l., and the leasing liabilities deriving from the adoption of the IFRS 16 standard.

         Other current financial liabilities

         Other current financial liabilities consist of the current portion of the leasing liabilities deriving from the adoption of the IFRS 16 standard and the financial liability for the exercise of the put/call option for the residual 15.5% stake of Agenzia Italia S.p.A. and for the residual 8% stake of Feedaty S.r.l..

      2. ‌Cash flow analysis

         In this paragraph we present an analysis of the consolidated cash flows of the Group for the financial years ended December 31, 2025 and 2024.

         Years ended

         (euro thousand)

         December 31,

         2025

         December 31,

         2024

         Change %

         A. Cash flow from operating activities before changes in net	110,738	92,506	18,232	19.7%
         working capital
         B. Changes in net working capital	16,691	8,967	7,724	86.1%
         C. Net cash generated by operating activities (A) + (B)	127,429	101,473	25,956	25.6%
         D. Net cash generated/(absorbed) by investing activities	(316,657)	(40,317)	(276,340)	-685.4%
         E. Net cash generated/(absorbed) by financing activities	191,609	(73,763)	265,372	359.8%

         Net increase/(decrease) in cash and cash equivalents

         (C) + (D) + (E)

         2,381 (12,607) 14,988 118.9%

         In the financial year ended December 31, 2025, the Group generated liquidity for an amount equal to Euro 2,381 thousand, compared to a cash absorption of Euro 12,607 thousand during the previous financial year. The cash generation for the period is attributable to cash flow arising from financing and operating activities, partially offset by cash flow absorbed by investing activities.

         Cash flow generated by operating activities

         Operating activities show a cash generation equal to Euro 127,429 thousand in the financial year ended December 31, 2025, up if compared to the cash generated in the financial year ended December 31, 2024, equal to Euro 101,473 thousand. This increase is due to the higher liquidity generated by operating income, also as a result of the acquisition of Verivox.

         Cash flow generated by investing activities

         Investing activities absorbed cash for Euro 316,657 thousand in the financial year ended December 31, 2025, compared to Euro 40,317 thousand of absorbed cash in the financial year ended December 31, 2024. The cash absorbed is mainly attributable to the acquisitions of the period for Euro 241,553 thousand (net of acquired cash), the purchase of monetary ETFs for Euro 51,130 thousand and to investments in tangible and intangible assets for Euro 13,134 thousand.

         Cash flow generated by financing activities

         Financing activities generated cash for Euro 191,609 thousand in the financial year ended December 31, 2025, compared to a cash absorption of Euro 73,763 thousand in the financial year ended December 31, 2024.

         The cash generated during the financial year ended December 31, 2025 is mainly due to the signing of a new loan agreement with a pool of banks which, net of early reimbursements of certain previous loans, brought liquidity for Euro 162,461 thousand and to the sale (net of purchases) of own shares for Euro 36,421 thousand.

      3. ‌Composition and changes in net working capital

         The following table presents the breakdown of the components of net working capital as of December 31, 2025 and 2024.

         As of

         (euro thousand)

         December 31, 2025 December 31, 2024 Change %

         Trade receivables	186,392	137,167	49,225	35.9%
         Other current assets and tax receivables	35,277	21,187	14,090	66.5%
         Trade and other payables	(88,726)	(61,628)	(27,098)	44.0%
         Tax payables	(20,382)	(3,595)	(16,787)	467.0%
         Other current liabilities	(118,956)	(82,835)	(36,121)	43.6%
         Net working capital	(6,395)	10,296	(16,691)	-162.1%

         Net working capital decreases by Euro 16,691 thousand in the financial year ended December 31, 2025.

         Such trend is mainly related to the increase in trade and other payables and of other current liabilities due to the consolidation of Verivox during the financial year.

   5. ‌Table of reconciliation of the consolidated net income and equity with the Issuer's

      	Net income for the year ended	Shareholders' equity as of	Net income for the year ended	Shareholders' equity as of
      (euro thousand) December 31, 2025		December 31, 2025	December 31, 2024	December 31, 2024
      Net income and shareholders' equity of 9,445		76,177	4,005	41,795
      the Issuer
      Net income and shareholders' equity of the 98,391 subsidiaries		602,139	75,898	535,550
      Consolidation adjustements Elimination of the carrying value of -		(552,108)	-	(552,108)
      subsidiaries
      Elimination of the dividends from (32,535) associated companies		-	(17,335)	-
      Participation measured with equity method (153)		(153)	(19)	(19)
      Other consolidation adjustments (46,560)		206,768	(20,836)	270,309
      Consolidated net income and 28,588		332,823	41,713	295,527

      data

      shareholders' equity

      Among "Other consolidation adjustments" we also include the higher values deriving from the goodwill recognized upon the first consolidation of the acquired participations.

   6. ‌Research and development

      Within the Group, several development teams regularly work with the objective of improving and enhancing the IT systems and the software platforms used to supply services to consumers and financial institutions.

      The capitalized costs related to software development in the financial year ended on December 31, 2025, amount to Euro 21,772 thousand (Euro 15,191 thousand in 2024). The increase compared to the previous year is attributable to the increase in resources dedicated to development activities mainly due to the expansion of the enlargement of the consolidation area.

      The proprietary software platforms represent the core of the operations of the companies of the Group in both Divisions and must be continuously expanded and enriched to improve their commercial effectiveness, incorporate legislative changes, manage new kinds of products, simplify processes, increase efficiency, improve consulting ability, increase operators' productivity, adapt to the increasingly sophisticated requirements of our client financial institutions, and ensure data protection and security.

   7. ‌Own shares

      On April 23, 2025, the shareholders' meeting revoked, for the unused portion, the previous authorization for the purchase and sale of own shares dated April 29, 2024 and authorized the purchase of own shares within the limits of retained earnings and distributable reserves from the last approved statutory financial statements of the Issuer and for a period of 18 months, and for a maximum which does not exceed the maximum limit established by the applicable pro tempore regulations, with the following purposes:

      1. for activities in support of market liquidity;

      2. for the possible use of shares as consideration in extraordinary transactions, including exchanges of participations with other subjects, as part of transactions in the Company's interest;

      3. to allot own shares purchased to distribution programs, against payment or free of charge, of stock options or shares to employees, directors and other personnel of the Company or its subsidiaries, as well as to the service of programs for the free allocation of shares to shareholders;

      4. for the execution of the contract signed between the Issuer and the company acting as specialist operator on the stock market;

      5. for an efficient investment of the liquidity of the Group.

      During the financial year ended December 31, 2025, the Issuer purchased 283,061 of its own shares, equal to 0.708% of share capital. During the same period, following the exercise of vested stock options held by some employees of the Group, the Issuer sold 192,500 own shares equal to 0.481% of ordinary share capital. Furthermore, on June 25, 2025, the Issuer completed the sale of a total of 1,000,000 treasury shares held in portfolio, corresponding to 2.5% of the Issuer's share capital, placed at a price per share of Euro 44.0, for a total value of Euro 44,000 thousand.

      During the first few months of financial year 2026, the Issuer purchased 514,488 of its own shares, equal to 1.286% of share capital.

      As of December 31, 2025, the Issuer holds a total of 1,705,552 own shares, equal to 4.264% of ordinary share capital, for a total carrying value of Euro 19,850 thousand. Being the shares without nominal value, the purchase cost is deducted from the share capital for an amount implicitly corresponding to the nominal value, equal to Euro 43 thousand as of December 31, 2025, and from available reserves for an amount equal to the remaining part of the purchase cost.

      As of December 31, 2025, there are 38,294,448 outstanding shares, equal to 95.736% of share capital.

   8. ‌Report on corporate governance

      For the report on corporate governance and on the adhesion to the codes of conduct, please refer to the report approved by the Board of Directors on March 16, 2026 and attached to this document.

   9. ‌Shareholdings of the members of the governing and controlling bodies, general managers and managers with strategic responsibilities

      The following table shows the participations in the ordinary share capital of the Issuer held by the members of the governing and controlling bodies, general managers and managers with strategic responsibilities in the year ended December 31, 2025.

      Name Office

      Shares held as of December 31,

      2024

      Shares purchased

      Shares sold

      Shares held as of December 31,

      2025

      Possession title

      Way of possession

      Marco Pescarmona	Chairman	450,000	-	-	450,000	P	D / I *
      Alessandro Fracassi	Executive director	297,138	-	-	297,138	P	D
      Guido Crespi	Director	-	4,862	-	4,862	-	-
      Giulia Bianchi Frangipane	Director	-	-	-	-	-	-
      Fausto Boni	Director	262,726	-	-	262,726	P	D / I **
      Camilla Cionini Visani	Director	-	-	-	-	-	-
      Matteo De Brabant	Director	33,350	-	-	33,350	P	I
      Klaus Gummerer	Director	-	-	-	-	-	-
      Maria Chiara Franceschetti	Director	-	-	-	-	-	-
      Stefania Santarelli	Director	-	-	-	-	-	-
      Alessio Santarelli	General Manager with strategic responsabilities	6,000	100,000	(53,149)	52,851	P	D
      Cristian Novello	Chairman of Stat. Aud.	-	-	-	-	P	D
      Roberta Incorvaia	Statutory auditor	7,000	-	-	7,000	P	D
      Marcello Del Prete	Statutory auditor	5,070	-	-	5,070	P	D

      Legend:

      P: Property

      D: Direct possession I: Indirect possession

      * The shares directly owned are equal to n. 27,203, the shares indirectly owned, through Guderian S.p.A., are equal to n. 375,114

      ** The shares directly owned are equal to a n. 133,952, the shares indirectly owned, through Nomen Fiduciaria S.p.A., are equal to n. 128.774

      Besides, it is worth pointing out that Marco Pescarmona holds a 50% indirect shareholding in Alma Ventures S.A. through Guderian S.p.A. and Alessandro Fracassi holds a 50% indirect shareholding in Alma Ventures S.A. through Casper S.r.l. and that Alma Venture S.A., as of December 31, 2025 holds 13,448,847 shares of the Issuer, equal to 33.62% of the ordinary share capital.

   10. ‌Foreseeable evolution
       1. ‌Mavriq Division

          Overall Mavriq enjoyed double-digit organic revenue growth in 2025 thanks to the contribution of all its business lines, except for Shopping, as better described below. The consolidation of Verivox, effective from the second quarter of 2025, represented a significant jump in size, while increasing the geographic and product diversification of Mavriq, which now sees Italy and Germany as its main geographies and energy and insurance as its main products.

          Due to the changes in the configuration of the Mavriq Division, we now define business lines based on the underlying products and provide comments and outlook accordingly. Therefore, the "International Markets" business line has been divided into various business line grouped by product. As in recent years, the revenue breakdown by business line is provided annually.

          The first quarter of 2026 will be characterized by strong year on year growth thanks to the fact that in the same period of 2025 Verivox was not yet part of the consolidation area. For the remaining nine months of 2026, the combined outlook is of moderate organic growth, with uncertainties and possible downside risks arising from the situation in the Middle East, currently affecting energy markets but potentially also detrimental to consumer confidence in Europe.

          Energy & Telco

          Within this business line, electricity and gas are the predominant products, with broadband coming a distant third.

          The Energy & Telco business line increased its size by almost 5x in 2025, mostly due to the acquisition of Verivox in Germany. The performance of Verivox itself gradually improved during 2026 due to improvement in potential savings for German energy customers.

          Our energy business saw solid demand in early 2026, with particular strength in Germany. However, in recent weeks, following hostilities in the Middle East, the situation has deteriorated but residential energy markets in all our geographies are currently still open and functioning, albeit with significantly less attractive deals for consumers. The outlook for the rest of the year is currently uncertain due to the current geopolitical situation.

          Insurance

          Within insurance intermediation, our main products across all geographies is motor, with household and health representing significant businesses in most countries with the notable exception of Italy.

          Mavriq Insurance posted double digit organic growth in 2025, and further benefitted of the acquisition of Verivox.

          The business continued to grow in early 2026, but some of our most established markets are showing weaker growth than in previous years, possibly linked to underlying market dynamics. The outlook for the full year is of moderate growth.

          Banking

          Within Banking, the main products are mortgages (mainly in Italy) and consumer loans (Germany and Italy), where we act as credit brokers, as well as bank accounts.

          The business posted solid organic growth in 2025 despite a progressive deceleration of mortgage demand in Italy at the end of the year. The rest of the growth came from the consolidation of Verivox.

          While weaker year on year mortgage demand (especially remortgages) in Italy is likely to continue affecting the Banking business line in the first part of 2026, the business now benefits from a more diversified offering, with potential for growth in personal loans in both Germany and Italy.

          Shopping

          This business line is active in Italy in the field of comparison shopping, which represents the predominant business, as well as a provider of online reviews solutions.

          The business contracted in 2025 due to the challenge of competing with Google's own comparison service, embedded in the Google Search results page, which is continuing to operate despite the Google Shopping antitrust decision, now fully binding, and the issuance of preliminary findings by the European Commission in relation to violations of article 6.5 (prohibition of self-favouring) under the DMA.

          The outlook for 2026 is between stability and a moderate contraction, as the competitive situation remains unchanged. A favourable DMA Decision, expected in 2026, could provide relief and potential upside, to the extent that it is able to effectively prevent prohibited self-favouring.

       2. ‌Moltiply BPO&Tech Division

          The 2025 financial year closed with strong results for the Division, which recorded revenue of Euro

          267.7 million, up 15.1% compared to Euro 232.5 million in 2024. On an organic basis, net of the contribution of Evolve S.r.l. and Mia Pensione S.r.l. fully consolidated during the year, revenue growth was double-digit. EBITDA reached Euro 60.8 million, an increase of 8.6% compared to Euro 56.0 million in the prior year. The EBITDA margin stood at 22.7%, compared to 24.1% in 2024, reflecting a temporary revenue mix effect linked to the strong acceleration of para-notary services within Moltiply Banking, which carry higher unit revenues but a structurally lower percentage margin, as well

          as to the normalization of Moltiply Insurance, which had benefited from extraordinary volumes in 2024.

          It is worth noting that in the fourth quarter of 2025 the Division generated revenues of Euro 68.9 million and EBITDA of Euro 18.1 million, surpassing the fourth quarter of 2024, which had been the highest quarterly result ever recorded for the Division, at the time supported by a peak in claims activity. In the fourth quarter of 2025, results were instead driven by a particularly strong contribution from Moltiply Lease, also supported by certain one-off effects.

          Starting from the 2025 financial year, the Division's activities are reported under three redefined business lines: Moltiply Banking, Moltiply Insurance, and Moltiply Lease, replacing the previous six-line classification. Moltiply Banking, in particular, aggregates all the past business lines related to mortgages, loans, wealth, and real estate.

          For the entire 2026 financial year, management expects the Division to be able to deliver continuing organic growth as in recent years, accompanied by an expansion of the EBITDA margin, assuming the absence of significant disruptions in the interest rate environment or material deterioration in consumer sentiment linked to the international geopolitical situation. The incremental contribution to Division growth is expected to come primarily from Moltiply Banking, Moltiply Insurance, and other revenues, while Moltiply Lease is expected to aim at replicating a similarly strong performance on an organic basis. Technology investments across all service areas will continue to focus on enhancing delivery process efficiency and expanding service capabilities, incorporating leading edge innovations.

          Moltiply Banking

          Moltiply Banking recorded revenues of Euro 138.1 million, an increase of 36.9% compared to Euro

          100.9 million in 2024, establishing itself as the largest revenue contributor within the Division. Growth was broad-based but driven above all by the acceleration of para-notary services, whose volumes benefited from the recovery in mortgage origination supported by the progressive reduction in market interest rates.

          Both new purchase mortgages and refinancing activity contributed to the increase. The application of the fair compensation framework for notaries (equo compenso, Law 49/2023) continued to sustain higher unit revenues per file processed, with a corresponding dilutive effect on percentage margins that is structural to this higher-revenue activity profile. Mortgage-related services overall nearly doubled their revenues compared to the prior year. Wealth management outsourcing services also delivered a positive performance, with revenues growing approximately 18%, driven by the expansion of the client base and of the tech-related offering. Loan processing services were essentially stable year-on-year, confirming the resilience of this activity which is linked to secured consumer lending volumes. Real estate services, by contrast, continued to decline as expected following the definitive phase-out of the Superbonus incentive, with revenues down approximately 21%. Management considers that this business area has now reached its structural post-incentive baseline, and demand for cadastral and appraisal services is expected to stabilize at current levels, supported by the gradual recovery in transaction volumes.

          Looking ahead, the growth trajectory of Moltiply Banking is expected to be supported primarily by the expansion of existing client relationships. Refinancing activity is expected to decline as the rate cycle matures, but this is anticipated to be offset by the deepening of commercial relationships and by the continued broadening of the service offering to the existing client base.

          Moltiply Lease

          Moltiply Lease recorded revenues of Euro 72.7 million, up 11.1% compared to Euro 65.5 million in 2024. On an organic basis, excluding the contribution of Evolve S.r.l. consolidated during the year, growth was approximately 6.7%. Moltiply Lease is the single largest contributor to Division profitability, generating a share of Division EBITDA that is well in excess of its weight in terms of revenue. Agenzia Italia S.p.A. continues to be the key driver of revenue and profitability of the business line, benefiting from the structural expansion of the long-term lease market, which in 2025 surpassed 30% of Italian new vehicle registrations. The increasing complexity introduced by the electric and hybrid vehicle transition, a stream of regulatory and administrative developments, and Moltiply's ability to innovate its offering in meeting client needs, continues to expand the scope of BPO services required for fleet management, including those offered to the end-user companies of the vehicles. As noted above, the fourth quarter was particularly strong, also supported by certain effects that are not expected to recur at the same level.

          Looking ahead, Moltiply Lease aims at replicating the strong performance delivered in 2025 on an organic basis.

          Moltiply Insurance

          Moltiply Insurance recorded revenues of Euro 45.7 million, a decrease of 17.3% compared to Euro

          55.2 million in 2024. The contraction was anticipated and reflects the normalization of activity levels following the extraordinary claims volumes that characterized 2023 and, to a lesser extent, the first half of 2024, particularly in connection with the weather events in Emilia-Romagna. The current run-rate, while lower than the 2024 peak, remains structurally above pre-2023 levels, also thanks to the entry into force of the compulsory natural catastrophe insurance obligation (obbligo assicurativo calamità naturali, effective March 31, 2025 for large enterprises and October 1, 2025 for SMEs), which has permanently expanded the insured base. The roll-out of the new IT platform for loss adjusters continues, with the aim of increasing productivity and enabling the deployment of digital claims management and remote assessment capabilities.

          Entering 2026, the structural expansion of the insured base following the natural catastrophe insurance obligation is expected to progressively support higher activity levels, and the ongoing technology investments are expected to deliver productivity gains and expand service capabilities.

   11. ‌Other information
       1. ‌Offices

          The registered offices of the Issuer and most of the Italian subsidiaries are located in via F. Casati, 1/A, Milan, and the Group's administrative headquarter in Italy is in via Desenzano, 2 in Milan. For more details, see the section on the scope of consolidation.

       2. Relations with related parties

          Related party transactions, including intra-group transactions, are part of the ordinary business operations of the Group, and do not include any unusual or atypical transactions.

          Relations with related parties are mainly relations with the companies of the Group.

          In particular, the main items refer to receivables of the Issuer from some of its subsidiaries derived from the adhesion to the tax consolidation regime for Euro 13,024 thousand, and receivables of the remaining subsidiaries from the Issuer derived from the adhesion to the tax consolidation regime for a total amount equal to Euro 6.530 thousand.

          Concerning the main commercial relationships among companies of the Group, they are mainly represented by services, provided at arm's length. In particular, we highlight:

          • revenues for advertising services provided by subsidiary Segugio.it S.r.l. and Switcho S.r.l. to other companies of the Mavriq Division for a total amount equal to Euro 56,507 thousand;

          • revenues for rent and office residence services, related to the operating offices in Cagliari and Monastir, and the operating offices in via Desenzano 2 and viale Sarca 222, Milan, provided by subsidiary PP&E S.r.l. to other companies of the Group, for a total amount equal to Euro 3,959 thousand;

          • revenues for outsourcing services provided by subsidiaries Finprom S.r.l. and Finprom Insurance S.r.l. to other companies of the Group, for a total amount equal to Euro 10,576 thousand;

          • revenues for software development and other IT services provided by subsidiary Rastreator Comparador Correduria de Seguros SLU, also relying on its technological hub based in India, to other companies of the Group, for a total amount equal to Euro 5,394 thousand.

            As of December 31, 2025, in the face of the different commercial relationships among the companies of the Group, there are trade receivables/payables among the different companies of the Group for a total amount of Euro 89,497 thousand.

            During the financial year ended December 31, 2025:

          • subsidiary Agenzia Italia S.p.A. resolved and paid dividends to MOL BPO S.r.l. for an amount of Euro 2,535 thousand;

          • subsidiary MutuiOnline S.p.A. resolved dividends to the Issuer for an amount of Euro 18,000 thousand;

          • subsidiary Segugio broker di Assicurazioni S.r.l. resolved dividends to the Issuer for an amount of Euro 10,000 thousand;

          • subsidiary 7Pixel S.r.l. resolved dividends to the Issuer for an amount of Euro 2,000 thousand;

          • subsidiary LeLynx SAS resolved and paid dividends to Mavriq S.r.l. for an amount of Euro 10,552 thousand.

       3. ‌Risk management

          Risk management of the Group is based on the principle that operating risk or financial risk is managed by the person in charge of the business process involved.

          The main risks are reported and discussed at Group top management level in order to create the conditions for their coverage, assurance and assessment of residual risk.

          Exchange and interest rate risk

          Currently the financial risk management policies of the companies of the Group provide a balanced split between fixed-rate and variable-rate loans, aimed at optimizing the cost of the loans over time. As of today, the risk of incurring greater interest costs as a result of unfavorable variations of market

          interest rates, as better analyzed in the following, is mitigated by the subscription of hedging derivatives, which change the rate from floating to fixed, on a portion of the Group's debt.

          The following table provides a summary of the exposure to changes in interest rates of the Group's financial debt:

          Principal (Euro thousand) outstanding Interest rate exposure:

          Fixed rate* 280,684

          Variable rate (Euribor) 221,482

          * Contractually fixed rate or variable rate covered by a swap to a fixed rate

          A possible unfavorable variation of the Euribor, equal to 1.0%, should produce an additional overall expense for the Group equal to Euro 2,215 thousand in 2026.

          For the remaining loans already described in paragraph 2.4.1, a fixed rate is applied instead.

          As regards to the coverage of exchange rate risk, it is worth pointing out that, as of the reference date of this report, there are no significant assets or liabilities denominated in currencies different from the Euro, with the exception of the MONY, amounting to Euro 109,530 thousand as of December 31, 2025, denominated in pounds. With regard to this investment, it should be noted that the management doesn't consider any additional risk elements (e.g. market risk) not already reflected in the related financial reports or in the market value of the stock, which could consequently lead to possible decreases in the value of the investment itself.

          Therefore, this risk is considered limited for the Group.

          Credit risk

          The current assets of the Group, with the exception of cash and cash equivalents, consist mainly of trade receivables for an amount of Euro 186,322 thousand (Euro 137,167 thousand as of December 31, 2024), of which the overdue portion as of December 31, 2025 is equal to Euro 31,167 thousand (Euro 28,879 thousand as of December 31, 2024), of which Euro 6,973 thousand is overdue for over 90 days (Euro 5,445 thousand as of December 31, 2024).

          Most of the gross overdue receivables were paid by the clients during the first months of 2026. As of the date of approval of this report, receivables not yet collected, overdue as of December 31, 2025, amount to Euro 7,058 thousand, of which Euro 5,161 thousand are receivables already overdue for over 90 days as of December 31, 2025.

          Trade receivables are mainly from banks, financial intermediaries, insurance companies, leasing/rental companies and public sector entities, considered highly reliable but, facing receivables for which we consider a credit risk could arise, we allotted an allowance for doubtful receivables equal to Euro 10,535 thousand.

          The Group monitors counterparty risk by analyzing the solvency and standing of customers before entering business relations with them and trying to limit an excessively high concentration of receivables from a few counterparties.

          For this purpose, it is worth mentioning that we do not notice any significant concentration of revenues on any client: in 2025 the revenues from the main client of the Group represent less than 5% of total consolidated revenues.

          Liquidity risk

          Liquidity risk represents the risk that a company is not able to procure financial resources to support short-term operations.

          The total amount of liquidity as of December 31, 2025 is Euro 140,099 thousand; in addition, current financial assets (money market ETFs) amount to Euro 51,830 thousand, against short-term financial liabilities for Euro 92,700 thousand and trade payables for Euro 88,726 thousand.

          The following table shows the breakdown of financial liabilities and trade payables by contractual maturity:

          Years ended on December 31, 2025
          (euro thousand)	Amount	< 1 year	1-2 years	2-5 years >	5 years
          Bank borrowings	503,084	48,492	65,851	388,741	-
          Liabilities for derivative instruments on loans	972	-	243	729	-
          Put/call options liabilities	98,393	37,276	36,858	24,259	-
          IFRS 16 lease liabilities	30,238	6,932	6,932	16,374	-
          Trade and other payables	88,726	88,726	-	-	-
          Total	721,413	181,426	109,884	430,103	-
          Years ended on December 31, 2024
          (euro thousand)	Amount	< 1 year	1-2 years	2-5 years >	5 years
          Bank borrowings	324,323	89,611	90,520	144,035	157
          Liabilities for derivative instruments on loans	1,172	-	293	879	-
          Put/call options liabilities	118,717	73,577	28,386	16,754	-
          IFRS 16 lease liabilities	13,753	5,015	5,015	3,723	-
          Trade and other payables	61,628	61,628	-	-	-
          Total	519,593	229,831	124,214	165,391	157

          The management believes that liquidity risk for the group is limited.

          Fair value of financial instruments

          All financial instruments are recorded in the Group's financial statements at fair value. The carrying value of the financial liabilities measured at amortized cost is deemed to approximate their fair value at the reporting date. The following table summarizes the Group's net financial position, comparing fair value and carrying value:

          carryng value fair value

          As of December 31,

          As of December 31, As of December 31,

          As of December

          (euro thousand)	2025		2024	2025		31, 2024
          Cash and cash equivalents		140,099	137,490		140,099	137,490
          Trade receivables		186,392	137,167		186,392	137,167
          PIV receivables		1,041	1,116		1,041	1,116
          Total financial asset at amortized cost		327,532	275,773		327,532	275,773
          Mony Group PLC shares		109,530	101,937		109,530	101,937
          Mark to market interest rate hedging instruments		-	416		-	416
          Total financial assets at fair value through OCI		109,530	102,353		109,530	102,353
          Monetary ETFs		51,830	-		51,830	-
          Igloo notes		4,339	7,080		4,339	7,080
          DPP receivables		984	984		984	984
          Other securities		51	172		51	172
          Total financial assets at fair value through P&L		57,204	9,352		9,352	9,352
          Trade and other payables		88,726	61,628		88,726	61,628
          Bank borrowings		503,084	324,323		503,084	324,323
          IFRS 16 lease liabilities		30,238	13,753		30,238	13,753
          Total financial liabilities at amortized cost		622,048	399,704		622,048	399,704
          Put/call options liabilities		98,393	118,717		98,393	118,717
          Liabilities for derivative instruments on loans		972	1,172		972	1,172
          Total financial liabilities at fair value		99,365	119,889		99,365	119,889

          It should be noted that MONY shares and ETFs are measured at fair value (Level 1), Igloo securities, DPP receivables, other securities, and the mark-to-market on interest rate hedging instruments are measured at fair value (Level 2) and financial liabilities related to put/call options are measured at fair value (Level 3), where the methodology used to determine the fair value of such liabilities is based on the discounting of future cash flows (income approach).

          Current geopolitical situation and impact of trade tariffs

          With regards to the current geopolitical situation, it should be noted preliminary that the Group is not directly exposed to the Russian and Ukrainian economies. The consequences of the invasion of Ukraine by the Russian Federation are not currently such as to give rise to concern for the businesses of Group companies and are not expected to have any impact on their ability to continue operating as going concerns.

          Similarly, the Group doesn't appear to be directly exposed to Iranian, Israeli and United States economies. However, the Mavriq Division is indirectly exposed to the current situation of hostility in the Middle East through trends in the energy market. In case of significant deterioration in national energy markets, such as causing significant contractions in supply or demand, some companies within the Mavriq Division could suffer significant declines in results, which, however, are not expected to have any impact on the Group's going concern.

          However, any significant fall in consumer confidence and/or disposable income could have a negative impact on the volumes of the various lines of business.

          Finally, with regard to the introduction of trade tariffs in the United States, it should be noted that the related impacts are not considered significant given the nature of the Group companies' businesses.

          Operating risk and going concern

          The technological component is an essential element for the operating activities of the Group; therefore, there is the risk that the possible malfunctioning of the technological infrastructure may cause an interruption of client services or loss of data. However, the companies of the Group have developed a series of plans, procedures and tools to guarantee business continuity and data security.

          Considering the economic and financial situation, in particular the level of available reserves, and taking into account the trend of the networking capital and of the economic and financial situation, the separated and consolidated financial reports have been prepared considering the assumption of going concern respected.

          It should also be considered that the Group, as in previous years, achieved positive economic results, and, despite uncertain macroeconomic scenarios, that future economic forecasts are also positive. Finally, the Group has adequate financial resources to meet its future obligations over a period of at least 12 months from the date of approval of the financial statements, and it can, where necessary, activate additional levers to rapidly liquidate significant investments.

          Risks related to technological change

          The Group operates in a market characterized by deep and continuous technological changes that require the ability to adapt promptly and successfully to such developments and to the changing needs of its customers. Any inability of the Group to adapt to new technologies could negatively affect operating results.

          Risks related to internationalization

          The Group, as part of its internationalization strategy, may be exposed to typical risks arising from conducting business on an international basis, including those related to changes in the political, macroeconomic, tax and/or regulatory framework, as well as to fluctuations in exchange rates.

          Risks related to the impairment of goodwill

          The Group may experience negative effects on the value of its shareholders' equity in the event of any impairment of goodwill recorded in the financial statements as of December 31, 2025, which may become necessary if adequate cash flows are not generated compared to those expected and forecast in the multi-year plans used for impairment testing.

          Cyber security risk

          The Group is exposed to cyber security risk, related to potential unauthorized access to information systems, loss or unavailability of data, and operational disruptions resulting from cyberattacks. To mitigate such risks, IT security measures are adopted, including network protection systems, access controls and continuous system updates. Business continuity and disaster recovery plans are also in place.

          Risk linked to climate change

          Please refer to the Consolidated Sustainability Statement, available within this Report.

       4. ‌Information concerning environment and human resources

          With regards to the management of human resources and of environmental matters for the financial year ended December 31, 2025, we are not aware of any events that could entail any responsibility for the Group.

   12. ‌Consolidated Sustainability Statement
       1. ‌General Information [ESRS 2]

General basis for preparation of sustainability statements [BP-1]

The Group has prepared its Consolidated Sustainability Statement ("Report") in compliance with European Sustainability Reporting Standards ("ESRS") as provided by the Corporate Sustainability Reporting Directive 2022/2464 ("CSRD") and from implementing Legislative Decree No. 125/2024.

In particular, the scope of the Report coincides with that of the Consolidated Financial Statements, ensuring uniformity in the presentation of sustainability information and includes the companies consolidated on a line-by-line basis for financial reporting, as indicated in the Group Corporate Structure as of December 31, 2025, in section 2.2 of the management report. [BP1-5-a, b i]

Within the scope of the Group, it should be noted that the Report is prepared exclusively by the parent company Moltiply Group S.p.A. ("Moltiply").

For the purposes of preparing the Report were also considered the dynamics of the Group's value chain, including upstream and downstream aspects relevant to the assessment of impacts, risks and opportunities. Specific details concerning the coverage of the value chain are illustrated in accordance with the guidance provided by ESRS 1 in the following paragraph. [BP1-5-c]

Moltiply did not make use of the option to omit data relating to intellectual property, know-how or innovation results. Furthermore, it did not take advantage of the exemption of the exemption from disclosure of upcoming developments or matters under negotiation provided by EU law. [BP1-5-d,e]

Value chain [ESRS 1]

The value chain analysis took into account both the upstream activities, i.e. relation with the main suppliers and strategic partners, and the downstream activities, which include users accessing online comparison services and client financial institutions.

A simplified representation of the Group's value chain, broken down by the Mavriq and Moltiply BPO&Tech Divisions, is reported below:

The main items of the value chain of the Mavriq Division of the Group are:

• the services provided by the companies of the Mavriq Division, which are positioned in their respective markets (declined geographically in the countries in which the Group operates) between the providers of the various products/services - the product suppliers - and the consumers who benefit from such services;

• the product suppliers, such as banks, financial intermediaries, insurance companies, e-commerce and utilities operators and the related products. The revenues of the Mavriq Division are from the product suppliers, which benefit from the distribution and comparison services provided by the Group toward consumers;

• the consumers, as well as beneficiaries, of the different services provided by the companies of the Mavriq Division; the services offered do not entail additional costs for the consumers who, for this reason, are described as beneficiaries of the services provided by the companies of Mavriq Division;

• the supply of goods and services useful to the pursuit of the activities of the Group (e.g. advertising, IT systems, advisory services, utilities, etc.).

  
  
  

  The main items of the value chain of the Moltiply BPO&Tech Division are:

• the services provided by the companies of the Division, which impact different products in their respective markets (e.g. processing services for retail mortgage underwriting). The services provided by the Group are offered on behalf and sometimes in the name of the financial institution clients;

• the products related to the services provided;

• the customers who benefit from the services provided by the companies of the Division, such as banks, financial intermediaries, insurance companies, etc.;

• the supply of goods and services useful to the pursuit of the activities of the Group (e.g. advertising, IT systems, advisory services, utilities, etc.);

• the massive suppliers who provide certain services to the entities of the Division (e.g. public notaries, real estate appraisers, insurance experts, etc.).

  Actions to improve its ESG performance are described within the relevant paragraphs.

  Disclosures in relation to specific circumstances [BP-2]

  This Report is prepared in accordance with the ESRS as developed by EFRAG. The Group has not used alternative reporting frameworks or regulations. Information on any specific circumstances is provided below in the interest of greater transparency and understanding.

  As provided in section 6.4 of ESRS 1, Moltiply conducted its own double materiality analysis and identified its objectives within the 'ESG Plan' over short (12 months), medium (1 to 5 years) and longterm time horizons (over 5 years). [BP-2 9]

  The forward-looking information has been prepared on the basis of assumptions about events that may occur in the future and possible future actions to be taken by the Group; consequently, uncertainties are inherent, and such information may be subject to change. [BP-2 12]

  In preparing the Consolidated Sustainability Statement, the Group made use of estimates and indirect sources. Any estimates are based on the best information available at the time.

  In particular, the sustainability metrics provided include estimated data related to the upstream and downstream value chain, concerning the determination of scope 3 emissions, which, by their nature, are subject to greater uncertainty than Scope 1 and 2 greenhouse gas emissions, even though we use data calculated in accordance with methodologies that comply with relevant standards, in order to ensure an adequate level of accuracy required by E1-6.(please refer to the section Gross Scopes 1, Scope 2, and Scope 3 GHG emissions and total GHG emissions [E1-6] for further details on the calculation methodologies). [BP-2 10,11]

  During the current financial year, certain comparative data have been restated following the refinement of the data collection process; these relate to Scope 1 and 2 emissions (with immaterial effects) and to Scope 3 emissions (with particular reference to category 1), in order to present this information more appropriately. Please refer to the section on E1-6 for further details. Furthermore, the calculation methodologies for the metrics related to payment practices (G1-6) and remuneration metrics (S1-16) have been refined. [BP-2-13,14]

  It should also be noted that the indicators for 2025 include data relating to Verivox; whose inclusion did not result in any significant changes, neither in the identification of IROs, as it operates in the same business sector. However, the data for 2024 and 2025 are not directly comparable due to the impact of this significant acquisition.

  Please also refer to the section on taxonomy for the information required under Regulation (EU) 2020/852 - the "EU Taxonomy Regulation". [BP-2 15]

  Moltiply has not made use of the transitional provisions of Appendix C of ESRS 1, as it exceeds the limit of 750 employees. [BP-2-17]

  The role of the administrative, management and supervisory bodies [GOV -1]

  Please refer to chapter 2.12.4 - Governance.

  Information provided to and sustainability matters addressed by the undertaking's administrative, management and

  supervisory bodies [GOV -2]

  The Board of Directors and the relevant committees receive regular updates on the ESG impacts, risks and opportunities identified, as well as on the implementation of policies and actions defined to address them.

  In particular, the Board of Directors is informed at least once a year by the ESG Manager, who outlines: [GOV-2-26 a]

  • the material impacts identified according to the double materiality process;

  • ESG risks and opportunities, with particular reference to the climate transition;

  • monitoring of ESG metrics and targets, including progress towards CO₂ reduction targets and other performance measures.

    At present, the boards of directors, management and control do not take impacts, risks and opportunities into account when monitoring the company's strategy. [GOV-2 26 b]

    During the reporting period, the ESG Manager examined and addressed the following sustainability issues: [GOV-2 26 c]

  • energy consumption of the locations and related assessment of the strategy to reduce emissions and possible integration of renewable energy;

  • monitoring of ESG metrics and progress towards environmental and social targets with performance analysis on CO₂ emissions.

Integration of sustainability-related performance in incentive schemes [GOV-3]

The Group integrates climate considerations into the remuneration mechanisms for executive directors. In particular, ESG improvement is one of the five parameters used for qualitative assessment, along with strategic vision, corporate development, compliance & risk management and investor relations. For further details, including the approval process for the remuneration policy, prepared in accordance with Directive 2007/36/EC (as amended by Directive (EU) 2017/828), please refer to the remuneration report available on the company's website. Overall, the qualitative assessment (on which sustainability issues also have an impact) is worth about 7% of the total remuneration of executive directors. Although the remuneration policy does not explicitly set out specific sustainability targets, the management of ESG issues contributes to the qualitative assessment, to which is linked the payment of variable remuneration of up to Euro 100 thousand for each executive director. With reference to the current reporting period, the performance of executive directors is assessed by taking into consideration the overall substantive progress and monitoring of sustainability key performance indicator, and currently does not take into account the greenhouse gas emission reduction targets, which were recently defined as part of the preparation of the Group's ESG Plan (the 'ESG Plan'). [GOV-3 29 a, b, c, d, e]

Statement on due diligence [GOV-4]

At present, the Group has not formalized a due diligence process with regard to sustainability issues.

[GOV-4 32]

Risk management and internal controls over sustainability reporting [GOV-5]

The risk management and internal control system dedicated to Consolidated Sustainability Statement is designed to ensure the accuracy, consistency and reliability of the key ESG indicators reported in this report. This system integrates with the broader internal control and risk management framework adopted by the Group.

The internal control system, set up by the internal audit function, is mainly aimed at mitigating the risks of completeness, integrity and accuracy of data and information in sustainability reporting. In particular, the controls cover the process of identifying and assessing risks, opportunities and relevant impacts, verifying their consistency with the main characteristics of the Group and its activities, and the process of collecting, aggregating and reporting the main environmental, social and governance performance indicators, through sample analysis of work files and supporting documentation. Any errors identified are promptly addressed during the data collection and aggregation phase.

The outcome of this assessment is communicated, through an annual report, to the sustainability reporting function and to the Audit and Risk Committee, together with the other activities set out in the audit plan. This report includes a description of the risks identified throughout the entire process and is used both for monitoring purposes and to inform subsequent corrective actions. [GOV-5 36]

Strategy, business model and value chain [SBM-1]

With reference to the disclosure requirements concerning the business model, Group structure, number of employees per geographic area and value chain, please refer to what has already been described in the report on operations or in this report, in paragraphs 2.1 and 2.2 in this report in the section "Value Chain".

In particular, the Moltiply BPO&Tech Division positions itself as a major player in BPO (Business Process Outsourcing) and IT services, supporting the banking, insurance and rental sector through advanced and highly specialized solutions. The value generated comes from the combination of technological expertise, operational capabilities and innovation in outsourcing processes. These contributions are realized through investments in technology, digitalization of processes and optimization of IT solutions, ensuring high standards of security and regulatory compliance.

The Mavriq Division, on the other hand, operates as one of the leading international players in online comparison and brokerage, facilitating informed consumer choice and allowing consumers to save money. [SBM-1 40 a]

Interests and views of stakeholders [SBM-2]

Below are the stakeholders identified as relevant for the Group and the respective channels of communication or involvement in place with them. [SBM-2 45 a i,ii,iii,iv]

The Group takes into account the result of this communication with the aim of improving the processes in which the various stakeholders are involved. [SBM-2 45 a, b]

Material impacts, risks and opportunities and their interaction with strategy and business model [SBM-3]

Moltiply and its subsidiaries disclose information on sustainability issues according to the principle of double materiality. The materiality assessment, held for the second year running, is the starting point for sustainability reporting under the ESRS.

The Group has identified the following impacts better described in each relevant chapter, in particular:

The Group has also identified the following risks better described in each relevant chapter, in particular:

The Group has finally identified the following opportunities further described in the following sections:

The impacts, risks and opportunities relevant to the Group have not had significant effects on current economic results and current financial cash flows.

Based on this evidence, the Group has, therefore, outlined an ESG Plan, the update of which in 2025 was approved by the board of directors on February 19, 2026, aimed at defining priority objectives and actions that can manage risks, reduce impacts, and enhance opportunities.

With the definition of the ESG Plan, the Group commits to mitigate its greenhouse gas emissions, adopt energy efficiency strategies, and progressively increase the share of energy produced from renewable sources. Please refer to Chapter 2.12.2 - Environment for a detailed description of the sustainability goals defined by the Group.

In the Social dimension the Group recognizes the importance of assessing, valuing, and promoting its workforce, ensuring equal opportunities, improving the quality of working conditions, and proactively responding to the social needs of employees, consumers, and target communities. The materiality analysis highlighted the importance of pursuing concrete actions in some key areas: improvement of working conditions, equal treatment and opportunities, occupational health and safety, employee satisfaction, and consumer social inclusion. In this field the Group aims to continuously improve the working environment and working conditions of its employees in order to promote their well-being, and consequently to mitigate the potential negative impacts identified. and has initiated a process of progressively setting quantitative targets related to human resources management. In particular, the Group has introduced a target concerning the average number of training hours per employee on ESG topics, with the aim of strengthening employees' awareness and understanding of these issues.

Finally, the Governance dimension is the basis on which responsible corporate governance and transparency of the Group's activities are based. The Group has not yet defined quantitative targets in this area; however, it recognizes the importance of implementing targeted interventions to be carried out in the medium term to strengthen corporate governance by promoting a management model marked by transparency, integrity and accountability. These include finalizing the anti-corruption policy, updating current Group policies, and introducing a system for monitoring ESG objectives.

The materiality analysis, updated in 2025 from the initial 2024 version, was conducted using the same scope of analysis (the only notable change being the acquisition of Verivox), which includes the Group's activities and, where relevant, the associated value chain. During the update, no significant changes were made to the methodology adopted or to the main sources of information used.

The analysis did not reveal any significant changes in the material topics identified, nor did it identify any new material impacts, risks or opportunities compared with the previous financial year.

Consequently, there are no effects on the structure and content of the sustainability reporting set out in this document.

In line with the above, no significant impacts, risks or opportunities related to entity-specific issues have been identified. [SMB-3 48 b,d,e,f,g,h]

Description of the processes to identify and assess material impacts, risks and opportunities [IRO-1]

The Group has adopted a structured process for identifying and assessing impacts, risks and opportunities in accordance with the requirements of the CSRD and the ESRS. This process has been developed to ensure an integrated approach to sustainability, with an analysis based on double materiality, which considers both the Company's impacts on the external environment and people (impact materiality) and the risks and opportunities that environmental, social and governance (ESG) factors may generate on the Group's financial performance (financial materiality). [ESRS 2 IRO1- 53 a]

The identification of impacts, risks and opportunities is carried out through an in-depth analysis involving the main corporate functions involved, together with the ESG Manager, who has a comprehensive view of the entire process.

The process is monitored through regular internal audits and will be updated on the basis of regulatory developments and feedback received from internal stakeholders.

The study of Double Materiality is based on a set of objective and measurable criteria to ensure a robust analysis aligned with ESRS. The objective is to consistently select and assess the most relevant ESG topics for the Group and its stakeholders, analysing impacts, risks and opportunities. Criteria used include:

• analysis of regulatory and market requirements;

• magnitude of impact, analysis of the severity and duration of environmental, social and governance impacts, considering both short-term and long-term effects;

• geographical and sectoral scale assessment, to understand the impact of each issue in the various operational areas;

• probability of occurrence;

• application of risk analysis based on quantitative and qualitative models to estimate the likelihood of a given ESG impact occurring;

• review of past experience and industry trends to identify areas of increased exposure;

• financial and operational impact: Identification of ESG issues that may directly affect the economic stability of Moltiply, including changes in operating costs, market competitiveness and investment decisions;

• mapping of risks related to climate change, new regulations and changes in consumer preferences;

• alignment with reference standards through the classification of topics according to the criteria of ESRS;

• time horizon of impact: distinction between short-term and long-term impacts to ensure a balanced ESG strategy that can adapt to future changes;

• definition of monitoring indicators to assess the evolution of materiality over time.

With regard to impacts, materiality is assessed according to the following aspects:

2