Summary report of votes agm prysmian spa 16 april 2026

PRYSMIAN S.P.A.

ORDINARY SESSION

1. Approval of the financial statements of Prysmian S.p.A. as of 31 December 2025, accompanied by the Reports of the Board of Directors, of the Board of Statutory Auditors and of the Independent Auditor. Presentation of the Annual Integrated Report which includes the consolidated financial statements as of 31 December 2025 and the sustainability report.

   Shares represented at Shareholders' Meeting	200,460,971 (67.631% of the share capital)
   Voting Shares	200,460,971 (67.631% of the share capital)
   In favor	199,084,834
   Against	574,427
   Abstained	801,710

2. Allocation of net profit for the year and distribution of dividend.

   Shares represented at Shareholders' Meeting	200,460,971 (67.631% of the share capital)
   Voting Shares	200,460,971 (67.631% of the share capital)
   In favor	200,231,012
   Against	227,460
   Abstained	2,499

3. Grant of authority to the Board of Directors to buy back and dispose of treasury shares pursuant to articles 2357 and 2357-ter of the Italian Civil Code; revocation of the authorisation to buy back and dispose of treasury shares under the shareholders' resolution dated 16 April 2025; related resolutions.

   Shares represented at Shareholders' Meeting	200,460,971 (67.631% of the share capital)
   Voting Shares	200,460,971 (67.631% of the share capital)
   In favor	195,726,515
   Against	4,606,031
   Abstained	128,425

   
   
   PRYSMIAN S.p.A. - Ordinary and Extraordinary Shareholders' Meeting - 16 APRIL 2026

4. Incentive plan: resolutions under article 114-bis of Italian Legislative Decree 58/98.

   Shares represented at Shareholders' Meeting	200,460,971 (67.631% of the share capital)
   Voting Shares	200,460,971 (67.631% of the share capital)
   In favor	197,860,005
   Against	2,597,007
   Abstained	3,959

5. Proposal of the Board of Statutory Auditors for the integration of the fees of the company EY S.p.A. for the statutory audit of the accounts relating to the financial year ended 31 December 2024.

   Shares represented at Shareholders' Meeting	200,460,971 (67.631% of the share capital)
   Voting Shares	200,460,971 (67.631% of the share capital)
   In favor	199,701.040
   Against	757,382
   Abstained	2,549

6. Proposal of the Board of Statutory Auditors for the integration of the fees of the company PricewaterhouseCoopers S.p.A. for the statutory audit of the accounts relating to the financial years 2025-2033.

   Shares represented at Shareholders' Meeting	200,460,971 (67.631% of the share capital)
   Voting Shares	200,460,971 (67.631% of the share capital)
   In favor	199,182,883
   Against	1,266,489
   Abstained	11,599

7. Approval of the Report on the remuneration policy of Prysmian Group.

   Shares represented at Shareholders' Meeting	200,460,971 (67.631% of the share capital)
   Voting Shares	200,460,971 (67.631% of the share capital)
   In favor	193,054,416
   Against	7,278,489
   Abstained	127,546
   Non voting	520

   
   
   PRYSMIAN S.p.A. - Ordinary and Extraordinary Shareholders' Meeting - 16 APRIL 2026

8. Advisory vote on the compensation paid in 2025.

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EXTRAORDINARY SESSION

1. Revocation of the Shareholders' Meeting resolution of 12 April 2022 relating to the share capital increase for a maximum nominal amount of Euro 300,000.00 with the issue of no more than no. 3,000,000 ordinary shares, executed for Euro 157,957.90 with the issue of no. 1,579,579 ordinary shares, to be assigned free of charge to employees of Prysmian S.p.A. and of companies of the Prysmian Group, beneficiaries of the share grant plan approved by the ordinary Shareholders' Meeting of 12 April 2022. Simultaneous proposal for a free share capital increase, to be executed in one or more tranches by the final deadline of 31 December 2026 and to be reserved for employees of the Prysmian Group in execution of the aforementioned share grant plan already approved by the ordinary Shareholders' Meeting of 12 April 2022, for a maximum nominal amount of Euro 25,000.00, by means of assignment pursuant to art. 2349 of the Italian Civil Code, of a corresponding amount withdrawn from the "Reserve for share issuance pursuant to Article 2349 of the Civil Code", with the issue of no more than no. 250,000 ordinary shares through the allocation to capital of Euro 0.10 for each share issued. Contextual amendment of Article 6 of the Articles of Association. Related resolutions.

   Shares represented at Shareholders' Meeting	200,460,971 (67.631% of the share capital)
   Voting Shares	200,460,971 (67.631% of the share capital)
   In favor	199,260,715
   Against	1,196,064
   Abstained	4,192

2. Revocation of the Shareholders' Meeting resolution of 19 April 2023 relating to the share capital increase for a maximum nominal amount of Euro 950,000.00 with the issue of no more than no. 9,500,000 ordinary shares, not yet executed, to be assigned free of charge to employees of Prysmian S.p.A., executive Directors included, and of Prysmian Group's companies, beneficiaries of the share incentive plan approved by the ordinary Shareholders' Meeting of 19 April 2023. Simultaneous proposal for a free share capital increase, to be executed in one or more tranches by the final deadline of 31 December 2026 and to be reserved for employees of Prysmian S.p.A., executive Directors included, and of Prysmian Group's companies, in execution of the aforementioned share incentive plan already approved by the ordinary Shareholders' Meeting of 19 April 2023, for a

   
   
   PRYSMIAN S.p.A. - Ordinary and Extraordinary Shareholders' Meeting - 16 APRIL 2026

   maximum nominal amount of Euro 600,000.00 by means of assignment pursuant to art. 2349 of the Italian Civil Code, of a corresponding amount withdrawn from the "Reserve for share issuance pursuant to Article 2349 of the Civil Code", with the issue of no more than no. 6,000,000 ordinary shares through the allocation to capital of Euro 0.10 for each share issued. Contextual amendment of Article 6 of the Articles of Association. Related resolutions.

   Shares represented at Shareholders' Meeting	200,460,971 (67.631% of the share capital)
   Voting Shares	200,460,971 (67.631% of the share capital)
   In favor	199,258,265
   Against	1,198,064
   Abstained	4,642

3. Proposal for a free share capital increase pursuant to art. 2349 of the Italian Civil Code, to be executed in one or more tranches by the final deadline of 31 December 2029 and to be reserved for employees of Prysmian S.p.A., executive Directors included, and of the Prysmian Group's companies in execution of the incentive plan referred to in point 4 of the Ordinary session of the Shareholders' Meeting, through the issue of a maximum of 4,000,000 ordinary shares and up to a maximum amount of Euro 400,000, through the allocation to capital of Euro 0.10 for each share issued, taken from the "Reserve for share issuance pursuant to Article 2349 of the Civil Code". Amendment of Article 6 of the Articles of Association. Related resolutions.

   Shares represented at Shareholders' Meeting	200,460,971 (67.631% of the share capital)
   Voting Shares	200,457,079 (67.630% of the share capital)
   In favor	197,636,327
   Against	2,816,060
   Abstained	4,692

4. Proposal to grant the Board of Directors the power, pursuant to Article 2443 of the Italian Civil Code, to increase the share capital against payment in one or more tranches, within the limits of 10% of the share capital and therefore through the issuance of a maximum of 29,640,380 ordinary shares, excluding the pre-emptive right pursuant to Article 2441, fourth paragraph, second sentence, of the Italian Civil Code, to be exercised within 24 months of the Shareholders' Meeting authorization. Amendment to Article 6 of the Articles of Association. Related and consequent resolutions.

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