Safilo S p A : 2025 Report on Corporate Governance and Ownership Structure

About this update from Safilo Group S.p.a.

SAFILO GROUP S.p.A. 2025 REPORT ON CORPORATE GOVERNANCE and OWNERSHIP STRUCTURE pursuant to Article 123-bis of the Consolidated Finance Act (Italian Legislative Decree No. 58 of 24 February 1998) (Traditional management and control model) Approved by the Board of Directors on March 12, 2026 This English document can be found on the Company's Website at the following address: https://www.safilogroup.com/en/ ‌INDEX INDEX 2 GLOSSARY 5 ISSUER'S PROFILE 7 INFORMATION ABOUT OWNERSHIP STRUCTURE (PURSUANT TO ARTICLE 123-BIS, PARAGRAPH 1, CFA) AS AT 31/12/2025 8 Structure of share capital (ex Article 123-bis, paragraph 1, letter a), CFA) 8 Restrictions on transfer of securities (ex Article 123-bis, paragraph 1, letter b), CFA) 8 Significant shareholdings (ex Article 123-bis, paragraph 1, letter c), CFA) 8 Securities carrying special rights (ex Article 123-bis, paragraph 1, letter d), CFA) 9 Employee equity participation: mechanism for exercising voting rights (ex Article 123-bis, paragraph 1, letter e), CFA) 9 Restrictions on voting rights (ex Article 123-bis, paragraph 1, letter f), CFA) 9 The Articles of Association do not establish any restrictions on voting rights 9 Shareholders' agreements (ex Article 123-bis, paragraph 1, letter g), CFA) 9 Change-of-control clauses (ex Article 123-bis, paragraph 1, letter h), CFA) and provisions of the Articles of Associations related to public tender offer (OPA) (ex Article 104, paragraph 1-ter, and Article 104-bis, paragraph 1, CFA) 9 Delegation of power to increase share capital and authorisations to purchase the Company's own shares (ex Article 123-bis, paragraph 1, letter m), CFA) 9 l) Direction and coordination activities (ex Article 2497 and ff., ICC) 10 COMPLIANCE (EX ARTICLE 123-BIS, PARAGRAPH 2, LETTER A), CFA) 11 BOARD OF DIRECTORS 11 ROLE OF THE BOARD OF DIRECTORS 11 APPOINTMENT AND SUBSTITUTION (ex Article 123-bis, paragraph 1, letter l), first part, CFA) 13 MEMBERSHIP (ex Article 123-bis, paragraph 2, letters d) and d)-bis, CFA) 16 Diversity criteria and policy for the composition of the Board of Directors and for the entire organisation 17 Maximum number of offices held in other companies 18 FUNCTIONING OF THE BOARD OF DIRECTORS (ex Article 123-bis, paragraph 2, letter d), CFA) 18 BODIES HOLDING DELEGATED POWERS 21 Chief Executive Officer 21 Chairman of the Board of Directors 21 Reports to the Board from deleg...

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