Tecma Solutions SpaMIL: TCM

Shareholders' meeting approves financial statement as of 31 december 2025 and appoints the new board of directors and board of statutory auditors

· Issued by Tecma Solutions Spa

PRESS RELEASE

THE SHAREHOLDERS' MEETING OF TECMA SOLUTIONS S.p.A. APPROVES THE FINANCIAL STATEMENTS AS AT DECEMBER 31, 2025 The Shareholders' Meeting, in ordinary session:
  • approved the financial statements as of December 31, 2025 and resolved on the allocation of the result for the year;
  • appointed the new Board of Directors;
  • appointed the new Board of Statutory Auditors. The newly appointed Board of Directors:
  • approved the quantitative and qualitative criteria for assessing independence requirements and verified that the independent director meets such requirements;
  • appointed the Chief Executive Officer.
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Milan, 16 April 2026 - The Shareholders' Meeting of TECMA Solutions S.p.A. (hereinafter, "TECMA" or the "Company"), a Tech Company specialized in Digital Transformation for the Real Estate sector and listed on Euronext Growth Milan [EGM: TCM], in ordinary session, unanimously approved the financial statements as of December 31, 2025.

In this regard, reference is also made to the press release issued on March 16, 2026 following the Board of Directors' resolution approving the draft financial statements, which reported the main results of TECMA for the financial year ended December 31, 2025.

During the meeting, the consolidated financial statements of the Group as of December 31, 2025 were also presented. It should be noted that, for the purpose of preparing the consolidated financial statements, the consolidation scope includes, in addition to TECMA, its subsidiaries TECMA Middle-East FZ-LLC, TECMA US Inc, and TECMA Store Srl.

Both documents, the financial statements as of December 31, 2025 and the consolidated financial statements as of December 31, 2025, together with the documentation required by current regulations, are available to the public at the Company's registered office and published on the website https://www.tecmasolutions.com in the "Investors/Financial Documents" section.

Allocation of the result for the year

The Shareholders' Meeting also unanimously approved the proposal of the Board of Directors regarding the allocation of the result for the year. Specifically, as proposed by the Board, it was resolved to carry forward the entire loss for the year, amounting to Euro 1,005,847.

Appointment of the Board of Directors

The Shareholders' Meeting also appointed the new Board of Directors, composed of 5 members, who will remain in office until the Shareholders' Meeting called to approve the financial statements for the year ending December 31, 2028, as follows:

  1. Massimo Pratelli, Chairman of the Board of Directors;

  2. Pietro Mario Adduci;

  3. Giorgio Vago;

  4. Gianfranco Battista;

  5. Alessia Bezzecchi, Independent Director.

All directors were appointed from the single list of candidates submitted by the shareholder Pietro Mario Adduci, holder of 2,740,600 TECMA shares (equal to 31.83% of the share capital).

Director Alessia Bezzecchi declared that she meets the independence requirements pursuant to Article 148, paragraph 3, of Legislative Decree no. 58 of February 24, 1998 (TUF), as referred to in Article 147-ter, paragraph 4, of the TUF.

The relevant curricula vitae and supporting documentation are available at the Company's registered office and on the website https://www.tecmasolutions.com - "Investors/Shareholders' Meetings" section, as well as on the website of Borsa Italiana https://www.borsaitaliana.it -"Shares/Documents" section.

Appointment of the Board of Statutory Auditors

The Shareholders' Meeting also appointed the new Board of Statutory Auditors, composed of three standing auditors and two alternate auditors, who will remain in office for three financial years, i.e. until the approval of the financial statements for the year ending December 31, 2028, as follows:

  1. Eugenio D'Amico, Chairman of the Board of Statutory Auditors;

  2. Pamela Petruccioli, Standing Auditor;

  3. Corrado Colombo, Standing Auditor;

  4. Fabio Bonasegale, Alternate Auditor;

  5. Guido Raffaello Tani, Alternate Auditor.

All members of the supervisory body were appointed from the single list of candidates submitted by the shareholder Pietro Mario Adduci, holder of 2,735,000 TECMA shares (equal to 31.77% of the share capital).

The relevant curricula vitae and supporting documentation are available at the Company's registered office and on the website https://www.tecmasolutions.com - "Investors/Shareholders' Meetings" section, as well as on the website of Borsa Italiana https://www.borsaitaliana.it -"Shares/Documents" section.

The minutes of the Shareholders' Meeting will be made available to the public within the terms and

in the manner required by applicable regulations.

On the same date, the first meeting of the newly appointed Board of Directors was held, which resolved, inter alia, on: (i) the allocation of directors' compensation, as previously determined by the Shareholders' Meeting; (ii) the appointment of the Chief Executive Officer, Pietro Mario Adduci;

(iii) the assignment of certain operational powers to Executive Director Giorgio Vago, the Chairman of the Board of Directors, and the Chief Executive Officer; (iv) the approval of the quantitative and qualitative criteria for assessing independence requirements and verification of the independence of the independent director.

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The press release is available on the website www.tecmasolutions.com, section "Investors/Press Releases" and the storage system www.emarketstorage.it.

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TECMA Solutions [EGM: TCM], listed on Euronext Growth Milan since 9 November 2020, is a Tech Company specialized in Digital Transformation for the Real Estate sector. Through an innovative, fully digitized platform, the Company offers technological solutions for the enhancement of real estate projects, speeding up and simplifying sales transactions as well as rental management. TECMA enjoys a team of about 120 professionals and a track-record of over 500 projects both in Italy and abroad, having managed real estate development operations worth over 20 billion euros through its digital platforms. Thanks to the first-mover advantage and the specific know-how acquired over the years, the Company is able to anticipate market trends by knowing how to best interpret the needs of real estate investors as well as those of individual consumers, leveraging a mix of art, neuromarketing and proprietary technologies to develop and create new products aimed at the success of real estate investment.

For more information: Investor Relations TECMA Solutions S.p.A. Giorgio Vago

Investor Relator

Via Bracco 6

20159 - Milan

Tel. +39 02 66809409

ir@tecmasolutions.com

Media Relations

Twister Communications Group

Via Valparaiso, 3

20144 - Milan

Tel. +39 02 4381 14200

tecma@twistergroup.it

Euronext Growth Advisor

Alantra

Via Borgonuovo 16,

20121 - Milan

Tel. +39 02 6367 1601

ega@alantra.com

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