INTESA SANPAOLO: 2022-2025 PERFORMANCE SHARE PLAN LONG-TERM INCENTIVE PLAN

Turin - Milan, 14 April 2026 – At its meeting today, the Board of Directors of Intesa Sanpaolo partially exercised the powers granted at the Extraordinary Shareholders’ Meeting of 29 April 2022 to carry out the capital increase without payment to serve the 2022-2025 Performance Share Plan Long-term Incentive Plan, based on financial instruments and reserved for Group Management, approved at the Ordinary Shareholders’ Meeting of 29 April 2022.

The Board of Directors decided to implement the first tranche of the capital increase without payment to serve the 2022-2025 Performance Share Plan Long-term Incentive Plan. Specifically, the Board of Directors resolved to increase the share capital without payment, by 30 June 2026, for a maximum amount of 45,000,000 euro through the issue of a maximum number of 75,000,000 Intesa Sanpaolo ordinary shares. These shares – having the same features as the shares outstanding at the time of the issue and regular entitlement – will be assigned, pursuant to Article 2349, paragraph 1, of the Italian Civil Code, to the recipients of the 2022-2025 Performance Share Plan Long-term Incentive Plan, at the conditions and according to the terms and ways set forth in the Plan itself, with the allocation to share capital of 0.60 euro for each share to be assigned, by using the corresponding maximum amount from profits included in the Extraordinary Reserve.

The updated share capital will be communicated following the actual issue of the shares to serve the Plan.

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