On a general basis and for all the members of the Board of Directors, the General Meeting of shareholders held on 8 May 2023 determined the compensation payable to members of the Board of Directors in office in the period 2023-2025, as defined by art. 2389, paragraph 1 of the Italian Civil Code.

In particular, the remuneration of other Directors consists of a fixed component, by way of compensation, determined by the Shareholders’ Meeting and applicable for the full term of office. As indicated above, the General Meeting of shareholders held on 8 May 2023, with regard to the term of office 2023-2025, determined the remuneration payable pursuant to art. 2389, paragraph 1 of the Italian Civil Code.

The Board of Directors, upon the proposal of the Remuneration Committee and having heard the opinion of the Board of Statutory Auditors, in its meeting of 28 June 2023, determined the additional compensation for the Directors who have been appointed as members of the Board Committees, according to the office assigned. These compensations are defined in continuity with the previous term of office.

The Statutory Auditors’ remuneration is in no way linked to the performance of Poste Italiane. The fees paid to Statutory Auditors consist solely of a fixed component, determined on the basis of the commitment required in order to carry out their duties.

The Annual General Meeting to be held on 30 May 2025 (pursuant to art. 2402 of the Italian Civil Code), when re-electing the Board of Statutory Auditors following termination of the term of office, will proceed to set the fees payable to the Chairperson and each standing Auditor for each year in office.

As a general rule, the Company identifies as Key Management Personnel the heads of the functions reporting directly to the Chief Executive Officer and to the General Manager of Poste Italiane S.p.A., who have the power and responsibility for the planning, management and control the Company's activities, in addition to the Head of Internal Control and the Manager responsible for financial reporting.

The gross annual fixed pay for KMP is aligned with the role held, the scope of the responsibilities assigned, the experience and skills required for each position, the degree of excellence demonstrated and the overall quality of the individual’s contribution to the Company’s performance, also taking into account specific market benchmarks. Please recall that for KMP subject to specific supervisory regulations on remuneration, remuneration policies apply that are in line with the related statutory requirements and the provisions of the Group's Corporate Governance processes.

It is confirmed that, in continuity with 2024, also for KMP not subject to specific supervisory regulations on remuneration, in order to ensure a focus on the medium term as well, the MBO system is structured on the basis of the payment in monetary form of 70% of the bonus accrued at the end of the performance period and the remaining 30% deferred for one year. For KMP subject to specific supervisory regulations on remuneration, bonus payments are deferred over 3-5 years partly in monetary form and partly in financial instruments.

The “2025-2027 Performance Share LTIP” for KMP involves the granting of rights to receive Poste Italiane’s ordinary Shares at the end of a three-year performance period. The maximum number of shares reflects the complexity and responsibilities involved in the beneficiary’s role and their strategic importance. Furthermore, the KMP receive the Share Ownership Guidelines.

The LTIP and MBO plans have characteristics consistent with those of the CEO and the GM aligned with the scope of responsibility and structured consistent with the guidelines of the Strategic Plan.

ILLUSTRATION OF MEDIAN KMP PAY MIX AT TARGET