The Procedure for Related-Parties Transactions establishes the provisions aimed at ensuring the transparency and substantive and procedural correctness of Related-Parties Transactions carried out by Pirelli, directly or through its subsidiaries, that are of Greater Importance - namely, Transactions that exceed the thresholds set out in Annex 3 of the Consob Regulation no. 17221/2010 (“RPT Regulation”) or that, while not exceeding these thresholds, by their nature, strategic importance, entities or commitments have a significant impact on the activity of the Company or the Group, or may affect the autonomy management of the Company (so called Transactions of Strategic Importance) – or, of Lesser Importance (i.e. Transactions with Related-Parties different from the Greater Importance Transactions and the Smaller Amount Transactions).

According to RPT Regulation, as subsequently amended and modified (lastly, by Consob decision no. 21624/2020), in implementation of the “Shareholders’ rights directive II”, the Board of Directors in the meeting held on 15 June 2021, following the unanimous favorable opinion expressed by the Related-Parties Transactions Committee, approved the Procedure for Related-Parties Transactions, whose provisions are effective from 1 July 2021.

On 3 August 2023, the Board of Directors confirmed and acknowledged the Procedure for Related-Parties Transactions as lastly approved on 17 March 2022.

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Procedure for Related-Parties Transactions

Last revised: 3 Aug 2023