PIRELLI: NOTICE OF CHANGE IN SHARE CAPITAL
Milan, 22 December 2025 – In compliance with article 85-bis to the Regolamento Emittenti (Issuers Regulation), approved by Consob with resolution 11971/99 (“RE”), Pirelli & C. S.p.A. (“Pirelli” or the “Company”) communicates the new composition of its share capital, fully subscribed and paid up, following the right of conversion exercised - between 9 December 2025 and 17 December 2025 – by the holders of the senior unsecured guaranteed equity - linked zero coupon bond named “EUR 500 million Senior Unsecured Guaranteed Equity-linked Bonds due 2025”, admitted to trading on the “Vienna MTF” of the Vienna Stock Exchange (the “Bond”).
Following the requests for conversion of the Bond for a nominal value of Euro 496,500,000, the Company issued n. 84,881,933 ordinary shares based on the resolution of capital increase of the Extraordinary Shareholders' Meeting of 24 March 2021, serving the Bond, whose convertibility was approved on that occasion.
The Company, today, also has redeemed, at their nominal value, the residual bonds for which conversion had not been requested, in an amount equal to Euro 3,500,000.
The following table shows the current composition of the share capital, highlighting the previous one:
Current share capital | Previous share capital | Change | |||||||
Euro | no. of shares | Unit Value | Euro | no. of shares | Unit Value | Euro | no. of shares | Unit Value | |
Total of which: | 2,065,650,608.36 | 1,084,881,933 | No par value | 1,904,374,935.66 | 1,000,000,000 | No par value | 161,275,672.70 | 84,881,933 | No par value |
Ordinary shares ISIN: XS2276552598 | 2,065,650,608.36 | 1,084,881,933 | No par value | 1,904,374,935.66 | 1,000,000,000 | No par value | 161,275,672.70 | 84,881,933 | No par value |
The certificate of the new share capital amount, pursuant to article 2444 c.c., has been filed for registration with the Companies’ Register of Milano, Monza-Brianza, Lodi today, along with the Pirelli’s bylaws, updated with the new amount of share capital, that will be made available to the public at the Company’s registered office in Milan, Viale Piero e Alberto Pirelli n. 25, on the authorized storage mechanism eMarket Storage (www.emarketstorage.com) as well as published on the Company’s website www.pirelli.com in accordance with the terms of applicable regulations.