ESOP Plan 2023-2026

The Employee Share Ownership and Coinvestment Plan 2023-26 (“ESOP 2023-26”) for Mediobanca Group Staf is intended to attract and retain highly qualified professional and ethical staff members, who are suited to the complexity, increasing internationalization and specialization of its businesses, based on a rationale of prudent management and sustainability of costs and results over time.

<

The ESOP 2023-26 enables:

  • Group staff to take part in a share ownership and/or coinvestment scheme that allows them, on a voluntary basis, to issue instructions to acquire Mediobanca shares on the market, to be received on favourable terms (“discount”);
  • Broader participation by the corporate population in the creation of sustainable value for the Group, with provision made for premium to be paid (or “matched”) when certain conditions are met (e.g. shares bought must be held for three years, the recipient must still be employed by Mediobanca at the end of the vesting period, and certain KPIs included in the new 2023-26 Strategic Plan must be met), with a specific share issue to be made for use in connection with the scheme.

The advantages of this scheme include:

  • Investment in the Group’s people, to guarantee they participate directly in achieving the company’s objectives and creating sustainable value;
  • A sense of involvement and belonging to be stimulated among Group staff;
  • A culture of ownership being embedded at all levels;
  • The remuneration strategy being expanded with the adoption of innovative instruments;
  • An enhanced sense of financial awareness, risk management culture and entrepreneurial spirit being developed in the Group’s staff;
  • The remuneration of Group staff being correlated to the achievement of positive results over time, having regard to performances delivered, consistent with an overall approach based on sustainable pay mechanisms;
  • Alignment with Italian and international best practices.

The ESOP 2023-26 will be an important motivational tool for the long term, in line with market practice, and in accordance with the limits and other terms and conditions set by the regulations in force.