Press Release
SHAREHOLDERS’ MEETING OF BANCA MONTE DEI PASCHI DI SIENA:
APPROVED THE AMENDMENTS TO THE BY-LAWS
Siena, 4 February 2026 - The Extraordinary Shareholders’ Meeting of Banca Monte dei Paschi di Siena S.p.A. (hereinafter the “Bank”) was held today in Siena under the chairpersonship of Nicola Maione, with a participation, through the Designated Representative, equal to 68.01% of the share capital.
The Extraordinary Shareholders’ Meeting approved the amendments to the By-Laws submitted under the sole item on the agenda, concerning:
- the introduction of the power of the Ordinary Shareholders’ Meeting to increase the 1:1 ratio between the variable and fixed components of remuneration (Articles 13, paragraph 3, letter e), and 14, paragraph 5), with the favourable vote of 99.48% of the represented capital;
- the introduction of the right of the outgoing Board of Directors to submit its own list of candidates for the renewal of the Board (Article 15, paragraphs 2, 3, 5, 6, and 7, and related amendment to Article 17, paragraph 4), with the favourable vote of 99.92% of the represented capital;
- the procedure for the replacement of directors during their terms of office by co-optation (article 15, paragraph 10), with the favourable vote of 99.92% of the represented capital;
- the elimination of limits on the number of terms for re-election of directors (Article 15, paragraph 1, and repeal of Article 20, paragraph 3), with the favourable vote of 99.89% of the represented capital;
- the introduction of the power of the Board of Directors to appoint the Chairperson and one or two Deputy Chairpersons (one of whom shall have authority to act in the Chairperson’s stead), if the Shareholders’ Meeting has not done so (Articles 17, paragraph 2, letter j), 18, paragraph 2, and 21, paragraphs 2 and 3), with the favourable vote of 99.92% of the represented capital;
- provisions relating to the event that only one list is submitted for the appointment of the Board of Statutory Auditors (Article 25, paragraph 8), with the favourable vote of 99.93% of the represented capital;
- the reduction to the statutory minimum of the percentage of profits to be allocated to the legal reserve and the elimination of the statutory reserve (Article 31, paragraph 1, letters a) and b), with the favourable vote of 99.92% of the represented capital.
As of today, the European Central Bank has not yet issued the authorisation for the aforementioned amendments to the By-Laws. Their effectiveness is therefore subject to the issuance of such authorisation.
