COFLE SPA

Shareholders of Cofle S.p.A.

Cofle S.p.A. is admitted to trading on Euronext Growth Milan, a multilateral trading facility operated by Borsa Italiana and not an EU regulated market. Euronext Growth issuers disclose holdings above a 5% threshold and fall outside the major-holdings notification regime of Article 120 of the Italian Consolidated Financial Act, so the ownership record available for this issuer is lighter than for a Euronext Milan company and sub-5% holders need not be notified. The figures below are those published by the company itself in its half-year financial report, stated by ISIN as at 28 April 2025.

Valfin S.r.l. — 4,827,056 ordinary shares, 78.41% of share capital. Smart Agri S.r.l. — 239,265 shares, 3.89%. Market line (free float) — 1,089,675 shares, 17.70%. Total 6,155,996 shares, EUR 615,599.60 of capital.

The treasury position. The 17.70% market line includes the company’s own shares. Cofle S.p.A. held 102,284 own shares, 1.66% of capital, at 30 June 2025. The negative reserve for treasury shares in portfolio, EUR 581,593, was unchanged across the whole of the 2025 financial year and the FY2025 consolidated cash flow statement records nil purchases and nil sales of own shares in the period, so the same 102,284 shares were still held at 31 December 2025. Genuine free float is therefore 987,391 shares, 16.04% of capital.

Capital percentage against voting percentage. Treasury shares are real but they are not ownership. Under Article 2357-ter of the Italian Civil Code the voting rights attaching to own shares are suspended for as long as the company holds them, and they carry no dividend. Votes are therefore exercisable over 6,155,996 − 102,284 = 6,053,712 shares. On that base Valfin S.r.l. holds 4,827,056 / 6,053,712 = 79.74% of the voting rights, Smart Agri S.r.l. 239,265 / 6,053,712 = 3.95%, and the free float 987,391 / 6,053,712 = 16.31%. Valfin’s effective control is materially stronger than its 78.41% capital stake implies, and it holds an absolute majority on either measure.

Record defect. The source record listed COFLE S.P.A. itself as a 17.70% shareholder of itself, holding 1,089,611 shares. That row is the “Mercato” (market / free float) line of the company’s own shareholding table, mislabelled with the issuer’s name. It is not a holding by the company and it is not the treasury position, which is 102,284 shares or 1.66%. The record’s share counts also differ slightly from the published figures: 4,826,916 against 4,827,056 for Valfin, and 239,468 against 239,265 for Smart Agri.

Ultimate beneficial ownership

Valfin S.r.l. holds a majority of both capital and votes and is therefore the controlling shareholder within the meaning of Article 2359(1)(1) of the Civil Code. The company describes Valfin as its reference shareholder and as the holding company of the Barbieri family. On 25 May 2026 Valfin gave the board a binding and irrevocable commitment to pay EUR 1,000,000 towards a future capital increase by 30 June 2026.

Above Valfin, the half-year financial report states, under Article 2427(22-quinquies) of the Civil Code, that the group is consolidated by Finan.co S.r.l., registered office in Vimercate (Monza e Brianza). Cofle S.p.A. separately states, under Article 2497-bis, that it is not subject to direction and coordination by any party, so control is exercised through shareholding rather than through a declared direction and coordination relationship.

Beneficial ownership therefore runs to the Barbieri family through Valfin S.r.l. and, above it, Finan.co S.r.l. Walter Barbieri is Chairman and Chief Executive Officer and Alessandra Barbieri is Vice-Chair and delegated director; at the 2021 admission the Chairman publicly described the listing as continuing a path begun by his father. The individual quotaholders of Valfin S.r.l. and Finan.co S.r.l., and their respective percentages, are not published in any free official source. Nationality: Not disclosed in the sources used.

Data availability

The Registro Imprese held by InfoCamere is the authoritative source for the quotaholders of an Italian S.r.l., but its extracts are fee-based and no free extract was obtained for Valfin S.r.l. or Finan.co S.r.l.; the chain above the issuer is therefore stated only as far as the company’s own filings support it. Italy’s beneficial ownership register (registro dei titolari effettivi) has been suspended following administrative-court litigation and is not reliably publicly accessible, so the absence of a public entry says nothing about whether a beneficial owner exists. All shareholding figures above are taken from the company’s published financial reports and investor-relations disclosures: capital percentages as at 28 April 2025, the treasury position as at 31 December 2025.

Directors and officers of Cofle S.p.A.

An Italian società per azioni is administered by a consiglio di amministrazione (board of directors) and supervised, separately, by a collegio sindacale (board of statutory auditors). The collegio sindacale has no equivalent in common-law jurisdictions: it is a standing internal body elected by the shareholders that monitors compliance with the law and the articles of association and the adequacy of the organisational, administrative and accounting arrangements. It is distinct from the external audit firm, which carries out the statutory audit of the accounts.

Consiglio di amministrazione. Appointed by shareholder resolution dated 29 April 2024 for three financial years, in office until the meeting approving the financial statements for the year ending 31 December 2026. Five members: Walter Barbieri, Chairman and Chief Executive Officer; Alessandra Barbieri, Vice-Chair and delegated director (consigliere delegato); Andrea Costantini, director; Marco Facchin Assi, director; Enrico Mambelli, independent director.

Collegio sindacale. Appointed by shareholder resolution dated 29 April 2024, in office until approval of the financial statements for the year ending 31 December 2026. Giuseppe Rota, chair of the collegio sindacale; Arturo Carcassola and Ugo Palumbo, standing auditors (sindaci effettivi); Nicola Alessandro Coletto and Silvia Bolognini, alternate auditors (sindaci supplenti).

Executive and other functions, held separately from board office. Walter Barbieri holds the executive mandate as Chief Executive Officer. Claudio Viscardi is Group Chief Financial Officer and is not a director. Alessandra Barbieri performs the investor-relations function in addition to her board office, and is the named filing contact for the company’s regulated announcements. The statutory audit is performed by BDO Italia S.p.A., appointed on 29 April 2025 until approval of the 31 December 2027 financial statements. Banca Profilo S.p.A. acts as Euronext Growth Advisor. Neither firm is an officer of the company.

Record defect. The source record held exactly one officer row for a listed issuer — “Alessandra Barbieri | Md, Head Of Group Communications, IR Manager & Director” — concatenating four different functions into a single job title, and omitted the other four directors and the entire collegio sindacale. Her corporate office is director, serving as Vice-Chair with delegated powers; the managing, communications and investor-relations duties are management functions and are not offices recorded in the companies register.

Recent officer changes

• 29 April 2024 — consiglio di amministrazione and collegio sindacale appointed for a three-year term running to approval of the 2026 financial statements.
• 28 February 2025 — the company announced the appointment of Claudio Viscardi as Group Chief Financial Officer.
• 29 April 2025 — BDO Italia S.p.A. appointed as independent auditor until approval of the financial statements for the year ending 31 December 2027.

Data availability

Directors and statutory auditors were taken from the company’s own corporate governance disclosures and from the organi sociali statement in its half-year financial report, which gives the date of the appointing resolution and the expiry of each mandate. The Registro Imprese records the same offices and is authoritative, but its extracts are fee-based and no free extract was obtained. Nationality is not recorded in the sources used and is therefore Not disclosed. No natural person’s codice fiscale or date of birth is published here. One stored field is wrong and was not altered: gd_legal_form records “Private limited company (Ltd.)”, whereas the company is a società per azioni, a joint-stock company with a board and a collegio sindacale, and is a listed issuer.

Group structure of Cofle S.p.A.

Cofle S.p.A. is both a controlled company and the parent of a consolidated group. The chain above it is stated in its own filings; the entities below it are those included in the consolidation area of the consolidated financial statements, with percentages of share capital held as reported at 30 June 2025.

The consolidation area comprises six fully consolidated subsidiaries — two in Türkiye and one each in Brazil, India, France and China — together with two equity-accounted associates. The source record showed no subsidiaries at all for this company.

Identifier defects. The stored registration number MI1145178 is the company’s REA number at the Milano Monza Brianza Lodi chamber of commerce. A REA number is a local administrative index, not a company identifier, and it does not resolve on its own. The identifier that resolves in the Registro Imprese is the codice fiscale and partita IVA 05086630158 (IT05086630158 in VAT format), which is also the company’s Registro Imprese registration number. The stored gd_source_name is empty and the stored incorporation date of 1983-01-01 carries a placeholder day and month; the company’s own reports date its constitution to 1964, and the discrepancy cannot be resolved without a Registro Imprese extract. No gd_ field was modified.

Data availability

Subsidiary percentages, registered seats and the consolidation area are taken from the consolidated half-year financial report at 30 June 2025 and are group figures. The Italian fiscal codes shown for Finan.co S.r.l., Valfin S.r.l. and Valdiporto S.r.l. are those held in the source record; they were not verified against a Registro Imprese extract, which is fee-based. Foreign subsidiaries’ local registration numbers are not published in the company’s reports and no free official source was used for them. Figures for the subsidiaries and for the other Italian S.r.l. entities in the chain belong to those separate legal persons and are not attributed to Cofle S.p.A. except where expressly labelled consolidated.