Translation for information purposes only.

AMPLIFON S.P.A.

ORDINARY SHAREHOLDERS' MEETING

21 APRIL 2023

The ordinary shareholders' meeting of Amplifon S.p.A. is opened on this 21st May of April 2023 at 3:00 pm.

The Ordinary Meeting is chaired, under art. 11 of the Company's Articles of Association, by Ms. Susan Carol Holland, Chairman of the Board of Directors, who - first of all - thanks the Company's staff who intervened at its headquarters to make this Shareholders' Meeting of Amplifon S.p.A. possible which, as specified also into the notice of call, it will take place without physical participation by the shareholders.

She points out in the first place that the Shareholders' Meeting of Amplifon S.p.A. was called in this place and at this time, to be held behind closed doors, by a notice, an abstract of which was published on the daily newspaper "Il Sole 24 Ore" on 22 March 2023, while the complete text was published on the Company's website on the same date, and pursuant to the provisions of the Law no. 14 of 24 February 2023, converting, with amendments, Decree Law 198/2022.

She communicates that, pursuant to the above-mentioned Law, the Company has decided to exercise the right to set that the participation of the shareholders in the Shareholders' Meeting takes place through the Designated Representative, appointed in accordance to art. 135-undecies TUF, which has provided for the collection of all voting proxies received by the Shareholders, in compliance with the legal timeframe as defined in the notice of call.

The Designated Representative of Amplifon S.p.A. is the company Aholding S.r.l., in the person of Mrs. Monica Rossetton, who has proceeded to verify the regularity of the proxies received and the related certifications attesting the ownership of the shares, in accordance with the current regulatory provisions, documents declared as acquired in the Company's records.

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Translation for information purposes only.

She asked the Designated Representative to communicate the number of proxies she has been provided with, as well as the related number of ordinary shares and the relevant percentage of the share capital.

The Designated Representative communicates that no. 1705 shareholders participate to the Meeting representing (in person or by proxy) no. 194.403.753 ordinary shares (equal to 85,872% of the share capital) and that the shares with increased voting rights are equal to no. 95,720,713.

The Chairman thanks the Designated Representative, acknowledges and declares that the Shareholders' Meeting is duly constituted and, therefore, can validly deliberate in ordinary session.

She informs that the undersigned and the Chief Executive Officer, Mr. Enrico Vita, are physically present at the Company's registered office. She also invites the lawyer Mr. Luigi Colombo - who is also physically present at the Company's registered office - to act as a secretary and to draw up the minutes of this Shareholders' Meeting and to provide assistance for the execution of the Meeting itself.

She reminds the attendees that the Meeting has been called to discuss and resolve on the following:

Agenda

1. Approval of the Financial Statements as at 31 December 2022:

1.1 Approval of the Financial Statements as at 31 December 2022; reports prepared by the Board of Directors, the Board of Statutory Auditors and the Independent Auditors. Consolidated Financial Statements as at 31 December 2022 and Report on Operations in accordance with Commission Delegated Regulation (EU) 2018/815 and subsequent amendment. Consolidated Non-Financial Statement as at 31 December 2022.

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Translation for information purposes only.

    1. Allocation of the earnings for the year.
  2. Directors' remuneration for FY 2023.
  3. Stock grant plan in favour of the employees and self-employees of the Company and its subsidiaries for 2023-2028 ("Stock Grant Plan 2023-

2028").

  1. Remuneration Report 2023 pursuant to art. 123-ter Legislative Decree 58/98 ("TUF") and art. 84-quater Issuers' Regulations:
    1. Binding resolution on the first section pursuant to art. 123-ter, par. 3- bis and 3-ter of the TUF.
    2. Non-bindingresolution on the second section pursuant to art. 123-ter, par. 6 of the TUF.
  3. Proposed amendment to the Co-investment Plan ("Sustainable Value Sharing Plan 2022-2027"): resolutions pursuant to Article 114-bis of

Legislative Decree 58/1998 ("TUF") and Article 84-bis of the Issuers'

Regulations.

  1. Approval of a plan for the purchase and disposal of treasury shares pursuant to articles 2357 and 2357-ter of the Italian Civil Code, following revocation of the current plan. Related and consequent resolutions.

She informs that an audio system is in place for recording the meeting at work, for the only purpose of making the drafting of the minutes easier.

She informs the attendees, under the legislation on protection of personal data, that Amplifon S.p.A. is the Data Controller and that the personal data (first name, surname and possibly other information such as birthplace, address and professional qualifications) of the Meeting's attendees have been and will be collected in the forms and within the limits set forth in by the applicable laws. The data will be recorded in the Meeting minutes after being processed manually and/or electronically and they may be disclosed and disseminated even abroad, including out of the European Union, in the forms and within the limits set forth in by the applicable laws.

She points out that all information requirements under art. 125-bis of the TUF have been met.

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Translation for information purposes only.

She acknowledges that the Directors' Reports on the items of the agenda have been made available to the public at the Company's registered office, on the Company's website and in the other manners indicated in the regulation adopted by CONSOB under resolution no. 11971 of 14 May 1999 (as subsequently amended) (the "Issuers Regulation"), within the deadline for the publication of the notice of call, as required by art. 125-ter of the TUF.

She points out that the Company has not received any request of integration of the agenda under art. 126-bis of the TUF.

She also clarifies that no questions were received before the Meeting pursuant to art. 127-ter of TUF.

As regards any shareholders' agreements currently existing under art. 122 TUF, the Company does not know any agreement in force as of today's date. She reads the list of names of the persons whose shareholding, either held directly or indirectly, is significant in the meaning of art. 120 of TUF, as recorded in the register of shareholders, supplemented by the notices received under art. 120 of TUF and by other information available. The relevant percentage refers to the share capital as at the date on which the Company received the notice:

n. shares

% of the

share

% of the voting

capital

capital

Ampliter S.r.l.

95.604.369

42,23%

59,27%

She reminds the attendees that art. 13 of the Company's Articles of Association, in line with the provisions of art. 127-quinquies TUF, gives two votes to each share belonging to the same party for an ongoing period of at least twenty-four months, starting from the date of registration in the list referred to in the same article.

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Translation for information purposes only.

The total amount of the voting rights that can benefit from this provision has been made public within the dates indicated in art. 85-bis of the Issuers' Regulation.

The Chairman declares that the subscribed and paid-in share capital as at today's date amounts to Euro 4,527,772.40 divided into no. 226,388,620 ordinary shares of a nominal value of Euro 0.02 each.

She specifies that, based on the data available to the Company as at today's

date, the Company directly owns no. 1.800.850 treasury shares, as communicated by the Designated Representative, corresponding to 0.795% of the share capital.

On the date of the Meeting, the total of the ordinary shares with increased voting rights are equal to no. 96, 228,033.

She points out that the following members of the Board of Directors participate via teleconference connection:

  • Maurizio Costa
  • Veronica Diquattro
  • Laura Donnini
  • Lorenza Morandini
  • Lorenzo Pozza

The following Directors are justified absents:

  • Giovanni Tamburi
  • Maria Patrizia Grieco

All the members of the Board of Statutory Auditors participate via teleconference connection:

  • Raffaella Pagani
  • Patrizia Arienti

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Amplifon S.p.A. published this content on 19 May 2023 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 19 May 2023 13:01:07 UTC.