Amplifon S p A : Minutes of the ordinary Shareholders' Meeting held on 24 April 2024

Translation for information purposes only

AMPLIFON S.P.A.

ORDINARY SHAREHOLDERS' MEETING

24 APRIL 2024

The ordinary shareholders' meeting of Amplifon S.p.A. is opened on this 24th of April 2023 at 5:00 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 8 March 2024, while the complete text was published on the Company's website on the same date, and pursuant to the provisions of the Law no. 18/2024, converting, with amendments, Decree Law 215/2023.

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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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. 1726 shareholders participate to the Meeting representing (in person or by proxy) no. 197,400,709 ordinary shares (equal to 87.196% of the share capital) and that the shares with increased voting rights are equal to no. 95,340,713.

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 2023:

1.1 Approval of the Financial Statements as at 31 December 2023; reports prepared by the Board of Directors, the Board of Statutory Auditors and the Independent Auditors. Consolidated Financial Statements as at 31 December 2023 and Report on Operations in accordance with Commission Delegated Regulation (EU) 2019/815 and subsequent amendment. Consolidated Non-Financial Statement as at 31 December 2023.

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1. 1. Allocation of the earnings for the year.
2. Directors' remuneration for FY 2024.
3. Appointment of the members and determination of the remuneration of the Board of Statutory Auditors for the years 2024/2026:
4. 1. Appointment of the Effective and Alternate Auditors.
   2. Determination of the remuneration.
5. Remuneration Report 2024 pursuant to art. 123-ter Legislative Decree 58/98 ("TUF") and art. 84-quater Issuers' Regulations:
6. 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.
7. 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.

She acknowledges that the Directors' Reports on the items of the agenda have

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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 the questions received before the Meeting pursuant to art. 127-ter of TUF were answered through publication in the specific section of the Company's website.

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:

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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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. 226,199 treasury shares, as communicated by the Designated Representative, corresponding to 0.100% of the share capital.

On the date of the Meeting, the total of the ordinary shares with increased voting rights are equal to no. 95,748,033 .

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

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

The following Directors are justified absents:

• Laura Donnini
• Maria Patrizia Grieco
• Giovanni Tamburi

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

• Raffaella Pagani
• Patrizia Arienti

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• Dario Righetti

Finally, some representatives of the Independent Auditors firm KPMG S.p.A.

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The Chairman then moves on to deal with the first item of the agenda, which reads as follows:

Item 1. Approval of the Financial Statements as at 31 December 2023:

1. Approval of the Financial Statements as at 31 December 2023; reports prepared by the Board of Directors, the Board of Statutory Auditors and the Independent Auditors. Consolidated Financial Statements as at 31 December 2023 and Report on Operations in accordance with Commission Delegated Regulation (EU) 2019/815 and subsequent amendment. Consolidated Non-Financial Statement as at 31 December 2023.
2. Allocation of the earnings for the year.

She proposes not to read the Company's Financial Statements, the Directors' Report and, with the consent of the Chairman of the Board of Statutory Auditors, the Auditors' Report in their entirety.

She points out that the annual Financial Report for 2023, inclusive of the draft financial statements and the consolidated financial statements, the report on operations, as well as the reports of the statutory auditors and of the auditing firm, has been filed at the Company's registered office and published on the Company's website in the Investors/Financial Reports section on 20 March 2024.

She also remembers that, in accordance with Legislative Decree no. 254/2016 regarding the communication of non-financial information, the Consolidated Non-Financial Statement at 31 December 2023 was drafted and published.

The Chairman then proposes to:

1. the Directors' Report on Operations be approved;
2. the Company's Financial Statements as at 31 December 2023, showing

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year's earnings equal to Euro 90,626,876, be approved.

The Chairman asks the Designated Representative to confirm whether the data of the shares represented have remained unchanged and, after such confirmation, puts the approval of the Company's Financial Statements for the year ended as at December 31, 2023.

The Chairman asks the Designated Representative to communicate the results of the voting, and the Designated Representative replies as follows:

Favorable: 292,515,138 shares equal to 99.92%

Against: 107,550 shares equal to 0.04%

Abstained: 59,930 shares equal to 0.02%

No vote: 58,804 shares equal to 0.02%

The Chairman thanks the Designated Representative and declares that the Company's Financial Statements for 2023 have been approved by the majorities just communicated by the Designated Representative.

The Chairman now moves on to discuss the Allocation of the profit for the year.

The draft financial statements as at December 31, 2023 of Amplifon S.p.A. that is being presented to the Shareholders' Meeting shows a net profit of €90.6 million (€117.7 million as at December 31, 2022).

This result allows to submit to the shareholders the distribution of a dividend of Euro 0.29 per ordinary share.

The amount of the total dividend distributed will vary depending on the number of shares with regular dividend rights on the day the dividend is paid, net of the company's treasury shares (based on the data available to the Company equal, as of today's date, to no. 226,199 treasury shares, representing 0.100% of the share capital, as of the same date).

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As at the date of this Meeting, this countervalue amounts to a total of Euro 65,587,102.09.

The Chairman therefore proposes to:

1. allocate the earnings for the year as follows:
2. • distribute to the shareholders, as dividend, a portion of the earnings equal to Euro 0.29 per share;
   • allocate the remaining portion of the earnings as retained forward;
3. give mandate to the Board of Directors to ascertain, in due course, in relation to the final exact number of shares subject to remuneration, the amount of the distributed and retained earnings;
4. pay the dividend starting from 22 May 2024, with ex-dividend date on 20 May 2024.

The Chairman asks the Designated Representative to confirm whether the data of the shares represented have remained unchanged and, after such confirmation, puts the proposal for the destination of profit described above to the vote.

The Chairman asks the Designated Representative to communicate the results of the voting, and the Designated Representative replies as follows:

Favorable: 292,647,220 shares equal to 99.97%

Against: 0 shares equal to 0,00%

Abstained: 35,398 shares equal to 0.01%

No vote: 58,804 shares equal to 0.02%

The Chairman thanks the Designated Representative and declares that the allocation of the year's earnings has been approved by the majorities just communicated by the Designated Representative.

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The Chairman then moves on to deal with the second item of the agenda:

Item 2. Directors' remuneration for FY 2024

The Chairman points out that, enacting the rights stated in article 22 of the Articles of Association, the Shareholders' Meeting of 21 April 2023 had determined that the amount of remuneration granted to the Directors for the 2023 period was equal to Euro 1,370,000.00.

As for 2024 year, the Board of Directors proposes, also based on the recommendations of the Remuneration and Appointment Committee, to assign to the Directors the amount of Euro 1,370,000.00 to be allocated to its members by the same Board of Directors.

The Chairman therefore proposed to take the following resolution:

"The ordinary Shareholders' Meeting of Amplifon S.p.A., convened in single call on 24 April 2024, pursuant to its statutory powers and the Report prepared by the Directors,

resolves

to assign to the Directors a remuneration for the year 2024 of Euro 1,370,000.00 to be recorded as an expense for the relative fiscal year".

The Chairman asks the Designated Representative to confirm whether the data of the shares represented have remained unchanged and - after such confirmation - puts the approval of the Directors' remuneration for FY 2024 to the vote.

The Chairman asks the Designated Representative to communicate the results of the voting and the Designated Representative replies as follows:

Favorable: 291,757,869 shares equal to 99.66%

Against: 884,723 shares equal to 0.30%

Abstained: 40,026 shares equal to 0,01%

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No vote: 58,804 shares equal to 0.02%

The Chairman thanks the Designated Representative and declares that the Directors' remuneration for FY 2024 has been approved by the majorities communicated by the Designated Representative.

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Then the Chairman moves on to deal with the third item of the agenda:

Item 3. Appointment of the members and determination of the remuneration of the Board of Statutory Auditors for the years 2024/2026:

1. Appointment of the Effective and Alternate Auditors.
2. Determination of the remuneration.

The Chairman informs those present that with the approval of the Financial Statements as at December 31, 2023, the term of the office of the Board of Statutory Auditors expires and it is therefore necessary that a new Board of Statutory Auditors is appointed for the three-year period 2024-2026.

The Chairman takes the opportunity to thank the outgoing Board of Auditors for their work during the three-year period just ended.

Pursuant to art. 24 of the current Articles of Association, the Board of Statutory Auditors is represented by three Effective Auditors and two Alternate Auditors with the qualifications and powers established by law. Minority shareholders have the right to appoint one Effective Auditor and one Alternate Auditor.

The Board of Statutory Auditors is appointed on the basis of lists submitted by the shareholders and/or groups of shareholders who together hold voting shares representing at least 1% of the share capital with voting rights at the Ordinary Shareholders' Meeting, as subscribed on the date of submission of the list, or representing the lowest percentage fixed by mandatory legal or regulatory provisions. The lists must include the names of the candidates, numbered consecutively and not exceeding the number of members to be elected.

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