1
ANNUAL FINANCIAL REPORT ON OPERATIONS AT 31 MARCH 2026
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3 TABLE OF CONTENTS
PIQUADRO GROUP
ANN
UAL FINANCIAL REPORT ON OPERATIONS AT 31 MARCH 2026 page 1
REPORT ON OPERA
TIONS AT 31 MARCH 2026 page 6
CONSO L
IDATED SUSTAINABILITY STATEMENT page 52
CONSOLIDATED FINANCIAL STATEM ENTS AT
31 MARCH 2026 page 130
NOTES TO THE CONSOL IDATED FINA NCIAL
STATEMENTS AT 31 MARCH 2026 page 137
CERTIFICATIO N OF
THE CONSOLIDATED FINANCIAL STATEMENTS PURSUANT
TO ARTICLE 81- TER OF CONSOB REGULATION NO. 11971 OF 14 MAY 1999,
AS AMENDED AND SUPPLEMENTED page 188
INDEPENDENT AUDITO RS’ REPORT AT
31 MARCH 2026 page 189
PIQUADRO SPA
PIQU ADRO S.
P.A. FINANCIAL STATEMEN TS AT 31 MARCH 2026 page 195
NOTES TO PIQUADRO S.P.A. FINANCIAL STATE M
ENTS AT 31 MARCH 2026 page 207
CERTIFICAT IO
N OF THE FINANCIAL STATEMENTS PURSUANT
TO ARTICLE 81- TER OF CONSOB REGULATION NO. 11971 OF 14 MAY 1999,
AS AMENDED AND SUPPLEMENTED page 256
HIGHLIGHTS OF FINANCIAL STAT EMENTS
OF SUBSIDIARIES AT 31 MARCH 2026 page 257
INDEPENDENT AUDITO RS’ REPORT AT 31 MARCH 2026 page 262
PROPOSALS TO THE SHAREHOLDE RS’ M
EETING page 265
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Corporate details
Piquadro S.p.A.
Registered office: Località Sassuriano, 246 - 40041 Silla di Gaggio Montano (Province of Bologna )
Subscribed and paid -up Share Capital: Euro 1,000,000
Bologna Register of Companies, Tax Code and VAT no. 02554531208
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PIQUADRO
Piquadro S.p.A.
Registered office: Località Sassuriano, 246 - 40041 Silla di Gaggio Montano – Bologna (Italy) – Fully paid -up Share Capital: Euro 1,000,000 - Bologna Register of Companies no. 02554531208 – www.piquadro.com
NOTICE OF CALL OF THE ORDINARY SHAREHOLDERS’ MEETING
The persons entitled to attend and exercise voting rights are summoned to the Ordinary Shareholders’ Meeting of Piquadro S.p. A., exclusively through the designated representative, as stated below , on first call on 2 7 July 202 6 at 11:00 a.m., at the registered office, Località Sassuriano, 246, Silla di Gaggio Montano (Bologna), and, if required, on second call, on 2 8 July 202 6, in the same place and at the same time, in order to discuss and resolve on the following
AGENDA
1. Financial Statements at 31 March 202 6. Directors’ Report on Operations, Board of Statutory Auditors’ Report, and Independent Auditors’ Repor t. Presentation of the Consolidated Sustainability Statement at 31 March 2026 :
1.1 approval of the financial statements and presentation of the consolidated financial statements relating to the financial year ended 31 March 202 6; Board of Directors’ Report on operations; Independent Auditors’ Report; Board of Statutory Auditors’ Report ;
1.2 proposal for allocation of the profit for the year; relevant and consequent resolutions.
2. Presentation of the Report on remuneration and fees paid:
(i) binding resolution on “ Section I” concerning the remuneration policy prepared pursuant to Article 123-ter, paragraph 3 -bis, of Legislative Decree no. 58/1998 ;
(ii) resolutions on “Section II” of the Report concerning fees paid, pursuant to Article 123 -ter, paragraph 6, of Legislative Decree no. 58/199 8.
3. Proposal for authorisation for the purchase and sale of treasury shares; relevant and consequent resolutions.
Pursuant to Articles 135 -undecies and 135 -undecies.1 of the Consolidated Act on Finance (TUF) , and Article 13.2 of the By -Laws, the Shareholders’ attendance at the Shareholders' Meeting, and the exercise of voting rights , may be carried out exclusively by granting the appropriate proxy to the Designated Representative , as defined below, it being understood that shareholders or proxies other than the aforementioned Designated Representative will not be allowed access to the meeting premises.
With regard to the attendance at Shareholders’ Meetings on the part of directors, statutory auditors, representatives of the audit firm, and of the Designated Representative, the Company shall use such technical means as may be appropriate to enable them t o attend the meetings, even via tele -or video -conference.
Share capital and voting rights The current share capital of Piquadro S.p.A., subscribed and paid up, is Euro 1,000,000, and is divided into no. 50,000,000 o rdinary shares with no par value; each ordinary share is entitled to one vote at the ordinary and extraordinary shareholders’ meeti ngs of the Company.
As at 26 June 202 6, the Company held no. 2, 692,800 treasury shares, equal to 5.38 56% of the share capital of Piquadro S.p.A..
All information about the composition of the share capital is available in the Investor Relations Section on the Company’s we bsite at the address: www.piquadro.com .
Attendance at the Shareholders’ Meeting Pursuant to law, Article 13 of the Company’s By -Laws, and Article 83 -sexies of Legislative Decree no. 58 of 24 February 1998, as amended and supplemented (“ TUF ”, Testo Unico della Finanza , Consolidated Act on Finance), the right to attend the Shareholders’ Meeting, and to exercise voting rights, is certified by a special notice to be given to the Company by an authorised intermediary, pursuant to law, and according to its accounting record s, in favour of the person who is entitled to vote on the basis of the records relating to the end of the accounting session of the seventh open -market day prior to the date set for the Shareholders’ Meeting on first call, falling on 1 6 July 202 6 (record date).
Those who will become holders of shares after that date will not be entitled to attend and vote at the Shareholders’ Meeting. Therefore, any credit and debit entries entered in the accounts after this date are not relevant for the purposes of the entitlement to exercise voting rights at the Shareholders’ Meeting.
The abovementioned notices shall be sent to the Company by the intermediary within the time limits set out by the regulations in force, i.e. by the end of the third open -market day prior to the date set for the Shareholders’ Meeting (i.e. 2 2 July 2026). This provision shall apply without prejudice to the entitlement to attend the meeting and to vote in the event of the notices being received by the Company after the time limits specified, provided they are received by the beginning of the meeting’s proceedi ngs.
The shareholders’ attendance at the Shareholders’ Meeting is regulated by the relevant laws and regulations.
Representation at Shareholders’ Meetings In accordance with the provisions of Articles 135 -undecies and 135 -undecies. 1 of the TUF , and pursuant to Article 13.2 of the By -Laws, the Shareholders may attend the Shareholders’ Meeting and exercise their voting rights exclusively by granting an appropriate proxy and voting instructions to Monte Titoli S.p.A. , with registered office in Milan (20123), Piazza degli Affari no. 6 – designated representative of the Company pursuant to Article 135 -undecies of the TUF ( the “Designated Representative ”), with registered office in Milan, according to the procedures set out in current regulations, without physical participation by the shareholders . The members of the corporate bodies and the Designated Representative, as well as the representatives of the audit firm, shall instead be assured of the opportunity to attend the S hareholders’ Meeting by remote means of communication. The function of sec retary may also be discharged in the same manner.
Granting the proxy to the Designated Representative does not entail any expenses for the appointing party (except for postage expenses, if any).
The proxy must include voting instructions on all or part of the proposals on the agenda, and is only effective for the propo sals in relation to which voting instructions have been given.
The proxy (referred to in the specific form available on the Company’s website at the address: www.piquadro.com , in the Investor Relations Section , at the registered office) with voting instructions shall be received, accompanied by a copy of a current and valid identity document of the appointing shareholder or, if the appointing shareholder is a legal person, o f the pro-tempore legal representative, or of any other person who is duly empowered, together with such documents as are appropriate to certify their title and powers, by the Designated Representative, by the end of the second open -market day prior to the date set for the Shareholders’ Meeting on first or even on second call (i.e. by 2 3 July 202 6 and by 2 4 July 2026, respectively), according to the following alternative procedures: (i) transmission of a computer -generated copy (PDF) to the certified email addres s rd@pec.euronext.com (subject: “ Proxy to the Designated Representative – Piquadro Shareholders’ Meeting 2026”) from their certified email account (or, if absent, from their ordinary e -mail account, in which case the proxy with voting instructions must be signed with a qualified or digital electronic signatur e); (ii) transmission of the original document, by cour ier or registered letter with return receipt, to the address of Monte Titoli S.p.A., for the attention of Ufficio Register & AGM Services, Piazza d egli Affari no. 6, 20123 Milan (Ref. “ Proxy to the Designated Representative – Piquadro Shareholders’ Meeting 202 6”), anticipating a computer -generated copy (PDF) by ordinary email to the following address: rd@pec.euronext.com (subject: “ Proxy for Piquadro Shareholders’ Meeting 202 6”).
The proxy and the voting instructions may be revoked within the same time limits referred to above.
The shares for which the proxy has been granted, even partially, are included in the calculation for the purposes of duly est ablishing the Shareholders’ Meeting; in relation to the proposals for which no voting instructions have been given, the shares are not included in the calculation for the purposes of setting out the majority and the capital quota required for the approval of resolutions.
Without prejudice to the need for a proxy to be given to the Designated Representative, the latter may be granted proxies or sub-proxies pursuant to Article 135 -novies of the TUF , even notwithstanding the provisions of Article 135 -undecies , paragraph 4, of the TUF . For the aforesaid purposes, the proxy form, which is available on the Company’s website, may be used by following the proce dures and according to the time limits set out therein, i.e. by 6:00 p.m. of the day prior to the date set for the Sharehol ders’ Meeting (and in any case by the start of the meeting proceedings).
Additions to the agenda and presentation of new proposals for resolution Pursuant to Article 126 -bis of the TUF, the Shareholders who represent, also jointly, at least a fortieth of the share capital, may ask, within 10 days of the p ublication of this notice (i.e. by 6 July 2026 ), to make additions to the list of issues to be discussed, specifying the additional proposed issues in the request, or submit proposals for resolution on issues that are already on the agenda.
The questions, together with the certification proving the ownership of the shareholding, shall be sent in writing, by regist ered letter with return receipt, to the registered office or by email sent to the address: investor.relator@piquadro.com .
The applicant shareholders shall deliver, by the time limit set out for the submission of request for additions, a report to the Board of Directors on the proposed issues for discussion or state the reasons for any additional proposal for resolution submit ted on issues that are already on the agenda.
Additions to the agenda are not allowed for issues on which the Shareholders’ Meeting must pass resolutions, pursuant to law, at the proposal of the Board of Directors, or based on a project or report it has prepared, other than the reports that are usuall y prepared by the Board of Directors on the issues on the agenda.
With regard to the limits, the procedures and/or the time limits for these additions, reference is made to the current laws a nd regulations.
All additions to the list of matters to be discussed at the Shareholders’ Meeting, or the presentation of additional proposal s for resolution on those issues that are already on the Agenda, shall be notified, in the same forms as those prescribed for the p ublication of this notice of call, at least fifteen days before that set for the Shareholders’ Meeting. All reports on additi onal proposals for resolution on those issues that are already on the Agenda, shall be made available to the general public accordi ng to the procedures set out in Article 125 -ter, paragraph 1, of the TUF at the same time as the publication of the notice of the presentation, accompanied by the Board of Directors’ evaluations (if any).
Questions
Pursuant to Article 127 -ter of the TUF, and Article 135 -undecies. 1, paragraph 3, of the TUF, t he Shareholders may make questions on the issues on the agenda, even before the Shareholders’ Meeting, provided this occurs b y the record date (i.e. by 1 6 July 202 6), by sending them to the Company’s registered office by registered letter, or by e -mail to the e -mail address investor.relator@piquadro.com ; all questions shall be accompanied by an appropriate notice issued by the authorised intermediary, proving the entitlement to exercise the voting right.
The time limit to submit the aforesaid questions is the seventh open -market day prior to the date set for the Shareholders’ Meeting, falling on 1 6 July 202 6.
The questions submitted by the aforesaid time limit shall receive feedback at least by 12:00 p.m. of three days before the Sh areholders’ Meeting (i.e. on 2 2 July 202 6), including through the publication in a specific section of the Company’s website.
No answer shall be provided, even at Shareholders’ Meetings, to questions posed before it, if the required information is mad e already available by the Company in a “Question and Answer” format in the Investor Relations Section on the Company’s website at the address www.piquadro.com, or if the answer is already published in the same section. The Company may provide a single ans wer to questions having the same content.
No procedures are envisaged for voting by mail or electronic means.
Documentation
The Company’s By -Laws, whose current text is available to the Shareholders at the registered office, may be perused in the Investor Relations Section on the Company’s website www.piquadro.com .
The documentation relating to the issues on the agenda required by the current regulations, the full texts of the proposed re solutions, together with the explanatory reports required by the current regulations, and any other information referred to in Arti cle 125 -quater of the TUF, are made available to the public at the registered office, and published in the Investor Relations Section on the Company’s website at the address www.piquadro.com , and at the authorised storage system of “eMarket STORAGE”, which can be accessed from the address: www.emarketstorage.com , within the time limits set out by law, and according to the procedures envisaged by the current regulations.
The Annual Financial Report, including the draft financial statements at 31 March 202 6, the consolidated financial statements of the Piquadro Group, the report on operations, including the Consolidated Sustainability Statement prepared pursuant to Legislative Decree no. 125 of 6 September 2024, and the Board of Statutory Auditors’ and Independent Auditors’ reports, as well as all tables summarising the financial statement s of subsidiaries and associates, are available to the Shareholders and the general public, at the registered office in Località Sassuriano, 246, Silla di Gaggio Montano (Bologna), and on the Company’s website at the address. www.piquadro.com , in the Investor Relations Section, and at the authorised storage system of “eMarket STORAGE”, which can be accessed from the address: www.emarketstorage.com , within the time limits set out by law and according to the procedures envisaged by the current regulations. The Shareholders are entitled to obtain a copy thereof.
Silla di Gaggio Montano (Bologna), 26 June 202 6
The Chairman of the Board of Directors
Marco Palmieri
The extract of this notice of call will be also published by the Company in the newspaper Il Giornale on 26 June 202 6.
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REPORT ON OPERATIONS AT 31 MARCH 2026
7
Introduction
This Report on Operations (or the “Report”) relates to the consolidated and separate financial statements of Piquadro S.p.A. (hereinafter also referred to as the “Company” or the “Parent Company”) and its Subsidiaries (“Piquadro Group” or the “Group”) at 3 1 March 2026, as prepared in accordance with IAS/IFRS (“International Accounting Standards” and “International Financial Reporting Standards”) issued by the International Accounting Standards Board (IASB) and endorsed by the European Commission and supplem ented by the related interpretations issued by the International Financial Reporting Standards Interpretations Committee (IFRS IC), which was previously named Standing Interpretations Committee (SIC), as well as with the orders enacted in the implementation of Article 9 of Legislative Decree no. 38/2005 .
The Report must be read together with the Financial Statements and the related explanatory Notes, which make up the financial statements relating to the financial year 1 April 2025 – 31 March 2026 (the “FY 2025/2026”).
The financial year under consideration is compared to the data for the 2024/2025 financial year (the “FY 2024/2025”), which relates to the period from 1 April 2024 to 31 March 2025.
Except as otherwise indicated, in this Report the accounting balances are shown in thousands of Euro, in order to facilitate its reading and to improve its clarity.
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CORPORATE BODIES HOLDING OFFICE AT 31 MARCH 2026
➢ BOARD OF DIRECTORS
(holding office for three years until the date of the Shareholders’ Meeting called to approve the financial statements at 31 March 2028)
Marco Palmieri Chairman and CEO Pierpaolo Palmieri Managing director Roberto Trotta Managing director Tommaso Palmieri Managing director Marinella Soldi Independent non -executive Director Alessandra Carra Independent non -executive Director Valentina Beatrice Manfredi Independent non -executive Director
➢ AUDIT AND RISK COMMITTEE
(holding office for three years until the date of the Shareholders’ Meeting called to approve the financial statements at 31 March 2028)
Alessandra Carra Chairman Marinella Soldi Independent non -executive Director Valentina Beatrice Manfredi Independent non -executive Director
➢ REMUNERATION COMMITTEE
(holding office for three years until the date of the Shareholders’ Meeting called to approve the financial statements at 31 March 2028)
Marinella Soldi Chairman Alessandra Carra Independent non -executive Director Valentina Beatrice Manfredi Independent non -executive Director
➢ LEAD INDEPENDENT DIRECTOR
Alessandra Carra
➢ BOARD OF STATUTORY AUDITORS
(holding office for three years until the approval of the financial statements at 31 March 2028)
Standing auditors
Gian Luca Galletti Chairman Domenico Farioli Standing Auditor Maria Stefania Sala Standing Auditor
Alternate auditors
Giacomo Passaniti Alternate Auditor Annalisa Naldi Alternate Auditor
➢ INDEPENDENT AUDITORS
(holding office for nine years until the approval of the financial statements at 31 March 2034)
KPMG S.p.A.
➢ FINANCIAL REPORTING OFFICER
Roberto Trotta
➢ SUPERVISORY BOARD
Gerardo Diamanti
9
THE GROUP STRUCTURE
The chart below shows the structure of the Piquadro Group at 31 March 2026:
100% 100% 100% 100% 100% 100% 99,996% 1%
100% 99%
100%
100% 100%Lancel
Sogedi S.A.
Lancel Zhongshan
Co. Ltd.
Piquadro
UK LimitedUni Best Leather
Goods Zhongshan
Co. Ltd.
* società in liquidazione Piquadro
Deutschland GmbHPiquadro
Taiwan Co. Ltd.
Piquadro Retail
San Marino srl *OOO Piquadro
RussiaLancel International
SAPiquadro S.p.A.
Piquadro
España SLUPiquadro
Hong Kong
LtdThe Bridge
S.p.A.
10
INFORMATION ON OPERATIONS
Significant events during the financial year
On 28 July 2025 , the Shareholders’ Meeting of Piquadro S.p.A. approved the Financial Statements at 31 March 2025, and the distribution of a unit dividend of Euro 0.14 8209 to the Shareholders, for a total amount of approximately Euro 7 million, taking account of the 47,230, 550 outstanding Piquadro ordinary shares, and the 2,769,450 treasury shares held by Piquadro on that date. The dividend was paid as from 6 August 202 5 (with record date on 5 August 2025 by detachment of coupon no. 1 6 on 4 August 202 5).
The ordinary Shareholders’ Meeting appointed the new members of the board of directors, who will remain in office for three financial years, specifically until the approval of the financial statements at 31 March 2028. The new board, which will continue to consist of 7 members, is composed of Marco Palmieri, Pierpaolo Palmieri, Roberto Trotta, Tommaso Palmieri, Alessandra Carra, Marinella Soldi , and Valentina Beatrice Manfredi.
Marco Palmieri, Pierpaolo Palmieri, Roberto Trotta, Tommaso Palmieri, Alessandra Carra, Marinella Soldi , and Valentina Beatrice Manfredi are candidates drawn from the sole list submitted by the majority shareholder, Piquadro Holding S.p.A., which holds a total of 34,186,208 ordinary shares, representing 68.37% of the share capital entitled to vote at the Sha reholders’ Meeting.
The Shareholders’ Meeting also confirmed Marco Palmieri as Chairman of the Board of Directors, and set total annual fees of Euro 980,000 as remuneration for all directors, to be allocated by the Board to all directors, including those holding specific posi tions, without prejudice to the Board’s right to grant additional variable remuneration to directors holding specific positions. Of the elected directors, Alessandra Carra, Marinella Soldi , and Valentina Beatrice Manfredi have declared that they meet the i ndependence requirements established by the combined provisions of Articles 147 -ter, paragraph 4, and 148, paragraph 3, of the TUF , as well as by Recommendation 7 of the Corporate Governance Code adopted by Piquadro S.p.A..
The ordinary Shareholders’ Meeting also appointed the new members of the Board of Statutory Auditors, who will remain in office for three financial years, specifically until the approval of the financial statements at 31 March 2028.
The new Board of Statutory Auditors is composed of the standing auditors Gian Luca Galletti (Chairman), Maria Stefania Sala and Domenico Farioli, and the alternate auditors Annalisa Naldi and Giacomo Passaniti. All candidates are drawn from the single list submitted by the majority shareholder Piquadro Holding S.p.A..
Finally, the Shareholders’ Meeting set the maximum annual fees for the entire Board of Statutory Auditors at Euro 60,000, in addition to the statutory supplementary contribution, and reimbursement of expenses incurred in the performance of their duties.
The ordinary Shareholders’ Meeting, based on the reasoned proposal submitted by the Board of Statutory Auditors, appointed KPMG S.p.A. to carry out the statutory audit of accounts for each of the nine financial years ending from 31 March 2026 to 31 March 2 034 (inclusive), setting the relevant fees as per the reasoned proposal put forward by the Board of Statutory Auditors, and the offer from KPMG S.p.A. itself. The ordinary Shareholders’ Meeting, based on the reasoned proposal submitted by the Board of Stat utory Auditors, appointed the audit firm KPMG S.p.A. to certify the compliance of the sustainability reporting for the financial years 2025/2026, 2026/2027, and 2027/2028.
The Shareholders’ Meeting approved the First Section of the Remuneration Report , which sets forth the Company’s Policy on the remuneration of directors and executives with strategic responsibilities for the financial year that will end on 31 March 202 6, which describes the Company’s Policy concerning the fees due to the Directors, the members of the board of statutory auditors’, and key management of the Company, in the implementation of the provisions of Article 123 -ter, paragraphs no.3 -bis and 6, of the TUF. Furthermore, the Shareholders’ Meeting gave its favourable opinion on the Second Section of the Remuneration Report, and the fees paid in accordance with the aforesaid Article 123 -ter, paragraph 4, of the TUF .
The Shareholders’ Meeting also approved:
11 (a) to revoke the previous authorisation to purchase and make acts of disposition of treasury shares granted in execution of the resolution passed by the Ordinary Shareholders' Meeting held on 2 3 July 202 4;
(b) to authorise the purchase of the Company’s ordinary shares, in one or more tranches, up to the maximum number permitted by law, having regard to treasury shares held directly, and to those held by subsidiaries.
According to Article 2357, paragraph 1, of the Italian Civil Code, all purchases may be carried out within the limits of distributable profits and available reserves resulting from the most recent financial statements as duly approved, with a consequent re duction in equity, pursuant to Article 2357 -ter, paragraph 3, of the Italian Civil Code, in the same amount, through the recognition of a specific item with a negative sign among balance sheet liabilities.
Any purchase, sale, exchange or contribution of shares shall be accompanied by any appropriate accounting record in compliance with the provisions of law and applicable accounting standards.
In any case of sale, exchange or contribution, the corresponding amount may be reused for additional purchases, until the expiry of the time limit set out for the authorisation given by the Shareholders’ Meeting, without prejudice to any quantitative and expenditure limits, as well as to the terms and conditions laid do wn by the Shareholders’ Meeting.
The authorisation to purchase the shares is granted, as from the date of this resolution, until the approval of the financial statements at 31 March 202 6.
The purchase price of the shares shall be determined from time to time, having regard to the methods selected to carry out the transaction, and in accordance with legislative, regulatory provisions or permitted market practices, within minimum and maximum limits that can be determined according to the following criteria:
(i) in any case the minimum consideration for the purchase shall not be less, by 20%, than the reference price that the stock shall have recorded on the trading day prior to every individual
transaction;
(ii) in any case, the maximum consideration for the purchase shall not be higher, by 10%, than the reference price that the stock shall have recorded on the trading day prior to every individual transaction.
Should the purchase of treasury shares be made within the scope of any market practice referred to in CONSOB resolution no. 16839/2009, the purchase price set for any proposed trading shall not exceed the higher of the price set for the most recent indepen dent transaction and the current purchase price of the highest independent proposed trading in the market in which proposed purchases are launched, without prejudice to any additional limit set out in the resolution itself.
The abovementioned transactions shall be carried out, on one or more occasions, by purchasing shares, pursuant to Article 144 -bis, paragraph l, letter b, of the Issuers’ Regulation, on regulated markets or multilateral trading systems, which do not allow any direct matching of proposed purchase trading with predetermined proposed sales trading, according to operating procedures set out in the regulations governing the organisation and operation of the markets themselves, in compliance with Article 2357 and ff. of the Italian Civil Code, t he equality of treatment of shareholders and any applicable legislation, including regulatory provisions, in force, including the principles referred to in Article 132 of the TUF, as well as with Regulation (EU) no. 596/2014 of 16 April 2014 and related im plementing provisions, if applicable. The purchases may take place according to procedures other than those specified above pursuant to Article 132, paragraph 3, of Legislative Decree no. 58/1998, or any other provision applicable from time to time on the day of
the transaction;
(c) to authorise, pursuant to and for the purposes of Article 2357 -ter of the Italian Civil Code, any act of disposition, on one or more occasions, of any share that has been purchased according to this resolution, or that in any case is already held in the Company’s portfolio, even well before having reached the maximum amo unt of shares that can be purchased, and any possible repurchase of the shares themselves to the extent that the treasury shares held by the Company do not exceed the limit set out in the authorisation. The authorisation to acts of disposition of the share s is granted, as from the date of this resolution, without any time limit.
The consideration for any sale of treasury shares, which will be set by the Board of Directors, with the right of sub -delegating powers to one or more directors, may not be less by 20% at least, than the reference price that the stock shall have recorded o n the trading day prior to every individual transaction.
12 Should the sale of treasury shares be carried out within the scope of the permitted market practices referred to above, without prejudice to any additional limit set out in CONSOB resolution no.
16839/2009, the sales price of any proposed trading shall not be less than the lower of the price of the most recent independent transaction and the current sales price of the lowest independent proposed trading in the market in which proposed sales are launched. Should the treasury shares be the object of trading, exchange, contribution or any other act of non -cash disposition, the financial terms and conditions of the transaction shall be laid down based on its nature and features while also taking account of the market performance of the Piquadro S.p.A. stock. Any act of disposition of shares may take place according to such procedures as may be considered to be the most appropriate in the interest of the Company, and in any case in compliance with the applicable regulations and permitted market practices; and (d) to grant the Board of Directors and, through it, any managing director, jointly and severally between them, the amplest powers required for the actual and full execution of the resolutions referred to in the points above in compliance with the provisions l aid down in Article 132 of the TUF and the disclosure obligations referred to in Article 144 -bis, paragraph 3, of the Issuers’ Regulation and, if required, the disclosure obligations required by the abovementioned market practices and by Regulation (E U) no. 596/2014 of 16 April 2014, and related implementing provisions, if applicable, with the right to proceed with the purchase and acts of disposition of treasury shares, within the limits of the provisions laid down above, including through specialist intermediaries, also pursuant to and for the purposes of the abovementioned market practice governing operations in support of liquidity permitted by CONSOB under resolution no. 16839 of 19 March 2009, and pursuant to Regulation (EU) no. 596/2014 of 16 Apr il 2014, and related implementing provisions, if applicable.
At 14 June 2026, the Company held no. 2,692,800 t reasury shares equal to 5.3856% of the share capital; the subsidiaries do not hold any share of the Company.
The invasion of Ukraine by the Russian Federation, undertaken in February 2022, has given rise to various consequences in economic and financial terms worldwide. This conflict, which is still ongoing, has caused, since the first months, high volatility, ev en in currencies, which has been reduced only partially, and has entailed the issue of targeted restrictive sanctions (individual sanctions against individuals), economic sanctions and diplomatic measures against the Russian Federation on the part of the U nited States of America, the United Kingdom and the European Union. Among economic sanctions, we must note those regarding the export of luxury goods, in response to which, in the early stages of the invasion, the Piquadro Group suspended logistics and inv oicing operations to the Russian subsidiary, both towards DOSs and towards Russian multi -brand customers, which were then regularly resumed, since the scope of these sanctions had not restricted the Group's exports. It is specified that the Group has no su ppliers of goods in Russia and Ukraine.
The effects for the Piquadro Group resulting from the conflict include, first and foremost, the direct impact arising from the exchange rate trends, to which the Piquadro Group responded by raising its selling prices to the public in Russia as from the fir st months of the conflict. Nevertheless, sales of Piquadro Group products at DOSs were not significantly affected by this situation, in terms of sales volumes.
Among indirect impacts, although there has been a decline in the inflation rate, the population's spending capacity is weakened, reverberating on consumer products, and consequently affecting GDP growth.
In the financial year ended 31 March 202 6, the Piquadro Group continued its sales to wholesale customers from the Russian Federation while also keeping all directly -operated retail stores open. The Piquadro Group's sales in Russia accounted for 1.9 8% of consolidated turnover at 31 March 202 6 (1.93% at 31 March 202 5).
As at the same date, the assets held by the Group in Russia amounted to about Euro 3.3 million, specifically relating to:
i. rights of use pertaining to sales outlets (Euro 0. 4 million);
ii. inventories (Euro 1. 5 million);
iii. cash and cash equivalents (Euro 0.2 5 million);
iv. property, plant and equipment (Euro 0. 02 million);
v. non-current financial assets (Euro 0. 3 million);
vi. other current assets (Euro 0. 8 million).
13 On the basis of the information available as at the date of preparation of the financial statements, the Management had not identified any factors that would require value adjustments to the assets held in Russia, although uncertainty remains regarding the evolution of the geopolitical a nd regulatory environment.
An armed conflict between Israel and Palestine broke out on 7 October 2023, which is still ongoing, and which has reinforced the macroeconomic uncertainties already present in the international scenario.
The reduced contribution in terms of turnover produced in the local areas affected by the recent geopolitical tensions between the U.S., Iran, and Israel, as well as the absence of suppliers located therein, have had no significant direct impact on the Piq uadro Group. Among indirect impacts are difficulties related to maritime transport, which, due to the tensions already present in the Suez Canal region , and the risks of instability affecting major trade routes in the Middle East, including the Strait of Hormuz, could lead to disruptions in the supply chain and higher logistics costs .
As at the date of approval of these financial statements, there ha d been no significant effects on customer demand or on the continuity of supplies. The Group continues to closely monitor developments in the geopolitical context , and their potential impact on its operations.
In relation to the volatility of this scenario, our Management continues to monitor the situation in order to safeguard the Piquadro Group's assets, wealth and business continuity while taking any necessary measure to ensure that its activities are carried out in accordance with applicable regulations.
The Piquadro Group’s business
The Piquadro Group operates in the leather goods market and designs, manufactures and markets goods under its own brand names (Piquadro, The Bridge and Lancel); these goods are distinguished by a focus on design and on technical and functional innovation, which is then transferred to the manufacture of bags, suitcases and accessories.
The flexibility of the business model adopted by the Piquadro Group allows it to maintain control over all of the critical phases of the production and distribution chain. Indeed, the Group carries out the design, planning, production, procurement, quality , marketing, communication and distribution phases wholly within the confines of its organisation and only resorts to outsourcing for a part of the production activities, although it also retains control over the quality and efficiency of the phases that a re currently outsourced.
As regards Piquadro -branded products, as of 31 March 202 6, part of the small leather goods and of some lines of briefcases, which accounts for about 20.92 % of the Piquadro’s turnover, were produced internally, through the subsidiary Uni Best Leather Goods Zhongshan Co. Ltd. at the plant located in Zhongshan in the region of Guangdong (People’s Republic of China). Production activities, which are partially car ried out by companies outside the Piquadro Group for Piquadro, The Bridge and Lancel - branded products, are outsourced to external suppliers of proven compet ence and quality, mainly located in China, Hong Kong, Italy, India, the Czech Republic and Bulgaria. This activity is carried out on the basis of prototypes that are engineered and supplied by the Piquadro Group, whose own employees then carry out direct c hecks of the quality of the manufactured products.
The products are sold through a network of specialist stores that are able to enhance the prestige of the three Piquadro, The Bridge and Lancel brands. For this purpose, the Piquadro Group makes use of a distribution network focused on two channels:
(i) a direct channel which, at 31 March 2026, included 172 directly operated single -brand stores ( Directly Operated Stores or DOSs), of which 53 Piquadro -brand stores , 14 The Bridge -brand stores, and 60 Lancel -brand stores , in addition to the e -commerce websites of the three brands;
(ii) an indirect channel (Wholesale), which is made up of multi -brand shops/department stores, single -
brand shops run by third parties linked to the Group by franchise agreements (4 5 shops at 31 March 2026, of which 37 Piquadro -brand stores , 2 The Bridge -brand stores and 6 Lancel -brand stores ) and by distributors who then resell the articles in specialist multi -brand shops.
In the financial year ended 31 March 202 6, about 39.9% of the Piquadro Group’s consolidated revenues were achieved by Piquadro -branded products ( 43.4% in the previous year), 40.6% through the sale of Lancel -branded products ( 37.5% in the previous year), and 19. 5% through the sale of The Bridge -branded products (1 9.1% in the previous year).
Operations
Sales volumes, in terms of quantities sold during the financial year ended 31 March 202 6, were equal to about 1, 652 thousand units, down by about 6.9% compared to the value posted in the financial year ended 31 March 202 5 (about
14 1,774 thousand units sold). As regards average selling prices, the financial year ended 31 March 202 6 reported an increase equal to about 5.6% compared to the previous year, including the mix effect.
Revenues from sales
In the financial year ended 31 March 202 6 the Piquadro Group’s revenues from sales decreased by 1.7% compared to FY 2024/2025. The Piquadro Group, in fact, recorded net revenues from sales equal to Euro 180,500 thousand compared to Euro 183,610 thousand reported in the previous year .
In operational terms, the Piquadro Group’s Top Management staff monitor the results of operations obtained by each brand (Piquadro, The Bridge, Lancel): accordingly, the disclosures required by IFRS 8 on operating segments are now reported on a brand basis.
The breakdowns of revenues by brand and geographical area are reported below .
Breakdown of revenues by brand
The table below reports the breakdown of consolidated revenues from sales by brand, expressed in thousands of Euro, for the financial year ended 31 March 202 6 and compared to the financial year ended 31 March 2025:
(in thousands of Euro) Revenues from sales at 31 March 2026 %(*) Revenues from
sales at
31 March 2025 %(*) % Change
2026/2025
PIQUADRO 72,032 39.9% 79,649 43.4% (9.6)%
THE BRIDGE 35,275 19.5% 35,109 19.1% 0.5%
LANCEL 73,193 40.6 % 68,852 37.5% 6.3%
Total 180,500 100.0% 183,610 100.0% (1.7)% (*) Percentage impact compared to consolidated revenues from sales
With regard to the Piquadro brand, revenues reported in the FY 2025/2026 ended 31 March 2026 amounted to Euro 72.0 million, down by (9.6)% compared to the same period ended 31 March 2025. Sales showed an increase of 4.2% (+ 2.2% on a like-for-like basis ) in the DOS channel , and of 46.8% in the e -commerce channel , benefiting from the strengthening of the brand's digital strategy, and the growth of sales through marketplace platforms. Sales showed a decrease of ( 23.2)% in the Wholesale channel, attributable to management's decision to introduce the selective distribution system, which will be implemented as from January 2025 .
With regard to The Bridge brand, revenues reported in the FY 202 5/2026 ended 31 March 202 6 amounted to Euro 35.3 million, up by 0.5% compared to the same period ended 31 March 202 5. Sales in the DOS channel rose by 10.4% (+7.0% on a like-for-like basis) while those in the e -commerce channel grew by 16.4%. Sales in the Wholesale channel fell by (7.4)%, again attributable to the implementation of selective distribution .
Maison Lancel’s revenues from sales recorded during the FY 202 5/2026 ended 31 March 202 6 amounted to Euro 73.2 million, up by 6. 3% compared to the same period ended 31 March 202 5. Sales in the DOS channel rose by 5.5% (+5.5% on a like-for-like basis) while those in the e -commerce channel grew by 9.2%, and those in the wholesale channel rose by 8.0%.
The strategy planned by the Piquadro Group is aimed at also developing sales activities through the DOS shops, the e-commerce website and the marketplace platforms, in view of these channels’ capacity to maximise the prestige of the Piquadro, The Bridge an d Lancel brands, in addition to allowing distribution to be controlled more directly and greater attention to be paid to satisfying the end consumer.
Breakdown of revenues by geographical area
The table below reports the breakdown of net revenues by geographical area (in thousands of Euro):
15
(in thousands of Euro) Revenues from sales at 31 March 2026 %(*) Revenues from sales at 31 March 2025 %(*) %
Change
2026/2025
Italy 84,954 47.1% 84,275 45.9% 0.8% Europe 91,185 50.5% 93,438 50.9% (2.4)% Rest of the World 4,361 2.4% 5,897 3.2% (26.1)% Total 180,500 100.0% 183,610 100.0% (1.7)% (*) Percentage impact compared to consolidated revenues from sales
From a geographical point of view, the Piquadro Group recorded sales of Euro 85.0 million on the Italian market, equal to 47.1% of the Group’s total turnover at 31 March 2026 (45.9% of consolidated sales at 31 March 2025), up by 0.8% compared to the same period of the FY 2024/2025.
In the European market, the Group recorded a turnover of Euro 91.2 million at 31 March 2026, equal to 50.5% of consolidated sales (50.9% of consolidated sales at 31 March 2025), down by 2.4% compared to the same period of the FY 2024/2025.
In the non -European geographical area (named “Rest of the World”), the Piquadro Group recorded a turnover of Euro 4.4 million, down by about Euro 1.5 million compared to the same period of the FY 202 4/2025, and equal to 2.4% of consolidated sales . The decrease was largely attributable to market trends in the non -European area, and the closure of the Maison Lancel stores in China , which contributed approximately Euro 600 thousand to sales for financial year 2024/2025.
Economic and financial highlights and alternative performance indicators
The Piquadro Group uses the Alternative Performance Indicators (APIs) in order to provide information on the performance of profitability of the businesses in which it operates, as well as on its own financial position and results of operations, in a more effective manner. In accordance with the guidelines published by the European Securities and Markets Authority (ESMA/2015/1415) on 5 October 2015 and consistently with the CONSOB (Italian Securities and Exchange Commission) notice no. 92543 of 3 December 2 015, the content and the criterion to determine the APIs used in these financial statements are described below :
• EBITDA (Earnings Before Interest, Taxes, Depreciation and Amortisation, or Gross Operating Margin) is an economic indicator that is not defined by the International Accounting Standards. EBITDA is a unit of measurement utilised by the Management to monitor and assess the Group’s operational performance. The Management believes that EBITDA is an important parameter for the measurement of the Piquadro Group’s performance, as it is not affected by the volatility due to the effects of the various criteria for t he determination of taxable income, by the amount and characteristics of the capital employed, as well as by the amortisation and depreciation policies. EBITDA is defined as the earnings for the period before depreciation of property, plant and equipment a nd amortisation of intangible assets, financial income and costs and the income taxes for the period.
• EBIT (Earnings Before Interest and Taxes) consists of the Earnings for the period before financial income and costs and income taxes.
• The Net Financial Position (“NFP”), utilised as a financial indicator of borrowing, is represented as the sum of the following positive and negative components of the Statement of Financial Position, as required by the CONSOB Call for attention notice no. 5/21 of 29 April 2021. Positive components: cash and cash equivalents, liquid securities under current assets, short -term financial receivables. Negative components:
payables to banks, payables to other lenders, leasing and factoring Companies, non -current portion of trade payables and other payables.
• Adjusted Net Financial Position (Adjusted NFP) is defined as the Net Financial Position, excluding the effects arising from the adoption of IFRS 16.
• The R .O.I., i.e. the return on net invested capital, is given by the ratio of net Operating Margin to net invested capital and is expressed as a percentage. This indicator is used as a financial target in both internal (business plans ) and external (analysts and investors) presentations and intends to measure the ability to produce wealth through operations and therefore to remunerate both net worth and borrowed capital.
16 • The R .O.E., i.e. the return on equity, is given by the ratio of net profit to equity and is expressed as a percentage. This indicator is used as a financial target in both internal ( business plans ) and external (analysts and investors) presentations and intends to measure the profitability obtained by investors on account of risks.
• The R .O.S., i.e. the average operating result by revenue unit. This ratio expresses the Company’s profitability in relation to the revenue flow’s ability to generate remuneration.
• Net Working Capital: this item includes “Trade receivables”, “Inventories”, current non -financial “Other Receivables”, net of “Trade payables” and current non -financial “Other Payables”.
• The cash flow is given by cash flows from operating activities (operating cash flow), net of distributed dividends. The operating cash flow is calculated on the basis of the gross operating margin, to which must be added the changes in net working capital, net of increases in the provision for bad debts, the uses of the provisions for risks and the Employee Severance Pay, operating and financial investments, financial income and costs and taxes. This indicator is used as a financial target in both internal (business plans) and external (analysts and investors) presentations and intends to measure the Company’s ability to generate cash and therefore its ability to self -finance its operations.
Below are reported the Piquadro Group’s main economic -financial indicators at 31 March 202 6:
(in thousands of Euro) 31 March 2026 31 March
2025
Revenues from sales 180,500 183,610
EBITDA 31,193 31,370
EBIT 13,277 16,371
Profit / (Loss ) before tax 13,997 15,265 Group Profit / (Loss ) 12,877 11,584 Amortisation , depreciation and write -downs of fixed assets 17,917 14,999 Write -down of receivables 840 495 Generation of financial resources (Group net profit (loss), amortisation and depreciation, write -downs) 31,634 27,078 Adjusted Net Financial Position 20,656 12,898 Net Financial Position (38,824) (30,156) Shareholders’ Equity 74,956 68,838
Below is a restatement of the results of operations, which is aimed at representing the performance of the operating profitability indicator EBITDA :
EBITDA
(in thousands of Euro) 31 March 2026 31 March 2025 Operating profit (loss) 13,277 16,371 Amortisation, depreciation and write -downs of fixed assets 17,917 14,999
EBITDA 31,193 31,370
EBITDA for the year stood at Euro 31,193 thousand against Euro 31,370 thousand recorded in the financial year ended 31 March 2025.
The Piquadro brand’s EBITDA in the financial year ended 31 March 2026 amounted to Euro 10.7 million compared to Euro 15.7 million at 31 March 2025; the decrease was attributable to the reduction in turnover, particularly in the wholesale channel, impacted by the management’s decision to introduce the selective distribution system, as well as the difficulties related to maritime transport, which led to slowdowns in the supply chain, as well as to higher transport costs related to the import of finished produ cts, higher investments in marketing, and an increase in the labour cost component.
The Bridge brand’s EBITDA amounted to Euro 8.4 million in the financial year ended 31 March 202 6 against Euro 7.7 million at 31 March 202 5 (+9.1%). This improvement reflects steady revenue and greater efficiency in the cost structure. T he Maison Lancel’s EBITDA in the financial year ended 31 March 202 6 was Euro 12.1 million against
17 8.0 million at 31 March 202 5 (+51.3%) . This increase was mainly attributable to the growth in sales, particularly in the retail channel, as well as to the completion of activities to increase efficiency in the operating costs of the Maison.
The Piquadro Group’s a mortisation and depreciation were equal to Euro 17,792 thousand in the financial year ended 31 March 202 6 (Euro 1 4,651 thousand in the financial year ended 31 March 202 5), and related to intangible assets for Euro 858 thousand, to property, plant and equipment for Euro 2, 988 thousand, and to right -of-use assets arising from the adoption of the IFRS 16 for Euro 13,946 thousand.
Net write -downs, equal to Euro 965 thousand, were made up of the write -down of receivables stated among current assets for Euro 840 thousand (Euro 495 thousand in the financial year ended 31 March 2025), and impairment of other assets relating to Lancel Sogedi stores for Euro 125 thous and (Euro 349 thousand in the financial year ended 31 March 2025).
Financial ratios
(in thousands of Euro) 31/03/2026 31/03/2025
EBIT 13,277 16,371
The Piquadro Group recorded positive EBIT of about Euro 13.3 million in the financial year ended 31 March 2026, down compared to Euro 16.4 million recorded in the financial year ended 31 March 2025.
The result from financial operations, which posted an income of Euro 720 thousand (against costs of Euro 1,106 thousand at 31 March 2025), was due to reaching an agreement with the counterparty aimed at renegotiating the mechanisms for determining and payi ng the “Annual Earn -Out” granted to Richemont International A.G. against the acquisition of the stake representing the entire share capital of Lancel International SA. Specifically, while the payment of the amount accrued for the 2024/2025 financial year - equal to Euro 87.6 thousand - remains unchanged, the variable mechanism originally stipulated in the contract has been replaced with the payment of Euro 500 thousand on a one -time basis (“One -Off Earn -Out”) while keeping the contractual provisions relatin g to the “Sale Earn -Out” unchanged.
Below is a statement of the results of operations, which is aimed at representing the performance of the Group’s net
profit (loss):
Financial ratios
(in thousands of Euro) 31/03/2026 31/03/2025 Net profit (loss) for the year (including minority interests) 12,877 11,584
The Piquadro Group recorded, in the financial year ended 31 March 2026, a Net Group Profit of about Euro 12.9 million, showing an improvement of nearly Euro 1.3 million compared to the same value posted in March 2025.
Profitability ratios
Below are reported the main profitability ratios relating to the financial years ended 31 March 2026 and 31 March
2025:
Profitability ratios Composition of the ratio 31 March 2026 31 March 2025 Return on sales (R.O.S.) EBIT/ Net revenues from sales 7.4% 8.9% Return on Investment (R.O.I.) EBIT/ Net invested capital 11.7% 16.5% Return on Equity (R.O.E.) Profit for the year /Equity 17.2% 16.8%
The Group, against an increase of 11.2% in the consolidated profit for the year, showed an improvement in R.O.E., rising from 16.8% at 31 March 2025 to 17.2% at 31 March 2026. R.O.S. remained positive, although it declined from 8.9% to 7.4% while R.O.I. fe ll from 16.5% to 11.7%, reflecting the decline in operating profit compared to the previous financial year.
Investments
18
Investments in intangible assets, property, plant and equipment, and non -current financial assets in the financial year ended 31 March 2026 stood at Euro 5,587 thousand (Euro 4,727 thousand at 31 March 2025), as reported
below:
(in thousands of Euro) 31 March 2026 31 March 2025
Investments
Intangible assets 674 1,576 Property, plant and equipment 4,913 3,151 Non-current financial assets 0 0 Total 5,587 4,727
Increases in intangible assets, equal to Euro 674 thousand in the financial year ended 31 March 2026 (Euro 1,576 thousand at 31 March 2025), related for Euro 544 thousand to investments in software for the design and implementation of a new omnichannel IT architecture, in support of the CRM platform, data platform and marketing automation tools, and for the remaining amount to the purchase or renewal of licenses and trademarks for the Piquadro Group brands.
Increases in property, plant and equipment, equal to Euro 4,913 thousand in the financial year ended 31 March 2026 (Euro 3,151 thousand at 31 March 2025) were mainly attributable to furniture and furnishings purchased for new DOSs opened in the period under consideration, and the refurbishment of some existing shops fo r Euro 3,767 thousand, and to purchases of workshop plant and machinery for Euro 719 thousand.
Capital structure
Below is summarised the Piquadro Group’s consolidated capital and financial structure:
(in thousands of Euro) 31 March 202 6 31 March 202 5
Trade receivables 30,960 38,115 Inventories 39,058 43,079 (Trade payables) (33,700) (38,418) Total net current trade assets 36,318 42,776 Other current assets 6,704 7,242 Tax receivables 2,933 2,293 (Other current liabilities) (8,958) (10,809) (Tax payables) (996) (1,982) A) Working capital 36,002 39,520
Intangible assets 6,721 6,954 Property, plant and equipment 14,097 12,563 Right -of-use assets 55,934 40,825 Non-current financial assets 2 2 Receivables from others due beyond 12 months 1,667 1,506 Deferred tax assets 5,952 3,772 B) Fixed assets 84,373 65,622 C) Non-current provisions and non -financial liabilities (6,595) (6,148) Net invested capital (A+B+C) 113,780 98,994
FINANCED BY:
19 D) Net Financial Position 38,824 30,156 E) Equity attributable to minority interests 0 0 F) Equity attributable to the Group 74,956 68,838 Total borrowings and Shareholders’ Equity (D+E+F) 113,780 98,994
20 Net Financial Position
The table below reports the breakdown of the Net Financial Position determined according to the ESMA criteria (based on the schedule set out in CONSOB Call for attention notice no. 5/21 of 29 April 2021):
NFP at 31 March 2026 Adj NFP NFP at 31 March 2025 Adj NFP (in thousands of Euro) at 31 March 2026 at 31 March
2025
(A) Cash 39,185 39,185 32,612 32,612 (B) Cash equivalents 0 0 0 0 (C) Other current financial assets 0 0 0 0 (D) Liquidit y (A + B + C) 39,185 39,185 32,612 32,612
(E) Current financial debt (including debt instruments, but excluding the current portion of non-current financial debt) (41,033) (8,000) (25,973) (24) (F) Current portion of non-current financial debt (4,328) (4,328) (11,804) (11,804) (G) Current financial indebtedness (E + F) (45,361) (12,328) (37,777) (11,828)
(H) Net c urrent financial indebtedness (G – D) (6,176) 26,857 (5,165) 20,784
(I) Non-current financial debt (excluding current portion and debt instruments) (32,647) (6,200) (21,847) (4,742) (J) Debt instruments 0 0 0 0 (K) Non-current t rade and other payables 0 0 (3,144) (3,144) (L) Non-current Financial Indebtedness (I + J
+ K) (32,647) (6,200) (24,991) (7,886)
(M) Total Financial Indebtedness (H + L) (38,824) 20,656 (30,156) 12,898
“Financial debt”, equal to Euro 45,361 thousand (current portion) and Euro 32,647 thousand (non -current portion), included financial liabilities for short/long -term lease agreements equal to Euro 33,033 and Euro 26,447 thousand, respectively.
“Trade payables and other non -current payables” included the fair value of “Earn Out” to be paid to Richemont International A.G. against the purchase of the stake representing the entire capital of Lancel International SA .
During the year, the Company reached, according to the resolution passed by the Board of Directors, an agreement with the counterparty aimed at renegotiating the mechanisms for determining and paying the “Annual Earn -Out”.
Specifically, while the payment of the amount accrued for the 2024/2025 financial year - equal to Euro 87.6 thousand - remains unchanged, the variable mechanism originally stipulated in the contract has been replaced with the payment of Euro 500 thousand o n a one -time basis (“One -Off Earn -Out”) while keeping the contractual provisions relating to the “Sale Earn -Out” unchanged.
The Piquadro Group’s Net Financial Position posted a negative value of Euro 38.8 million in the financial year ended 31 March 202 6. The adverse impact of the adoption of IFRS 16 was equal to about Euro 59.5 million.
The Piquadro Group’s Adjusted Net Financial Position posted a positive value of about Euro 20.7 million compared to a positive value of Euro 12.9 million of the adjusted Net Financial Position recorded at 31 March 202 5.
The change in the adjusted Net Financial Position was due to investments in intangible assets, property, plant and equipment and non -current financial assets for about Euro 5.6 million, the payment of dividends from the Parent Company for Euro 7 million, a free cash inflow, net of tax, equal to about Euro 11.4 million, and the favourable changes in net working capital, posting a positive value of Euro 6.4 million, and the positive effect arising from the settlement of the financial debt to Richemont Holding s A.G., equal to Euro 2.6 million .
21
Reconciliation of the Parent Company’s and consolidated Equity and profit (loss) for the period
Below is the statement of reconciliation of the Shareholders’ Equity and the profit (loss) for the year resulting from the financial statements of the Parent Company and the corresponding consolidated values at 31 March 202 6:
(in thousands of Euro) Profit/(loss) at 31 March 2026 Equity at 31 March 2026 Profit/(loss) at 31 March 2025 Equity at 31 March 2025 Equity and profit (loss) for the period as reported in the financial statements of Piquadro S.p.A. 7,329 48,710 5,886 48,014 Equity and profit (loss) for the period of companies included in the consolidation area 9,023 61,671 5,645 55,647 Derecognition of the carrying amount of consolidated equity investments 85 (33,919) 0 (33,373) Elimination of dividends (3,500) Derecognition of the effects of transactions carried out between
consolidated Companies
Profits included in closing inventories (59) (1,507) 54 (1,448) Equity and Profit/(Loss) for the period attributable to the Group 12,877 74,956 11,584 68,838 Profits (Losses) and Equity attributable to minority interests 0 0 0 0 Consolidated E quity and Profit (Loss) 12,877 74,956 11,584 68,838
Human Resources
The products that the Piquadro Group offers are conceived, manufactured and distributed according to the guidelines of an organisational model whose feature is that it monitors all the most critical phases of the chain, from conception and manufacturing to subsequent distribution. This entails great care with the correct management of human resources, which, while respecting the different local environments in which the Piquadro Group operates, must necessarily lead to intense personal involvement, above al l in what the Group considers the strategic phases for the success of the brands.
As at 31 March 2026, the Piquadro Group had 998 members of staff compared to 994 at 31 March 2025.
Below is the breakdown of staff by Country:
Country 31 March 2026 31 March 2025 Italy 452 433 France 307 295 China 150 190 Russia 41 42 Spain 14 12 Taiwan 28 16
UK 5 5
Hong Kong 1 1 Total 998 994
With reference to the Piquadro Group’s organisational structure, at 31 March 2026, 10.8% o f staff operated in the Production area, 55.9% in the Retail area, 20.5% in the support functions (Administration, IT Systems, Procurement, Human Resources, Marketing, etc.), 7.2 % in the Research and Development area, and 5.5 % in the Sales area .
Environmental responsibility and the fight against climate change As referred to by the Piquadro Group Code of Ethics, the environment is considered a primary asset of the community that the Piquadro Group itself intends to help safeguard.
22 The Piquadro Group's environmental responsibility is assumed through five areas of action: i) sustainable management of supply chain; ii) responsible consumption of materials; iii) energy consumption management; iv) containment of CO2 emissions; and v) waste management.
The Piquadro Group is therefore committed to pursuing sustainable management of its supply chain, since it adopted a Code of conduct for suppliers from the financial year ended 31 March 2023. The Piquadro Group is focused on an ongoing search for the most suitable solutions to ensure responsible use of resources, a reduction in energy consumption and an improved management of emissions into the atmosphere through the continuous improvement of eco -efficiency levels and the use of energy from renewable source s. The Piquadro Group also engages in raising awareness and communication activities regarding energy and environmental issues.
At the same time, the FY 2025/2026 was the Piquadro Group's second year of reporting in compliance with Legislative Decree no. 125 of 6 September 2024, which adopted Directive (EU) 2022/2464 (Corporate Sustainability Reporting Directive, CSRD), and the Eur opean Sustainability Reporting Standards (ESRS).
During the financial year, the Group also stepped up its commitment to environmental issues, such as the circular economy, water consumption, and waste management, adopting policies to reduce environmental impacts, and improve production efficiency. In the social sphere, the Group continued its initiatives to protect employee well -
being, promote gender equality, ensure health and safety, and foster continuous training. Supply chain management is based on ethical and environmental criteria, formalised throug h the Supplier Code of Conduct, which also includes provisions on animal welfare.
Sustainability disclosure has been further added to through the adoption of the new Sustainability Reporting Internal Control System (SCIIS), which allows for a systematic traceability of ESG data, and the identification of critical areas through a multi -level risk classification (Tiers 1, 2, 3). The Group has also integrated ESG criteria into its business decision -making and risk assessment processes, thus contributing to an increasing integration of sustainability into the overall strategy.
For the FY 202 5/2026, the Group further extended its offsetting activities by purchasing carbon credits totalling 2,104 tonnes of CO 2eq, referring to direct emissions (Scope 1) and indirect emissions from purchased electricity (market -based Scope 2). Selected projects continued to be aligned with the criteria of environmental integrity and a positive impact on local communities. Specifica lly, carbon credits acquired by the Piquadro Group were generated by a project on “Uttar Pradesh Agroforestry” in India, aimed at promoting sustainable agroforestry practices, and for a deforestation prevention project in Rio Anapu Pacaja (Brazil) . “Carbon credits" or offset certificates are one of the tools through which it is possible to mitigate the effects of the carbon footprint represented by the production of global CO2, among the main causes of climate change. A carbon credit is equivalent to one to n of CO2 avoided or taken from the atmosphere through the development of certified projects, including forestry projects that not only capture atmospheric CO2, thanks to the chlorophyll photosynthesis of plants, but also contribute to the benefit of biodiv ersity and the local community.
At the same time as offsetting the carbon footprint related to company activities, the Piquadro Group has pursued another important commitment to environmental sustainability: in fact, during 202 5/2026, it gradually continued to offsetting CO2 emissions deriving from the production of some of its best -selling products. Specifically, about 96 products have been identified for Piquadro and The Bridge among the best -selling lines and the carbon footprint of each has been calculated with the aim of offsetting i t through the purchase of additional certified carbon credits.
Corporate social responsibility
The Piquadro Group has been committed to corporate social responsibility starting from 2010, when the Parent Company started its first solidarity initiative in support of local areas, the “Happy Box” project implemented in cooperation with the Palmieri Fam ily Foundation established by Marco Palmieri, Chairman of Piquadro, and by his wife Beatrice in order to give continuity to their philanthropic activity through the enhancement of diversities. As an acknowledgment of its value to local areas, the project o btained the Sponsorship of the Municipality of Bologna .
Despite the context of geopolitical and economic volatility, the Piquadro Group continued with determination the ESG processes by continuing to grow in the culture of eco -sustainable design, since it is aware that a product is manufactured environmentally friendly and the conception phase is decisive for compliance with certain parameters.
We must note, for example, the increasingly widespread use of the PQ Circle Index to measure the amount of recyc led product used, which has become a design target; likewise, principles and standards of reparability are entering the design logic and contribute to lengthening the life cycles of Piquadro's products. The Piquadro Group
23 has always been inspired by the values of integrity, fairness and transparency, as well as a passion for work, quality and production. This commitment substantiates in initiatives for the enhancement of diversity and inclusion, actions to protect the envir onment, energy efficiency, reduction of emissions and use of natural resources, as well as in projects in favour of local areas and the community of its mountains.
Piquadro is proud to support the community of its mountains by promoting economic and social development through sustainable tourism open to diversity and respect for the environment.
Health and safety
For the Piquadro Group, workers’ health and safety are protected primarily by complying with current regulations, namely Legislative Decree no. 81 of 2008. The Piquadro Group aims to ensure the physical and moral integrity of its own in -house employees and collaborators , implementing working conditions that respect the personal dignity in a safe and healthy workplace . During the financial year ended 31 March 2026, the Italian companies continued their path to the implementation of an increasingly accurate system of measures aimed at improving safety at work on an ongoing basis , while increasingly involving employees in forms of active collaboration, which is also aimed at reporting and managing any critical issue related to safety and near -misses. Piquadro believes that the desired benefits can be multiplied and spread only through the implementation of a shared and participatory system , and that the main tool to a chieve these objectives lies in the compliance by the entire workforce with the safety policies adopted. In this regard, the goal is to foster broad -based involvement that starts with management and extends to all levels of the company, in line with the principles defined in the company policy.
Therefore, the Company is committed to spreading a well -established safety culture, among all its in -house workers and collaborators while developing risk awareness and promoting a responsible behaviour , which cannot disregard the freedom of expression and the sharing of contents between workers and directly -responsible staff. Furthermore, the Group’s Code of Ethics requires the commitment of all collaborators in order to give their contribution to risk prevention and the protection of their own health and safety, as well as of that of their colleagues and third parties, without prejudice to the individual responsibilities pursuant to the provisions of law governing the matter. For this purpose, it calls for a general absolute prohibition, within the scope o f the Company’s activities, on the abuse of alcohol or the use of drugs, as well as the prohibition on smoking at work, in compliance with the provisions of law and in any case wherever smoking might entail a danger to the Company’s facilities and assets o r to the health or safety of colleagues and third parties . Any misconduct that could be generated from an improper performance of other duties or tasks is avoided by carefully checking the tasks assigned on a daily basis.
The system implemented by the Italian Piquadro Group companies also considers the risks of interference that can arise inside the head offices and sales outlets. The sales network has been further integrated into occupational health and safety processes through more effective involvement of individual points of contact, and the workers themselves, which has enabled a more comprehensive mapping of the risks associat ed with sales roles, and has also provided an overview of the various sales outlets’ complianc e with workplace requirements as defined by current regulations. The expansion of human resources dedicated to occupational health and safety has made it possible to monitor the achievement of defined objectives over time, and to identify employees’ traini ng needs more comprehensively, thereby enabling the full implementation of the training plan for all workers across the country.
The same attention is given to the qualification of suppliers, including from a safety perspective, by verifying that each one meets the technical and professional requirements, and complies with company safety procedures for contracts and the provision of services. The pursuit of policies aimed at continuous improvement requires the Piquadro Group to set increasingly ambitious go als that serve as the foundation for an Occupational Health and Safety Management System compliant with internationally recognised models and, therefore, potentially certifiable under the ISO 45001:2018 standard.
RESEARCH AND DEVELOPMENT ACTIVITY
The Piquadro Group’s Research and Development activity, which is structured into its three distinguishing brands (Piquadro, The Bridge and Lancel) is carried out in house through a dedicated team that currently consists of 7 2 persons mainly engaged in the product Research and Development department and the style office at the Group’s various head offices.
The plants of the Chinese subsidiary Uni Best Leather Goods Zhongshan Co. Ltd. employ a team of 15 people dedicated to the creation of prototypes and the implementation of new models according to the instructions defined by the central organisation.
24 The R&D work and the design of the Piquadro Group product are performed in -house and occasionally in collaboration with outside industrial designers, taking account of the information regarding market trends supplied by the Group’s internal departments (Pr oduct Marketing and Sales Departments). In this manner, the Piquadro Group develops its collections trying to meet the needs of end customers that are not yet satisfied by the market.
During the period from April 2025 to March 2026, Piquadro’s Research and Development efforts focused on integrating biometric fingerprint closure technology, with a particular emphasis on backpacks and clutches. This innovation addresses the end customer’s growing need for security and ease of use, further solidifying the brand’s premium positioning in the advanced mobility segment.
Specifically, a new roll -top backpack featuring a fingerprint lock has been developed within the C2OW collection.
The back panel of this backpack is made of a double -layer technical fabric capable of dynamically regulating the temperature in the area in co ntact with the back, ensuring comfort under various daily usage conditions.
As for the premium segment designed for business travellers, Piquadro has developed two new cabin bags within the PQLM collection, focused respectively on convertible modularity, and the use of fingerprint locks.
The modular cabin bag features a removable front panel designed to convert into a standalone clutch that can be carried by hand or worn over the shoulder. The panel includes a quick -access compartment for a laptop, and attaches to and detaches from the sui tcase via a magnetic system. The other cabin bag introduced in the PQLM collection is equipped with a fingerprint lock system.
Piquadro has launched a comprehensive initiative to enhance the value, and expand the functionality of the PQL collection, with the goal of raising the perceived quality of the product, and introducing new solutions.
The trolleys in the PQL collection have been fitted with aluminium corner protectors, a feature that represents a significant aesthetic and functional upgrade. New trolley models have also been developed with a dual -access opening system, allowing users to access the contents of their luggage from multiple points without having to open the entire suitcase. The trolleys in this series are equipped with packing cubes to further support internal organisation.
Specific design focus was also placed on the underseat travel backpack segment, leading to the development of the new W146_ROVER collection. The line was created to meet the needs of urban travellers and commuters, and combines a minimalist, essential desi gn with technical materials that have a rubberised feel. The design also stands out for its colour contrasts and fluorescent details, which give the product a recognisable visual identity. These backpacks feature functions particularly sought after by trav ellers: a 180° front opening, expandability, a retractable side handle, an integrated security lock, and an integrated insulated pocket for a water bottle .
Another strategic focus of the Research and Development efforts during this period centered on small leather goods, marked by a significant paradigm shift: the traditional SLG (Small Leather Goods) segment was reinterpreted with a technological and modular approach, giving rise to the SLG Tech category. These are minimalist and compact wallets, cardholders, and keychains which incorporate technology - MagSafe, RFID, and tracking features - while maintaining the craftsmanship and quality of materials that di stinguish the brand. The range is divided into three stylistic worlds: Iconic (Blue Square B2), Elegant (MODUS MOS), and Contemporary Colour Design (S145), ensuring a complete selection for every customer profile.
During the reporting period, Piquadro also developed a “Made in Italy” collection: W151_MATERIA. This project offers a contemporary reinterpretation of the values of Italian craftsmanship: high -quality raw materials, artisanal attention to detail, and modu lar construction. The collection is designed for professionals seeking high -end products with advanced functionality that can elegantly adapt to various contexts of use: work, travel, and everyday life.
As for environmental responsibility, Piquadro continues to produce a selection of items for which it offsets the carbon dioxide emissions.
During the 2025/2026 financial year, Piquadro S.p.A. carried out activities that met the eligibility criteria prescribed by Law no. 160 of 2019, as amended and supplemented, dedicating significant resources to the implementation of innovative projects at i ts Gaggio Montano plant. In particular, the Company developed aesthetic design activities aimed at creating new collections, and a project focused on defining a new travel line produced by using injection moulding technology. The Company is confident that the positive outcome of these activities will generate strong results in terms of turnover, with consequent favourable impacts on the Company’s financial performance. For its innovation activities, the Company intends to take advantage of the tax credit pr ovided for in Article 1, paragraphs 198–209, of Law no. 160 of 27 December 2019, as amended by Article 1, paragraphs 1064 and ff., of Law no. 178 of 30 December 2020, as amended and supplemented.
The Research and Development activity involving The Bridge brand is carried out by a dedicated team of subsidiary The Bridge S.p.A . The Bridge -branded products are the result of a combination of craftsmanship and continuous study of design and new functionalities and by drawing on the products of the past. The Company has always operated a real handicraft laboratory at which prototyp es are created. A team of designers is responsible for creating
25 new collections for each season, interpreting the needs of the market and the corporate DNA. The collections are the result of a research work that commences long before creating the products from an analysis of trends, which are then substantiated in mate rials and colours chosen for the season. The proposals are considered together with the sales force, in order to meet functionality and modernity requirements that make the product attractive to an attentive and demanding public.
During the year, various perimeter products that are very important to business development were developed, such as scarves, gloves and belts.
R&D work involving the Lancel -branded products is performed by a dedicated team of 11 specialists at the Paris office of the Company. The Lancel Group is known for innovation and creativity: the team develops all components and finished products together w ith the design team. Lancel -branded products are the result of the combination of its own archives, continuous study of design and the expertise in leather goods, including with the help of the Atelier team, operating at Lancel's headquarters, made up of " compagnon du devoir " craftsmen who produce the prototype of the new models. All leathers are carefully selected by the Design department and, with the help of a leather specialist. Each leather colour is defined by Design and developed only for Lancel. The team of specialist s dedicated to product research and development studies and proposes new materials on an ongoing basis, such as iconic fabrics, fabrics derived from recycled raw materials, exotic fabrics, and injected plastic with a glitter or marble ef fect.
The archives of Maison Lancel, in their size and richness, consist of some 3,500 leather goods, small leather goods, luggage, 1,200 pieces of art, 300 sketches and paper patterns, and contribute to the brand's image and influence, embodying in "Parisian el egance" the four universes: women's, men's, travel, and gift art.
26
RELATED -PARTY TRANSACTIONS
The “Regulation bearing provisions governing related -party transactions” was adopted by CONSOB Resolution no.
17221 of 12 March 2010, as amended by CONSOB resolution no. 17389 of 23 June 2010 and, finally, by CONSOB Resolution no. 21624 of 10 December 2020. On 15 June 2021 the Board of Directors of Piquadro S.p.A. adopted the new procedure concerning related -party transactions, which was also drawn up by taking account of the instructions provi ded by CONSOB for the application of the new regulations by resolution no. 21624 of 10 December 2020.
The said procedure, which is published on the website of Piquadro (www.piquadro.com ), has the purpose to determine the criteria to be complied with for the approval of the transactions with related parties to be carried out by Piquadro or its subsidiaries, in order to ensure transparency, as well as the material and procedural correctness of the transactions themselves. The identification of transactions with related parties is made as required by the CONSOB regulation referr ed to.
Relations with related parties are largely commented on in the consolidated financial statements, in the separate financial statements and in the Notes to the Financial Statements .
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REPORT ON OPERATIONS OF PIQUADRO S.p.A. AT 31 MARCH 202 6
In reporting the performance of the Piquadro Group, the main events were already implicitly illustrated in relation to the Parent Company whose revenues from the separate financial statements, including relations with Piquadro Group companies, account for about 38.5% of consolidated revenues.
Operations
The financial year ended 31 March 202 6 saw a decline in revenues from sales equal to 9.8% compared to the financial year ended 31 March 202 5. The performance of revenues, which is commented on in detail below in this Report, mainly derives from the domestic market, where the Company holds a leadership position. As regards average selling prices of Piquadro -branded products, the financial year ended 31 March 202 6 reported a n increase equal to about 3.8%, including the mix effect.
Revenues from sales
In the financial year ended 31 March 202 6 the Company reported net revenues from sales equal to Euro 69,458 thousand, showing a decline of 9.8% compared to the revenues reported in the financial year ended 31 March 202 5 (Euro 77,018 thousand).
Breakdown of revenues by distribution channel
The table below reports the breakdown of revenues from sales of Piquadro S.p.A. by distribution channel, expressed in thousands of Euro for the financial year ended 31 March 202 6 compared to the financial year ended 31 March
2025:
Sales channel
(in thousands of Euro) Revenues from sales at 31 March 2026 % Revenues from sales at 31 March 2025 % % Change
2026/2025
PQ brand DOS 31,293 45.1% 28,011 36.4% 11.7% PQ brand Wholesale 35,860 51.6% 46,294 60.1% (22.5)% Total PQ Brand 67,153 96.7% 74,305 96.5% (9.6)% Intercompany revenues 2,305 3.3% 2,713 3.5% (15.0)% Total 69,458 100.0% 77,018 100.0% (9.8)%
The revenues reported by the Piquadro brand in the DOS channel, which include sales in the e -commerce channel, showed an increase of 11.7% compared to the value posted in the financial year ended 31 March 2025. This result was due to an increase of about 14.4% in volumes, and a decrease in average sale prices equal to about (2.3%), including the mix effect between the sales in full price shops and outlets.
Sales reported by the Piquadro brand in the Wholesale channel, which accounted for about 51.6% of the Company’s total turnover, recorded a decrease of about (22.5%) compared to the value posted in the financial year ended 31 March 2025.
Piquadro’s sales to its subsidiaries, stated as Intercompany revenues in the table above, showed a decrease of (15.0%) compared to the financial year ended 31 March 2025.
Below are the breakdowns of revenues by geographical area:
(in thousands of Euro) Revenues from sales at 31 March 2026 % Revenues from sales at 31 March 2025 % %
Change
2026/2025
Italy 55,740 80.2% 58,427 75.9% (4.6)% Europe 11,896 17.2% 16,653 21.6% (28.6)% Rest of the World 1,822 2.6% 1,937 2.5% (5.9)% Total 69,458 100.0% 77,018 100.0% (9.8)%
28 The Company’s revenues for the FY 2025/2026 show that the Italian market still accounts for a very significant percentage of the total turnover (80.2%). In Europe the Company showed a turnover of Euro 11,896 thousand, down by 28.6% compared to the value po sted in the financial year ended 31 March 2025, which is equal to 17.1% in terms of percentage impact of the total turnover. In the geographical area named “Rest of the World”, where the Company sells in 24 Countries, the turnover showed a decline of appro ximately 5.9%.
Economic and financial highlights
Below are the results of Piquadro S.p.A. at 31 March 2026 compared with the same indicators at 31 March 2025:
Economic and financial ratios (in thousands of Euro) 31 March 2026 31 March 2025 Revenues from sales 69,458 77,018
EBITDA 9,653 13,877
EBIT 2,992 7,998
Profit (loss) after tax 7,329 5,886 Amortisation, depreciation and write -downs of fixed assets 6,662 5,879 Write -down of receivables 600 450 Generation of financial resources (Group net profit (loss), amortisation and depreciation, write -downs) 14,591 12,215
The Parent Company’s EBITDA stood at about Euro 9.7 million at 31 March 202 6, including a profit of Euro 5.0 million arising from the adoption of IFRS 16 against about Euro 1 3.9 million at 31 March 202 5, which included a profit of Euro 4.7 million arising from the adoption of IFRS 16.
The Parent Company’s EBIT posted a positive value of Euro 3.0 million, including a profit of Euro 0. 3 million arising from the adoption of IFRS 16.
Amortisation, depreciation and write -downs in the financial year ended 31 March 202 6 amounted to Euro 7,262 thousand (Euro 6,329 thousand at 31 March 202 5), of which Euro 4, 642 thousand was mainly attributable to the amortisation and depreciation of Right -of-use assets arising from the adoption of IFRS 16.
The accrual to the provision for bad debts from customers in the financial year ended 31 March 202 6 amounted to Euro 600 thousand (Euro 450 thousand at 31 March 202 5).
The result from financial operations, which posted an income of approximately Euro 5,161 thousand (against costs of approximately Euro 248 thousand at 31 March 2025), was primarily attributable to the positive effect resulting from the settlement of the financial debt owed to Richemont Holdings A.G., amoun ting to approximately Euro 2.6 million, and to the dividend distribution approved by the subsidiary The Bridge S.p.A., amounting to approximately Euro 3.5 million, as per the minutes of the shareholders’ m eeting held on 13 November 2025.
We must also note the adverse impact on this accounting item arising from the adoption of IFRS 16, equal to Euro 622 thousand at 31 March 202 6 (against a negative impact equal to Euro 466 thousand at 31 March 202 5).
The net result recorded by the Parent Company in the financial year ended 31 March 202 6 posted a gain of Euro 7.3 million (equal to Euro 5.9 million at 31 March 202 5).
Profitability ratios
Below are the main Profitability ratios relating to the financial years ended 31 March 202 6 and 31 March 202 5:
29 Profitability ratios Composition of the ratio 31 March 2026 31 March
2025
Return on sales (R.O.S.) EBIT/Net revenues from sales 4.3% 10.4% Return on Investment (R.O.I.) EBIT/Net invested capital 4.6% 11.5% Return on Equity (R.O.E.) Profit for the year/Equity 15.0% 12.3%
Gross investments
Gross investments in fixed assets concerning the Company’s operations were equal to Euro 2,775 thousand in the financial year ended 31 March 2026 (Euro 3,162 thousand in the financial year ended 31 March 2025). Below is the breakdown by type:
(in thousands of Euro) 31 March 2026 31 March 2025
Investments
Intangible assets 532 1,345 Property, plant and equipment 2,243 1,817 Non-current financial assets 0 0 Total 2,775 3,162
Increases in intangible assets, equal to Euro 532 thousand in the financial year ended 31 March 2026 (Euro 1,345 thousand at 31 March 2025), mainly related to software for the design and implementation of a new omnichannel IT architecture, in support of the CRM platform, data platform and marketing automation tools.
Increases in property, plant and equipment, equal to Euro 2,243 thousand in the financial year ended 31 March 2026 (Euro 1,817 thousand at 31 March 2025), were mainly attributable for Euro 425 thousand to plant and machinery installed at the refurbished sales outlets and at the Gaggio Montano office, as well as for Euro 1, 798 thousand relating to the purchase of furniture and furnishings for the opening of the new sales outlet in Milan, at Via Matteotti, Milan Central Station, and Venice San Marco, and the refitting of several existing sales outlets located at Porta di Roma, Fidenza Outlet, and the purchase of miscellaneous equipment for other sales outlets operated under franchise agreements.
Asset structure
Below is the performance of the Company’s asset structure at 31 March 202 6 compared to that at 31 March 202 5:
(in thousands of Euro) 31 March 2026 31 March 2025
Trade receivables 22,990 30,509 Inventories 15,743 18,426 (Trade payables) (19,385) (22,942) Total net current trade assets 19,348 25,993 Other current assets 2,671 2,536 Tax receivables 2,320 1,751 (Other current liabilities) (2,839) (3,323) (Tax payables) (407) (1,195) A) Working capital 21,094 25,762
Intangible assets 1,587 1,613 Property, plant and equipment 9,026 8,200 Right -of-use assets 19,115 18,532 Non-current financial assets 14,455 14,539 Receivables from others due beyond 12 months 392 470
30 Deferred tax assets 1,596 1,644 B) Fixed assets 46,171 44,998 C) Non -current provisions and non -financial liabilities (1,766) (1,415) Net invested capital (A+B+C) 65,499 69,344
FINANCED BY:
D) Net Financial Position 16,789 21,330 F) Group Equity 48,710 48,014 Total borrowings and Shareholders’ Equity (D+E) 65,499 69,344
Net Financial Position
The table below reports the breakdown of the Net Financial Position, which includes the net financial debt determined according to the ESMA criteria (based on the schedule set out in CONSOB Call for attention notice no.
5/21 of 29 April 2021):
(in thousands of Euro) 31 March 2026 31 March 2025
(A) Cash 21,229 15,569 (B) Cash equivalents 0 0 (C) Other current financial assets 0 47 (D) Liquidity (A) + (B) + (C) 21,229 15,617
(E) Current financial debt (including debt instruments, but excluding the current portion of non -current financial debt) (15,788) (7,695) (F) Current portion of non-current financial debt (3,960) (10,934) (G) Current financial indebtedness (E + F) (19,748) (18,716)
(H) Net current financial indebtedness (G - H) 1,481 (3,186)
(I) Non-current financial debt (excluding current portion and debt instruments ) (18,270) (15,068) (J) Debt instruments 0 0 (K) Non-current tr ade and other payables 0 (3,144) (L) Non-current Financial Indebtedness (I + J + K ) (18,270) (18,232)
(M) Total Financial Indebtedness (H + L ) (16,789) (21,330)
As at 31 March 202 6, the Parent Company’s Net Financial Position posted a negative value of Euro ( 16.8) million, showing a positive change of Euro 4.5 million compared to the debt recorded at 31 March 2025, which had posted a negative value of Euro ( 21.3) million.
The Parent Company’s adjusted Net Financial Position, defined as the Net Financial Position, excluding the effects arising from the adoption of IFRS 16, at 31 March 202 6 posted a positive value of about Euro 3.1 million compared to the adjusted Net Financial Position negative for Euro (2.3) million at 31 March 202 5.
31
(in thousands of Euro) 31 March 2026 31 March
2025
Adjusted Net Financial Position Finance lease debt - IFRS16 3,189
(19,978) (2,305)
(19,026)
Net Financial Position (16,789) (21,330)
Human Resources
The products that the Company offers are conceived, manufactured and distributed according to the guidelines of an organisational model whose feature is that it monitors all the most critical phases of the chain, from conception and manufacturing to subseq uent distribution. This entails great care with the correct management of human resources, which must necessarily lead to intense personal involvement, above all in what the Company considers the strategic phases for the success of the Piquadro brand.
As at 31 March 2026, Piquadro S.p.A. had 309 members of staff, compared to 296 units at 31 March 2025. Below is the breakdown of staff by area:
Organisational Areas 31 March 2026 31 March 2025 R&D Area 5.5% 5.1% Retail Area 59.2% 58.1% Sales Area 8.4% 8.8% Supporting Areas 26.9% 28.0% Total 100.0% 100.0%
Health, safety and environment
During the financial year ended 31 March 2026, Piquadro S.p.A. implemented the organisational system defined under Title I of Legislative Decree no. 81 of 2008 by identifying, at the safety organisation chart level, new management staff members for prevention purposes, the formalisation of which contributes to the creation of a system of responsibilities that is increasingly recognised, active and representative of a growing business capable of involving the various company functions and the managers responsible at all levels. These staff members have collaborated to improve cooperation in the field of occupational health and safety, both in -house, such as the supervisors and the Employer, and outside the Group, such as, for example, the Prevention and Protection Service and the Company Doctor, as well as the Supervisory Board of System 231.
The experience gained in previous years in the field of safeguarding occupational health and safety has enabled the Company to ensure prevention and protection measures according to the various scenarios that have occurred, both at local and national level . During the period under consideration , no significant critical issues could be found which related to abnormal variations with respect to accident trends, or the deterioration of workplaces and/or working equipment . Solid communication was ensured towards workers, which was supported by the action of those in charge of the function, the Employer and the Workers’ Safety Representative .
In relation to the operation of the retail channel activities, documentary compliance was confirmed in accordance with Legislative Decree no. 81 of 2008, as was the delivery of refresher training courses to workers. The same attention paid to workers’ heal th and safety was applied to environmental issues, allowing Piquadro to confirm itself as an organization that does not have any impact on the environment. No elements were implemented, which could determine damage or adverse effects on the territory and t he environment. The good relations with the closest stakeholders and the Local Entities confirm a total absence of critical issues .
There is still room for improvement in the prevention of accidents through the recording of Near Miss events as a tool to spread the culture of “Shared Responsibility” .
Other information required by Article 2428 of the Italian Civil Code
In relation to other information required by Article 2428 of the Italian Civil Code, it should be noted for:
Research and development activity:
• reference should be made to the paragraph on “Research and development activities”;
32
Transactions with subsidiaries, associates, controlling companies and entities controlled by the parent
company:
• The “Regulation bearing provisions governing transactions with related parties”, which was adopted by CONSOB Resolution no. 17221 of 12 March 2010, as amended by CONSOB resolution no. 17389 of 23 June 2010, implemented article 2391 -bis of the Italian Civil Code. On 18 November 2010 the Company’s Board of Directors adopted the procedure concerning related parties, which was also drawn up by taking account of the instructions subsequently provided by CONSOB for the application of the new regulations by DEM/10 078683 notice of 24 September 2010. The said procedure, which is published on the website of Piquadro ( www.piquadro.com ), has the purpose to determine the criteria to be complied with for the approval of the transactions with related parties to be carried out by Piquadro or its subsidiaries, in order to ensure transparency, as well as the material and procedural correctnes s of the transactions themselves.
The identification of the transactions with related parties is made as required by the CONSOB regulatio n referred to.
• In the financial year ended 31 March 2026, several intergroup transactions were carried out, all of which were implemented within the ordinary course of business and at arm’s length. Intergroup relations concerned both production activities (Piquadro S.p.A . directly controls companies which produce leather goods for the Group) and commercial activities (Piquadro S.p.A. directly or indirectly controls all foreign companies in the retail chain which manage Piquadro -branded shops). The companies in the Piquadr o Group also maintain financial relations, which were also implemented within the ordinary course of business and at arm’s length.
• Relations with related parties are largely commented on in the separate financial statements under Note 41 of the Explanatory Notes. Finally, it should be noted that these financial statements do not report any atypical or unusual transaction .
Treasury shares:
• in relation to information required by Article 2428, paragraphs 3.3) and 3.4) of the Italian Civil Code, such as the number and the nominal value of the shares which make up the share capital of Piquadro S.p.A., the number and the nominal value of the trea sury shares held in portfolio at 31 March 2026, in addition to the changes that occurred in them during the period, reference should be made to Note 15 – Shareholders’ Equity.
Outlook:
• reference should be made to the paragraph “Outlook” below.
Use of financial instruments by the Company:
• in relation to the Company’s financial risk management objectives and policies, including hedging policies for each main category of forecasted transactions and the Company’s exposure to price risk, credit risk, liquidity risk and cash flow risk, reference should be made to the paragraph on “Financial risks”.
Sub-offices:
• the Company has no sub -offices.
Significant events after the reporting date:
• reference should be made to the paragraph on “Significant events after the reporting date” below.
33
SIGNIFICANT EVENTS AFTER THE REPORTING DATE
No further significant events are reported which occurred after the reporting date.
34
OUTLOOK
From an operational standpoint, the financial year ended 31 March 2026 was influenced by management’s decision to implement selective distribution, which primarily impacted Piquadro’s wholesale turnover. Despite this, the Group demonstrated its resilience by increasing the share of sales to end consumers through both retail and digital channels. Furthermore, in this context, the Group successfully completed the restructuring of Maison Lancel, which posted positive financial results and strong growth. Given the current outlook, the Group’s management therefore believes it can achieve performance exceeding that of the previous financial year, particularly in the end -consumer sales channels. For this reason, the Group’s management is confident that it can achie ve improved performance both in terms of the Group’s operating profitability, and its cash generation capacity.
35
FINANCIAL RISKS
The Piquadro Group’s business is generally exposed to a number of financial risks: market risk (including foreign exchange risk and interest rate risk), credit risk and liquidity risk. The Piquadro Group’s financial risks are managed centrally within precise organisati onal policies which govern the management of the risks and the control of all the transactions which are closely relevant to the composition of financial and/or trade assets and liabilities.
In order to minimise these risks, the Piquadro Group has established control times and methods which allow the Board of Directors to give its approval as to all transactions which bind the Piquadro Group to third -party lenders.
Liquidity risk
The objective of the Piquadro Group is to ensure that it is able to meet its financial obligations at any time, maintaining an adequate level of available cash and diversifying the instruments for raising financial resources by obtaining adequate credit li nes.
The Piquadro Group keeps a surplus of credit lines available in order to be able to take up business opportunities that cannot be planned for or in order to cover unexpected cash outflows.
The excess cash is invested temporarily on the money market in transactions that can be liquidated immediately.
The essential tool for the measurement, management and daily monitoring of the liquidity risk is the cash budget, which provides an overview of the liquidity that is always up -to-date. Daily planning and cash flow forecasts are carried out on the basis of this overview.
It is believed that the funds and credit lines currently available, in addition to the cash flow generated by the business, will suffice to meet the Piquadro Group requirements.
Credit risk
The credits of the Piquadro Group, particularly in Italy, are rather fragmented as a result of sales being to a diverse clientele that is made up of leather goods retailers, stationery retailers and international distributors or, through the sales of the D OS channel, end consumers. Receivables outstanding at the end of the financial year were mainly trade receivables, as resulting from the explanatory notes to the statement of financial position to which reference is made.
Historically there have not been any significant or particularly problematic situations regarding the solvency of customers, insomuch as it is the Piquadro Group’s policy to sell to customers after assessing carefully their credit rating and therefore rema ining within prefixed credit limits, periodically monitoring the situation of expired loans.
Accordingly, the credit risk to which the Piquadro Group is exposed is considered to be limited as a whole.
Foreign exchange risk
Foreign exchange risk is the risk that the currency parities could change in an unfavourable way in the period between the moment in which the target exchange rate is defined, that is the date when commitments arise to receive and pay amounts in foreign cu rrency at a future date, and the time at which those commitments become firstly orders and finally turnover (for purchase or sale).
The Piquadro Group pays the contract work done (external production) in US dollars, while wages and salaries relating to the employees of the subsidiary Uni Best Leather Goods Zhongshan Co. Ltd. are paid in Renminbi. The operating costs incurred by the Com pany and by the Piquadro Group’s European subsidiaries are mainly denominated in Euro. The result of this is that the net result of the Piquadro Group is partially affected by the fluctuations of the exchange rate between USD and the Euro and, to a lesser extent, between the Chinese Renminbi and the Euro.
During the financial year ended 31 March 2026, the Parent Company carried out currency (USD) forward purchases in order to hedge expected payments of invoices of foreign subcontractors and of the subsidiary Uni Best Leather Goods Zhongshan Co. Ltd. If thes e derivative financial instruments have fulfilled all the conditions laid down for the accounting treatment of hedging derivatives (hedge accounting), they are accounted for at fair value against an entry in the Statement of Comprehensive Income.
Interest rate risk
36
Interest rate risk is the risk of an uncontrolled increase in charges arising from the payment of real floating interest rate on medium - to long -term loans raised by the Piquadro Group.
The purpose of the interest risk management is to limit and stabilise payable flows due to interest paid on such loans.
Hedging activities were carried out on every occasion that it was considered useful with regard to the taking out of loans. The Piquadro Group uses derivative financial instruments to hedge the exposure to interest rate risks.
However, in cases in which th e derivative financial instruments do not fulfil all the conditions laid down for the accounting treatment of hedging derivatives (hedge accounting), these have been accounted for at fair value against an entry in the Income Statement.
The forecast outflows, connected with the repayment of the liability, are determined by making reference to the provisions laid down in the loan agreement (amortisation schedule).
37
LEGISLATIVE DECREE NO. 231/2001
Starting from June 2008, the Company adopted both the Group’s Code of Ethics and the Parent Company’s Organisational, management and control model pursuant to Legislative Decree no. 231/2001, with the objective to arrange for a structured and organic syste m of rules aimed at preventing the possible commission of crimes which entail the administrative liability of the Parent Company.
The Board of Directors, in the application of the regulations in force, has also established a single -member Supervisory Board and appointed Gerardo Diamanti as single member who has been granted the powers and duties under Legislative Decree no. 231/2001.
The organisational, management and control model of Piquadro and the Code of Ethics can be found on the Company’s website, www.piquadro.com , in the Section on Investor Relations.
38
EQUITY INVESTMENTS HELD BY THE MEMBERS OF CORPORATE BODIES
Below is reported the chart containing the equity investments held by the Directors, Statutory Auditors, General Managers, Key Executives and their spouses and minor children in Piquadro S.p.A. and its subsidiaries, which is contained in Section II of the Report on Remuneration prepared pursuant to article 123 -ter of Legislative Decree no. 58/1998 and article 84 -quater of the Issuers’ Regulation, as adopted by CONSOB by Resolution no. 11971 of 14 May 1999, and in accordance with Annex 3A Charts 7 -bis and 7 -ter of the same Regulation.
For more information, including any information on the fees due to the Directors, Statutory Auditors and Key Executives, reference is expressly made to said Report on Remuneration, which can be found on the Company’s website , www.piquadro.com , in the Section on Investor Relations .
First and
last name Position Investee company Number of
shares
owned at
the end of
the previous
financial
year Number of
shares
purchased/
obtained
through a
stock grant
plan Number of
shares sold
through a
“sell to
cover” plan Number of
shares held
at the end of
the current
financial
year
Marco
Palmieri
Chairman ;
CEO (1) Piquadro
S.p.A. 31,909,407 19,500 9,109 31,919,798
Pierpaolo
Palmieri
Vice -
Chairman ;
Executive
Director (2) Piquadro
S.p.A. 2,276,801 19,500 9,114 2,287,187
Tommaso
Palmieri Executive
Director Piquadro
S.p.A. 0 0 0 0
Roberto
Trotta Executive
Director Piquadro
S.p.A. 3,000 19,500 9,112 13,388
(1) At the end of the FY 2025/2026, the Chairman of the Board and CEO of Piquadro S.p.A., Marco Palmieri , owned a stake equal to 93.34% of the share capital of Piquadro Holding S.p.A., through Piqubo S.p.A., a company wholly owned by the latter. Piquadro Holding S.p.A., in turn, owns 68.37% of the share capital of Piquadro S.p.A..
(2) At the end of the FY 2025/2026, the Executive Director Pierpaolo Palmieri owned a stake equal to 6.66% of the share capital o f Piquadro Holding S.p.A., which in turn, owns 68.37% of the share capital of Piquadro S.p.A..
39
CORPORATE GOVERNANCE AND SELF -REGULATORY CODE
The Company applies the Corporate Governance Code promoted by Borsa Italiana S.p.A, which was approved by the Corporate Governance Committee.
In making use of the right laid down in article 123 -bis, paragraph 3, of the TUF, the Company has taken steps to prepare the Report on Corporate Governance and ownership structures separately from the Report on Operations.
Therefore, as regards the information on the Company’s corporate governance system and ownership structures and the application of the Corporate Governance Code, reference should be made to the Report on Corporate Governance and ownership structures that c an be found in the Investor Relations Section on the Company’s website, www.piquadro.com.
Some of the main information disclosed in the abovementioned Report on Corporate Governance and ownership structures is provided below .
Structure of the Share Capital
The amount of the subscribed and paid -up Share Capital is equal to Euro 1,000,000, divided into 50,000,000 ordinary shares, without any indication of their par value.
Categories of shares making up the Share Capital:
NO. OF
SHARES %
COMPARED
TO THE
SHARE
CAPITAL LISTED RIGHTS AND OBLIGATIONS
Ordinary
shares 50,000,000 100 STANDARD 1 The shares are registered and confer the right of voting at ordinary and extraordinary shareholders’ Meetings, as well as the right to profit sharing.
At the date of this Report, the Chairman of the Board of Directors and CEO of Piquadro S.p.A., Marco Palmieri, owned a stake equal to 93.34% of the Share Capital of Piquadro Holding S.p.A., through Piqubo S.p.A., a company wholly owned by the latter, while the Vice -Chairman of the Board of Directors of Piquadro S.p.A., Pierpaolo Palmieri, owns a stake equal to 6.66% of the Share Capital of Piquadro Holding S.p.A.
Piquadro Holding S.p.A., in its turn, owns 68.37% of the Share Capital of Piquadro.
* * * Restrictions on the transfer of securities
There are no restrictions on the transfer of securities, such as for example limits on the ownership of securities or the need to obtain approval from the issuer or from other holders of securities.
Significant stakes held in the Capital
At the date of this Report, the significant stakes held in the capital of the issuer, as resulting from the notices given pursuant to article 120 of the TUF, as supplemented by notices relating to transactions subject to Internal Dealing under Articles 152 -sexies and ff. of the Issuers’ regulation, were the following:
SIGNIFICANT STAKES HELD IN THE CAPITAL
Declarant Direct Shareholder % share on ordinary capital % share on voting
capital
Palmieri Marco Piquadro Holding S.p.A.
68.4%
68.4%
Mediobanca S.p.A. Mediobanca S.p.A. 4.99% 4.99% Lazard Freres Banque Lazard Freres Banque 4.69% 4.69% Quaero Capital SA Quaero Capital Funds Lux 2.83% 2.83%
40
Securities which confer special rights
The Company has not issued securities which confer special rights of control. Furthermore, it should be noted that the Company’s By -Laws do not provide for shares with increased or plural voting rights.
Employee share ownership: exercise of voting rights
There is no employee share ownership system.
Restrictions on voting rights
The By -Laws do not provide for any restrictions on voting rights.
Shareholders’ Agreements
At the date of this Report, there were no Shareholders’ Agreements pursuant to article 122 of the TUF.
Delegated powers to increase Share Capital and authorisations to purchase treasury shares
As at the reporting date, no delegated powers had been granted to the Board of Directors to increase the share capital in accordance with Article 2443 of the Italian Civil Code.
The Shareholders’ Meeting of Piquadro held on 28 July 2025 resolved to authorise a plan for the purchase of the Company’s ordinary shares, in one or more instalments, up to the maximum number permitted by law, having regard to the treasury shares held dire ctly and to those held by Subsidiary companies.
The authorisation to purchase treasury shares was granted up to the approval of the financial statements at 31 March 2026 while the authorisation to dispose of them was granted without any time limit.
The plan to purchase treasury shares pursues the following objectives:
(a) to support stabilisation of the stock performance and liquidity, and, in this framework, to acquire the Company’s shares at prices lower than their actual value, based on the income prospects of the business, with the consequent enhancement of the Company ;
(b) to establish an “inventory of securities” so that the Issuer may maintain, and dispose of, shares for a possible use of the same as consideration in extraordinary operations, including in exchange of equity investments, with other parties within transacti ons of interest to the Company itself ;
(c) to purchase, sell, and/or allocate treasury shares (or options on such shares) in connection with (i) remuneration plans based on financial instruments pursuant to Article 114 -bis of the TUF , in favo ur of, among others, executive directors, executives with strategic responsibilities, managers, and employees, collaborators, and consultants of the Company , or its subsidiaries; and (ii) plans for the free allocation of shares in favo ur of, among others, executive directors, executives with strategic respon sibilities, managers, and employees, directors, employees, collaborators, and consultants of the Company , or its subsidiaries.
The purchase price of the shares will be identified from time to time, having regard to the method chosen for carrying out the transaction, and in compliance with statutory, regulatory requirements, or accepted market practices, within a minimum and maximu m that can be determined according to the following criteria:
(i) in any case, the minimum consideration for the purchase shall not be less, by 20%, than the reference price that the stock shall have recorded on the trading day prior to every individual transaction;
(ii) in any case, the maximum consideration for the purchase shall not be higher, by 10%, than the reference price that the stock shall have recorded on the trading day prior to every individual transaction.
Except for the implementation of the distribution plans, with or without payment, of options on shares or shares, which will take place at the prices set in the plans themselves, the consideration for any other sale of treasury shares, which will be set by the Board with the right of sub -delegating powers to one or more Directors, may not be less, by 20% at least, than the reference price that the stock shall have recorded on the trading day prior to every individual transaction.
41 Purchases may take place according to methods other than those specified above pursuant to Article 132, paragraph 3, of the TUF, or other provisions applicable from time to time at the time of the transaction .
The shareholders’ meeting also authorised the Board to dispose of the company’s treasury shares, with effect from the date of the Shareholders’ Meeting resolution of 28 July 2025, without any time limit.
The disposal of the shares may take place according to the most appropriate methods in the interests of the Company, and in any case in accordance with the applicable regulations and the permitted market practices .
Except for the implementation of the distribution plans, with or without payment, of options on shares or shares, which will take place at the prices set in the plans themselves, the consideration for any other sale of treasury shares, which will be set by the Board with the right of sub -delegating powers to one or more directors, may not be less, by 20% at least, than the reference price that the stock shall have recorded on the trading day prior to every individual transaction.
Piquadro, in accordance with the terms and conditions and according to the procedures set out in the regulations in force, is required to notify the competent Authorities of the transactions of purchase or sale carried out, in terms of number of shares acq uired/sold, average price, total number of shares acquired/sold as at the date of the notice and the amount invested on the same date .
On 28 July 2025, Piquadro S.p.A. announced the revocation of the previous authorisation to purchase or dispose of treasury shares, which had been granted on 23 July 2024.
As at 1 4 June 202 6, the Company held no. 2, 692,800 treasury shares, equal to 5. 3856 % of the share capital ; the subsidiaries did not hold any share of the Company.
Clauses of Change of control
Neither Piquadro S.p.A. nor any of its subsidiaries have entered into significant agreements which become effective, are amended or are terminated in case of change of control of the contracting Company.
Indemnity due to the Directors in the case of resignation, dismissal or termination of the relationship following a
take-over bid
No agreements have been entered into between the Company and the Directors which provide for indemnities in the case of resignation or dismissal/disqualification without cause or if the employment relationship is terminated following a take -over bid.
The information referred to above is disclosed in the Report on Corporate Governance and ownership structures, which is available in the Investor Relations Section on the website www.piquadro.com .
42
MANAGEMENT AND COORDINATION ACTIVITY
The Company is not subject to management and coordination activities pursuant to Article 2497 and ff. of the Italian Civil Code. In fact, although under Article 2497 -sexies of the Italian Civil Code “ it is presumed, unless there is evidence to the contrary, that the activity of management and coordination of Companies is carried out by the Company or an entity that is required to consolidate their financial statements or that controls them in any way pursuant to Article 2359”, neither Piqubo S.p.A. nor Piqu adro Holding S.p.A., i.e. the companies controlling Piquadro S.p.A., carries out management and coordination activities in relation to the Company, in that (i) they do not give instructions to their subsidiary; and (ii) there is no significant organisation al/functional connection between these Companies and Piquadro S.p.A.
In addition to directly carrying out operating activities, Piquadro S.p.A., in its turn, also carries out management and coordination activities in relation to the companies it controls, pursuant to Articles 2497 and ff. of the Italian Civil Code.
RELATED -PARTY TRANSACTIONS
In compliance with the CONSOB Regulation on Related Parties, the Board’s meeting held on 18 November 2010 adopted the “Regulation governing transactions with Related Parties”.
On 15 June 2021 the Board of Directors of Piquadro S.p.A. adopted the procedure concerning transaction with related parties, which was also drawn up by taking account of the instructions provided by CONSOB for the application of the new regulations by reso lution no. 216 24 of 10 December 2020 .
This document is available in the Investor Relations Section on the website of Piquadro, www.piquadro.com .
43
INFORMATION BY BUSINESS SEGMENTS AND ANALYSIS OF THE PERFORMANCE OF THE
PIQUADRO GROUP’S OPERATIONS
In operational terms, the Top Management staff review the Piquadro Group’s results of operations based on a breakdown by each brand (Piquadro, The Bridge, Lancel); accordingly, the disclosures under IFRS 8 concerning the Piquadro Group’s revenues from sale s and reporting segment data are now provided on a brand basis (Piquadro, The Bridge, Lancel).
The table below illustrates the segment data of the Piquadro Group as broken down by brand (Piquadro, The Bridge and Lancel) , in relation to the financial years ended 31 March 202 6 and 31 March 202 5. Economic segment data are monitored by the Company’s Management until EBITDA.
31 March 2026 31 March 2025 in thousands of Euro Piquadro The Bridge Lancel Total
for the
Group %
Impact
(*) Piquadro The Bridge Lancel Total
for the
Group %
Impact
(*)
Revenues from
sales 72,032 35,275 73,193 180,500 100.0% 79,649 35,109 68,852 183,610 100.0% Other income 1,192 1,374 1,254 3,820 2.1% 493 1,463 1,290 3,246 1.8%
Costs for
purchases of
materials (15,216) (3,072) (22,636) (40,924) (22.7%) (12,061) (1,939) (20,728) (34,728) (18.9%)
Costs for
services and
leases and
rentals (30,082) (16,576) (21,233) (67,891) (37.6%) (34,359) (19,042) (23,028) (76,429) (41.6%) Personnel costs (16,146) (8,432) (18,090) (42,668) (23.6%) (17,232) (7,729) (17,952) (42,913) (23.4%)
Provisions and
write -downs (600) (100) (140) (840) (0.5%) (378) (151) 34 (495) (0.3%)
Other operating
costs (488) (105) (210) (803) (0.4%) (408) (58) (455) (921) (0.5%)
EBITDA 10,692 8,364 12,138 31,193 17.3% 15,704 7,654 8,013 31,370 17.1%
Amortisation,
depreciation and
write -downs of fixed assets (17,917) (9.9%) (14,999) (8.2%)
Operating
profit (loss) 13,277 7.4% 16,371 8.9%
Financial
income and
costs
720 0.4%
(1,106) (0.6%)
Profit (loss)
before tax 13,997 7.8% 15,265 8.3% Income taxes (1,120) (0.6%) (3,681) (2.0%) Profit for the year 12,877 7.1% 11,584 6.3% Net profit (loss) for the Group 12,877 7.1% 11,584 6.3%
Attributable to:
Parent
Company
shareholders
12,877 7.1%
11,584 6.3%
Minority
interests 0 0% 0 0% (*) Percentage impact compared to total consolidated revenues from sales
As a segment analysis of the balance sheet, below are the assets, liabilities and fixed assets broken down by brand (Piquadro, The Bridge and Lancel) in the financial years ended 31 March 2026 and 31 March 2025:
31 March 2026 31 March 2025 (in thousands of Euro ) Piquadro The
Bridge Lancel
Total Piquadro The Bridge Lancel Total Assets 101,188 48,030 54,195 203,413 102,364 38,645 48,016 189,024 Liabilities 61,471 34,633 32,353 128,457 65,838 25,370 28,980 120,188 Fixed assets 39,542 19,353 25,478 84,373 38,571 9,744 17,306 65,620
44
Revenues from sales
Below is a breakdown of revenues from sales by brand and geographical area.
Breakdown of revenues by Brand
The table below reports the Piquadro Group’s revenues from sales broken down by brand:
(in thousands of Euro) Revenues from sales at 31 March 2026 %(*) Revenues from sales at 31 March 2025 %(*) Change
2026 -
2025
PIQUADRO 72,032 39.9% 79,649 43.4% (9.6)%
THE BRIDGE 35,275 19.5% 35,109 19.1% 0.5%
LANCEL 73,193 40.6% 68,852 37.5% 6.3%
Total 180,500 100.0% 183,610 100.0% (1.7)% (*) Percentage impact compared to consolidated revenues from sales
In the financial year ended 31 March 202 6, the Piquadro Group recorded, in terms of revenues, a performance decreasing by 1.7% compared to the FY 2024/2025. The Piquadro Group recorded in fact net revenues from sales equal to Euro 180,500 thousand compared to Euro 183,610 thousand recorded in the previous year.
Below are the breakdowns of revenues by Brand:
Piquadro
Revenues recorded in the FY 202 5/2026 ended 31 March 2026 amounted to Euro 72.0 million, down by ( 9.6)% compared to the same period ended 31 March 202 5. Sales in directly -operated single -brand stores recorded an increase of 4.2% while those in the e -commerce channel grew by 46.8%, benefiting from the strengthening of the brand's digital strategy, and the growth of sales through marketplace platforms. Sales in the wholesale channel recorded a decrease of (23.2%) attributable to management's decision to introduce the selective distribution system, which will be imp lemented as from January 2025.
Wholesale sales of the Piquadro brand, equal to approximately Euro 35,733 thousand (Euro 46,515 thousand at 31 March 202 5), showed a decrease of approximately ( 23.2)%. In the European market, which accounted for 24.2% of Piquadro brand sales, the decrease was equal to (39.4%) while in the domestic market, which accounted for 72.5% of Piquadro brand sales, sales showed a decrease of (1 5.7)%.
In the financial year ended 31 March 202 6 the Piquadro Group opened 1 franchise Piquadro -brand shop in the Rest of the World area , and closed 5 franchise shops in the area of the Rest of the World. As at 31 March 202 6, the franchise shops opened were 37.
Revenues from sales achieved in the DOS Channel - which includes sales generated from the e -commerce website of the Piquadro brand - in the financial year ended 31 March 202 6 reported growth of about 9.6%, from Euro 33,135 thousand in the financial year ended 31 March 202 5 to Euro 36,299 thousand in the financial year ended 31 March 2026. In terms of impact on the total sales of Piquadro -branded products, the values in the DOS channel showed an increase , in percentage terms, compared to those posted in the financial year ended 31 March 202 5 (an impact of 50.4% at 31 March 202 6 against a percentage of 4 1.6% in the financial year ended 31 March 202 5).
The performance of sales of the Piquadro -branded products in the DOS channel was also due to the following
factors:
(i) a positive SSSG (“Same Store Sales Growth”) equal to about 2.2% in Piquadro -branded shops;
(ii) opening of 1 new shop in Italy, and 1 new shop in the area of the Rest of the World, during the financial year ended 31 March 202 5, which contributed approximately Euro 1.0 million to the channel’s turnover for 12 months in the financial year ended 31 March 202 6 (Euro 0.3 million at 31 March 202 5);
45 (iii) closure of 1 shop in Italy during the financial year ended 31 March 202 6, which had contributed approximately Euro 0. 6 million to the turnover for the financial year ended 31 March 202 5;
(iv) opening of 2 new shop s in Italy, and 2 new shop s in the area of the Rest of the World during the financial year ended 31 March 202 6, which had contributed approximately Euro 0. 5 million to the turnover of the
channel;
(v) an increase of about Euro 1.9 million in e-commerce sales compared to the previous year.
The Bridge
Revenues from sales achieved by The Bridge brand in the FY 2025/2026 ended 31 March 2026 amounted to Euro 35.3 million, up by 0.5% compared to the same period ended 31 March 202 5. Sales reported a decrease of (7.4%) in the wholesale channel , and an increase of 11.5% in the DOS channel, which also includes the e -commerce website .
The sales of The Bridge -branded products in the Wholesale channel amounted to about Euro 18,924 thousand (against Euro 20,443 thousand at 31 March 202 5), showing a decrease of about (7.4%) . The sales in the domestic market remained stable while they showed a decrease of (19.4%) in foreign markets.
Revenues from sales achieved by The Bridge brand in the DOS Channel - which includes sales generated from the e-commerce website of The Bridge brand - in the financial year ended 31 March 202 6 recorded an increase of 11.5%, from Euro 14, 667 thousand in the financial year ended 31 March 202 5 to Euro 16,351 thousand in the financial year ended 31 March 202 6.
The performance of sales of The Bridge -branded products in the DOS channel was also due to the following factors:
(i) a positive SSSG (“Same Store Sales Growth”) equal to about 7.0% in The Bridge -branded shops;
(ii) opening of 1 new shop in Italy during the financial year ended 31 March 202 6, which contributed about Euro 0. 3 million to the turnover of channel;
(iii) an increase of about Euro 0. 4 million in e -commerce sales compared to the previous year.
Lancel
Revenues from sales achieved by the Lancel brand in the FY 202 5/2026 ended 31 March 2026 amounted to Euro 73.2 million, up by 6. 3% compared to the same period ended 31 March 2025. Sales in the wholesale channel recorded an increase of 8.0% while the DOS channel, which also includes the e -commerce website, recorded an increase of 5.9%.
The sales of Lancel -branded products in the Wholesale channel amounted to about Euro 15,197 thousand (against Euro 14,071 thousand at 31 March 202 5), showing an increase of about 8.0%.
Revenues from sales achieved by the Lancel brand in the DOS Channel – including sales generated from the e -
commerce website of the Lancel brand – recorded an increase of 5.9%, from Euro 54,780 thousand in the financial year ended 31 March 202 5 to Euro 57,966 thousand in the financial year ended 31 March 202 6.
The performance of sales of Lancel -branded products in the DOS channel was also due to the following factors:
(i) a positive SSSG (“Same Store Sales Growth”) equal to about 5.5% in Lancel -branded shops;
(ii) closure of 9 DOSs in the financial year ended 31 March 202 5 (3 in France, and 6 in China), which had contributed about Euro 1.1 million to the turnover at 31 March 202 5;
(iii) opening of 6 new shops in France in the financial year ended 31 March 202 6, which contributed about Euro 2.0 million to the turnover in the channel ;
(iv) an increase in e -commerce sales equal to about Euro 0. 5 million compared to the previous year.
Breakdown of revenues by geographical area
The geographical areas in which the Piquadro Group operates, as defined by the Management staff as a secondary segment of segment reporting, have been defined as Italy, Europe and Rest of the World.
The table below shows the breakdown of net revenues by geographical area (in thousands of Euro):
46
(in thousands of Euro) Revenues from sales 31 March 2026 %(*) Revenues from sales 31 March 2025 %(*) % Change
2026 -2025
Italy 84,954 47.1% 84,275 45.9% 0.8% Europe 91,185 50.5% 93,438 50.9% (2.4)% Rest of the World 4,361 2.4% 5,896 3.2% (26.1%) Total 180,500 100.0% 183,610 100.0% (1.7)% (*) Percentage impact compared to consolidated revenues from sales
From a geographical point of view, at 31 March 2026 the Piquadro Group recorded a turnover of Euro 85.0 million on the Italian market, equal to 47.1% of the Group’s total turnover (45.9% of consolidated sales at 31 March 2025), showing an increase of 0.8% compared to the same period of the FY 2024/2025.
In the European market, at 31 March 2026 the Group recorded a turnover of Euro 91.2 million, equal to 50.5% of consolidated sales (50.9% of consolidated sales at 31 March 2025), showing a decrease of (2.4%) compared to the same period of the FY 2024/2025.
In the non -European geographical area (named “Rest of the World”), the Piquadro Group recorded a turnover of Euro 4.4 million , equal to 2.4% of consolidated sales, down by about Euro 1. 5 million compared to the same period of the FY 202 4/2025. The decrease was largely attributable to market trends in the non -European region, and the closure of the Maison Lancel shops in China, which contributed approximately Euro 600 thousand to the sales in the financial year 2024/2025 .
Other income
The table below reports the Piquadro Group’s other revenues broken down by brand (Piquadro, The Bridge and Lancel), in relation to the financial years ended 31 March 202 6 and 31 March 202 5.
31 March 2026 31 March 2025 (in
thousands
of Euro) Piquadro The Bridge Lancel Total for the Group % Impact (*) Piquadro The
Bridge Lancel
Total
for the
Group %
Impact
(*) %
Change
Charge -back
of transport
and
collection
costs 127 0 0 127 0.07% 99 0 0 99 0.05% 28.6%
Insurance
and legal
refunds 15 0 62 77 0.04% 10 0 4 15 0.01% 430.8%
Other
sundry
Income 1,050 1,374 1,192 3,616 2.00% 385 1,463 1,285 3,133 1.71% 15.4%
Total Other
income 1,192 1,374 1,254 3,820 2.12% 493 1,463 1,290 3,246 1.77% 17.7% (*) Percentage impact compared to consolidated revenues from sales.
In the financial year ended 31 March 2026 other income showed an increase of 17.7% from Euro 3,246 thousand in the financial year ended 31 March 2025 to Euro 3,820 thousand in the financial year ended 31 March 2026.
Consumption of materials
The table below reports the Piquadro Group’s costs for consumption of materials, net of changes in inventories, broken down by brand (Piquadro, The Bridge, Lancel).
31 March 2026 31 March 2025 (in
thousands
of Euro ) Piquadro The Bridge Lancel Total
for the
Group %
Impact
(*) Piquadro The Bridge Lancel Total
for the
Group %
Impact
(*) %
Change
Costs for
consumpti
on of
materials 15,216 3,072 22,636 40,924 22.7% 12,061 1,939 20,728 34,728 18.9% 17.8%
47
Total
Costs for
consumpt
ion of
materials 15,216 3,072 22,636 40,924 22.7% 12,061 1,939 20,728 34,728 18.9% 17.8% (*) Percentage impact compared to consolidated revenues from sales.
The change in consumption, which showed an increase of 17.8%, must be read together with the change in third -
party manufacturing and production services, as specified in the item “Costs for services and leases and rentals” and relating to production costs.
Costs for services and leases and rentals
The table below reports the Piquadro Group’s costs for services and leases and rentals broken down by brand (Piquadro, The Bridge and Lancel), for the financial years ended 31 March 2026 and 31 March 2025.
31 March 2026 31 March 2025 (in thousands of Euro ) Piquad
ro The
Bridge Lancel Total for the Group %
Impact
(*) Piquadro The
Bridge Lancel
Total for
the Group
%
Impact
(*) %
Change
Costs for leases and rentals 2,358 292 9,108 11,758 6.5% 2,326 476 10,971 13,773 7.5% (14.6%)
Advertising and
marketing 5,285 1,737 3,519 10,541 5.8% 5,043 1,498 3,491 10,032 5.5% 5.1%
Third -party
manufacturing and
production services 11,599 10,403 2,372 24,374 13.5% 14,483 12,774 2,518 29,775 16.2% (18.1%)
Administrative/Com
mercial/Transport
services 10,840 4,143 6,234 21,217 11.8% 12,507 4,294 6,048 22,849 12.4% (7.1%) Total Costs for services and leases and rentals 30,082 16,575 21,233 67,891 37.6% 34,359 19,042 23,028 76,429 41.6% (11.2%) (*) Percentage impact compared to consolidated revenues from sales
As at 31 March 2026, costs for services and leases and rentals showed a decrease of 11.2% compared to the previous year. The decrease in third -party manufacturing and production services is linked, in particular, to a reduction in logistics costs as a resu lt of lower sales and production volumes, due to their impact on the costs’ variable component. Percentage impact on revenues from sale decreased from 41.6% in the financial year ended 31 March 2025 to 37.6% in the financial year ended 31 March 2026.
Personnel costs
The table below reports the Piquadro Group’s personnel costs broken down by brand (Piquadro, The Bridge and Lancel), for the financial years ended 31 March 2026 and 31 March 2025.
31 March 2 026 31 March 2025
(in thousands
of Euro) Piquadro The Bridge Lancel Total for the
Group %
Impact
(*) Piquadro The
Bridge Lancel
Total
for the
Group %
Impact
(*) %
Change
Wages and
salaries 11,895 6,505 13,084 31,484 17.4% 13,061 5,902 13,257 32,220 17.5% (2.3%)
Social
security
contributions 3,345 1,573 3,849 8,767 4.9% 3,315 1,482 3,696 8,493 4.6% 3.2%
Employee
Severance
Pay 906 354 1,157 2,417 1.3% 856 345 999 2,199 1.2% 9.9%
Total
Personnel
costs 16,146 8,432 18,090 42,668 23.6% 17,232 7,729 17,952 42,913 23.4% (0.6%) (*) Percentage impact compared to consolidated revenues from sales
48 The table below reports the exact number of staff employed by the Piquadro Group at 31 March 202 6 and 31 March
2025:
31 March 2026 31 March 2025 Executives 9 9 Office workers 786 740 Manual workers 203 245 Total for the Group 998 994
In the financial year ended 31 March 2026, personnel costs stood at Euro 42,668 thousand, down compared to the financial year ended 31 March 2025 (equal to Euro 42,913 thousand). Percentage impact on revenues from sales increased by 23.4% in the financial year ended 31 March 2025 to 23.6% in the financial year ended 31 March 2026.
Amortisation, depreciation and write -downs of fixed assets
The table below reports the Piquadro Group’s costs for amortisation and depreciation for the financial years ended 31 March 2026 and 31 March 2025:
(in thousands of Euro) 31 March 2026 (*) % 31 March 2025 (*) % % Change
Amortisation of intangible assets 858 0.5% 969 0.5% (11.5%) Amortisation and depreciation of Right -of-use assets 13,946 7.7% 10,965 6.0% 27.2% Depreciation of property, plant and equipment 2,988 1.7% 2,717 1.5% 10.0% Impairment losses of assets 125 0.1% 349 0.2% (64.2%) Total amortisation, depreciation and write -downs of fixed assets 17,917 9.9% 14,999 8.2% 21.2% (*) Percentage impact compared to consolidated revenues from sales.
In the financial year ended 31 March 2026, amortisation, depreciation and write -downs reported an increase of 19.5%, from Euro 14,999 thousand in the financial year ended 31 March 2025 to Euro 17,917 thousand in the financial year ended 31 March 2026, of w hich Euro 858 thousand related to amortisation of intangible assets, Euro 13,946 thousand related to Right -of-use Assets, Euro 2,988 thousand related to property, plant and equipment, and Euro 125 thousand related to the write -downs of fixed assets .
The table below reports the Piquadro Group’s provisions for the financial years ended 31 March 2026 and 31 March
2025:
31 March 2026 31 March 2025 in thousands of Euro) Piquadro The Bridge Lancel Total
for the
Group %
Impact
(*) Piquadro The
Bridge Lancel
Total
for the
Group %
Impact
(*) %
Change
Provisions 600 100 140 840 0.5% 378 151 (34) 495 0.3% 69.8% Total Provisions 600 100 140 840 0.5% 378 151 (34) 495 0.3% 69.8%
(*) Percentage impact compared to consolidated revenues from sales
The amount of Euro 840 thousand in the financial year ended 31 March 2026 (Euro 495 thousand in the financial year ended 31 March 2025) relates to the provision for bad debts, classified under “amortisation, depreciation and write -downs”.
Other operating costs
49 The table below reports the Piquadro Group’s other operating costs broken down by brand (Piquadro, The Bridge and Lancel), for the financial years ended 31 March 2026 and 31 March 2025:
31 March 2026 31 March 2025 (in
thousands
of Euro) Piquadro The Bridge Lancel Total
for the
Group %
Impact
(*) Piquadro The Bridge Lancel Total
for the
Group %
Impact
(*) %
Change
Taxes
other than
income
taxes 411 105 209 725 0.40% 280 58 271 609 0.33% 19% Donations 78 0 0 78 0.04% 127 0 50 177 0.10% (55.9 %)
Credit
losses 0 0 0 0 0.00% 0 0 134 134 0.07% (100%)
Total
Other
operating
costs 489 105 209 803 0.44% 408 58 455 921 0.50% (12.8%) (*) Percentage impact compared to consolidated revenues from sales
As at 31 March 2026, other operating costs amounted to Euro 803 thousand, showing a slight decrease compared to the previous year .
EBITDA and operating profit (loss)
The table below reports the data relating to the EBITDA, broken down by brand (Piquadro, The Bridge, Lancel), and to the Piquadro Group’s operating profit (loss), for the financial years ended 31 March 2026 and 31 March
2025:
(in thousands of Euro) 31 March
2026 %
Impact
(*) 31 March
2025 %
Impact
(*) Change
2026 -2025 % Change
EBITDA 31,193 17.3% 31,370 17.1% (177) (0.6%)
Breakdown by brand:
Piquadro 10,692 5.9% 15,704 8.6% (5,012) (31.9%) The Bridge 8,364 4.6% 7,654 4.1% 710 9.3% Lancel 12,138 6.7% 8,013 4.4% 4,125 51.5% Operating profit (loss) 13,277 7.4% 16,371 8.9% (3,094) (18.9%) (*) Percentage impact compared to consolidated revenues from sales.
Specifically, EBITDA decreased from Euro 31,370 thousand (17.1% of revenues) in the financial year ended 31 March 2025 to Euro 31,193 thousand (17.3% of revenues) in the financial year ended 31 March 2026; the operating profit decreased from Euro 16,371 th ousand (8.9% of revenues) in the financial year ended 31 March 2025 to Euro 13,277 thousand (7.4% of revenues) in the financial year ended 31 March 2026, and was affected by the effects arising from the adoption of IFRS 16, and the write -downs made on the assets relating to the stores.
Financial income and costs
The table below reports the Group’s financial income and costs for the financial years ended 31 March 2026 and 31
March 2025:
(in thousands of Euro ) 31 March 2026 % Impact (*) 31 March 2025 % Impact
(*) Chan
ge
2026 -
2025 %
Change
Financial income 3,305 1.8% 1,254 0.7% 2,051 163.6% Financial costs (2,585) (1.4)% (2,360) (1.3)% (225) 9.5%
50 Total 720 0.4% (1,106) (0.6)% 1,826 165.1% (*) Percentage impact compared to consolidated revenues from sales.
This item includes the total of interest expense, commissions and net charges payable to banks and to other lenders , and the effect of exchange fluctuations (gains and losses, both realised and estimated), in addition to financial costs as a result of the adoption of IFRS 16. Net financial income and costs recorded an increase compared to the financial year ended 31 March 2025, from Euro ( 1,106 ) thousand in the previous financial year to Euro 720 thousand in the financial year ended 31 March 202 6. This incr ease was also affected by the positive effect resulting from the settlement of the financial debt owed to Richemont Holdings A.G., amounting to approximately Euro 2.6 million.
Income taxes
The table below reports the percentage impact of taxes on the profit before tax for the financial years ended 31 March 202 6 and 31 March 202 5:
(in thousands of Euro) 31 March 2026 31 March 2025 Profit (loss) before tax 13,997 15,265 Income taxes (1,120) (3,681 ) Average tax rate 8.0% 24.1%
The decrease in average tax rate compared to the previous year was linked to the recognition of a net amount of approximately Euro 2 million relating to deferred tax assets, mostly arising from Maison Lancel, and related to previous losses of the Maison it self, as well as to the benefit arising from the recognition of the Patent Box.
The table below reports the breakdown of the Piquadro Group’s taxes for the financial years ended 31 March 2026 and 31 March 2025:
(in thousands of Euro) 31 March
2026 %
Impact
(*) 31 March
2025 %
Impact
(*) IRES tax and income tax for foreign subsidiaries (1,788) (1.0)% (2,887) (1.6)% IRAP tax (435) (0.2)% (618) (0.3)% Deferred tax liabilities 49 (0.1)% (39) (0.1)% Net deferred tax assets 1,165 (0.1)% (125) (0.1)% Tax relating to previous years (111) (0.0)% (12) (0.0)% Total income tax (1,120) (2.0)% (3,681) (2.0)% (*) Percentage impact compared to consolidated revenues from sales.
Income taxes decreased from Euro 3,681 thousand in the financial year ended 31 March 2025 to Euro 1,120 thousand in the financial year ended 31 March 2026 as a result of various dynamics described in the explanatory notes. Current taxes (IRES [Corporate In come] and IRAP [Local Production Activity] taxes for the Parent Company and the Italian subsidiaries and the equivalent income taxes for foreign subsidiaries) relate to the tax burden calculated on the respective taxable bases. The Piquadro Group adopted t he IRES tax consolidation by a deed dated 12 September 2017, which includes Piquadro S.p.A. (Parent Company) and The Bridge S.p.A., without any expiry and subject to termination.
Under Legislative Decree no. 209 of 27 December 2023, the Italian Government implemented the regulations governing the Global Minimum Tax laid down in Directive (EU) 2022/2523 with effect from 1 January 2024.
The Company does not fall within the scope of application of these regulations since it is part of the corporate group headed by Piqubo S.p.A. (which, for the purposes of these regulations, qualifies as the controlling parent company) with reference to whi ch the size thresholds provided for in Article 10 of Legislative Decree no. 209/2023 are not exceeded.
Net profit (loss)
51 The table below reports the net profit (loss) for the period for the financial years ended 31 March 2026 and 31 March
2025:
(in thousands of Euro) 31 March 2026 % Impact (*) 31 March 2025 % Impact (*) Net profit/(loss) 12,877 7.1% 11,584 6.3%
Attribu table to : 31 March 2026 % Impact 31 March 2025 % Impact Equity holders of the Parent Company 12,877 100% 11,584 100% Minority interests 0 0% 0 0% (*) Percentage impact compared to consolidated revenues from sales.
The net profit (loss) for the financial year ended 31 March 2026 recorded an improvement of Euro 1,293 thousand from Euro 11,584 thousand in the financial year ended 31 March 2025 to Euro 12,877 thousand in the financial year ended 31 March 2026. In the fi nancial year ended 31 March 2026 the percentage impact on revenues from sales was equal to 7.1% (equal to 6.3% at 31 March 2025). As in the financial year ended 31 March 2025, no result attributable to minority interests was reported in the financial year ended 31 March 2026.
Silla di Gaggio Montano (BO), 15 June 2026
FOR THE BOARD OF DIRECTORS
52
CONSOLIDATED SUSTAINABILITY STATEMENT
53
TABLE OF CONTENTS
MESSAGE FROM THE CHAIRMAN page 54
GENERAL DISCLOSURES
ESRS 2 – GENERAL DISCLOSURES page 55
ENVIRONMENTAL DISCLOSURES
EU TAXONOMY page 68
ESRS E1 – CLIMATE CHANGE page 75
ESRS E2 – POLLUTION page 87
ESRS E3 –WATER AND MARINE RESOURCES page 89
ESRS E5 – RESOURCE USE AND CIRCULAR ECONOMY page 91
SOCIAL DISCLOSURES
ESRS S1 – OWN WORKFORCE page 97
ESRS S2 – WORKERS IN THE VALUE CHAIN page 106
ESRS S4 – CONSUMERS AND END -USERS page 109
GOVERNANCE DISCLOSURES
ESRS G1 – BUSINESS CONDUCT page 112
APPENDIX page 115
CERTIFICATION ON THE CONSOLIDATED SUSTAINABILITY STATEMENT PURSUANT TO ART. 81 -
ter OF CONSOB REGULATION NO. 11971 OF 14 MAY 1999, AS AMENDED AND SUPPLEMENTED
page 122
INDEPENDENT AUDITORS’ REPORT page 123
54
MESSAGE FROM THE CHAIRMAN
The events in the financial year ended 31 March 2026 occurred against an economic and market backdrop still marked by high uncertainty and volatility, which continued to require the Piquadro Group to demonstrate adaptability, discipline, and consistency in its strategic decisions.
Against this backdrop, the Group continued on its path to growth by leveraging the strength of its multi -brand model, the distinctiveness of its brands, and a growing focus on the quality of decision -making, and the efficient allocation of capital, priorit ising an approach geared towards sustainability, and the creation of value over the medium - to long -term.
During the financial year, the Group further strengthened its positioning, directing its decisions towards balanced and sustainable growth - based not so much on expansion at any cost, but rather on consistency across distribution channels, brand identitie s, and consumer expectations. This approach has resulted in a gradual strengthening of direct and digital channels, as well as a more selective approach to distribution, with the aim of reinforcing the positioning of the Group’s brands over time, and impro ving their profitability.
The sustainability journey undertaken in previous years has continued with even greater determination, and has increasingly taken on a central role in the company’s decision -making processes. The Group has, in fact, continued to integrate ESG issues into i ts strategy, viewing them not only as a response to regulatory requirements but as fundamental tools for business management and development. In this context, and in light of the evolving European regulatory framework regarding sustainability reporting, th e Group has chosen to maintain an approach consistent with the principles of the Corporate Sustainability Reporting Directive (CSRD), adopting its guidelines, and criteria in a manner that is proportionate and tailored to its specific needs.
The Group continues to recognise its people as its most valuable asset, and has maintained a strong focus on enhancing employees’ skills, providing training, and ensuring their well -being, always operating in accordance with the values of honesty, fairness , and transparency, as well as a passion for work, quality, and production.
In looking ahead, the Group will continue to pursue its priorities by further integrating ESG issues into its strategy and decision -making processes, with a focus on creating value, and strengthening the competitive positioning of its brands.
Marco Palmieri
Chairman and Chief Executive Officer
55
ESRS 2 GENERAL DISCLOSURES
METHODOLOGICAL NOTE
General basis for preparation This Consolidated Sustainability Statement as of 31 March 2026 represents the second financial period of reporting of the Piquadro Group (hereafter also "the Group") in accordance with Italian Legislative Decree no. 125 of 6 September 2024, which transpose s Directive 2022/2464/EU (Corporate Sustainability Reporting Directive – CSRD), and the European Sustainability Reporting Standards (ESRS).
The statement has been prepared according to the general requirements of materiality, faithful representation, comparability, comprehensibility, and verifiability, as required by ESRS 1.
Reporting boundary
The scope of the economic -financial information and social, environmental and governance data contained in this Consolidated Sustainability Statement coincides with the scope of the Group's Consolidated Financial Statements as of 31 March 2026, as shown in the table below.
The Group holds no other interests in undertakings than those that have been fully consolidated as listed above and, therefore, no additional entities exist to which the notion of operational supervisory may be applied pursuant to ESRS.
Value chain inclusion In line with the double materiality assessment conducted, reporting includes disclosures for the entire Group value chain, including both upstream (e.g., suppliers) and downstream (e.g., distribution and product usage) players.
Specifically, the following factors were included:
- Material impacts, risks, and opportunities (IROs,) in the Group's value chain as a result of the double materiality assessment.
- Material corporate policies, where available.
- Metrics for indirect greenhouse gas emissions only (Scope 3), in line with the requirements of ESRS E1 -6.
56
Omission of disclosures The Group has not used the option of omitting specific disclosures corresponding to intellectual property, know -
how, or innovation outcomes; moreover, it has not used the exemption option regarding the disclosure of information concerning imminent developm ents or matters under negotiation.
Time horizons
In defining the time horizons, shown below, the Group only used those identified in ESRS 1, section 6.4.
• Short term: period adopted by the Group as a reporting period, i.e., one year.
• Medium term: between 1 and 5 years.
• Long term: more than 5 years.
It should also be noted that no significant changes were reported in the preparation and presentation of sustainability disclosures compared to the previous financial period.
Use of estimates and uncertainty in value chain data It should be noted that the quantitative information for Scope 3 emissions is based on estimates marked by a material degree of uncertainty. These estimates are clearly described in the section "Greenhouse gas emissions" which details the methods used, the level of accuracy obtained and, where applicable, the actions planned to improve data quality.
Adoption of transitional provisions In accordance with section 136 of the ESRS 1 and the provisions of Appendix C, the Group continues to apply, where applicable, the transitional measures provided for by the CSRD regulations. As from the current financial year, comparative data for the prev ious financial year have been included for information for which reliable and complete data were available, in line with the ESRS requirements. For information still subject to transitional measures, disclosure will continue to be gradually expanded in the coming financial years, in line with the process of strengthening the systems for collecting, verifying, and reporting sustainability data of the Group. Disclosures subject to transitional measures are clearly shown in the List of disclosure requirements available in the Appendix, which also reports the list of disclosure items arising out of other European Union legislation.
Materiality threshold of monetary amounts linked to actions The Group has identified transactions which exceed approximately EUR 600 thousand as financially material.
BUSINESS MODEL AND STRATEGY
The Piquadro Group The Piquadro Group operates in the leather goods and fashion accessories sector through three distinctive brands – Piquadro, The Bridge and Lancel – which cover complementary market segments and occupying a mid -high and premium positioning. Listed on the E uronext STAR Milan segment of Borsa Italiana, the Italian Stock Exchange, the Group adopts an integrated model that combines in -company and outsourced manufacturing activities, a multi -
channel distribution network and a strong direct control of strategic a reas such as design, marketing, quality control and innovation.
57 The Group's activities are developed along the entire value chain, from product design and development to distribution to the end consumer, with the aim of offering articles that combine aesthetics, functionality, and durability, in compliance with the pri nciples of social and environmental responsibility.
Products, markets, and sustainability strategy The Group's product portfolio includes bags, backpacks, luggage, travel accessories, small leather goods and business items. Each brand has a clear identity: Piquadro targets the modern professional with technical and functional products; The Bridge offers an artisanal and elegant vision and an expression of Tuscan tradition; Lancel embodies Parisian style with collections targeting a predominantly female target group.
The Group operates in the main European markets, with a focus on Italy, France, Germany and Spain, and an expanding presence in non -European markets through e -commerce and selective partnerships. Distribution channels include own -brand stores, franchising and wholesale, and digital channels.
The Group's strategy is progressively integrating environmental and social aspects in product design and process management, through targeted actions focusing on eco -design, traceability, use of certified materials, sustainable packaging and repairability and durability. The main challenges concern supply chain optimisation, the reduced carbon footprint and evolution towards responsible consumption models. In this context, stakeholder engagement plays a critical role in aligning expectations and adopting su stainable practices along the value chain.
It should also be noted that, in accordance with current legislation, the Group is subject to a maximum quantitative threshold for the sale of products in Russia, beyond which export would be banned, as luxury goods are subject to trade restrictions impose d by the European Union within the sanction framework adopted against the Russian Federation.
Geographical breakdown of workforce On the reporting date of 31 March 2026, the Piquadro Group had a total workforce of 998 employees (994 employees at 31 March 2025). The geographical breakdown reflects the operational and commercial structure of the Group, with a consolidated presence in I taly and in the main European markets, as well as a significant organisation in non -European countries.
Revenue by Operating Sector
The Piquadro Group presents sector -related disclosures based on the three reference brands – Piquadro, The Bridge and Lancel – in line with the provisions of IFRS 8. This breakdown reflects the management structure and the ways in which Top Management moni tors the economic performance of individual brands.
During reporting period year ends 31 March 2026, the Group reported consolidated sales revenue exceeding €180 million, showing the following breakdown by brand:
2025/26 2024/25
Italy 452 433 Europe 367 354 Rest of the World 179 207 Total 998 994 Revenue breakdown by brand (€/000) 2025/26 2024/25 Piquadro 72,032 79,649 The Bridge 35,275 35,109 Lancel 73,193 68,852 Total 180,500 183,610
58
Value Chain
The Piquadro Group adopts an integrated and flexible model, which combines in -company manufacturing with a qualified network of outsourced suppliers, in order to oversee the critical stages of the supply chain and maintain high standards of quality, innova tion and sustainability. The management of the value chain reflects the specific features of the Group's three brands, and it has been developed along three main lines own manufacturing and downstream.
With regard to its own operations, The Bridge is the only Group brand to have in -company manufacturing located in Italy, mainly for manufacturing its own products and lines for the Lancel brand. Subsidiary The Bridge S.p.A.
directly manages manufacturing, distribution, and marketing operations, with a strongly artisanal footprint and a deep -rooted local area presence.
A portion of Piquadro -branded leather goods and professional briefcases is manufactured at the Zhongshan plant, in Guangdong province (China), managed by subsidiary Uni Best Leather Goods Zhongshan Co. Ltd. This facility, which manufactures exclusively for the Group, covers approximately 20% of total Piquadro brand manufacturing.
The remaining part is outsourced to external suppliers selected based on requirements of quality, reliability, and compliance with the Group's ethical and environmental values. Suc h suppliers are primarily located in China, Hong Kong, India, the Czech Republic, and Bulgaria. Outsourced manufacturing is implemented based on engineered prototypes provided by the Group, which directly controls quality using dedicated resources.
Upstream of the value chain, the supply of raw materials involves suppliers of leather, technical fabrics, plastics, and metal components, many of which in turn depend on complex supply chains based on the extraction or cultivation of natural resources. Th e Group is committed to the progressive traceability of critical supply chains and the introduction of minimum environmental and social requirements in supply contracts, in line with industry best practices.
Downstream, distribution takes place through an omnichannel model that includes direct points of sale, a franchise network and e -commerce platforms for the three brands. The direct channel represents primary control of brand values and customer experience. The relationship with end consumers extends beyond the time of purchase, through after-sales services, engagement activities and awareness of product durability and proper end -of-life management, including reuse and recycling.
Link with the local area and shared value The link with the local area represents an aspect of the identity of the Piquadro Group, rooted in its corporate history and, namely, the areas where the Parent Company is established, like the Tuscan -Emilian Apennines.
The Group has made several donations to no -profit organisations and local associations committed to promoting social projects, civil protection and enhancing the local area. The main actions include support for projects to recover and protect cultural heri tage, participation in educational programmes, participation in prevention campaigns and support for people living in conditions of economic and social fragility. In line with actions taken in previous years, the Group has also maintained its commitment to the community of Lizzano in Belvedere, participating in solidarity and inclusion actions, including sponsoring summer camps for children suffering from chronic disorders.
The most recent actions include continuing the contribution to solidarity and active prevention projects such as support for social programmes addressing care for the local area, and inclusion of people in difficulty, such as the Agriconcura project, aimed at promoting social farming courses, and donations to entities that promote the wellbeing of children and access to digital tools in small municipalities.
To complete the picture, the role played by the Palmieri Family Foundation, established in 2009 by the family that owns the Group, is worthy of note. Although not formally part of the corporate structure, the Foundation is an expression of the same awarene ss of social issues and aims to enhance diversity and inclusion through educational and entrepreneurial projects. One of its aims is to support the study, training, research, and employment of people experiencing hardship. With this in mind, the Foundation collaborates with local no -profit organisations, with the aim of promoting programmes supporting autonomy for people with disabilities and stimulating the creation of innovative projects with a strong social impact, such as the "Less is More" competition and the "Happy Box" project.
59
Stakeholder engagement
The Piquadro Group recognises the importance of the structured and continuous engagement of its stakeholders as an essential factor for the sustainable development of its business model and for reinforcing its corporate strategy.
The active exchange with s takeholders enables useful information to be collected for identifying material impacts, risks, and opportunities, contributing to enhancement of product quality, management of business relationships and environmental and social performance.
As part of the materiality assessment process, the Group updated the stakeholder mapping by identifying the main categories of interlocutors: employees, customers, suppliers, institutions and regulatory bodies, trade unions, communities and local areas, sh areholders and lenders, media and opinion leaders, trade associations, franchisees, and distributors. For each category, the main topics of interest and dialogue channels were defined, through tools such as in -company climate investigations, surveys, custo mer service, direct meetings, and participation in industry meetings. Engagement is organised in a differentiated way according to the categories of stakeholders, using both corporate channels, such as meetings and corporate communications, and more direct and operational listening tools, with the aim of ensuring effective understanding of the expectations and demands that have come to light. The findings of engagement were incorporated into the double materiality assessment process and contributed to defin ing the ESG strategic priorities.
Stakeholder Topics Dialogue channels Employees • Employee wellbeing • Occupational health and safety • Equal opportunities • Organisation and Management Model and Code of Ethics • In-company climate survey • Communication by top corporate management • Corporate Intranet • Survey for double materiality assessment Customers • Customer satisfaction
• Innovation
• Product quality • Website • Assessment of customer satisfaction • Customer Service
• Showroom
• Survey for double materiality assessment Suppliers • Quality of supplied products • Continuity of supply relationship • Development of partnerships • Ongoing and direct contact • Trade fairs
• Showroom
• Survey for double materiality assessment
Institutions and
regulatory entities • Compliance with laws and regulatory
provisions
• Adoption of industry recommendations and "best practices" • Reports and Financial Statements • Regular information flows
• Meetings
• Press Releases
Trade Union
organisations • Corporate Welfare • Collective bargaining agreements • Meetings and direct exchange with trade
union representatives
Community and local areas • Support for social projects • Support for employment • Local projects
• Website
Shareholders and
lenders • Market -directed transparency • Financial soundness and sustainability • Economic performance • Participation in the company's Board • Shareholders’ Meetings • Reports and Financial Statements • Investor Conference • Press Releases
• Website
Media and opinion leaders • Transparency • Group business strategy • Product communication • Group economic results • Website • Marketing campaigns • Press Releases
• Showroom
60 Trade associations • Representation of industry interests • Training and information • Corporate website • Participation in groups, working groups and
technical committees
Franchisees and
distributors • Relationship continuity • Development of partnerships • Website • Direct contact
• Showroom
The administrative, management and supervisory bodies are regularly informed on the findings of stakeholder engagement, specifically, via the activities of the Board Committees and through periodic in -company reporting, in order to ensure that strategic de cisions take into account the most material issues for the Group and its interlocutors.
GOVERNANCE
Administrative, management and supervisory bodies The Piquadro Group administrative, management and supervisory bodies coincide with those of the Parent Company Piquadro S.p.A. The governance system adopted is of a traditional type and consists of the Board of Directors, supported by the in -company board committees, and the Board of Statutory Auditors. These bodies are responsible for strategic direction, oversight of the adequacy of the internal supervisory system and risk management, as well as monitoring ESG policies and targets.
BOARD OF DIRECTORS
(in office for three years and until the date of the Shareholders' Meeting called to approve the financial statements year ends 31 March 2028) Marco Palmieri Chairman and CEO Pierpaolo Palmieri Managing Director Roberto Trotta Managing Director Tommaso Palmieri Managing Director Marinella Soldi Independent, Non -Executive Director Alessandra Carra Independent, Non -Executive Director Valentina Beatrice Manfredi Independent, Non -Executive Director
SUPERVISORY AND RISKS COMMITTEE
(in office for three years and until the date of the Shareholders' Meeting called to approve the financial statements year ends 31 March 2028) Alessandra Carra Chairwoman Marinella Soldi Independent, Non -Executive Director Valentina Beatrice Manfredi Independent, Non -Executive Director
REMUNERATION COMMITTEE
(in office for three years and until the date of the Shareholders' Meeting called to approve the financial statements year ends 31 March 2028) Marinella Soldi Chairwoman Alessandra Carra Independent, Non -Executive Director Valentina Beatrice Manfredi Independent, Non -Executive Director
BOARD OF STATUTORY AUDITORS
(in office for three years and until the date of the Shareholders' Meeting called to approve the financial statements year ends 31 March 2028) Gian Luca Galletti Chairman Domenico Farioli Standing Auditor
61 Maria Stefania Sala Standing Auditor Giacomo Passaniti Alternate Auditor Annalisa Naldi Alternate Auditor
Composition and diversity of board The Board of Directors consists of seven members, four of whom are executive and three are non -executive members. The gender breakdown is balanced: with four male members and three female members, corresponding to 57% and 43%, respectively, with a ratio of about 1.3 in favour of the male component. The percentage of independent members of tall board members is 43%, while that of the executive members corresponds to 57%. No member comes directly from the corporate workforce.
The set of skills represented by the Board of Directors and the Board of Statutory Auditors of the Piquadro Group guarantees adequate coverage of the main issues regarding sustainability and corporate integrity. The members of the governance bodies have di versified and complementary professional profiles, with experience in the industrial, fashion and luxury goods sectors, business management, corporate sustainability, finance, and corporate law, as detailed in their respective résumés. Specifically, there are figures with experience in corporate social responsibility, ESG processes and risk assessment, thus ensuring an informed and broad -based vision of the environmental, social and governance impacts of the company's operations.
Sustainability responsibilities, although not assigned to a specific committee, are exercised across the board, supported by the supervisory and Risk Committee, which monitors ESG aspects within the risk management system and internal control. Whenever nec essary, the governance bodies may also use the contribution of external consultants for technical or regulatory insights, in line with the nature and materiality of the identified impacts.
Regarding business conduct, the professional profiles and experience of the members of the Board and the Statutory Auditors show solid familiarity with the principles of proper administration, business integrity and compliance with applicable regulations, essential for adequately overseeing the ethical management of the business. The presence of independent directors, with expertise in legal and governance matters, helps to further strengthen compliance and transparency, key factors in the Group's corporate culture.
Sustainability Roles and Responsibilities Monitoring of the impacts, risks and opportunities related to sustainability is entrusted to the Manager in charge of preparing the corporate financial reporting disclosures; this attribution of responsibility has been formalised in the Corporate Governanc e Report. The Manager in charge acts in coordination with the supervisory and Risk Committee, which has advisory and proactive roles in support of the Board. This committee, in accordance with the Corporate Governance Code, assesses the suitability of fina ncial and non -financial disclosures for correctly representing the Group's business model, business strategies and business impacts.
Management actively participates in the processes for managing impacts, risks, and opportunities through the Internal Audit function, which prepares the "Risk Dashboard" in collaboration with the Director in charge of the internal supervisory system and th e Director appointed. These tools provide the basis for the Board's periodic assessment of the effectiveness of the internal supervisory system, including the environmental, social and governance aspects.
Corporate bodies are informed on an annual basis about the impacts, risks and opportunities related to sustainability, both through structured information flows and through board meetings. The Board takes these factors into account in the approval of strat egies, in the supervision of material transactions and in the overall assessment of the Group's risk profile.
During the reporting period, the Board directly addressed the impacts, risks and opportunities that emerged from the double materiality Assessment process, actively participating in their evaluation, and validating the findings, with a view to progressivel y integrating sustainability into business decision -making and management processes.
62
Remuneration policies
The remuneration system of the Piquadro Group, as defined in the policy adopted by the Parent Company Piquadro S.p.A., is aimed at ensuring alignment between the remuneration of top management, the strategic targets, and the creation of sustainable value f or shareholders in the medium to long term.
The remuneration structure of executive directors breaks down into a fixed component and a variable performance component exclusively linked to the achievement of economic and financial targets. The variable component includes an annual short -term incentiv e (MBO), based primarily on the consolidated EBITDA result, and a medium -
long term incentive plan ("Stock Grant Plan 2023 –2027"), whose target is to strengthen management loyalty and align its interests with those of shareholders. These tools do not curren tly include the use of performance metrics in the environmental, social or governance areas.
Regarding non -executive directors, remuneration consists of a fixed component, determined in a manner consistent with roles and responsibilities, and is not linked to the achievement of economic results and, much less to sustainability targets.
The members of the Board of Statutory Auditors receive a fixed annual amount, defined by the Shareholders' Meeting at the time of appointment, which reflects the statutory supervisory functions that members are asked to perform.
On the reporting date, no incentive systems linked to sustainability -related targets or impacts existed for members of governance bodies. Neither the remuneration policies nor the reward mechanisms currently in place include ESG metrics or indicators among the performance evaluation requirements. Similarly, the variable component of remuneration is not subject to the achievement of emission reduction targets or other environmental, social or governance targets.
The remuneration system is approved by the Board of Directors on motion by the Remuneration and Appointments Committee and submitted annually to the vote of the Shareholders' Meeting.
Statement on due diligence The following table presents the mapping between the essential due diligence items, as defined by ESRS 1, section 4, and the corresponding sections of this Piquadro Group Consolidated Sustainability Report. It aims to outline how due diligence is integrate d into the Group's governance, strategy, and business processes, consistent with the UN Guiding Principles on Business and Human Rights and the OECD Guidelines for Multinational Enterprises.
An organic sustainability due diligence process has not currently been formalised. However, the already existing safeguards at governance, strategy and risk management levels constitute a first level of supervisory and are functional to the progressive evo lution towards a structured approach to due diligence.
Core elements of due diligence Paragraphs in the sustainability statement a) Embedding due diligence in governance, strategy and business model Administrative, management and supervisory bodies [GOV -1,
GOV -2]
Material impacts, risks and opportunities [SBM -3] b) Engaging with affected stakeholders in all key steps of the due diligence Stakeholder Engagement [SBM -2] Double Materiality Assessment [IRO -1] c) Identifying and assessing adverse impacts Identification of impacts, risks, and opportunities (where present in the topic sections) [SBM -3, IRO -1] d) Taking actions to address those adverse impacts Actions (where present in the topic sections) [E1-3, E2-2, E3-
2, E5 -2, S1 -4, S2 -4, S4 -4]
e) Tracking the effectiveness of these efforts and communicating Targets (where present in the topic sections) [E1-4, E2-3, E3-
3, E5 -3, S1 -5, S2 -5, S4 -5]
63 Internal controls over sustainability reporting During the reporting period, implementation of an Internal supervisory System on Sustainability Reporting (SCIIS) was initiated at the Parent, Piquadro S.p.A., with the aim of strengthening the reliability, accuracy and completeness of the disclosures repo rted in this Consolidated Sustainability Report. Although the system is not yet fully operational, the activities performed represent a structured basis for the progressive implementation of integrated monitoring of ESG data collection and validation proce sses.
As a preliminary phase, a scoping assessment was conducted to assess the level of readiness of internal processes with respect to ESRS disclosure requirements. This evaluation was based on four critical drivers: technical complexity of the data, degree of organisational oversight, link to incentive systems and level of attention by ESG ratings. Each driver was allocated a score from 0 to 2, generating a scoring model aimed at classifying the datapoints into three risk levels (Tier 1, Tier 2, and Tier 3), ta king into account the risk of error and the maturity of the associated supervisory systems.
Specifically, the datapoints classified as Tier 1 corresponded to material topics for which a structured and mature data collection process has been established, according to the readiness logic illustrated in the adopted scoping framework For these datapo ints, a Risk supervisory Matrix (RCM) was prepared, which details the planned supervisory activities, specifying their nature (manual or automatic), frequency, coverage targets and the responsibilities allocated to the respective process owners. The contro ls were designed taking into account the specificities of the information flows and they underwent a Test of Design (ToD) to verify their formal adequacy.
The assessment showed room for improvement, specifically in the formalisation of approvals and in the traceability of document reviews.
The activity focused on the main macro -indicators for the priority topics of the ESRS, E1 (Climate change), E5 (Resources and circular economy), S1 (Own workforce) and EU taxonomy environmental reporting.
The SCIIS (Internal supervisory System on Sustainability Reporting) underwent an annual update cycle during which the tests already performed in the previous financial year were implemented and rerun, with the aim of verifying their robustness, and overall level of maturity. With a view to the system’s evolution, the Company has set as its next planning objective the extension of coverage to data points classified as Tier 1 and Tier, with the aim of progressively reinforcing the internal supervisory system over an increasingly wider and integrated boundary.
The SCIIS findings, including any reports of weaknesses or shortcomings in the supervisory measures, will be sent to the Manager in charge of preparing corporate financial reporting documents by the internal unit responsible for the SCIIS (whose formal ide ntification is in progress), in order to support the monitoring of the quality, integrity and compliance of ESG disclosures reported.
DOUBLE MATERIALITY ASSESSMENT
Identification of the material impacts, risks and opportunities was conducted by the Piquadro Group according to the principle of double materiality, as required by ESRS 1, in line with the rules listed in the document "EFRAG IG 1 – Materiality Assessment" . The double materiality analysis requires companies to report both on the effects of their businesses on the environment and society (the “inside -out” perspective), and on the influence that sustainability issues have on business performance and results ( the “outside -in” perspective). Consequently, it is divided into two distinct but complementary dimensions: impact materiality and financial materiality. The process, structured in four phases, was aimed at ensuring a faithful and transparent representation of the Group's position with respect to the material sustainability issues, both from the standpoint of impact on people and on the environment, and with respect to the expected financial effects. The output of the process formed the basis for determining the applicable reporting obligations, which are detailed in the individual topic sections of this Consolidated Sustainability Report.
64 The final phase (Reporting) is covered in the following section "Reporting obligations and determining material disclosures".
Understanding the context
First, an in -depth analysis of the Group's operational and strategic environment was conducted. The assessment boundary coincided with that of this report, including the companies focussed on manufacturing and those with a predominantly commercial role. Th e processes of the main Group companies – Piquadro S.p.A., The Bridge S.p.A., Lancel Sogedi S.A. and Uni Best Leather Goods Zhongshan Co. Ltd. – were examined, with special attention to the structure of the value chain and material dependencies from the st andpoint of raw materials, human capital, and the geographical location of strategic suppliers.
A geographical context assessment was also conducted, aimed at identifying areas of potential vulnerability, specifically regarding human rights and working conditions. The benchmarking included a review of the Group's previous reporting, practices adopted by international peers, and the assessment requirements adopted by the major ESG rating agencies. As part of this phase, the main internal and external stakeholders were identified in order to understand how the Group's activities could generate direct or indirect impacts on their rights and legitimate interests.
Identification of impacts, risks, and opportunities linked to sustainability topics Based on the evidence collected, the Group prepared two separate long lists: one for impacts – current and potential, positive and negative – and one for risks and opportunities linked to sustainability. The information was classified according to geograph ical breakdown criteria, location in the value chain (own activities, upstream, downstream), stakeholders involved and time horizon. Both lists were validated by management, as a shared basis for the Double Materiality Assessment phase.
Assessment and determination of material impacts, risks, and opportunities
The materiality assessment process was conducted through a structured and participatory process. In a first phase, in-depth sessions were organised for top management and directors not involved in the assessment for the previous financial year, aimed at pr oviding a common understanding of the concept of double materiality and the criteria adopted for this assessment. Subsequently, the process involved submitting a questionnaire to a large panel of stakeholders, including employees, suppliers, and customers of the Group.
Assessment of the impacts was made considering the requirements of ESRS 1, namely: severity, scale, irremediability and likelihood of occurrence. For potential human rights impacts, the likelihood was automatically attributed to the maximum level, in line with established principles. Each driver was assessed separately and assigning a numerical score between 1 (low) and 4 (high). The findings were aggregated by calculating an average score for each impact, based on which a materiality threshold of 1.78 was applied, which was calculated as the median of all ratings received from internal and external stakeholders for the identified impacts. All impacts with an average score equal to or greater than this threshold were considered material.
The assessment of risks and opportunities followed a similar logic. The assessment criteria included the potential magnitude of the financial impact over three time horizons (short, medium, and long term) and the likelihood of occurrence. Again, each drive r was rated separately on a scale of 1 to 4, and the aggregate scores were compared with a materiality threshold of 0.59, calculated as the median of all ratings received from internal and external stakeholders for the identified risks and opportunities. R isks and opportunities with an average score equal to or above the threshold were classified as material. The assessment considered the comparison with the Group's enterprise risk management system, to ensure consistency between ESG assessment and consolid ated management approaches.
At the present time, the internal control procedure to oversee the entire double materiality assessment process is in the process of being implemented, in part as a result of the review and update of the double materiality analysis.
However, the process ha s been conducted so far in a transparent and documented manner, with the involvement of cross -cutting corporate functions, in order to ensure the reliability and traceability of the assessments made.
65 Outcome of the biodiversity materiality assessment For topic E4 – Biodiversity and ecosystems, the Group conducted, during the previous year, a specific assessment aimed at verifying any existence of operational sites located within or near biodiversity -sensitive areas, or, however, potentially impacting p rotected habitats or essential ecosystem services. The assessment did not highlight any critical factors, nor the need to plan any dedicated mitigation measures.
The only potential impacts identified concerned intensive livestock farming associated with the production of leather used in the Group's products, which may result in biodiversity loss due to soil conversion, water resource consumption and associated emis sions. However, this impact was not considered material, since almost all of the leather used by the Group originates from food industry waste, and therefore it does not directly cause additional pressure on ecosystems. The only exception is the use of fin e leather, which requires supplies from specialised livestock stations may involve higher environmental pressures. However, this type of leather represents only 0.9% (0.4% at 31 March 2025) of the total volume of leather used by the Group, making it margin al compared to the entire environmental impact for biodiversity. From the standpoint of risks, the inherent risk associated with the fine leather supply chain was considered, specifically, with reference to the possibility of future regulatory evolutions o r environmental restrictions related to breeding practices, which could lead to increased procurement costs or restrictions on the availability of raw material. This risk was classified as immaterial in relation to the margin of the material concerned on t he total volumes supplied. Finally, biodiversity emerged as the least priority area in perceptions expressed by the stakeholders involved, confirming the consistency between technical analysis and the survey.
Table of material impacts, risks, and opportunities
Below is an overview of the material impacts, risks and opportunities that emerged from the double materiality assessment; each of them will be discussed in depth in the material topic sections of this Report. In line with the results reported during the p revious period, the Group has not identified any entity -specific issues related to its operations.
Sub-topic IRO Description Value Chain Time horizon ESRS E1 – Climate change
Climate change
mitigation Current negative impact Generation of indirect GHG emissions related to the Group's upstream and downstream activities (Scope 3) Upstream Short term
Transition risk Climate -related transition risks in the Group’s own operations Own operations Long term
Current negative
impact Use of energy in the Group's production process Own operations Short term Energy Current negative impact Use of energy in the Group's marketing of products Own operations Short term Transition risk Risk of increased energy costs Upstream, Own operations Long term ESRS E2 – Pollution Pollution of air Current negative impact Pollutant emissions (non-GHG) deriving from the activities of the Group's suppliers Upstream Short term Risk Increased supplier production costs to mitigate the effects of air pollutants Upstream Long term Pollution of water Current negative impact Water pollution deriving from the activities of the Group's suppliers Upstream Short term Risk Increased production costs of suppliers for the disposal of contaminated wastewater Upstream Long term
66 Pollution of soil Current negative impact Soil pollution deriving from the activities of the Group's suppliers Upstream Short term
Substances of
concern Current negative impact Use of substances of concern for leather processing by Group suppliers Upstream Short term ESRS E3 – Water and marine resources Water Current negative impact Use of large amounts of water in the production processes of the Group's suppliers Upstream Short term ESRS E5 – Circular economy
Resource inflows,
including resource
use Current negative impact Use of non-recycled materials in product packaging Own operations Short term
Current negative
impact Use of non-renewable materials in the Group's production processes Own operations Short term
Current negative
impact Use of raw materials with a high impact by the Group’s suppliers Upstream Short term
Resource outflows
related to products and services Current positive impact Product durability and resistance Own operations Medium term
Current positive
impact Product repairability Own operations Medium term Opportunities Opportunities in the adoption of alternative materials and circular economy practices Upstream, Own operations Medium/Long
term
Waste Current negative impact Waste generation Own operations Short term ESRS S1 – Own workforce Working conditions Current positive impact Promotion of employment in the area Own operations Short term Current positive impact Promotion of the wellbeing of employees and co -workers Own operations Short term Risk Risks related to personnel management and development Own operations Short term Risk Risks related to the inadequacy of occupational health and safety measures Own operations Short term Equal treatment and
opportunities for
everybody Current positive impact Provision of training courses for all employees Own operations Short term Other work -related rights Potential negative impact Potential exploitation of child or forced labour and inadequate living conditions Own operations Short term Risk Legal and reputational risk due to the use of child labour, forced labour or inadequate living conditions Own operations Short term ESRS S2 – Workers in the value chain Working conditions Risk Reputational and operational risks related to working conditions in the supply chain Upstream Short term Risk Risks related to the inadequacy of occupational health and safety measures in the supply chain Upstream Short term Equal treatment and
opportunities for
everybody Risk Forms of discrimination within the supply chain Upstream Short/Medium
term
Other work -related
rights
Potential negative
impact Human rights breaches in the value chain (e.g., child labour and discrimination, etc.) Upstream Short term
67 Risk Reputational and operational risks related to working conditions in the supply chain Upstream Short/Medium
term
ESRS S4 - Consumers and end users
Information -related
impacts for
consumers and/or
end-users Risk Legal and reputational risk due to loss of sensitive consumer and end -user data Own operations Short term Risk Legal and reputational risk due to impacts on the health and safety of consumers and end users Own operations Short term ESRS G1 – Business conduct Corporate culture Current positive impact The Group promotes the fundamental values of moral integrity, compliance with standards, inclusivity, enhancement of human resources, social and environmental responsibility, and transparency Own operations Short term
DISCLOSURE REQUIREMENTS AND DETERMINATION OF MATERIAL DISCLOSURES
The information included in this Consolidated Sustainability Statement was selected based on the identification of the impacts, risks, and opportunities material to the Piquadro Group. Once the material topics were identified, the group used Appendix E of ESRS 1 and FAQ ID 177 published by EFRAG as reference to determine the corresponding disclosures to be reported in the main topics.
The list of applicable disclosure obligations based on the materiality assessment is available in the Appendix to this Report, as well as the list of disclosure items deriving from other legislative acts of the European Union.
68
EU TAXONOMY
European Taxonomy (governed by Regulation (EU) 2020/852, "Taxonomy Regulation") is a classification system of environmentally sustainable economic activities, established by the European union under Regulation (EU) 2020/852, in force since 12 July 2020. Th is system aims to provide investors and the market with a common language based on sustainability metrics, in order to ensure comparability between operators, reduce greenwashing risks and increase the quantity and quality of information on the environment al and social impacts of the business, thus favouring more responsible investment decisions. In addition to Regulation (EU) 2020/852, the European Commission has published Delegated Regulation 2139/2021 (“Climate Delegated At”), Delegated Regulation 2486/2 023 (“Environmental Delegated Act”) and Delegated Regulation 2178/2021 which together provide a set of rules for the identification and reporting of environmentally sustainable economic activities. Additional legislation may be added to this list and, name ly, Delegated Regulation 2023/2485, which supplements Regulation (EU) 2139/2021 with additional technical requirements for mitigation and adaptation to climate change, and Delegated Regulation 2022/1214, which governs the inclusion, under certain condition s, of activities related to fossil sources and nuclear energy.
The taxonomy is focused on the identification of economic activities considered environmentally sustainable, defined as those economic activities that:
• contribute substantially to the achievement of one or more of the six environmental and climate targets (article 9 of Regulation (EU) 2020/852);
• do not cause significant harm to any of the other environmental targets, according to the principle of "do no significant harm" ("DNSH"); and • are performed in compliance with the minimum safeguards.
69 The environmental targets set by the taxonomy include:
• climate change mitigation • climate change adaptation • sustainable use and protection of water and marine resources;
• transition to circular economy • pollution prevention and control • protection and restoration of biodiversity and ecosystems.
REPORTING OBLIGATIONS AND GENERAL RULES FOR DEFINING KPIS
Article 8 of Regulation (EU) 2020/852 defines the reporting obligations within the Taxonomy framework and clarifies that such requirements fall on any entity required to publish the Sustainability Statement pursuant to article 19-bis or article 29 -bis of D irective 2013/34/EU. Taxonomy requires that disclosures are made on how and to what extent business activities are eligible and aligned with economic activities considered environmentally sustainable.
With reference to non -financial entities, disclosure concerns specifically the following metrics (so -called "key performance indicators" or "KPIs"):
• the portion of revenue from the sale of goods or services associated with economic activities considered
environmentally sustainable;
• the portion of capital expenditures (CapEx) and the share of operating expenses (OpEx) related to assets or processes associated with economic activities considered environmentally sustainable.
70 In July 2021, Regulation (EU) 2021/2178 supplementing article 8 of Regulation (EU) 2020/852 was published to further specify the subject matter and presentation of the aforementioned KPIs, as well as the method to be complied with for their measurement and the qualitative disclosures required to be included in their reporting. In 2023, this Regulation was amended by Annex V of Regulation 2023/2486, with specific reference to KPIs reporting models.
For the reporting of KPIs related to the year ended 31 March 2026, the Group was required to report the eligible and aligned economic activities for all six climate and environmental targets.
Non-financial companies are required to determine KPIs ensuring consistency with respect to the financial disclosures and using the same currency as the consolidated financial statements, with the additional requirement to include in their Sustainability S tatement the references to the material financial statements' items for sales revenue and capital expenditure indicators.
IDENTIFICATION OF TAXONOMY -ELIGIBLE ACTIVITIES
In order to meet said requirements, the Piquadro Group conducted an assessment of its economic activities with the aim of identifying those considered eligible and aligned with the aforementioned targets. this activity was aimed at preparing the disclosure s required by current legislation, also taking into account the interpretative guidance provided by the European Commission through the "Q&A".
At the end of these assessments, with reference to the year ends 31 March 2026, the proportion of turnover and operating expenses for "environmentally sustainable" economic activities was considered equal to 0% (0% at 31 March 2025), in relation to both el igibility and alignment with the six environmental targets, including those regarding mitigation and adaptation to climate change. For capital expenditure, on the other hand, an eligibility of 0.98% (5.4% at 31 March 2025) was identified, while alignment r esulted equal to zero. Any operating costs regarding energy efficiency measures were also assessed, with overall findings generating a negligible amount, thus determining a total Opex KPI value corresponding to zero (zero at 31 March 2025).
MINIMUM SAFEGUARDS
Article 18.1 of the EU Taxonomy Regulation describes minimum safeguards, or "social minimum safeguard", as procedures implemented by a company to ensure that its economic activities are implemented in compliance with internationally recognised principles, set out within the OECD Guidelines for multinational enterprises and the United Nations Guiding Principles on business and human rights (UNGP). The guidelines identified by the Platform on Sustainable Finance in the "Final Report on Minimum Safeguards" published in October 2022 were also considered.
The minimum safeguards regard issues concerning human rights, taxation, fair competition, and the fight against corruption.
Following the assessment conducted, the group concluded that compliance with the minimum safeguards, based on the OECD Guidelines and the United Nations Guiding Principles on business and human rights (UNGPs) which the Group endorses, was not yet been comp letely exceeded and/or appropriately documented. However, a process aimed at identifying, assessing, and mitigating risks related to human rights, taxation, fair competition, and the fight against corruption is being implemented, as required by article 3(c ) of Regulation 2020/852.
KPI CALCULATION METHOD
Turnover
71 For the calculation of the turnover KPI, the sum of revenues from the sale of goods and provision of services in accordance with IAS 1(82(a) and Directive 2013/34/EU were considered which defines, with regard to the denominator, "Net Turnover" as the reven ues deriving from the sale of goods and provision of services net of IV A, returns and other added taxes.
Capex
For the purposes of calculating the Capital Expenditure (CapEx) indicator, together with the denominator, the increases in PPE were considered, right -of-use assets and intangible assets with a defined useful life, net of decreases in tangible and intangibl e assets in progress, recognised in the year before amortisation and any revaluations, and excluding changes in fair value. the denominator includes, specifically, purchases of tangible assets (IAS 16), non -
current intangible assets (IAS 38), real estate a ssets (IAS 40) and assets for rights of use (IFRS 16). The numerator, which represents the share of these expenses referring to economic activities eligible for taxonomy requirements or eligibility plans, was 0.98% (5.4% at 31 March 2025) while the share r eferring to activities actually aligned was zero for the reference year.
OpEx
for the purposes of calculating the Operational Expenditure (OpEx) indicator, the denominator included non -
capitalised direct costs incurred during the reporting period and regarding research and development, building renovation measures, short -term leases , maintenance and repair, as well as all other direct expenses regarding the daily maintenance of property, plant and equipment, performed directly by the company or outsourced to authorised third parties, necessary to ensure its continuous and effective o peration. The numerator, which should have represented the portion of such operating costs referable to economic activities aligned with taxonomy or to measures functional to their alignment, was equal to zero for the reference reporting period (zero at 31 March 2025), as no costs were reported corresponding to the requirements.
In conclusion, it has been deemed appropriate to specify that, in performing said assessment and preparing the disclosure for Taxonomy, corporate Management has adopted generally a prudent approach, based on its understanding, interpretation and state of c urrent knowledge of applicable regulatory requirements. In this context, assessment of the reference technical legislation regarding additional future evolutions and/or interpretations could lead to changes in the assessments and in the process of calculat ing the KPIs for the next reporting year.
With reference to the disclosure pursuant to article 8, paragraphs 6 and 7 of Delegated Regulation (EU) 2021/2178 which provides for the use of the models listed in Annex XII for the disclosure of activities regarding nuclear and fossil gases, it should be noted that the group does not conduct, nor finances and is not exposed to the activities contemplated in Model I, as explained below; therefore, no additional models have been reported.
72 Proportion of turnover from the sale of goods and provision of services associated with economic activities eligible and aligned to the Taxonomy Reporting period 2025/26 2025/26 Requirements for Substantial Contribution DNSH requirements (do no material harm) (h)
Economic activities (1)
Code (2) (a)
Turnover (3)
Portion of sales revenue
2024/25 (4)
Climate change mitigation (5)
Climate change adaptation (6)
Water (7)
Pollution (8)
Circular Economy (9)
Biodiversity (10)
Climate change mitigation
(11)
Climate change adaptation
(12)
Water (13)
Pollution (14)
Circular Economy (15)
Biodiversity (16)
Minimum safeguards (17) Portion of sales revenue aligned (A.1.) or eligible (A.2.) to the taxonomy, 2023 (18) Enabling activity category (19) Transition activity category (20)
Currency
(EUR/000) 0% Yes; No;
NE/E;
(b)(c) Yes; No;
NE/E;
(b)(c) Yes; No;
NE/E;
(b)(c) Yes; No;
NE/E;
(b)(c) Yes; No;
NE/E;
(b)(c) Yes; No;
NE/E;
(b)(c) Yes;/No Yes;/No Yes;/No Yes;/No Yes;/No Yes;/No Yes;/No 0% A T A. Taxonomy eligible activities A.1 Environmentally sustainable activities (Taxonomy -aligned) Turnover of environmentally sustainable activities (Taxonomy -aligned) (A.1) 0 0% 0% Of which enabling 0 0% 0% A Of which transitional 0 0% 0% T A.2 Taxonomy eligible but not environmentally sustainable activities (activities not aligned to taxonomy) (g)
Turnover of taxonomy eligible but not environmentally sustainable activities (not taxonomy aligned activities) (A.2) 0 0% 0% A. Turnover of taxonomy eligible activities (A.1+A.2) 0 0% 0% B. Taxonomy not eligible activities Turnover of taxonomy not eligible activities (B) 180,500 100%
TOTAL (A+B) 180,500 100%
Taxonomy aligned by target Eligible for taxonomy by target
CCM 0% 0%
CCA 0% 0%
WTR 0% 0%
CE 0% 0%
PPC 0% 0%
BIO 0% 0%
73 Proportion of capital expenditure arising out of goods or services associated with economic activities aligned to the Taxonomy Reporting period 2025/26 2025/26 Requirements for Substantial Contribution DNSH requirements (do no material harm) (h)
Economic activities (1)
Code (2) (a)
CapEx (3)
Portion of CapEx 2024/25 (4)
Climate change mitigation (5)
Adaptation to climate change (6)
Water (7)
Pollution (8)
Circular Economy (9)
Biodiversity (10)
Climate change mitigation
(11)
Adaptation to climate change
(12)
Water (13)
Pollution (14)
Circular Economy (15)
Biodiversity (16)
Minimum safeguards (17) Portion of CapEx aligned (A.1.) or eligible (A.2.) to taxonomy, 2023 (18) Enabling activity category (19) Transition activity category (20)
Currency
(EUR/000) 0% Yes; No;
NE/E;
(b)(c) Yes; No;
NE/E;
(b)(c) Yes; No;
NE/E;
(b)(c) Yes; No;
NE/E;
(b)(c) Yes; No;
NE/E;
(b)(c) Yes; No;
NE/E;
(b)(c) Yes;/No Yes;/No Yes;/No Yes;/No Yes;/No Yes;/No Yes;/No 0% A T A. taxonomy eligible activities A.1 Environmentally sustainable activities (taxonomy aligned) CapEx of environmentally sustainable activities (aligned to taxonomy) (A.1) 0 0% 0% Of which enabling 0 0% 0% A Of which transitional 0 0% 0% T A.2 Taxonomy eligible but not environmentally sustainable activities (activities not aligned to taxonomy) (g) 6.5 Transport by motorbikes, passenger cars and light commercial vehicles 6.5 CCM 170 0.6% AM NE/E NE/E NE/E NE/E NE/E 0% 7.3 Installation, maintenance and repair of energy efficiency
Equipment 7.3 CCM 128 0.4% AM NE/E NE/E NE/E NE/E NE/E 0%
CapEx of activities eligible for taxonomy but not environmentally sustainable (activities not aligned to taxonomy) (A.2) 298 1.0% 0% 0% 0% 0% 0% 0% 0% A. CapEx of activities eligible for taxonomy A.1+A.2) 298 1.0% 0% 0% 0% 0% 0% 0% 0% B. Activities not eligible for taxonomy CapEx of activities not eligible for taxonomy (B) 31,957 99.0%
TOTAL (A+B) 32,255 100%
Aligned to taxonomy by target Eligible for taxonomy by target
CCM 0% 1.0%
CCA 0% 0%
WTR 0% 0%
CE 0% 0%
PPC 0% 0%
BIO 0% 0%
74 Proportion of OpEx from the sale of goods and provision of services associated with economic activities eligible and aligned to Taxonomy Reporting period 2025/26 2025/26 Requirements for Substantial Contribution DNSH requirements (do no material harm) (h)
Economic activities (1)
Code (2) (a)
OpEx (3)
Portion of OpEx 2024/25 (4)
Climate change mitigation (5)
Adaptation to climate change (6)
Water (7)
Pollution (8)
Circular Economy (9)
Biodiversity (10)
Climate change mitigation
(11)
Adaptation to climate change
(12)
Water (13)
Pollution (14)
Circular Economy (15)
Biodiversity (16)
Minimum safeguards (17) Portion of OpEx aligned (A.1.) or eligible (A.2.) to taxonomy, 2023 (18) Enabling activity category (19) Transition activity category (20)
Currency
(EUR/000) 0% Yes; No;
NE/E;
(b)(c) Yes; No;
NE/E;
(b)(c) Yes; No;
NE/E;
(b)(c) Yes; No;
NE/E;
(b)(c) Yes; No;
NE/E;
(b)(c) Yes; No;
NE/E;
(b)(c) Yes;/No Yes;/No Yes;/No Yes;/No Yes;/No Yes;/No Yes;/No 0% A T A. Taxonomy eligible activities A.1 Environmentally sustainable activities (aligned to taxonomy) OpEx of environmentally sustainable activities (aligned to taxonomy) (A.1) 0 0% 0% Of which enabling 0 0% 0% A Of which transitional 0 0% 0% T A.2 Taxonomy eligible but not environmentally sustainable activities (activities not aligned to taxonomy) (g)
OpEx of taxonomy eligible but not environmentally sustainable activities (activities not aligned to taxonomy) (A.2) 0 0% 0% A. OpEx of taxonomy eligible activities (A.1+A.2) 0 0% 0% B. Taxonomy not eligible activities OpEx of taxonomy not eligible activities (B) 2,410 100%
TOTAL (A+B) 2,410 100%
Aligned to taxonomy by target Eligible for taxonomy by target
CCM 0% 0%
CCA 0% 0%
WTR 0% 0%
CE 0% 0%
PPC 0% 0%
BIO 0% 0%
75 Model 1 – Nuclear and fossil gas Activities Activities linked to nuclear energy
1. The company engages in finances or has exposure to the research, development, creation, and construction of innovative plants for the generation of electricity that generate energy from nuclear processes with a minimum amount of waste from the fuel cycle.
NO
2. The company engages in finances or has exposure to the construction and safe operation of new nuclear plants for the generation of electricity or process heat, also for district heating purposes or for industrial processes such as the production of hydrogen, and improvements in their safety, with the aid of the best available technologies.
NO
3. The company engages in finances or has exposure to the safe operation of existing nuclear plants which generate electricity or process heat, also for district heating purposes or for industrial processes such as the production of hydrogen, starting from nuclear energy and improvements in their safety.
NO Fossil gas activities
4.
The company engages in finances or has exposure to the construction or operation of plants for electricity generation using gaseous fossil fuels.
NO
5.
The company engages in finances or has exposure to the requalification or operation of plants for combined heating/cooling and electricity generation using gaseous fossil fuels.
NO
6.
The company engages in finances or has exposure to the construction, requalification, and operation of generating plants for heating/cooling using gaseous fossil fuels.
NO
76 E1 CLIMATE CHANGE
MANAGING IMPACTS, RISKS AND OPPORTUNITIES
Identification of climate change -related impacts, risks, and opportunities As part of the double materiality assessment conducted by the Group, the company's exposure to impacts, risks and opportunities associated with climate change was systematically analysed.
The Piquadro Group has initiated a structured process of climate risk and opportunity assessment with the aim of understanding the potential implications of climate change on its business model. The activity was based on an analysis compliant with ESRS E1 standards and the recommendations of the Task Force on Climate -related Financial Disclosures (TCFD), with specific attention to both the direct impacts generated by its activities, and the risks and opportunities arising out of physical events and processes of transition to a low -carbon economy.
The assessment was developed using a four-phase model, which included analysis of the operational and geographical context, mapping of risks and opportunities, quantification of economic impacts, and a resilience analysis based on alternative climate scenarios. The boundary of the assessment included 172 assets located in 18 countries, including production sites, logistics centres, retailers, and franchises, with a particular focus on areas most exposed to extreme weather events. The risk assessment took into account several drivers, including likelihood of occurrence, the magnitude of the potential impacts and the duration of the associated effects.
Regarding physical risks, both acute risks (such as heat waves, floods, storms, and fires) and chronic risks (such as increased average temperatures, drought, and water stress) were considered1. The data used originated from authoritative sources such as the IPCC and Copernicus and were processed through a proprietary tool developed and made available by the consultant who supported the Group in the assessment. This tool made it possible to estimate risk scores and Business Interruption Days (BIDs) on the basis of gross risks identified. The assessment made it possible to identify the potentially most vulnerable sites in the short term (by 2030), medium term (by 2040) and long term (by 2050) according to different climate scenarios (RCP 2.6, 4.5, 8.5), identifying potential impacts both in operational and economic terms, such as business interruption or damage to assets. The potentially most material risks were found to be related specifically to flood events and heat stress.
Although the physical risk assessment identified such vulnerabilities, the double materiality assessment did not highlight any material risks in relation to operations. To this end, it should be noted that for the final assessment of material risks, scenario 8.5 was considered and that this scenario was also taken into account within the context of the double materiality assessment.
For transition risks, the assessment included regulatory (e.g., evolution of REACH, EU ETS 2 and the Green Claims Directive), technological (such as failure to adapt to low -carbon technologies), market (changing consumer preferences towards sustainable products) and reputational risks. The assessment was developed based on an understanding of the regulatory and competitive environment, as well as business strategies, through a qualitative and quantitative approach that enabled the potential economic impact of risks to be estimated. No specific climate scenarios were used to identify transition risks, but consist ency with the expectations of the European regulatory framework and industry best practices was nevertheless ensured. The assessment also considered the potential competitive advantages associated with proactive ecological transition, such as the adoption of alternative materials, energy efficiency and access to new market segments sensitive to sustainability.
All findings have been incorporated into the Group's strategic assessment, contributing to the definition of climate -
material IROs. The process included a business model resilience assessment, aimed at testing the resilience of the business strategy against differentiated climate scenarios. The assessment showed that, even when no transition plan existed, the Group identified and mapped potential impacts and risks through robust and up -to-date methodological tools and adopted timely mitigation measures such as insurance coverage for extreme events.
1 The assessment took into account the table of climate physical risks reported in Annex A of Delegated Regulation (EU) 2021/21 39, with respect to which the potentially material risks for the analysed assets were identified.
77 Material impacts, risks, and opportunities The double materiality process made it possible to identify certain material climate change -related impacts, risks, and opportunities. Current negative impacts primarily concern the generation of greenhouse gas (GHG) emissions deriving from the Group's activities (Scope 1 and 2), from activities performed upstream and downstream of the value chain (Scope 3), as well as the use of energy in manufacturing and marketing processes. Identified risks include physical risks associated with extreme weather events that may compromise supply along the upstream chain, transition risks associated with regulatory and market changes, and risks associated with rising energy costs. Disclosures were classified by sub-
topic, the value chain phase concerned and most material time horizon. Currently no material financial effects of the material risks on the Group's financial position, profit or loss or cash flows exist.
Sub-topic IRO Description Value Chain Time horizon
Climate change
mitigation Current negative impact Generation of indirect GHG emissions related to the Group's upstream and downstream activities (Scope 3) Upstream Short term
Transition risk Climate -related transition risks in the Group's own operations Own operations Long term Current negative impact Use of energy in the Group's production process Own operations Short term Energy Current negative impact Use of energy in the Group's marketing and selling of products Own operations Short term Transition risk Risk of increased energy costs Upstream, Own operations Long term
Climate change mitigation transition plan At present, the Group has not yet implemented a specific transition plan for climate change mitigation aligned with the target of containing global warming in the terms defined by the Paris Agreement, and with a view to carbon neutrality. In this context, the Group will evaluate in the medium term the opportunity to define a structured decarbonisation plan.
Climate change mitigation and adaptation policies In line with its environmental commitments, the Piquadro Group has defined specific policies aimed at managing climate change -related impacts, risks and opportunities, addressing both mitigation and adaptation aspects.
The Group's Environmental Policy expresses a clear commitment to comply with environmental regulations in force in the countries where it operates and to support international efforts to combat climate change. In this context, the Group promotes energy efficiency and the responsible use of resources along the entire value chain, also encouraging the use of renewable energy sources, where technically and economically feasible. The policy applies to Piquadro S.p.A. and all Group entities directly controlled by it, thus covering the entire business activity and its value chain, upstream and downstream, without exclusions. The Policy is approved by the Board of Directors, which guarantees its oversight and implementation through the Chief Executive Officer and the Chief Operations Officer. It is based on material external reference standards and regulations, including the UNI EN ISO 14001 standard, Legislative Decree 152/2006 and the Group Code of Ethics, and refers to endorsement of principles widely recognised internationally in environmen tal matters. The definition of the subject matter of the Policy takes into account the interests of the main stakeholders, including business partners and suppliers, to whom the Group encourages adoption of the same principles. Dissemination and implementation of the Policy are supported by in -company training and information tools, as well as by mechanisms for reporting any breaches, accessible to all recipients of the document.
These principles are also referred to in the Supplier Code of Conduct, which provides for the obligation for business partners to monitor and track their energy consumption, distinguishing between renewable and non -renewable sources, and to commit to reducing climate -altering emissions by improving operational efficiency. This commitment is part of a broader Group policy, aimed at promoting a shared approach to climate transition along the entire value chain, also actively involving external partners. The Code applies to all suppliers and sub-suppliers of the Piquadro
78 Group, without geographical or operational limitations, and is subject to monitoring through audits and verification mechanisms, also without prior notice, by the Group or appointed third parties. Its implementation falls within the responsibilities of the Purchasing area and the Operations Department, with the support of the Supervisory Body.
The Code is based on generally accepted international references, such as the OECD guidelines, the ILO Conventions and the Model pursuant to Legislative Decree 231/20 01 and provides for the active involvement of stakeholders through training, information, confidential reporting channels and periodic updates. The document is available to finished product suppliers through the Group's digital tools and is an integral part of the requirements for initiating and maintaining business relationships.
Climate change actions and resources2 In order to contribute to climate change mitigation, the Group has progressively introduced actions aimed at reducing its direct and indirect greenhouse gas emissions. Actions taken are notably in the area of decarbonisation levers regarding energy efficiency and the supply of energy from renewable sources.
Noteworthy actions already implemented include the installation of a photovoltaic system at the headquarters of Parent Piquadro in Gaggio Montano, to partially cover electricity demand at the facility. This measure has made it possible to reduce the emissions impact linked to the building's energy supply, thanks to the local generation of renewable energy.
In the reporting period, the commitment of Lancel Sogedi SA was also confirmed, which has continued purchasing electricity certified from renewable sources through Guarantees of Origin (GO), thus contributing to the progressive decarbonisation of its energy mix. This choice is part of a strategic direction aimed at limiting indirect emissions linked to energy consumption (Scope 2 market -based), in line with the European guidelines for climate transition.
Climate change mitigation targets and adaptation targets Although measurable and result -oriented targets for climate change mitigation and adaptation have not yet been formalised, the Group has long been engaged in systematic monitoring of its greenhouse gas emissions. Starting from the 2018/19 reporting period, with comparative data collected from the previous year, the Group annually reports its energy consumption and direct and indirect emissions, as part of the environmental reporting process.
Continuous monitoring of emissions is a key tool for evaluating the trend of environmental performance over time, identifying any critical issues and guiding operational choices towards progressive decarbonisation. The assessments conducted, also with no predefined quantitative targets, enable the Group to maintain an up -to-date awareness of its climate impact, to support decisions consistent with the principles of sustainability and with the expectations of stakeholders.
METRICS
Energy consumption and energy mix The energy mix of the Piquadro Group reflects the combination of different sources used to meet the energy needs of manufacturing plants, corporate offices and the store network. The primary sources used include natural gas and LPG for heating, petrol and diesel for motor vehicles, as well as electricity, both from purchases on the market and from self -generation through a photovoltaic system installed at the headquarters of the Pa rent. The following table shows the breakdown of the overall energy consumption and material division between fossil and renewable sources.
2 The financial resources used for the adoption of the actions described in this section are not considered material, as they fall below the significance threshold defined by the Group.
79
Energy intensity
The energy intensity index of the Piquadro Group was calculated using the consolidated data reported in the financial statements, in line with the requirements of the ESRS. All the main Group operating companies fall within the definition of activities belonging to sectors with a high climate impact, with the exception of Lancel International SA, an entity that exclusively performs brand and patent management for Maison Lance l.
In order to ensure full reconciliation with the consolidated accounting data, both energy consumption and net revenues were considered at Group level, also including the company excluded from the classification of high climate impact sector, whose contribution remains negligible for the purposes of the overall calculation5.
Greenhouse gas (GHG) emissions
3 The conversion factors of the Department for Energy Security and Net Zero (DESNZ), UK 2025 were used to calculate energy consumption in MWh.
Electricity consumption data for 8 Piquadro direct points of sale and one Lancel direct point of sale were estimated by analo gy with other points of sale, based on their size and geographical location.
Electricity consumption of 41 Lancel brand outlets was estimated considering an annual consumption of 330kWh/sqm.
Most of these points of sale are located in airports or shopping centres whose contractual conditions do not enable timely re porting of the data.
4 Lancel Sogedi SA purchased part of the electricity from a renewable source certified through guarantees of origin.
5 It should be noted that Lancel International SA, a company exclusively engaged in brand management and administrative service s, generated intercompany revenue from royalties of approximately €223,000, corresponding to less than 0.1% of the Group's total co nsolidated revenue.
6 The amount reported coincides with the figure reported in the Consolidated Income Statement under "Revenue from sales" for th e financial year ended 31 March 2026. Energy consumption and mix (MWh)3 2025/26 2024/25 % Delta
25/26 vs
24/25
Consumption from coal and coal products - - -
Consumption from crude oil and petroleum products 1291.2 1,272.0 1.5% Consumption from natural gas fuel 647.4 556.7 15.1% Fuel consumption from other fossil sources - - -
Consumption of purchased or acquired electricity, heat, steam, and cooling from fossil sources 3,007.0 3,625.4 (17.1)% Total fossil energy consumption 4,945.6 5,454.1 (9.4)% Share of fossil sources in total energy consumption 86.7% 92.2% (6.0%) Consumption from nuclear sources - - -
Share of consumption from nuclear sources in total energy consumption - - -
Fuel consumption for renewable sources - - -
Consumption of purchased or acquired electricity, heat, steam, and cooling from renewable sources4 602.1 362.0 66.3% The consumption of self-generated non-fuel renewable energy 155.8 96.6 61.2% Total renewable energy consumption 757.9 458.6 65.3% Share of renewable sources in total energy consumption 13.3% 7.8% 71.5% Total energy consumption 5,703.4 5,912.7 (3.6)% Energy intensity compared to net revenues (MWh/ €MM) 2025/26 2024/25 Total energy consumption for activities in sectors with high climate impact (MWh) 5,703.4 5,912.7 Net revenues from activities in sectors with a high climate impact (€ million)6 180.5 183.6 Total energy consumption from activities in high climate impact sectors per net revenue from activities in high climate impact sectors 31.6 32.2
80 Calculation of the Group's greenhouse gas emissions follows an approach that complies with the main international methodological references, in particular the Greenhouse Gas Protocol. Direct emissions (Scope 1) included those generated by sources owned or controlled by the Group, such as the consumption of fuels for heating or powering company vehicles.
These emissions are quantified on the basis of the actual consumption recorded and the material standard emission factors.
With regard to Scope 2, regarding indirect emissions arising out of the consumption of purchased electricity, the Group applies both the location -based method and the market -based method, providing transparent and complete reporting. The location -based method is based on average emission factors referring to the production of energy in the area where the energy is consumed, while the market -based method reflects emissions for energy actually purchased by the company throu gh specific contracts, where supported by instruments such as guarantees of origin or renewable energy certificates.
The distinction between the two approaches enables the impact of energy supply choices and the contribution of sustainability -oriented stra tegies to be more accurately represented. Within this context, Lancel, active in France, purchased a portion of electricity from renewable sources through the use of contractual instruments, specifically Guarantee of Origin (GO) Certificates. This choice e nabled the Group to reduce its Scope 2 emissions calculated according to the market -based approach by about 24.5 tonnes of CO₂ equivalent, equivalent to almost 1.80% of the total Scope 2 emissions resulting from the same method
Scope 3 emissions, which represent the most material component of the Group's overall emissions, and which include indirect emissions along the entire value chain, are discussed in detail in the following sections.
7 Scope 1 emissions were calculated by applying the emission factors of the Department for Energy Security and Net Zero (DESNZ) , UK 2025.
8 For the calculation of Scope 2 location -based emissions, the emission factors adopted refer to ISPRA 2025 for Italy and San Marino, AIB 2023 Production Mix for France, United Kingdom, Spain and Germany, TERNA 2019 for Russia and IGES Grid Emission Factors v.11.6 for China and Taiwan.
9 For the calculation of Scope 2 market -based emissions, the emission factors adopted refer to AIB 2023 Residual Mixes for Italy, San Marino, France, United Kingdom, Spain and Germany, TERNA 2019 for Russia and IGES Grid Emission Factors v.11.6 for China and Taiwan.
Greenhouse gas emissions (tCO2eq) 2025/26 2024/25(*) Scope 1 GHG emissions Gross Scope 1 GHG emissions7 445.2 422.3 Percentage of Scope 1 GHG emissions from regulated emissions trading schemes - -
Scope 2 GHG emissions Gross Scope 2 GHG emissions (location -based)8 951.2 1,231.9 Gross Scope 2 GHG emissions (market -based)9 1,363.8 1,681.4 Scope 3 GHG emissions Total gross Scope 3 GHG emissions 33,502.2 37,510.4 1. Purchased goods and services 27,933.8 31,548.4 2. Capital goods 1,735.8 1,110.8 3. Fuels and energy -related activities 271.3 416.1 4. Upstream transportation and distribution 763.7 1,510.6 5. Waste in operations 229.8 458.9 6. Business travel 160.8 106.7 7. Employee commuting 1,192.8 878.6 9. Downstream transport 763.0 1,231.8 12. End-of-life treatment of sold products 181.8 4.0 14. Franchising 269.5 244.5 Total GHG emissions Total GHG emissions (location -based) 34,898.6 39,164.1 Total GHG emissions (market -based) 35,311.2 39,614.1
81 Scope 3 emissions In the Piquadro Group's greenhouse gas emissions inventory, indirect emissions along the value chain (Scope 3) play a preponderant role compared to Scope 1 and 2, reflecting the features of the Group's business model, strongly oriented towards the design, purchase and distribution of goods manufactured by third parties. Scope 3 emissions totalled 96% of the Group's total emissions, confirming that the most material environmental impacts are located upstream and downstream of the value chain.
For the 2025/26 financial year, the Group conducted a comprehensive and systematic analysis of indirect emissions across the entire value chain, applying well -established methodologies consistent with the principles of the Greenhouse Gas Protocol. The Scop e 3 inventory recorded total emissions of 33,502.2 tCO₂eq , a significant reduction compared to the previous year (71,627.9 tCO₂eq in 2024/25), primarily due to a restatement of Category 1, and methodological improvements. It should be noted that, however, for this reporting period, none of the categories was calculated based on primary data from suppliers or customers: the entire inventory was based on model calculation methods ("spend -based", "activity -based" or “hybrid method” approach) and on secondary e mission factors from generally accepted databases.
Overall, the level of data uncertainty associated with Scope 3 emissions may be considered average, thanks to the use of consolidated methods, updated emission data and factors, and a sufficiently representative coverage of the main emission categories.
• Category 1 - Purchased goods and services The Category 1 emissions inventory was split between purchased goods and services. In accordance with the GHG Protocol, calculation of the emissions associated with goods purchased was conducted for entities Piquadro, Lancel and The Bridge, while for services purchased, reporting exclusively concerned Piquadro.
For goods purchased, the average data method was adopted, based on physical data for the quantity, composition and materials of the items actually purchased over the period. Both raw materials and finished products were considered. The composition of the products used was taken by referring to the most representative and recurring materials for each item, weighted according to weight. The emission factors were obtained from the Ecoinvent (version 3.12), giving priority to the datasets deemed most consistent with the nature of the materials and processes under consideration... The level of uncertainty associated with the estimate is assessed as medium, since the calculation is based on the company’s physical data, supplemented by average composition information, and secondary emission factors, which have been consolidated and are considered representative. The emissions attributed to the purchase of goods totalled approximately 80% of Scope 3 emissio ns. Most emissions came from finished products, especially leather, polyester and polyurethane articles, which represent the main components by weight and emission intensity. Emissions for raw materials (including paper, plastic and wood) were calculated separately and integrated into the overall calculation.
For services purchased, a "spend -based" approach was used, applying monetary emission factors to the main categories of expenditure incurred for consulting, logistics, IT and other general services. The emission factors used for this component were taken from the CEDA 2025 (Italy) database, and refer to the economic activities most consistent with the nature of the services purchased. The level of uncertainty was deemed medium, as the estimate was based on aggregate expenditure values and generic emission factors, with limited specificity. The emissions estimated for this item totalled approximately 41% of total Scope 3, category 1 emis sions. Category 1 emissions were restated for 2024 following improvements to the calcula tion methodology and updates to certain relevant emission factors. Specifically, the emission factor for cowhide was updated based on the most recent evidence available from Life Cycle Assessment studies on this material. At the same time, improvements wer e made to the reporting of purchased services, with a refinement of expense classification and emissions allocation, in order to reduce the risk of double -counting with other Scope 3 categories, and with Scopes 1 and 2. These methodological updates have re sulted in a significant reduction in reported emissions compared to previous estimates while improving the representativeness and overall quality of the inventory.
• Category 2 – Capital goods This category includes emissions associated with the production of capitalised assets purchased by the Group during the reporting period, such as plant, machinery, furnishings, electronic equipment and other durable goods intended to be used for more than one reporting period.
The methodological approach adopted was "spend -based" and involved the application of monetary emission factors to capital expenditures, extracted from corporate accounts. The investment items were grouped by type (e.g., computer equipment, furniture, infrastructure, machinery) and associated with equivalent economic sectors for the purpose of allocating emission factors.
The emission factors used are taken from the CEDA 2025 database and refer to economic sectors consistent with the
82 nature of the goods purchased, such as "Manufacture of electrical equipment", "Manufacture of furniture", "Construction activities" and "Manufacture of computer and electronic equipment". The emission values represent average estimates based on the carbon intensity of the entire life cycle of the asset (cradle -to-gate), including phases of extraction of raw materials, processing, assembly and transport. The level of uncertainty was medium, as the estimate was based on reliable internal expenditure data, although not directly linked to physical quantities or specific emission factors for each asset.
Total emissions estimated for this category amounted to approximately 5% of Scope 3 emissions. The main contribution was made by Piquadro, followed by Lancel and The Bridge, reflecting the different incidence of investments in durable goods incurred over the reporting period. The data were processed in the absence of primary data from suppliers, using standardised values and average assumptions for the entire life cycle of the goods. No distinctions were made based on useful life, geographical location of the supplier or embedded technology.
• Category 3 – Fuel and energy activities This category includes indirect emissions arising out of the "upstream" phase of the energy chain, i.e., emissions regarding the extraction, production and transport of fuels and electricity purchased and consumed by the Group, but not included in Scope 1 and 2, both for production sites and sales outlets. This category included three main components: transmission and distribution losses of electricity (T&D losses), upstream activities related to the generation of electricity (upstream electricity), and act ivities related to the chain of fossil fuels used (upstream fuels).
The emissions inventory was prepared for the four Group companies: Piquadro, Lancel, The Bridge and Unibest. Energy consumption data (electricity, methane gas and, where material, other fuels) were collected based on actual consumption reported over the period. For each energy carrier, the emission factors for the "upstream" phase and, in the case of electricity, also grid losses were identified.
For the electricity component, the emission factors applied to upstream production were obtained from the Ecoinvent database (version 3.12), which also include the emissions resulting from grid losses. For natural gas and other fuels, the DEFRA 2025 emission factors, relating to upstream processes (extraction, refining and transport ) were considered. The level of uncertainty was deemed medium, as emissions were calculated from direct energy consumption and generally accepted standard emission factors, but also included secondary estimates associated with upstream phases. The overall emissions for this category corresponded to a non -material portion of Scope 3 (0.8%) emissions. The entire calculation was based on secondary data and internationally generally accepted model estimates, in the absence of primary data provided by energy operators.
• Category 4 - Upstream transport and distribution This category included indirect emissions generated by the transport of goods purchased when the transport service was organised by the Group. These are emissions originating from third -party suppliers that engage in logistics activities on behalf of the Group; they are therefore configured as "upstream" emissions according to the requirements established by the GHG Protocol. The scope therefore included both the transport of materials and finished goods from suppliers to factories or warehouses, and those directed to customers in the event that the shipment is managed directly by the Group.
The emissions calculation was undertaken for all operating companies: Piquadro, Lancel, The Bridge and Unibest. The method adopted was "activity -based" which used data for the weight of the goods transported (in kilograms), the distance travelled (in kilometres) and the mode of transport used (road, sea, air). Where available, internal logistics documentation tracing origin, destination and type of shipment was considered. Whenever no specific data was available, conservative assumptions were made based on standard routes and methods. The distances travelled were determined by using EcoTransIT World for each route considered, including, where applicable, the actual compositi on of intermodal transport.
For most countries, the c apital city was used as a proxy for the average location of the supplier, or the point of origin of the shipment. For countries characterised by greater geographical extent, or a more complex distribution of production, a representative average distance wa s instead calculated, by taking into account the main production and logistics hubs.
The calculation includes both emissions resulting from the direct combustion of fuels during the use of the means of transport, based on a tank -to-wheel approach, and emissions associated with the upstream stages of fuel production and distribution, based on a well -to-tank approach. This approach is consistent with DEFRA’s emission factors and methodological recommendations, and allows for a more comprehensive reporting of emission impacts throughout the life cycle of the fuel. The level of uncertainty of the emissions calculation for this category was deemed medium, thanks to the use of specific data and consolidated methods, although certain conservative assumptions were necessary where there were no complete data. Total emissions for this category totalled approximately 6% of Scope 3 emissions. The higher incidence may be attributed to The Bridge's logistics activities, which move material volumes over medium -long distances. The calculations were performed without primary data provided by the carriers but were based on reliable
83 internal data for the weight and destination of goods, as well as on operational assumptions consistent with the Group's distribution structure.
• Category 5 – Waste from operations This category included indirect emissions generated by the outsourced treatment of waste generated by the Group's operational activities. These are upstream emissions, as they can be attributed to third -party suppliers that manage waste once it leaves the organisation's direct operational boundary. Emissions related to the production of waste at suppliers or customers were excluded from the boundary.
The inventory was processed for three Group companies: Piquadro, The Bridge and Unibest. Lancel was not included in the reporting boundary, as municipal waste generated by offices and points of sale are not considered material with respect to industrial flows and are not systematically tracked within the management systems currently in use. The activity data were collected from internal disposal registers, broken down by type of waste (either hazardous or non -hazardous), with reference to the volumes provided for each product fraction.
Emissions were calculated by adopting an "activity -based" approach, based on multiplying the quantities of waste generated and managed during the financial year by the corresponding DEFRA 2025 emission factors. The calculation was performed by distinguishi ng the main types of waste produced, including organic, plastic, metal, paper, and textile waste, in order to more accurately reflect the different emission characteristics associated with the materials disposed of.
In the absence of specific information o n the actual methods of waste treatment and final disposal, a conservative approach was adopted. For the purposes of the calculation, the DEFRA emission factor for landfill disposal was therefore applied to all waste categories. This assumption helps avoid an underestimation of emissions, although it entails a medium -to-high level of uncertainty due to the lack of primary data on the actual treatment processes. The inventory showed a total emission for this category corresponding to approximately 0.7% of to tal Scope 3 emissions. This is consistent with the nature of the Group's activities, which are marked by lightweight, low -waste production processes.
Emissions were primarily for the disposal of non -recyclable mixed waste, paper and textile waste.
• Category 6 – Business travel This category included indirect emissions generated by trips made by Group employees for business -related reasons, using means of transport not owned by the company. In line with the methodological guidelines, travel by plane, train, rental car and other means was considered, provided that the costs were borne by the organisation.
The inventory was processed for three Group companies: Piquadro, Lancel and The Bridge. Activity data was collected through accounting systems and expense sheets, with a classification of costs by mode of transport.
Accordingly, calculation of emissions was made by using a "spend -based" approach. The emission factors used for this component were taken from the CEDA 2025 database, and refer to the economic activities most consistent with the nature of the travel purchased. The level of uncertainty in the calculation of emissions for this category was deemed medium, due to the combined use of expenditure data that may introduce variability in estimates. The total emissions attributed to this category corresponded to a marginal portion of Scope 3 emissions. The most material contributions were attributable to Lancel and Piquadro , due to the more complex commercial activity at an international level. Calculations were made in the absence of primary data from travel service providers but based on an internal documentary basis and with conservative assumptions in line with good reporting practices.
• Category 7 – Employee commuting This category included indirect emissions resulting from the daily journeys made by Group employees travelling from their homes to their places of work and vice versa, using means of transport not controlled by the organisation. These emissions were considered upstream of the value chain, as they were generated by third parties outside the direct organisational boundary, but connected to corporate activities.
Calculation of emissions was made for the following Group companies: Piquadro, Lancel and The Bridge. Unibest was excluded from this analysis because most of its employees live at the production site, or in the immediate vicinity. Basic data was collected through hirings based on geographic location of places of work, distribution of employees, and most common commuting habits. For each place of work, the average distance travelled per single journey, the average number of annual trips and the modal split among private car, and public transport, were estimated. Emissions were calculated adopting an "activity -based" approach, multiplying the distance travelled annually per worker by the number of employees and by the emission factors associated with the prevailing mode of transport. The emission factors used for this category originated from the DEFRA 2025 database. The emission values considered the vehicle's direct emissions, energy consumption and, for electric vehicles, the national energy mix. The level of uncertainty of the emissions
84 calculation for this category was deemed medium, considering the use of estimated data and assumptions based on internal surveys and behavioural models, which may introduce variability in estimates. Total emissions of this category amounted to about 3.4% of Scope 3 emissions. The largest contribution was made by Piquadro, which has a greater number of staff and a more widespread geographical location than urban locations. Estimates were prepared in the absence of a structured survey system but were based on prudent assumptions and data consistent with the local area context and corporate culture.
• Category 9 – Downstream transport This category included indirect emissions associated with the distribution of the Group's finished goods to end customers, when transport was managed and organised by independent third parties. In line with the provisions of the GHG Protocol, emissions deriving from the physical transport of goods sold were considered in this category, whenever the logistics service was not paid directly by the Group, but was, however, an integral part of the distribution process downstream of the value chain.
The emissions calculation was made for Piquadro, Lancel and The Bridge. Unibest was not included in the reporting boundary, as it does not directly manage distribution activities to the end customer. The inventory was created using an "activity -based" approach, based on activity data for weight transported, average delivery distances and modes of transport used. These data were estimated based on the main destinations of outflows, distribution channels used (direct retail, e -commerce, wholesale) and the usual routes travelled for each type of customer.
The calculation takes into account both emissions resulting from the direct combustion of fuels during the use of the means of transport - following a tank -to-wheel approach -, and, where applicable, well -to-tank emissions associated with the upstream stag es of fuel production, refining, and distribution. This approach allows for a more comprehensive reporting of emissions impacts associated with the fuel cycle, in line with the DEFRA 2025 methodological recommendations and emission factors. The emission va lues applied vary depending on the mode of transport used (road, sea, or air) and, where available, the characteristics of the vehicle and its payload. The scope of the calculation also includes any intermodal segments, considered based on their actual com position or, in the absence of specific data, using assumptions representative of the prevailing distribution modes. The level of uncertainty in the calculation of emissions for this category was deemed medium, thanks to the use of detailed data on transpo rt activities and the use of accepted emission factors, although certain estimates based on destinations and distribution channels may have introduced margins of approximation. Total emissions for this category totalled approximately 2% of Scope 3 emissions. The companies that made the highest contribution were The Bridge and Lancel, in relation to the extension of markets served and the overall volume of goods distributed through international channels. However, Piquadro's contribution was material, especially in relation to e -commerce shipments.
• Category 12 - End-of-life treatment of products sold This category included indirect emissions generated by the treatment of products sold once they have reached the end of their useful life. These emissions were classified as "downstream", since they are the result of disposal, incineration or recycling activities performed by third parties on goods that permanently are no longer within an end-customer's disposal.
The inventory was prepared for Piquadro, Lancel and The Bridge. Unibest was not included in the reporting boundary, as it is not directly involved in the marketing of goods intended for autonomous use by the end user. The calculation was based on the quantities of goods sold over the reporting period, broken down by prevailing material. The main fractions considered included leather, polyurethane, polyester, plastic, paper and metal.
An "activity -based" approach was adopted, which involved the association between each material present in the product, and an emission factor corresponding to the treatment method adopted at end of life (landfill, incineration, recycling), which is specifi c for the geographical area in which the good is sold. The composition of the products was reconstructed from internal technical data and based on the typical product features of the range sold. The emission factors applied came from the DEFRA 2025 database. The use of a higher level of granularity in assigning emission factors to the respective types of material resulted in a significant increase compared to previous estimates while simultaneousl y improving the representativeness and overall quality of the inventory. The level of uncertainty of the emissions calculation for this category was deemed medium, since it was based on precise internal data for the composition of the products and on reliable emission factors, while considering certain assumptions about the end -of-life treatment method.
The total emissions estimated for this category constituted a negligible proportion of total Scope 3 (0.5%) emissions.
This was attributable both to the nature of the marketed products, marked by a long useful life, and to the material percentage of potentially recyclable materials. In addition, emissions were calculated assuming standardised and average conservative treatment scenarios, in the absenc e of precise data on actual consumer behaviour at end of life.
85 • Category 14 – Franchising This category included indirect emissions associated with activities performed in franchise, or by third parties operating under the Group's brand but not falling within the boundary of organisational consolidation or direct operational boundary.
The emissions calculation was made for Piquadro, Lancel and The Bridge. Unibest was not included in reporting, as it does not manage franchise points of sale. The inventory was prepared by applying an estimated "activity -based" approach, based on estimates of average surface area of franchise stores, type of activity performed and standard energy consumption per square meter. As no primary data or direct measurements were available, average energy consumption per unit of commercial area was used, differentiated by country or prevailing geographical area.
The emission factors used for the conversion of energy consumption into climate -altering emissions came from the IEA 2025 database, which reflected the reference national average electricity mix. The level of uncertainty in the calculation of emissions for this category was deemed medium, due to the absence of direct data and the use of proxy estimates based on average consumption, which may have introduced variability in the estimates. The total emissions estimated for this category constituted a residual portion of total Scope (0.8%) 3 emissions. The findings reflected both the limited number of franchise points of sale active in the reporting period, and the low energy consumption associated with this type of activity, generally linked to retail activities within delimited spaces.
• Excluded categories The categories listed in the GHG Protocol for Scope 3 emissions include certain ones which were excluded from the Piquadro Group inventory for reasons attributable to non -significance or non -applicability, as specified below.
Category 8 – Upstream leased assets was not considered, as the Group adopts the operational supervisory criterion for the reporting of direct and indirect emissions. Consequently, all emissions from leased assets were already included in Scope 1 and 2, whenever such assets fall under the Group's operational supervisory. The separate reporting of this category would therefore have entailed a double count, which was not material for the purposes of the overall quantification of emissions.
Categories 10 – Intermediate processing of goods sold and category 11 – Use of goods sold are not applicable to the Group's business model. The products marketed by Piquadro, Lancel and The Bridge are finished goods ready for use, which do not require subsequent processing by the customer or involve energy consumption during the usage phase. As a result, no emissions associated with transformation processes or use by the end user were considered.
Category 13 – Downstream leased assets was not applicable, as the Group does not lease its own assets to third parties.
All marketed products are sold outright and do not fall under business models based on rental, operational or financial leasing.
In the end, Category 15 – Investments is not applicable, as the Group does not hold interests in fully unconsolidated entities. The absence of investments in investee entities outside the consolidation boundary implies the absence of Scope 3 emissions attributable to this category.
Emission intensity
The intensity of the Piquadro Group's greenhouse gas emissions was calculated by comparing the total emissions expressed in tonnes of CO₂ equivalent to the Group's consolidated net revenue for the reference reporting period. This indicator makes it possible to assess the Group's emission efficiency in relation to its economic performance and to monitor the effectiveness of carbon footprint reduction actions.
Intensity measurement is conducted considering both the location -based approach, which reflects the average energy mix of the countries where the Group operates, and the market -based approach, which takes into account the specific sources of energy supply, specifically the purchase of energy from certified renewable sources .
86
Emissions offsetting
The Piquadro Group confirmed its commitment to climate issues, continuing its activities to offset the greenhouse gas emissions generated in the previous period. Specifically, in 2025/26, the Group offset 2,104 tonnes of CO₂ relating to the 2024/25 reporting period, corresponding to direct (Scope 1) and indirect emissions from purchased electricity sources (Scope 2, market -based).
The carbon credits used to offset emissions from the company’s operations come from reforestation and deforestation prevention projects carried out in areas characterised by high biodiversity. Among these is the CIKEL Brazilian Amazon REDD APD Project, loc ated in the Rio Capim Complex (RCC), in the eastern part of the Amazon rainforest. The project aims to conserve forested areas by preventing planned deforestation and protecting existing natural heritage. The area is managed through limited and sustainable forestry activities, certified under the Forest Stewardship Council® (FSC®) standard, using low environmental impact logging practices designed to safeguard the ecosystem and local biodiversity.
In continuity with this approach, the Group has provided for the offsetting of emissions for the 2025/26 reporting period, totalling 1,809 tonnes of CO₂ equivalent. This forecast is not based on existing contractual arrangements. The offsetting transactions were conducted via the purchase of certified carbon credits, selected in accordance with requirements for environmental integrity and with benefit for local commun ities.
Furthermore, besides offsetting emissions from its operating activities, the Piquadro Group extended its commitment to offsetting the carbon footprint related to the production of some leading products. Specifically, for about forty items of the best -selling lines of Piquadro and The Bridge brands, in the previous reporting period ended 31 March 2025, the carbon footprint was calculated and offset through the purchase of certified carbon credits, for a to tal of about 2,705 tonnes of CO₂ equivalent. In continuity with this approach, for the current reporting period ended 31 March 2026, offsetting of the carbon footprint related to the production of about ninety items is planned, for an estimated total of about 2,250 tons of CO₂ equivalent.
The carbon credits used to offset emissions resulting from the carbon footprint associated with product manufacturing come from the Floresta Verde project, located in the State of Para, Brazil, on a total area of approximately 53,528 hectares divid ed into three distinct land blocks. The project aims to prevent unplanned deforestation, and promote the natural regeneration of the Amazon rainforest in one of the regions that are most at risk of environmental degradation. In addition to the environmental benefi ts associated with the conservation of forest ecosystems, and the protection of biodiversity, the project generates significant positive impacts on the local area through the active involvement of local communities. Families living in neighbouring areas ar e supported through training programs on sustainable agricultural practices, employment opportunities in forest regeneration activities, and initiatives aimed at improving quality of life, including access to drin king water, health services, education, and technologies to reduce household pollution. Particular attention is also given to women’s empowerment through vocational training and economic inclusion, thereby contributing to the sustainable development of the communities involved.
The carbon credits purchased by the Group derive entirely from emission reduction projects, without the use of technological absorption projects. Credits are certified according to generally accepted quality standards11 and have not been generated within the European Union. In addition, no offsetting achieved was considered within the meaning of article 6 of the Paris Agreement.
The Piquadro Group did not create greenhouse gas absorption and storage activities through its own operations or along the value chain. Therefore, the offsetting of emissions is done exclusively through the financing of projects outside its operational boundary, through the purchase of carbon credits on the voluntary market.
Internal carbon pricing The Piquadro Group, at the reporting date of this report, did not adopt internal carbon pricing systems.
10 The amount reported coincides with the figure reported in the Consolidated Income Statement under "Revenue from sales" for fi nancial year ended 31 March 2026.
11 Offsets already made were based on Verified Carbon Units (VCUs) issued as part of REDD+ projects complying with VERRA standards. GHG intensity compared to net revenue (tCO2eq/€MM) 2025/26 2024/25 Total GHG emissions (location -based) (tCO2eq) 34,898.6 39,164.6 Total GHG emissions (market -based) (tCO2eq) 35,311.2 39,614.1 Net revenue used to calculate GHG intensity (€MM)10 180.5 183.6 Total GHG emissions (location -based) versus net revenue 193.3 215.7 Total GHG emissions (market -based) versus net revenue 195.6 213.3
87 E2 POLLUTION
MANAGING IMPACTS, RISKS AND OPPORTUNITIES
Identification of pollution -related impacts, risks and opportunities As part of the double materiality process, the Piquadro Group conducted an in-depth assessment of pollution -related impacts, risks and opportunities, focusing in particular on the production processes performed by the Group's main suppliers. This activity concerned examining the operational features along the upstream value chain, with reference to the possible effects on air, water and soil pollution deriving from the use of chemicals and wastewater disposal. The assessment of its own activities showed that the Group did not generate material direct impacts in terms of pollution, as it does not perform potentially polluting production activities internally.
Identification of impacts and risks was conducted starting from assessing of the production and treatment processes of the materials used by suppliers, as well as evaluating operating practices potentially associated with pollutant releases. Certain suppliers were also consulted through surveys, conducted as part of the double materiality assessment, aimed at understanding the perception of sustainability -material issues, including the management of pollution -related environmental impacts.
Material impacts, risks and opportunities The double materiality process made it possible to identify current negative impacts and material risks associated with various forms of pollution along the upstream value chain. The main impacts were related to pollutant emissions from suppliers' activities, with potential effects on air, water and soil. Specifically, water pollution and the use of substances of concern were primarily attributable to leather suppliers, whose activities include tanning and finishing hides, processes that employ potentially hazardous chemicals. On the other hand, soil pollution is often associated with the production of accessories and synthetic components, such as those made of plastic or metal, which may generate solid waste and the dispersion of microplastics. The associated risks included increased costs to suppliers arising from compliance with environmental regulations, wastewater management and the need to contain harmful emissions, as well as exposure to penalties in the event of breaches, which were reflected on the Group via an increase in the purchase price of materials.
Specific risks were also identified related to the use of substances of concern or of very high concern in leather processing, as well as the use of microplastics and synthetic polymers, which are the subject of increasing regulatory attention, in particular within the European regulatory context (e.g., REACH). Currently no material financial effects exist deriving from these impacts and risks. The Group's resilience with respect to such aspects is described in the following sections, which illustrate the mitigation and management actions currently in place.
Sub-topic IRO Description Value
Chain Time
horizon
Air pollution Current negative impact Pollutant emissions (non-GHG) deriving from the activities of the Group's suppliers Upstream Short term Risk Increased supplier production costs to mitigate the effects of air pollutants Upstream Long term Water pollution Current negative impact Water pollution deriving from the activities of the Group's suppliers Upstream Short term Risk Increased production costs of suppliers for the disposal of contaminated wastewater Upstream Long term Soli pollution Current negative impact Soil pollution deriving from the activities of the Group's suppliers Upstream Short term Substances of concern Current negative impact Use of substances of concern for leather processing by Group suppliers Upstream Short term
88
Pollution policies12
The Piquadro Group, while not directly generating material impacts in terms of pollution within its operations, recognises the environmental significance of the potential negative effects deriving from the activities performed along its value chain, specifically, with reference to air, water and soil pollution. Within this context, the Group has formalised its commitments in the Environmental Policy and in the Supplier Code of Conduct, promoting informed management of environmental risks and the protection of the environment as a common good.
Through the Environmental Policy, the Group is committed to raising awareness among business partners regarding the reduction of environmental impacts, encouraging an approach based on compliance with current regulations, limiting the use of hazardous substances and strengthening environmental responsibility. There is also a commitment to pay special attention to issues related to product safety and compliance with the main international standards on chemicals. The framework of commitments adopted reflects a long-term vision oriented towards the prevention and containment of indirect environmental impacts, while enhancing the culture of sustainability along the entire value chain.
Pollution -related actions and resources13 The Group implements a set of actions aimed at preventing and mitigating pollution risks associated with its supply chain, with particular attention to leather suppliers, where the main indirect environmental impacts are concentrated. The measures adopted were placed primarily at the top of the mitigation hierarchy, in particular in the prevention of pollution at source and in the progressive reduction of substances with a high environmental impact.
First, the Group has made Leather Working Group (LWG) certification mandatory for all direct leather suppliers, and their sub-suppliers. This standard, internationally generally accepted and aligned with the ZDHC (Zero Discharge of Hazardous Chemicals) guidelines, provides for the verification of compliance with the requirements regarding the management of chemicals and the reduction of environmental impact in production processes. The certification obligation also applies in the case of subcontracting and represents a requirement for selection and permanence within the supply chain.
In parallel, to monitor compliance with the REACH regulation, the Group annually conducts chemical and technical analyses on raw materials and finished products, selecting the components considered at greatest risk of non -conformity.
The tests are conducted by specialised laboratories and their findings are stored at corporate headquarters, as well as at the laboratories themselves. This activity is configured as a supervisory and verification of compliance and is aimed at preventing the placing on the market of products containing prohibited substances or substances at risk to human health and the environme nt.
Pollution -related targets Currently no measurable and formalised targets exist for reducing pollution along the value chain. However, the effectiveness of implemented actions and policies is monitored through regular and structured processes.
Monitoring is conducted through periodic audit of the validity of the LWG certifications held by leather suppliers and the findings of chemical analyses conducted on the materials at risk. Test findings and any non -conformities identified form the basis for assessing compliance with the requirements of the REACH legislation and the Group's supply specifications.
The ambition pursued is to ensure full compliance with environmental regulations in force in the countries where players operate along the supply chain, reducing the risk of using hazardous chemicals and promoting the transition to low -
impact manufacturing practices. The indicators observed included the number of LWG certified suppliers, the extension of supervisory to sub -suppliers, and the outcome of chemical analyses conducted annually.
12 For additional details on the Environmental Policy and the Supplier Code of Conduct, please refer to the section "Climate cha nge mitigation and adaptation policies", which explains the minimum disclosure obligations for both policies (MDR -P).
13 The financial resources used for the adoption of the actions described in this section are not considered material, as they fall below the significance threshold defined by the Group.
89 E3 WATER AND MARINE RESOURCES
MANAGING IMPACTS, RISKS AND OPPORTUNITIES
Identification of water -related impacts, risks and opportunities As part of the double materiality process, the Piquadro Group assessed the impacts, risks and opportunities related to the use of water resources, focusing in particular on the production processes of the Group's main suppliers. The Group's own activities were also assessed, which showed that the Group's processes do not involve the consumption of water resources. The assessment concerned the examination of activities upstream of the value chain, considering both the consumption of water resources in production processes and the risk of water scarcity.
In addition, an assessment of the geographical location of the main suppliers was conducted to determine any exposure to areas at increased risk of water stress. This assessment enabled a better understanding of the magnitude and likelihood of the negative impacts associated with water consumption.
Certain suppliers were consulted through surveys, conducted as part of the double materiality assessment, with the aim of identifying their perception on the environmental issues considered most material, including water resources management. On the other hand, no direct consultations were conducted with the local communities concerned.
Material impacts, risks and opportunities The double materiality assessment highlighted a material impact and risk related to the use of large amounts of water in suppliers' production processes, in particular in leather tanning activities in the Group's supply chain. A current negative impact associated with the use of large amounts of water in suppliers' production processes was identified. In addition, a potential risk of water scarcity was identified that could compromise the operation of the supply chain in the long term.
In particular, reduced availability of water could hinder skin tanning processes, which require high volumes of water, causing interruptions in production by suppliers. This could result in an increase in raw material costs and, consequently, in an increase in prices along the value chain. Both topics were located in the upstream phase of the value chain. Nono current financial effects on the Group's financial position related to the identified impacts and risks existed. The Group's resilience with respect to these aspects is further explored in the following sections, where the measures currently adopted for risk mi tigation and management are illustrated.
Sub-topic IRO Description Value
Chain Time
horizon
Water
consumption Current negative impact Use of large amounts of water in the production processes of the Group's suppliers Upstream Short term Water -related policies14 Based on current corporate policies and in line with industry benchmarks, the Piquadro Group has defined specific commitments regarding the protection and responsible use of water resources, with the aim of contributing to the mitigation of the negative im pacts associated with water usage along the value chain.
In particular, the Group's Environmental Policy recognises the strategic importance of the sustainable management of water resources, committing to promote careful practices in contexts subject to water stress, both in its own operations and in the supply chain. This commitment translates into the desire to consider water consumption as a material parameter within the context of environmental assessments and the promotion, where possible, of an efficient and informed use of the resource.
To reinforce these commitments, the Supplier Code of Conduct requires all parties in the supply chain to adopt a responsible approach to water management. Specifically, suppliers are required to comply with the applicable regulations on water withdrawals and discharges, to minimise the withdrawal of resources, to encourage the reuse of water in processes and to improve the quality of discharges. The adoption of these principles contributes to the reduction of water usage and promotes a more sustainable use of natural resources.
14 For additional details on the Environmental Policy and the Supplier Code of Conduct, please refer to the section "Climate cha nge mitigation and adaptation policies", which explains the minimum disclosure obligations for both policies (MDR -P).
90 Overall, the Group's approach to the topic of water is based on a preventive logic and ongoing improvement, in line with the expectations of stakeholders and with the main international references adopted for sustainability.
Water consumption actions and resources15 The Piquadro Group, in line with the commitments made in its Policies, promotes responsible management of water resources along the value chain, with particular attention to areas subject to water stress.
Within this context, one of the main actions taken concerned the selection of leather suppliers based on possession of the certification issued by the Leather Working Group (LWG), an internationally recognised standard that evaluates the environmental performance of tanneries. All leather suppliers of the Group are currently LWG certified or at the certification phase, and also in the case of products manufactured by third parties, the supply is restricted to the origin of certified tanneries.
LWG certification provides for an in -depth assessment of water management at production sites, including the obligation to monitor water consumption through appropriate tools, the adoption of practices aimed at improving water use efficiency and compliance with specific requirements for the treatment and discharge of wastewater, in order to prevent pollution and protect local water resources.
Through the systematic incorporation of this requirement into its supply processes, the Group contributes to mitigating environmental risks associated with the use of water resources, promoting higher standards within the supply chain.
These actions are particularly material in contexts with greater water vulnerability, for which the Group provides for a careful evaluation of suppliers in terms of environmental performance, also with a view to preventing negative impacts on the ecosystem and local communities.
Water consumption targets The Piquadro Group has not defined measurable and results -oriented targets for water consumption. Despite this, it monitors the effectiveness of actions taken through a qualitative verification activity based, in particular on compliance of leather suppliers with generally accepted standards, such as LWG certification, which includes strict water manag ement requirements. This is complemented by analysis of information collected through supplier engagement activities, aimed at understanding the environmental practices adopted in production processes. These tools enable the Group to assess the degree of alignment of its supply chain with the commitments made, ensuring continuous monitoring of water sustainability topics.
15 The financial resources used for the adoption of the actions described in this section are not considered material, as they fall below the significance threshold defined by the Group.
91 E5 CIRCULAR ECONOMY
MANAGING IMPACTS, RISKS AND OPPORTUNITIES
Identification of impacts, risks and opportunities related to resources and the circular economy The process of identifying the impacts, risks and opportunities related to the use of resources and the circular economy involved assessment of the Piquadro Group's own production processes and the main activities along the upstream and downstream value chain. The assessment included, specifically, the type of materials used, the use of recycled or renewable materials in products and packaging, the durability and repairability of products, as well as the management of waste generated in the production and post -consumer cycle. To support the identification process, an assessment of the composition of the products of the three Group brands – Piquadro, The Bridge and Lancel – was also conducted with the aim of evaluating the level of integration of circular economy principles.
Identification was conducted via an assessment of internal business processes, supplemented by the analysis of the practices adopted by the main suppliers. Circular economy requirements material to the sector were also considered, also based on market benchmark analyses and the main international sustainability standards.
To supplement understanding of the priority topics, certain suppliers were consulted via surveys, in order to identify their perception about the importance of sustainable materials management and promotion of reuse and reduction of waste.
On the other hand, no direct consultations were conducted with the local communities concerned.
Material impacts, risks and opportunities The double materiality process made it possible to identify material impacts, risks and opportunities regarding resource management and the principles of the circular economy. The current negative impacts that have emerged mainly concerned the use of non -recycled materials in packaging and the use of non -renewable raw materials in production processes. At the same time, positive impacts were identified related to the durability and repairability of the Group's products, which represent concrete levers to ex tend the life cycle of items placed on the market.
The adoption of alternative materials and the implementation of circular practices represent an opportunity to improve environmental performance and reduce dependence on virgin resources, with potential benefits at both operational and reputational levels. This also included the regulatory and operational risk related to waste management, which could have an impact on regulatory compliance and business efficiency. These aspects mainly affect the company's own operations, but certain opportunities also involved the upstream phase of the supply chain. The associated time horizons vary as short, medium and long term. At present, no direct financial effects resulting from the identified impacts and risks exist. The Group's resilience with respect to these aspects is further explored in the following sections, where the measures currently adopted for risk mitigation and management are illustrated.
Sub-topic IRO Description Value
Chain Time
horizon
Resource inflows,
including use of resources Current negative impact Use of non -recycled materials in product packaging Own operations Short term Current negative impact Use of non-renewable materials in the Group's production processes Own operations Short term Current negative impact Use of raw materials with a high impact by the Group's suppliers Upstream Short term Outflows of resources related to products and services Current positive impact Product durability and resistance Own operations Medium Current positive impact Product repairability Own operations Medium Opportunities Opportunities in the adoption of alternative materials and circular economy practices Upstream, Own
operations Medium/long
term
Waste Current negative impact Waste generation Own operations Short term
92 Resource use and circular economy policies16 The Piquadro Group promotes a responsible approach to resource management and the circular economy, both in its operational activities and along the value chain.
With reference to the influx and use of resources, the Group is committed to promoting the use of recycled and renewable materials and encouraging, including at its suppliers, responsible sourcing based on environmental and social sustainability requiremen ts.
Product design is geared towards maximising durability and selecting materials that exhibit circularity features. In relation to resource outflows regarding products and services, the Group recognises the importance of developing solutions that favour the repairability and recyclability of items, thus contributing to the reduction of environmental impact throughout th e life cycle of products.
Finally, with regard to waste management, the Group encourages the adoption of practices of reduction, sorting and reuse of materials, both at its own plants and at supply chain partners, promoting regulatory compliance and traceability of treatment, transport and disposal activities.
These commitments have been formalised in the Environmental Policy and the Code of Conduct for suppliers and reflect the Group's willingness to incorporate the principles of the circular economy into its overall environmental strategy.
Resource use and circular economy actions and resources17 The Piquadro Group promotes an approach to the use of resources based on circular economy principles, implementing tangible actions throughout the entire life cycle of the product, from the design phase to management of the waste generated. The actions implemented focused on reducing the use of virgin resources, increasing the use of recycled materials and promoting more sustainable production and consumption models.
From a design standpoint, the Group applies eco -design criteria aimed at increasing the durability and repairability of products. The introduction of design guidelines shared between the Group's brands – which include technical measures to promote accessibility to parts subject to wear and the use of replaceable components – enabled the useful life of the products to be extended and promotes the use of repairs, also through a dedicated after-sales service active internationally.
In parallel, Piquadro has adopted, for part of its articles, the PQ Recycled Index®, a proprietary tool that enables the percentage of recycled material present in individual articles to be measured. This indicator guides the design choices and enables the content of secondary raw materials in the products to be progressively increased, in particular in the leather goods and luggage segment.
In production and logistics, the Group focuses on optimisation of packaging materials, with actions aimed at reducing volumes, the use of easily separable and recyclable materials, as well as the standardisation of packaging solutions to reduce waste. These actions resulted in a material reduction in the waste generated, the composition of which is mainly attributable to secondary packaging and packaging materials.
Finally, the Group's activities were based on the principles of the European waste hierarchy, aiming to prevent the production of waste through efficient design and, when this is not possible, to ensure adequate sorting and commencement of material recover y. The Group's production companies, The Bridge and Unibest, apply waste management procedures in line with current environmental legislation and encourage recycling and reuse within their sites. Correct sorting of materials and the reduction of waste is a lso promoted at points of sale.
Through these actions, the Piquadro Group has consolidated an integrated circular approach involving design, production, distribution and after-sales, helping to reduce pressure on natural resources and increase the resilience of its business model.
16 For additional details on the Environmental Policy and the Supplier Code of Conduct, please refer to the section "Climate cha nge mitigation and adaptation policies", which explains the minimum disclosure obligations for both policies (MDR -P).
17 The financial resources used for the adoption of the actions described in this section are not considered material, as they fall below the significance threshold defined by the Group.
93 Resource use and circular economy targets The Piquadro Group has not currently defined specific quantitative and measurable targets for resource use and circular economy. However, it monitors the effectiveness of policies and actions taken through a continuous process of qualitative and technical evaluation of its products and production processes, with the aim of gradually orienting the business model towards principles of greater sustainability and circularity.
The integration of circular economy requirements takes place during the product design and development phases, through the application of internal guidelines that promote durability, repairability and the use of recycled or renewable materials.
Monitoring of the effective implementation of such requirements is based on operational data collected throughout the life cycle of the product, including the percentage of returns, analysis of the waste produced and the material disposal methods, as well as the flow of resources, evaluated mainly through measurement of the associated carbon footprint.
Although no official target thresholds have been set, the Group has established as a qualitative reference an increasing level of integration of ecodesign principles into products and a progressive increase in the content of secondary materials, in particu lar in the luggage segment. Information collected through the monitoring of the materials used and the wa ste streams generated contributed to the assessment of the effectiveness of the actions implemented and formed the basis for the possible definition of specific targets in coming years.
METRICS
Resource inflows
Over the reporting period, the Piquadro Group monitored its resource inflows, with particular reference to the materials used in products and their packaging. The assessment was conducted by aggregating the information by macro categories in according to the definitions of technical and biological materials proposed by the Ellen MacArthur Foundation, in order to promote a vision directed at principles of the cir cular economy.
Technical materials include components of synthetic or mineral origin, designed to be kept in closed production circuits.
This category includes plastics (such as polyurethane, polyamide, polycarbonate, and rPA), metals (including steel, zamak, zinc, and aluminium) and rubber. These materials are widely used in the products of all Group brands, with a predominance for the Piquadro brand, whose technological positioning is reflected in the use of high -performance materials. Plastic packaging is also consider ed technical material. Within this context, the Group uses fabrics certified according to the Global Recycle Standard (GRS), promoted by Textile Exchange, while ensuring traceability throughout the entire production chain, limiting the use of chemical substances and complying with environmental and social requirements.
Organic materials include resources of natural origin that, if properly managed, may be part of organic cycles. These include leather (sourced exclusively from suppliers certified to the Leather Working Group standard), natural fibres (such as cotton, wool and straw) and paper and wood packaging components. A portion of packaging and product merchandising is also made with recyclable materials, including FSC (Forest Stewardship Council®) certified paper, ecological inks based on soy and recycled cotton used for the rope of bag handles, testifying to the Group's commitment to more sustainable solutions also from the standpoint of accessory items. Leather is the most material organic material in quantitative terms for all brands, with a greater incidence in The Bridge and Lancel branded products, where artisanal design and traditional aesthetics enhance the use of natural materials. Specifically, for certain The Bridge products, leather treated with th e vegetable tanning process is used, a very old and recognisable technique that exclusively uses natural tannins extracted from wood, bark, leaves and fruits. Compared to chrome tanning, vegetable tanning is marked by reduced environmental impact, the absence of substances that are toxic to humans and the environment, and better tolerability by individuals allergic to heavy metals. This workmanship gives the leather a unique aesthetic and tactile features, contributing to the products' distinctiveness.
In addition to the foregoing, the Group makes use of the ICEC certification for the traceability of raw materials upstream of the tannery, which certifies the degree of knowledge, by tanneries and roughers, of the origin of the hides, slaughterhouses and s tations from which they originate. In addition, some product lines comply with the TS SC 410 standard "for a product system", which provides for the mapping of the traceability of hides on a wide range of items, with the attribution of a specific rating based on documented and verifiable information.
Overall, 54.7% of organic materials used comes from a supply chain considered sustainable, thanks to full traceability of certified leather. No critical raw materials or rare earths were currently identified in inflows. The adoption of this classification enables the Group to improve monitoring of its environmental performance and to identify priority areas for the development of circular design practices and responsible procurement.
94 At 31 March 2026
At 31 March 2025
The estimate of the weight of the recycled secondary components in the purchased materials at 31 March 2026 totalled 19.1 tonnes20 (9.4 tonnes at 31 March 2025) which compared to the total materials purchased, including those for packaging, accounted for approximately 1.5% of the total (approximately 0.6% at 31 March 2025).
Resource outflows
Within the context of managing resource outflows, the Piquadro Group attributes a central role to the quality, durability and repairability of its products, as key factors for reducing the environmental impact over the life cycle. The design of
18 Data are derived from a combination of information collected by the management system and estimates based on reasonable assum ptions.
The weight of the products purchased was measured using, where available, the direct information in the system; in the absenc e of such data, an average weight per product category was allocated, calculated based on available data. The percentage composition of the materials was estimated from analyses on representative articles, with application of these percentages to the total weights for each homogeneous cluster.
For products not attributable to the main clusters, a standardised composition was adopted. The data for packaging materials were provided directly by the purchasing offices and reflect specific values for to the materials considered material.
19 Data are derived from a combination of information collected by the management system and estimates based on reasonable assum ptions.
The weight of the products purchased was measured using, where available, the direct information in the system; in the absenc e of such data, an average weight per product category was allocated, calculated based on available data. The percentage composition of the materials was estimated from analyses on representative articles, with application of these percentages to the total weights for each homogeneous cluster.
For products not attributable to the main clusters, a standardised composition was adopted. The data for packaging materials were provided directly by the purchasing offices and reflect specific values for to the materials considered material.
20 The weight of the recycled secondary components in the purchased materials referred to 110 items of the Piquadro brand only a nd was calculated by applying the percentages of recycled material identified by the PQ Recycled Index to each item, depending on the number of units and their weight. For items of the Piquadro brand for which the PQ Recycled Index was not available and for items of the other brands, it was prudently assumed that the weight of the recycled secondary components was zero.
Products, materials and packaging18 Total weight Technical materials Organic materials tonnes tonnes tonnes % from a sustainable
supply chain
Leather 377.5 - 377.5 98.8% Natural fibres 10.8 - 10.8 -
Plastics 384.2 384.2 - -
Metals 80.3 80.3 - -
Rubber 3.5 3.5 - -
Packaging – Paper 377.7 - 377.7 14.1% Packaging – Wood 43.1 - 43.1 -
Packaging - Plastic 16.7 16.7 - -
Total 1,293.9 484.8 809.1 52.7% Products, materials and packaging19 Total weight Technical materials Organic materials tonnes tonnes tonnes % from a sustainable
supply chain
Leather 439.2 - 439.2 94.7% Natural fibres 7.5 - 7.5 -
Plastics 636.2 636.2 - -
Metals 113.3 113.3 - -
Rubber 5.0 5.0 - -
Packaging – Paper 337.7 - 337.7 13.3% Packaging – Wood 58.3 - 58.3 -
Packaging - Plastic 10.3 10.3 - -
Total 1,607.6 764.9 842.7 54.7%
95 products for the Group's brands – Piquadro, The Bridge and Lancel – is based on strict criteria of resistance and reliability, which guarantee a useful life longer than the average industry standards. This approach results in less need for product replacement, resulting in reduced use of virgin resources.
The Group's quality and design teams have developed specific technical specifications, which define strict performance standards that exceed the market average. For Lancel, for example, the process involves extensive testing already at the product development phase, including wear and jerk testing, as well as additional checks on materials and components.
Since the previous reporting period, these tests have also been extended to Piquadro products, testifying to the Group's desire to standardise quality req uirements throughout the range.
In line with Quality Guiding Rules, each component undergoes strict supervision, such as the exclusive use of REACH compliant materials, the adoption of high-quality edge paints, and the use of internal reinforcement systems for leather handles, shoulder straps and zippers, often supported by ripstop nylon inserts to prevent tearing.
Also, from the standpoint of repairability, the Piquadro Group stands out for the design attention paid to the option of extending the useful life of articles. Products are designed with a modular logic in mind, which facilitates access to parts subject to greater wear – such as handles and zippers – through specific design precautions, including the presence of service zippers. To support this, the Group offers a dedicated repair service for all brands, accessible through the sales network or through customer service.
Regarding recyclability, the nature of the products – mainly made of leather, metal and synthetic fabrics – enables high recyclability of the items once disassembled. Specifically, for the luggage sector, the Group has launched a project aimed at developing a fully recyclable suitcase.
In this regard, Research and Development plays a strategic role for the entire Group. At 31 March 2026, the Piquadro Group held a total of 937 active patents and designs, distributed among the three main brands (848 at 31 March 2025).
For the Piquadro brand, design is managed internally with the occasional support of external industrial designers, according to an approach that integrates the guidelines provided by Product Marketing and the commercial network, with the aim of responding proactively to market needs. Design focuses on modular, transformable and functional items, designed to accompany users at different times of the day or on the move. Solutions created include collections equipped with coupling systems for wheeled carry -ons, convertible accessories such as backpack/travel organisers and products with high technical functionality. Packaging is also the result of careful sustainable design, using FSC-certified paper, eco-friendly inks and recycled cotton. At 31 March 2026, Piquadro held 261 trademarks and 43 active patents and designs (263 trademarks and 43 active patents and designs at 31 March 2025).
For The Bridge, R&D is rooted in the artisan tradition, complemented by ongoing updating of design and functionality aspects. Prototypes are created in an in -company laboratory and collections are the result of the work of a team of designers who translate market trends into offerings in line with the brand identity. New products are designed in consultation with the sales network and recently the offering was extended to include accoutrements such as belts, gloves and scarves, testifying to the ongoing evolution of the design approach. At 31 March 2026, The Bridge held 149 active trademarks (150 at 31 March 2025); no designs were active on the same date, as the two previously registered designs were abandoned during the period.
Lancel's Research and Development takes place at the Paris headquarters, where a dedicated group works closely with the internal atelier to shape new products, enhancing the heritage of the Maison's archive designs. Innovation is combined with the tradition of French leather goods, thanks also to the involvement of skilled artisans in the creation of prototypes.
Special attention is paid to the selection of materials, including fabrics derived from recycled sources or marked by distinctive visual effects such as glitter or marble. The creative approach is nourished via reinterpretation of the brand's historical heritage in a contemporary key, with a strong focus on functional elegance in the women's, men's, travel and gift segments. At 31 March 2026, Lancel held 397 active trademarks and 87 registered designs, net of designs that were abandoned during the period (3 85 active trademarks and 90 designs at 31 March 2025).
Waste
The Piquadro Group systematically monitors and reports on the waste generated by its activities, for each of the three main operating entities: Piquadro, The Bridge and Unibest. The latter two are engaged in manufacturing activities, which give rise to more heterogeneous waste streams, consistent with the manufacturing nature of their processes, while Piquadro, with a weight of about 78% of the total, is mainly involved in logisti cs and packaging activities, giving rise to material volumes of packaging materials.
96 The main waste streams generated by the Group include paper, packaging materials (such as cardboard, plastic and protective materials), wood, iron and steel, as well as electrical components and organic waste. At the manufacturing units, such as The Bridge and UniBest, there are also leather processing rejects, typical of the cutting and finishing phases in leather goods production. The breakdown of waste therefore reflects both the nature of the activities performed and the specificities of the materials used throughout the manufacturing and distribution cycle.
Almost all of waste generated consists of non -hazardous materials, with a marginal incidence of waste classified as hazardous, mostly related to organic waste and electrical components. In line with the principles of the circular economy, the Group promotes responsible waste management, favouring sorting and recovery where possible, in compliance with current legislation.
21 The data for waste generated refer exclusively to special waste generated by the Group's manufacturing and logistics activities. These data were the result of direct measurement and are collected through the tracking system used for mandatory disclosures to the competent authorities in the respective countries. Municipal waste generated by offices and points of sale was not considered material with respect to industrial flows and currently such waste is not tracked systematically within the management systems in use.
Waste (tonnes)21 2025/26 2024/25 Waste generated 206.28 227.16 Non-disposed hazardous waste 0.67 0.17 Non-disposed hazardous waste intended to be prepared for reuse 0.67 0.17 Non-disposed hazardous waste intended for recycling - -
Non-disposed hazardous waste intended for other recovery operations - -
Non-disposed non-hazardous waste 174.66 190.75 Non-disposed non-hazardous waste intended to be prepared for reuse 18.20 20.33 Non-disposed non-hazardous waste intended for recycling 156.46 170.42 Non-disposed non-hazardous waste intended for other recovery operations - -
Hazardous waste intended for disposal - -
Hazardous waste intended for disposal by incineration - -
Hazardous waste intended for disposal in landfill - -
Hazardous waste intended for disposal through other operations - -
Non-hazardous waste intended for disposal 30.95 36.24 Non-hazardous waste intended for disposal by incineration 30.95 36.24 Non-hazardous waste intended for disposal in landfill - -
Non-hazardous waste intended for disposal through other operations - -
Unrecycled waste 30.95 36.24 Percentage of unrecycled waste 15.00% 15.95%
97 S1 OWN WORKFORCE
MANAGING IMPACTS, RISKS AND OPPORTUNITIES
Identification of own workforce -related impacts, risks and opportunities As part of the double materiality assessment, the Piquadro Group examined the impacts, risks and opportunities for its workforce, assessing their connection with the business model and business strategy. The assessment included the entire company population, distributed in Italy, France, Spain, the United Kingdom, China, Russia and Taiwan, and focused on identifying potential areas of exposure to negative and positive effects related to employment practices and compliance with fundamental human rights.
The Group's workforce consists of employees, which include employees, factory workers, personnel employed in retail and commercial operators working in foreign markets, as well as non -employee workers, mainly consisting of temporary staff working at points of sale and manufacturing facilities.
Current positive impacts included the contribution make employment in the areas where the Group operates and the promotion of employee wellbeing, thanks also to training programmes that are widespread and accessible to all staff. These factors strengthen the sense of belonging and professional growth, contributing materially to organisational competitiveness and the retention of human capital.
Certain potential negative impacts were also identified, regarding specifically the risk of occupational accidents and the inadequacy of health and safety measures at operating locations. The assessment also considered the risk of discriminatory incidents and breaches of the principle of equal treatment, as well as, marginally, the legal and reputational risk deriving from any cases of labour exploitation or inadequate living conditions, sp ecifically in the most critical geographical situations.
The assessment did not identify specific vulnerable categories within the workforce but acknowledged that certain risks may be more pronounced in relation to local situations or job types, with particular reference to employees located in countries where the Human Rights Index (HRI) is below average, such as China and Russia. Impacts and risks considered referred exclusively to the Group's own operations and have not been currently associated with material financial effects.
However, human resource manageme nt remains a strategic area for corporate resilience and is overseen through ongoing monitoring and the adoption of preventive measures in line with international standards.
Material impacts, risks and opportunities
Sub-topic IRO Description Value
Chain Time
horizon
Working
conditions Risk Reputational and operational risks related to working conditions in the supply chain Upstream Short term Risk Risks related to the inadequacy of occupational health and safety measures in the supply chain Upstream Short term Equal treatment and
opportunities for
everybody Risk Forms of discrimination within the supply chain Upstream Short/medium term Other work -related rights Potential negative impact Human rights breaches in the value chain (e.g., child labour and discrimination, etc.) Upstream Short term Risk Reputational and operational risks related to working conditions in the supply chain Upstream Short/medium term
98 Own workforce engagement processes The Piquadro Group recognises the central role of its workers as key stakeholders in defining corporate strategies and managing social impacts. To this end, it promotes ongoing dialogue with employees and their representatives, incorporating their perspectives into decision -making processes concerning working conditions, wellbeing and career enhancement.
Engagement, for Piquadro and The Bridge, is organised via several structured and recurring occasions. Every year, management organises a meeting for all staff at corporate training hall, during which the main corporate projects are presented, including HR-related actions, thereby creating a space for dialogue with staff. This event is accompanied by the "HR Open Day", an action that provides for the monthly presence of the Human Resources group at manufacturing departments for a few hours, with the aim of addressing selected issues together with workers, collecting observations and answ ering questions directly and informally. Continuous dialogue with trade union representatives is also guaranteed through meetings that are scheduled four times a year. Finally, for the sales force there is a dedicated listening and interaction channel that enables the specific needs of active employees at the points of sale to be understood.
Employees were also involved at the impacts, risks and opportunities assessment phase as part of the double materiality assessment via a questionnaire, aimed at identifying the issues considered material by staff and integrating their perceptions into the process of prioritising those aspects most material to the Group.
With regard to Piquadro, the operational responsibility for the coordination of such processes lies with the Human Resources Department, which is responsible for using the contributions received and ensuring that the outcomes of exchanges with staff are co nsidered in developing corporate policies. The effectiveness of engagement activities is monitored through the collection and analysis of emerging issues, actions taken and results achieved. The Group also makes direct channels available to workers to expr ess concerns or needs, guaranteeing confidentiality and timeliness in the processing of reports. These include the whistleblowing system, also accessible anonymously, the dedicated e -mail address, the corporate intranet platform and the physical desks at each operational site, through which staff may directly contact HR. These tools, accessible at each operational site, enable staff to directly contact HR. The system also provides for the processing of complaints regarding personnel issues and processes aimed at ensuring the availability and effectiveness of such channels for all working situations, as defined by the Code of Ethics. The Group adopts specific measures to ensure protection from retaliation against those who make use of these tools, including workers' representatives.
While recognising the importance of the active engagement of workers and their trust in the use of the communication channels made available, the Group does not currently have a formalised procedure for systematically assessing the degree of staff awareness of such tools or the frequency or effectiveness of their use for reporting concerns or needs.
Own workforce policies The Piquadro Group has adopted a set of policies and principles governing the management of impacts, risks and opportunities related to its own workforce, based on respect for human rights, the enhancement of people and the promotion of a healthy, fair and inclusive work environment. These policies refer to the main international references in the areas of labour rights, including the United Nations Guiding Principles on Business and Human Rights, the ILO Declaration on Fundamental Principles and Rights at Work and the OECD Guidelines for Multinational Enterprises. The Code of Ethics and the Occupational Health and Safety Policy outline the organisation's commitment to ensuring safe and healthy working conditions, respect for the dignity and integrity of persons, and equal treatment. The Code of Ethics establishes the explicit ban on forced, child or degrading labour, discrimination and harassment in the workplace. It also promotes freedom of association and the right to collective bargaining. These policies apply to all Group entities and all people working for them (including temp workers and interns) and are made available through training, information and publication tools on the corporate website. Responsibility for implementing the policies is attributed to the Board of Directors of the parent company and, with regard to health and safety, also to the Head of the Prevention and Protection Service and the Head of Human Resources, as shown in the rel ative Policy. Currently, the policies in question do not explicitly provide for the engagement of its own wor kforce in their definition or updating; however, the Group promotes worker participation through dialogue channels and structured reporting systems. Accident prevention and the promotion of a safety culture are a pillar of the company's commitment. The Group adopts an approach aimed at ongoing improvement and widespread responsibility for health and safety, through risk assessment processes, mandatory training and the appointment of figures dedicated to prevention.
99 The Group, through the Code of Ethics, is actively committed to promoting diversity and inclusion, fighting all forms of discrimination. The corporate policy protects gender equality and values individual specificities, with explicit reference to factors such as race, ethnicity, sexual orientation, age, disability, religion, political opinions or social background. No specific affirmative actions for vulnerable groups have been planned, but respect for the principle of equal opportunities permeates all phases of the work -life cycle.
The Piquadro Group has prepared specific channels for reporting non -compliant behaviour or critical issues, as required by current legislation on whistleblowing. The system enables reports in oral, written or digital form to be submitted, ensuring the confidentiality of the identity of the whistleblower and protection from retaliation. Access to such tools is guaranteed to all workers, to which ample space is dedicated during training sessions. Reports are managed by the Supervisory Body, which evaluates their validity and ensures that they are considered in compliance with the planned timeframes and methods. Breach of the measures in place for protecting those who use the reporting systems is considered a serious breach of the Code of Ethics and may be deemed a disciplinary offence or breach of contract. In such cases, the penalties under the material collective labour agreements apply. In addition to disciplinary consequences, such conduct may give rise to additional penalties as established by current legislation on whistleblowing.
Overall, the policies adopted reflect the Group's desire to promote a work environment based on legality, ethics and the centrality of people, considered a strategic lever for competitiveness and long -term value creation.
Actions taken in relation to own workforce22 During the reporting period, the Piquadro Group implemented a series of actions aimed at both preventing and mitigating potential negative impacts and generating positive effects on its own workforce, with a view to responsible risk management and the enhancement of material opportunities. Such measures, valid for Piquadro and The Bridge, were part of a broader approach based on the promotion of wellbeing within the organisation and the protection of the fundamental rights of workers, in accordance with current legislation and international labour principles.
The main actions taken by Piquadro and The Bridge included the updating of the work -related stress assessment, conducted according to the State Accident Insurance Agency (INAIL) methodology and with the active engagement of all material figures (employer, corporate physician, Safety and Prevention Service Manager (RSPP), Workers' Health and Safety Representative (RLS,) and departmental managers). This assessment made it possible to identify the primary, potentially stressful organisational and environmental factors and led to the adoption of specific corrective measures, including training sessions and procedural improvements.
In parallel, Piquadro and The Bridge have launched a process to realign health and safety documentation, with special focus on compliance with Legislative Decree 81/2008 and the GDPR. The measures implemented included the adoption of new operating procedures, the revision of the corporate emergency plan, the introduction of a safety executive manager and strengthening of mandatory training sessions.
To support the professional development of workers and with a view to fostering a corporate culture oriented towards innovation and ongoing updating, a performance evaluation system was introduced by Piquadro and The Bridge and training programmes financed through interprofessional funds were promoted. These programmes included courses on project management, the use of artificial intelligence and supply chain management. The Piquadro Academy may also be added to this list; an internal structure aimed at strengthening the technical and soft skills of employees through targeted training courses.
The process of identifying the actions to be taken is achieved via ongoing monitoring of training needs, the findings of risk assessments and feedback from periodic meetings with workers and their representatives and in -company working climate surveys. Assessment of the effectiveness of the measures adopted was conducted through the periodic review of the organisational wellbeing indicators conducted by the Human Resources Department for the Piquadro and The Bridge boundary, monitoring of sentinel events (such as absenteeism, accidents and turnover) and the direct engagement's workforce.
The Group's approach aims to ensure that business practices do not generate negative impacts, even in situations marked by operational pressure points. The attention paid to the psychosocial wellbeing of workers and the quality of the working environment reflects the desire to promote a safe, inclusive and people -enhancing professional environment.
22 The financial resources used for the adoption of the actions described in this section are not considered material, as they fall below the significance threshold defined by the Group.
100 Targets related to own workforce On the reporting date, the Piquadro Group had not yet defined quantitative and measurable targets specifically geared to its own workforce. However, it constantly monitors the effectiveness of policies and actions taken in relation to material impacts, risks and opportunities, with the aim of ensuring the continuous improvement of working conditions and wellbeing within the organisation.
Monitoring is conducted through several consolidated tools and processes. These include internal working climate assessments and periodic occasions for encounters with workers, HR performance indicators (such as turnover, absenteeism, accidents, participation in training courses), as well as periodic assessments of work -related stress. These factors enable useful signals to guide management decisions and identify possible areas of intervention to be gathered.
Although no numerical targets have been formalised, the Group pursues an ambition level in line with its values and principles, aimed at ensuring safe, inclusive and stimulating work environments, capable of fostering the growth of people and their active participation in corporate life. Progress is evaluated on an annual basis, with reference to planned actions and the outcomes of monitoring and internal exchanges with staff.
METRICS
Profile of the undertaking's employees The Piquadro Group has a skilled and excellence -oriented workforce, with specific skills in the areas of design, technological innovation and the manufacture of work -related leather goods and accessories. The Group adopts a flexible and dynamic organisational structure, suitable for managing the global presence and the ever-changing needs of the high -
end fashion and accessories market.
The Group's workforce is predominantly female and evenly distributed in Italy, other European countries and the rest of the world, reflecting the Group's international vocation and multi -brand structure. Piquadro takes a responsible approach to personnel management, favouring open -ended employment contracts, which represent the prevailing contractual form, and full -time employment, guaranteeing employment stability and professional continuity.
The turnover rate for the reporting period was 39.1%, a value that reflects the dynamism of an organisation active in various markets and sectors. This figure highlights both the natural turnover dynamics linked to the retail sector, and the Group's commitment to flexibly manage its human resources, through the inclusion of new talent and upskilling.
23 Employee data are reported as numbers at the end of the reporting period, without the use of full-time equivalents (FTEs). The Group did not apply conversion criteria for the calculation of ETPs, using the actual number of employees at the reporting date year en ds 31.03.2026 as the basis for reporting employment disclosures. It should be noted that the data reported here may differ from that shown in other sections of the Consolidated Financial Statements (corresponding to a headcount of 1,019), as the latter refers to the average number of employees reported during the period, in accordance with the provisions of the applicable financial reporting principles, while for the purposes of this report, the exact number of employees in the workforce as of on the reporting date was considered.
Employees by gender23
2025/26 2024/25
Female 732 721 Male 266 273 Other - -
Not reported - -
Total 998 994
101
24 The contractual categories "open -ended", "fixed term" and "zero -hour contract" have been defined according to national legislation in force in the countries where the Group operates.
Employees by country
2025/26 2024/25
China 151 191 France 307 295 Italy 452 433 United Kingdom 5 5 Russia 41 42 Spain 14 12 Taiwan 28 16 Total 998 994 Employees by contract type and broken down by gender24 2025/26 Female Male Other Not reported Total Number of employees 732 266 - - 998 Number of permanent employees 632 233 - - 865 Number of temporary employees 99 31 - - 130 Number of non-guaranteed hours employees 1 2 - - 3 Number of full-time employees 607 240 - - 847 Number of part -time employees 125 26 - - 151
2024/25
Female Male Other Not reported Total Number of employees 721 273 - - 994 Number of permanent employees 642 243 - - 885 Number of temporary employees 78 28 - - 106 Number of non-guaranteed hours employees 1 2 - - 3 Number of full-time employees 610 247 - - 857 Number of part-time employees 111 26 - - 137 Employees by contract type and broken down by
region 2025/26
Italy Europe Rest of the
World Total
Number of employees 452 367 179 998 Number of permanent employees 402 295 168 865 Number of temporary employees 50 69 11 130 Number of non-guaranteed hours employees - 3 - 3 Number of full-time employees 339 337 171 847 Number of part-time employees 113 30 8 151
102 2024/25
Italy Europe Rest of the
World Total
Number of employees 433 354 207 994 Number of permanent employees 390 293 202 885 Number of temporary employees 43 58 5 106 Number of non-guaranteed hours employees - 3 - 3 Number of full-time employees 330 325 202 857 Number of part-time employees 103 29 5 137
103 Coverage of collective bargaining and social dialogue The Piquadro Group recognises the importance of collective bargaining and social dialogue as essential tools to ensure the protection of workers' rights and promote a fair, inclusive and collaborative working environment. The Group is committed to complying with local regulations on industrial relations in the countries where it operates, encouraging the engagement of workers' representatives and encouraging constructive discussion on key issues such as working conditions, safety and staff wellbeing. No agreements with its employees for representation by a European Works Council (EWC) exist, a works council of a European Company (SE) or a works council of a European Cooperative Society (SCE).
Coverage of collective bargaining Social dialogue26 Coverage rate Employees - EEA Employees - non-EEA Workplace representation
(EEA only)
0-19% Spain
20-39% Italy, France
40-59%
60-79%
80-100% Italy, France and Spain
Diversity metrics
The breakdown of the workforce by gender and age group reflects an organization marked by moderate gender diversity, both from the standpoint of female representation in senior roles and age. The presence of workers belonging to different generations represents an element of value for the organisation, which promotes cooperation and mutual enrichment. At the same time, periodic monitoring of the distribution of managerial roles is guaranteed to progressively promote more equitable access to positions of res ponsibility.
25 The employee turnover rate was calculated by comparing the number of employees who left the Group in the reporting period, in cluding terminations due to voluntary resignation, redundancies, retirements and deaths in service, to the total number of employe es at the end of the reporting period.
26 For the purposes of calculation, only employees employed at company offices where a workers' representative is present were included in the numerator. Although the points of sale fall within the definition of "establishment", prudentially they were not considered as included, since it is rare that in these employment situations, a workers' representative has been formally designated.
27 In consideration of the business context, "senior management" means individuals framed with contractual managerial roles (dirigenti in
Italian). Turnover
2025/26 2024/25
Total number of employees who left the company during the reporting period 337 389 Employee turnover rate during the reporting period25 33.8% 39.1% Number of senior managers by gender27 2025/26 2024/25 Female 4 2 % of total at senior management level 44.4% 22.2% Male 5 7 % of total at senior management level 55.6% 77.8% Total 9 9
104
Training and skills development metrics The Piquadro Group recognises the key importance of developing and training its resources, considering this endeavour added value to the organisation. In the 2025/2026 reporting period, a total of 4,390 training hours were delivered to Group employees (6,360 hours delivered in the 2025/26 reporting period).
In addition to mandatory courses on occupational health and safety, the Group offered specific training programmes, with a focus on Sales Strategy. These courses were held not only whenever new stores were opened, such as outlets or boutiques, but also for store managers of historical stores, selected for their professionalism, in -depth knowledge of the product and proven sales skills. During these sessions, product features, display methods and brand unique selling points were illustrated.
The Piquadro Group training approach therefore aims at enhancing both technical skills and managerial skills, ensuring constant updating in line with the evolutions of the market and technologies, and at supporting the enhancement of internal talent, thus contributing to the competitiveness and success of the organisation.
The percentage of employees who underwent an evaluation process reported in the period 2025/2026 was affected by the differentiated start of survey and monitoring activities at the various Group brands. Specifically, The Bridge brand began to systematically collect performance evaluation data only from September 2024, while Piquadro started this activity in June 2024. Otherwise, Lancel has already had a structured performance evaluation system in place for some time, thus contributing more materially to the overall figure for the period.
Health and safety metrics Safeguarding occupational health and safety is managed adopting a systemic and proactive approach, applied to the entire workforce, and based on strict compliance with regulations in force in the countries where the organisation is present.
The target is to ensure safe and healthy working environments, through the adoption of preventive measures, continuous updating of safety protocols and an ongoing investment in employee training.
Number of employees by age group 2025/26 2024/25 Under 30 208 190 % of employees under 30 20.8% 19.1% Between 30 and 50 538 568 % of employees between 30 and 50 years old 53.9% 57.1% Over 50 252 236 % of employees over 50 25.3% 23.7% Total 998 994 Average training hours by gender
2025/26 2024/25
Female 3.9 6.1 Male 5.6 7.3 Total 4.4 6.4 Employees who participated in periodic performance reviews by gender
2025/26 2024/25
Female 32.7% 14.6% Male 25.6% 12.1% Total 30.8% 13.9%
105 Wage metrics and adequate pay All employees of the Group receive adequate remuneration, in accordance with the regulatory and contractual requirements applicable in the countries where the organisation operates. This commitment is embodied in compliance with remuneration standards that guarantee economic conditions capable of supporting the wellbeing and motivation of staff.
In support of a fair and transparent pay policy, key pay metrics are regularly monitored, including the average pay gap between women and men and the ratio of highest to median employee pay. These assessments made it possible to identify any internal inequalities and to take corrective actions aimed at promoting greater equity and inclusion within the organisation.
Gender pay gap The gender pay gap was calculated by including the gross hourly pay of all employees and applying the method required by ESRS. The assessment took into account the differences in pay between men and women, highlighting the variations of the various professional levels.
Negative percentages indicated an average female salary higher than that of men, while positive percentages indicated an average male salary higher than that of women.
Total remuneration ratio The annual total remuneration ratio was calculated by comparing the annual total remuneration of an individual with the highest salary at the company to the median annual total remuneration of employees, excluding the individual with the highest salary from the calculation. The resulting value, corresponding to 21.3 ( 32.2 at 31 March 2025), represented the ratio between the highest salary and the median salary at the organisation, providing an indication of the salary distribution within the Group.
The calculation included all employees and considered the various components of remuneration, including base salary,
28 The accident rate was calculated by dividing the number of recordable work -related accidents by the total hours worked and multiplying the result by one million. This indicator represents the number of accidents per million hours worked.
29 To ensure a more accurate classification of the professional roles within the Piquadro Group’s workforce, the data as at 31 M arch 2025, was revised by reclassifying employees in the “manufacturer” role from the white -collar category to the blue -collar cat egory. The same classification methodology was also applied to the reporting period ended 31 March 2026. 2025/26 2024/25 Percentage of own workforce covered by a health and safety management system based on statutory requirements and (or) generally accepted standards or guidelines 83.1% 78.7% Number of workforce fatalities due to work -related injuries and illnesses - -
Number of workforce fatalities sue to work -related accidents - -
Number of workforce fatalities due to work -related illnesses - -
Number of fatalities and work -related illnesses of other workers operating at company sites - -
Number of fatalities due to work -related accidents of other workers operating at company building sites - -
Number of fatalities and work -related illnesses of other workers operating at company building sites - -
Number of work -related accidents recordable for own workforce 26 15 Work -related accident rate recordable for own workforce28 15.1 7.7 Number of recordable work -related Illness cases in own workforce - -
Number of days lost due to work -related injuries and fatalities, work -related illnesses and fatalities as a result of illness. 444 97
2025/26 2024/2529
Senior managers 44.0% 46.5% White -collar workers 14.5% 13.3% Blue -collar workers 12.9% 13.6% Total 18.9% 24.3%
106 allowances, bonuses, commissions, profit sharing schemes, benefits in kind and long -term incentives, in accordance with corporate remuneration policies.
Incidents, complaints and severe human rights impacts The Piquadro Group confirms that in the reference reporting period incidents regarding work, complaints filed through the channels provided and, in general, reports relating to incidents of discrimination or serious human rights impacts within its workforce were reported. The Group takes a robust approach to the protection of human rights, implementing policies and procedures aimed at preventing any form of breach and ensuring a safe and respectful working environment.
In addition, no fines, penalties or compensation relating to these issues were reported, confirming the effectiveness of the measures adopted for the protection of workers and compliance with international standards and current regulations.
107 S2 WORKERS IN THE VALUE CHAIN
MANAGING IMPACTS, RISKS AND OPPORTUNITIES
Identification of impacts, risks and opportunities related to workers in the value chain The double materiality assessment made it possible to identify potential negative impacts and material risks related to working conditions in the Piquadro Group value chain. The assessment was based on the evaluation of the geographical breakdown of suppliers, considering both the percentage weight of purchases and the human rights situation in the countries of supply.
The workers present in the Group's value chain included those employed at suppliers involved in the production phases of items, specifically at subcontractors that handle the final phase of the manufacture of bags, backpacks and other accessories. These workers perform manufacturing activities such as product cutting, assembling and packaging. At the same time, the value chain also included workers employed in the leather tanning chain, involved in the processing of raw materials into semi -finished products intended for production.
Areas of greatest exposure included China, India and Vietnam, where independent reports have highlighted critical issues such as excessive working hours, unhealthy working conditions, inadequate pay, child labour, forced labour and discrimination. Even in the absence of direct evidence attributable to its supply chain, the Group considers these aspects as potential material negative impacts.
Alongside these impacts, reputational and operational risks related to inadequate working conditions at suppliers were identified, which could negatively affect supply chain resilience and corporate reputation. These risks were located in the upstream phase of the value chain and are considered material in the short and medium term.
The adoption of responsible practices along the supply chain is also a strategic commitment for the Group in line with its sustainable vision. Establishing supply relationships based on respect for human rights and promoting decent working conditions contributes not only to the social sustainability of the activity, but also to the quality and continuity of production processes. This approach remains subject to ongoing monitoring, in line with the evolving regulatory environment and stakeholder expectations.
Material impacts, risks and opportunities
Sub-topic IRO Description Value
Chain Time
horizon
Working
conditions Risk Reputational and operational risks related to working conditions in the supply chain Upstream Short term Risk Risks related to the inadequacy of occupational health and safety measures in the supply chain Upstream Short term Equal treatment and
opportunities for
everybody Risk Forms of discrimination within the supply chain Upstream Short/Medium
term
Other work -related rights Potential negative impact Human rights breaches in the value chain (e.g., child labour and discrimination, etc.) Upstream Short term Risk Reputational and operational risks related to working conditions in the supply chain Upstream Short/Medium
term
Processes for engaging workers in the value chain The Piquadro Group recognises the importance of protecting the rights and conditions of workers in its value chain, especially in geographical situations most exposed to social risks. Although there is no direct and structured engagement of these workers or their representatives, the Group promotes an approach of indirect engagement, entrusting its suppliers with the responsibility of ensuring safe, inclusive and human rights -friendly w orking environments.
The Group encourages suppliers to adopt and promote internal mechanisms and tools that guarantee their employees the
108 option of reporting real or suspected human rights breaches. These aspects have been formalised in the Code of Conduct for Suppliers, which represents a key tool for the dissemination of the Group's ethical and social values along the value chain. In addition, through selection, qualification and monitoring activities, the Group verifies that partners adopt standards in line with its principles on human rights and working conditions.
Piquadro carefully considers the operating conditions of workers in countries where potential vulnerabilities are present, such as China, India or Vietnam, and periodically monitors the evolution of the regulatory and social environment also through indepe ndent sources. Although there are currently no direct reporting channels between the Group and suppliers' workers, the adoption of accessible and safe mechanisms by suppliers themselves is encouraged, so that workers' needs and concerns may be adequately a ddressed.
The Group is aware of the importance of progressively strengthening its listening and monitoring tools along the value chain, also in view of the evolution of international regulations and standards. In this perspective, it will continue to promote transparency and respect for human rights, considering the opportunity to introduce further tools to understand and integrate, even indirectly, the perspectives of workers along the supply chain.
Policies related to workers in the value chain30 The policies in force are formalised primarily via the Supplier Code of Conduct, approved by the Board of Directors and adopted by all Group companies, as well as being referred to in commercial contracts with specific types of suppliers.
The Code applies to all Group entities and explicitly requires suppliers to adopt ethical, transparent and compliant behaviours, with particular reference to the following areas: respect for human and labour rights, prevention of child and forced labour, non-discrimination, freedom of association and collective bargaining, health and safety of workers, regular and dignified contractual conditions, as well as protection of animal and environmental welfare. The Group requires that these commitments are guaranteed along the entire supply chain, also extending them to authorised sub-suppliers, of which it requires prior disclosure and approval.
The Piquadro Group bases its stance on primary, international, generally accepted instruments in the area of workers' rights, including the United Nations Guiding Principles on Business and Human Rights, the International Labour Organization Declaration on Fundamental Principles and Rights at Work, as well as the OECD Guidelines for Multinational Enterprises. These references are expressly referred to in the Code and constitute the framework for the definition of the minimum standards of conduct expected by business partners.
The Group also provides mechanisms for the prevention, management and remedy of human rights breaches along the supply chain; for example, any reports of breaches of the Supplier Code of Conduct may be made to the human resources manager and the SB. In addition, as already mentioned, a whistleblowing system is active, accessible to all parties inside and outside the Group. Periodic monitoring activities are planned, also through audits at the production sites of third -
party suppliers, aimed at verifyi ng the effective application of the provisions. In the event of non -compliance, improvement plans are established or, in the most serious cases, termination of the contractual relationship.
The Group's policies explicitly address even the most serious risks that may emerge in the supply chain. Specifically, the use of forced or compulsory labour, child labour, discrimination and abusive disciplinary practices is prohibited.
Transparency and traceability are also actively promoted along the supply chain, with specific disclosure obligations on the location of production units, the origin of raw materials and the identity of sub -suppliers involved.
To date, no verified cases of non-compliance with UN guiding principles, ILO conventions or OECD guidelines by suppliers or sub -suppliers have been reported to the Group, either upstream or downstream of the value chain. Monitoring will continue to be implemented on a regular basis to track potential emerging risks and ensure compliance with working conditions along the entire value chain.
Actions taken in relation to workers in the value chain31 The Group has taken a series of concrete measures to prevent, mitigate and monitor negative impacts on workers along its value chain, with specific reference to first and second level suppliers. These actions are part of a broader strategy of social responsibility and traceability, aimed at ensuring decent working conditions and respect for human rights in procurement processes.
30 For additional details on the Supplier Code of Conduct, please refer to the section "Climate change mitigation and adaptation policies", which explains the minimum disclosure obligations for said policy (MDR -P).
31 The financial resources used for the adoption of the actions described in this section are not considered material, as they fall below the significance threshold defined by the Group.
109 Noteworthily among the measures currently in place is the introduction of a structured social audit program on suppliers for outsourced processing, also known as "Fasonists", which started with Italian suppliers, and has the aim of being progressively extended to foreign suppliers. The audits were conducted through a specific checklist, focused on social aspects and the protection of workers' rights (working hours, health and safety, contractual regularity, freedom of association, absence of forced or child labour, absence of discrimination). The checklist makes it possible to assess the compliance of suppliers with the principles contained in the Supplier Code of Conduct, also integrating verification of the practices applied by sub -suppliers in material cases.
In parallel, the Group requires all direct suppliers and sub-suppliers of leather to be LWG (Leather Working Group) certified. This certification includes, in addition to environmental requirements, a social audit aimed at verifying compliance with international standards on labour rights, contractual conditions, occupational safety and social management systems. The adoption of this standard constitutes an upstream prevention and selection tool, which makes it possible to systematically monitor social risks in the supply chain.
The process of strengthening social practices along the supply chain has contributed to the achievement of an important recognition by Standard Ethics, an international rating agency specialising in sustainability and ethical finance. The Group been awarded again the Corporate Standard Ethics Rating "EE -" with Outlook "Positive", in consideration of the progress made in areas such as responsible supply chain management, health and safety protection, and the progressive alignment of poli cies with the main in ternational standards on human rights. This positive assessment reflects the effectiveness of the actions taken and reinforces the Group's commitment to sustainable and transparent governance along the entire value chain, where, during the reporting period, no serious human rights issues or inc idents were reported.
Targets related to workers in the value chain Currently no measurable quantitative or qualitative targets have been set for workers in the value chain. Even in the absence of formalised targets, constant monitoring of the effectiveness of policies and actions adopted is still implemented, with special reference to respect for human rights and working conditions along the supply chain.
Monitoring is conducted primarily through the social audits initiated with first -level cut -and-assemble artisans, initially limited to the national boundary, but with extension also to foreign suppliers planned at a later date. This is complemented by audits on social compliance guaranteed by LWG certifications, mandatory for all direct suppliers and sub-suppliers of leather, which provide for specific requirements in matters of work and safety. The number and severity of non -
conformities identified and the effectiveness of improvement plans activated following audits were also considered.
The current approach is based on a level of ambition aimed at the progressive strengthening of social protection in the supply chain, with the aim of increasing the coverage and quality of controls over time. The assessment factors used included operational indicators, such as the number of audits conducted, the extent of LWG certifications and the implementation of corrective measures by suppliers, starting from a time reference coinciding with the start of th e audit programme.
110 S4 CONSUMERS AND END -USERS
MANAGING IMPACTS, RISKS AND OPPORTUNITIES
Identification of end consumer -related impacts, risks and opportunities As part of the double materiality assessment process, the Piquadro Group conducted an assessment of the material impacts, risks and opportunities related to consumers and end users, assessing their relationship with its business model and business strategy. This assessment included both the physical products distributed through the Piquadro, The Bridge and Lancel brands, as well as digital services and communication activities that accompany the customer experience.
Potential negative impacts identified included the possibility of loss or improper handling of sensitive customer data, particularly in the context of e -commerce platforms and digital marketing activities. This impact, directly linked to the company's own operations, could involve legal and reputational risks.
The Group's consumers are not exposed to systemic impacts related to the intrinsic hazards associated with the products, nor to risks to health or physical integrity deriving from their ordinary use. Products sold are accessories and leather goods and luggage articles, the use of which does not involve material risks whenever the consumer complies with the instructions provided. However, the need to ensure clear, accessible and complete information is recognised, in particular with regard to product instruc tions for use and maintenance, the composition of materials and warranty terms and conditions.
No material positive impacts specifically attributable to vulnerable consumer groups have been identified, but it has been recognised that the quality and durability of products, combined with the option of access to repair services, indirectly contribute to customer satisfaction and protection, promoting more aware and sustainable consumption.
From a strategic standpoint, consumer confidence and satisfaction are a key competitive factor. Ongoing enhancement of the shopping experience, attention to data protection and transparency in communication are key opportunities to strengthen the reputation of the Group's brands, retain customers and consolidate long-term business performance.
Material impacts, risks and opportunities
Sub-topic IRO Description Value
Chain Time
horizon
Information -related
impacts for consumers and/or end -users Risk Legal and reputational risk due to loss of sensitive consumer and end-user data Own operations Short term Risk Legal and reputational risk due to impacts on the health and safety of consumers and end users Own operations Short term
End consumer engagement processes As part of its business model, the Piquadro Group recognises consumers and end users as a key group of stakeholders, whose satisfaction and protection are key factors for the strength and reputation of the brand. The interests and rights of customers directly influence the strategic and operational choices of the Group, focusing, in particular, on the quality of products, the security of personal data, information transparency and the availability of effective after-sales services.
With a view to integrating consumer expectations into the double materiality assessment, the Group engaged customers through a questionnaire, aimed at identifying and assessing the impacts, risks and opportunities that are most material to them. The Group adopts a structured approach to listening to customers, collecting reports and requests through dedicated digital channels, with the aim of continuously improving the quality of service and consolidating the relationship with its customers. The Group's thr ee brands – Piquadro, The Bridge and Lancel – offer sections dedicated to customer care on their official websites. In these sections forms for sending requests and reports, contact numbers and email addresses may be accessed, ensuring direct contact with customer service. The piquadro.com site, specifically, has an in -depth and easily accessible FAQ area, which includes guides to using the online shop, shipping, payment and billing methods, withdrawal rights, warranty and repairs, product care and maintenance, security and privacy, registration with the brand's services and direct contacts for every need. The topics covered are designed to ensure a full, transpare nt and accessible shopping experience.
111 Customer care activities are a key moment of listening and direct engagement with users, aimed at collecting needs, complaints and suggestions and improving the quality of the offering. The operational responsibility for the process lies with the Marketing and Customer Service Department, with the coordination of the Quality department, which monitors the reports received and evaluates their outcomes with a view to continuous improvement. The effectiveness of these channels is subject to periodic monitoring also via analysis of customer service performance data.
The Group takes measures to ensure that all customers are aware of the existence of contact channels, promoting their use through its websites, newsletters and sales literature. Currently no specific tools to formally protect users from retaliation in the event of reports exist, but the management of requests takes place in a context of confidentiality, respect and protection of the individual.
To understand the viewpoint of consumers and potentially more vulnerable end users, such as young people or people with less familiarity with digital tools, the Group promotes the ease of use of its digital channels and the availability of clear and accessible information, also through precise categorisation of frequently asked questions and topic areas.
Customer care processes are designed to respond in a timely manner to any critical issues that may be reported, activating the review of internal processes where necessary.
Policies related to end consumers The Piquadro Group, despite not having a formalised and specific policy dedicated to consumers and end users, integrates respect for their rights and interests into its value system and business practices. These commitments are set out in the Code of Ethics, which recalls the fundamental principles of transparency, fairness, integrity and respect in relations with customers, which take tangible form via operational measures focused on the protection of privacy, information security and the accessibility of communication and assistance channels.
To protect consumers' rights regarding the protection of personal data, the Group has adopted a policy system compliant with the General Data Protection Regulation (GDPR), valid for all companies and brands. The policy is mainly focused on ensuring transparency in the collection, use and retention of personal data, with the general target of protecting the privacy of users, preventing risks of unauthorised access or misuse of data and ensuring full respect for the rights of data subjects. This system also enables opportunities related to a stronger relationship of trust with customers to be harnessed, improving user experience and communication. Its effectiveness is monitored through periodic updates of information, internal compliance checks and feedback received from users.
The scope of the policy covers all digital and communication activities aimed at consumers, in particular those linked to the official websites of brands, and associated online services. The policy covers the downstream value chain, in particular interaction with end customers and digital users, and applies predominantly in geographical areas where the Group operates, mainly in Europe. The policy does not extend directly to the upstream chain, except in cases where suppliers process personal data on behalf of the Group.
The highest management level responsible for implementation and monitoring of the policy is the Data Protection Officer (DPO), who operates under the supervision of General Management and the Compliance Committee, thus ensuring adequate governance and the allocation of the resources necessary for data protection.
Through implementation of this policy, the Group is committed to complying not only with the GDPR, but also with other European and international regulations, including the United Nations Guiding Principles on Business and Human Rights, the Global Compact and the OECD Guidelines for Multinational Enterprises, thus ensuring compliance with the highest standards o n the protection of consumer rights.
The policy is made available to stakeholders through publication of the privacy and cookie policies, which may be accessed online on the official brand websites. In addition, the Group encourages engagement of users and other stakeholders through dedicated communication channels, which enable the collection of feedback and the continuous updating of policies according to evolving needs and regulations.
These documents clearly explain how the personal data of customers and digital users are collected, used and stored, including the rights granted to data subjects and how to exercise them. Respect for the human rights of consumers is also pursued through the adoption of practices that guarantee clear and accessible information, product safety, the availability of efficient after -sales services, as well as a dedicated customer care system. Listening and assistance activities also contribute to the direct engagement of customers and management of any reports, with the aim of promptly identifying critical situations and providing an effective remedy. To date, no breaches of the principles of the United Nations Global Compact or the OECD Guidelines for Multinational Enterprises along the downstream value chain have been reported,
112 nor incidents that have had a material negative impact on the human rights of consumers. The Group is committed to maintaining active monitoring of these aspects and to progressively strengthening its system of safeguards and protections, also in line with the United Nations guiding principles on business and human rights.
Actions taken in relation to end consumers32 In the reporting period, the Piquadro Group maintained application of consolidated practices, aimed at guaranteeing the quality of the service and compliance with regulatory compliance, representing continuous actions for the management of impacts, risks and opportunities related to consumers and end users.
Protection of personal data, cybersecurity, availability of product information and access to service channels are key factors for the Group's approach to customers and are systematically managed through corporate procedures and digital tools.
In the absence of further specific actions to be reported, the Group will continue to monitor the evolution of customer expectations and the regulatory environment, in order to assess the introduction of additional measures in line with future developments of the sustainability strategy.
Targets related to end consumers The Group has currently not set measurable results -oriented targets in relation to impacts, risks or opportunities affecting end consumers. However, continuous monitoring of the effectiveness of existing policies and practices is ensured, specifically with regard to the protection of privacy, the quality of information and the handling of complaints.
These aspects are monitored through internal processes of supervisory and review of digital policies, customer service and monitoring of online interactions, with the aim of ensuring full compliance with applicable regulations and maintaining high standards of transparency and reliability towards customers.
32 The financial resources used for the adoption of the actions described in this section are not considered material, as they fall below the significance threshold defined by the Group.
113 G1 BUSINESS CONDUCT
MANAGING IMPACTS, RISKS AND OPPORTUNITIES
Identification of business conduct -related impacts and opportunities As part of the double materiality assessment, the Piquadro Group conducted a process to identify the material impacts, risks and opportunities associated with business conduct, considering its direct operations, business relationships and value chain. The assessment examined requirements of a geographical, sectoral and organisational nature, assessing specifically the features of the activities implemented in the various operational areas of the Group, the reference regulatory contexts and the degree of exposure to reputational and legal risks.
The exercise involved an assessment of internal safeguards, corporate policies and operating procedures, with special attention to the issues of corporate integrity, transparency, corruption prevention, whistleblower protection and responsible supplier management. Factors such as the presence of supervisory tools including whistleblowing, the dissemination of ethical and behavioural codes, and the existence of training and awareness programmes on ethical issues were also evaluated.
Material impacts, risks and opportunities The assessment identified that impacts and risks related to business conduct were mainly concentrated in the Group's own operations, specifically in relation to the management of corporate culture, relationships with suppliers, the protection of whistleblowers and prevention of corruption. An additional potential impact was identified in the supply chain, in relation to animal welfare, an issue addressed through the adoption of the Supplier Code of Conduct.
From the perspective of impacts, an effective positive impact was identified deriving from the promotion of a corporate culture based on integrity, inclusiveness, legality and transparency, factors that contribute to the strengthening of the Group's reputa tion and the creation of an ethical and responsible working environment. At the same time, potential negative impacts were identified, such as retaliation against whistleblowers, failure to evaluate suppliers according to ESG requirements, possible breache s of animal welfare rights in the supply chain, and illegal or non -transparent conduct by internal personnel.
These impacts derive directly from the Group's organisational model and operational structure, which, operating on an international scale and through a diverse network of suppliers and partners, is exposed to ethical, legal and reputational risks. The response to these impacts takes the form of the implementation of the 231 Model, the Code of Ethics, the internal reporting system and periodic audits, as well as the adoption of procedures for purchasing and management of suppliers.
The Group does not recognise, at present, material direct financial impacts or risks of material adjustments to book values in the financial statements. However, it continues to closely monitor emerging risk signals and strengthen its governance safeguards in line with regulatory developments and stakeholder expectations. The Group's resilience with respect to these aspects is further explored in the following sections, where the measures currently adopted for risk mitigation and management are illustrated.
Sub-topic IRO Description Value
Chain Time
horizon
Corporate culture Current positive impact The Group promotes the fundamental values of moral integrity, compliance with standards, inclusivity, enhancement of human resources, social and environmental responsibility and transparency Own operations Short term
114 Corporate culture and business conduct policies The Piquadro Group's corporate culture is based on principles of integrity, legality, responsibility and transparency, placing ethics at the centre of strategic and operational choices. This approach translates into the adoption of structured policies and tools aimed at promoting responsible conduct, preventing illicit behaviour and ensuring sustainable management in line with stakeholder expectations.
The commitment to business conduct is expressed in the Code of Ethics and in the Organisation, Management and supervisory Model pursuant to Legislative Decree 231/2001. The Code of Ethics, applicable to the entire boundary of the Group, defines the reference values and principles of conduct with which directors, employees, co -workers, suppliers and partners are required to comply. It promotes compliance with current legislation, fair competition, the protection of human rights, environmental sustainability and transparency in business dealings.
The 231 Model, formally adopted by Piquadro S.p.A. and The Bridge S.p.A., strengthens the prevention system through specific organisational protocols, supervisory tools and the activity of the Supervisory Board. This document aims to prevent the commission of crimes, protecting the integrity of the company and strengthening a corporate culture based on ethics, legality and accountability. The model applies to business processes material to identified crime risks, with special reference to the prevention of negative impacts related to corruption, corporate crime, occupational health and safety and environmental protection. Its operation is subject to an ongoing monitoring process, entrusted to the Supervisory Board, whic h verifies the effectiveness and adequacy of the measures adopted, proposing any updates.
The Model applies to the entire business organisation in Italy and is extended, within the limits of regulatory and operational compatibility, also to outsourced activities and to third parties with whom the company has material relationships. Only persons not operating under the supervisory or direction of the companies, or for whom there is no identifiable crime -risk, were excluded from the boundary. Recipients of the Model include members of corporate bodies, employees, co -workers, strategic suppliers and business partners.
Responsibility for implementation of the Model is entrusted to the highest level of the company, with a central role allocated to the Chief Executive Officer, who promotes its application and ensures its integration within the internal supervisory system. The activity of the Supervisory Board, an autonomous and independent body, constitutes an additional monitoring tool to support the overall effectiveness of the Model.
In defining and updating the Model, the interests and expectations of the main stakeholders are considered, through assessment of the internal and external environment, information flows and reports. Active employee participation, mandatory training and dedicated communication channels help to ensure widespread knowledge of the Model and its concrete implementation. The document is available for internal individuals and is also disclosed to contractual partners involved in sensitive processes, in order to s trengthen the shared commitment to crime prevention.
Promotion of corporate culture is achieved via training and awareness -raising actions aimed at staff, internal communication and the activation of reporting tools, including a whistleblowing channel that guarantees confidentiality and protection from retal iation. The effectiveness of the internal supervisory system is constantly monitored also through compliance with policies, engagement of employees via ongoing enhancement measures and the updating of ethical safeguards, in line with regulatory developments and stakeholder requests.
To complete its value system, the Group has adopted a Supplier Code of Conduct that defines the ethical, social and environmental principles to which all partners are required to comply. The Code includes a specific section dedicated to animal welfare, which requires recipients to ensure respect for the dignity of animals throughout all stages of their lives, in accordance with international regulations and the principles established by the European Commission, the World Organization for Animal Health (OIE) and the CITES Convention.
Prevention of bribery and corruption The Piquadro Group adopts an integrated approach to the prevention of bribery and corruption, based on a system of organisational and procedural safeguards aimed at ensuring the transparency, integrity and fairness of corporate behaviour, in line with Italian and international regulations. Although it does not have an autonomous anti-corruption policy, the Group manages the risk of corrupt behaviour through the application of the 231 Organisational Model, adopted by Piquadro S.p.A. and The Bridge, which its Special Parts govern crimes of active (supply -side) bribery, and through the Code of Ethics and the Operating Procedure for the purchase of goods and services, which also cover profiles relating to passive bribery.
In accordance with Directive (EU) 2019/1937 on whistleblowing and national transposition legislation, the Group has
115 established an internal reporting system that enables all employees of Piquadro and The Bridge companies to report, in a confidential and protected manner, any unlawful conduct or conduct contrary to the Code of Ethics. The channel is accessible through a dedicated platform, and the reports are managed by the Supervisory Board, made up of third parties independent of the function potentially involved, in order to guarantee impartiality and confidentiality. The effectiveness of this system is monitored periodically, and the Group has provided specific measures to protect whistleblowers against any retaliation.
The company functions considered most exposed to the risk of bribery include the commercial departments, due to relations with agents and intermediaries; purchasing and administration, due to management of suppliers; human resources due to the selection of personnel; and marketing and communications, specifically with reference to sponsorships linked to public entities or institutions.
All employees of Piquadro and The Bridge, including those operating in the functions most exposed to the risk of active and passive bribery, are currently covered by specific mandatory training programmes relating to the Code of Ethics and the Organisation, Management and supervisory Model pursuant to Legislative Decree 231/200133.
The Code of Ethics is formally communicated at the company onboarding stage and refreshed at special periodic updating sessions. In relation to the 231 Model, in the last two reporting periods, two in-person training events were organised: the first, held in October 2023, was aimed at the function managers of Piquadro and The Bridge; the second, held at the Milan headquarters in April 2024, involved staff from the commercial area. Although no autonomous and specific courses dedicated exclusively to fighting bribery currently exist, corruption risks have already been integrated into the subject matter of existing training. To further strengthen training coverage, the deployment of a digital course has been planned that will be extended to the entire Piquadro and The Bridge corporate workforce. During the 2025/26 reporting period, as in the previous year, no cases of active or passive bribery were identified nor were any reports received regarding such cases. The outcomes of any investigations, where conducted, are communicated to top management through the safeguards provided for by the 231 Model, including the action of the Supervisory Board.
Payment practices and supplier relations management The management of relations with suppliers is based on requirements of transparency, fairness and responsibility, with the aim of ensuring continuity of supplies, compliance with current regulations and attention to social and environmental impacts along t he value chain. The Piquadro Group adopts an Operating Procedure for the purchase of goods and services that defines in a timely manner the methods of selection, evaluation and management of suppliers, promoting impartiality, traceability and supervisory a t all phases of the procurement process. However, this procedure does not include specific measures to prevent late payments.
Business relationships are based on principles of fairness and payment terms are governed in a clear and consistent manner. For most suppliers, standard payment terms are NET60 days from receipt of the invoice, with extensions of up to NET90 for special product categories, based on contractual arrangements. These standard terms also apply to small and medium -sized enterprises.
During the reporting period, the average payment term was 90 days (105 days34 at 31 March 2025) and 66% of the value of the invoices paid in the period was paid within the agreed terms (59% at 31 March 205). No legal proceedings regarding late payment were pending. Compared with the previous financial year, there has been an overall improvement in payment times, with a decrease in the percentage of invoices paid late, and a slight reduction in the average dela y.
33 The functions most exposed to the risk of bribery covered by the training programmes described represented 54.6% of the total of these functions at Group level. The percentage refers to employees who work in these functions at Piquadro and The Bridge, while employees of the other Group entities are currently excluded.
34 The information underlying the calculation derives from the accounts payable of the three main companies in the group: Piquadro S.p.A., The Bridge S.p.A. and Lancel Sogedi S.A. A sample of the most representative suppliers was selected for the aforementioned co mpanies,
specifically:
- 41 suppliers for The Bridge S.p.A., corresponding to 62.7% of payments made during the period by the company;
- 42 suppliers for Lancel Sogedi S.A., corresponding to 36% of the payments made during the period by the company;
- 65 suppliers for Piquadro S.p.A., corresponding to 60.2% of the payments made during the period by the company.
This indicator was calculated considering the actual payment days commencing from the date of invoice issue.
116 The social and environmental aspects in the supply chain, already explored in the dedicated sections, form an integral part of the assessment and management of the supply chain. The Supplier Code of Conduct, adopted by all Piquadro Group companies, establishes clear principles regarding respect for human rights, environmental protection and ethical responsibility. Specifically, leather suppliers are required to hold the Leather Working Group (LWG) certification, which guarantees sus tainable practices. In addition, for certain selected suppliers there are specific audits aimed at verifying compliance with the established requirements.
117
APPENDIX
LIST OF DISCLOSURE REQUIREMENTS
ESRS 2 – GENERAL DISCLOSURES Reference Page Notes BP-1 – General basis for preparation of sustainability statements Methodological note 55
BP-2 – Disclosures in relation to specific circumstances Methodological note 55 GOV 1 - The role of administrative, management and supervisory bodies Administrative, management and supervisory bodies 60 GOV -2 – Information provided to and sustainability matters addressed by the undertaking's administrative, management and supervisory bodies Administrative, management and supervisory bodies 60 GOV -3 – Integration of sustainability -related performance in incentive schemes Remuneration Policies 61
GOV –4 – Statement on due diligence Statement on due diligence 62 GOV –5 – Risk management and internal control over sustainability reporting Internal control over sustainability reporting 62 SBM -1 – Strategy, business model and value chain Business model and strategy 56
SBM -2 – Interests and views of stakeholders Stakeholder Engagement 58 SBM -3 – Material impacts, risks and opportunities and their interaction with strategy and business model Double Materiality
Assessment 63
IRO-1 – Description of the processes to identify and assess material impacts, risks and opportunities Double Materiality
Assessment 63
IRO-2 – Disclosure requirements in ESRS covered by the undertaking's sustainability statement Disclosure obligations and determination of material
disclosures 67
ESRS E1 – CLIMATE CHANGE
Reference
Page
Notes
ESRS 2 GOV -3 – Integration of sustainability -related performance in incentive schemes Remuneration Policies 61
E1 1 - Transition plan for climate change mitigation Climate change mitigation transition plan 76 ESRS 2 SBM -3 – Material impacts, risks and opportunities and their interaction with strategy and business model Identification of climate change -related impacts, risks and opportunities 75 ESRS 2 IRO -1 – Description of the processes to identify and assess climate -related material impacts, risks and opportunities Identification of climate change -related impacts, risks and opportunities 75 E1-2 – Policies related to climate change mitigation and adaptation Climate change mitigation and adaptation policies 76 E1-3 – Actions and resources in relation to climate change policies Climate change policy actions and resources 77
E1-4 – Targets related to climate change mitigation and adaptation Climate change mitigation and adaptation targets 77 7
E1-5 - Energy consumption and mix Energy consumption and energy mix 77
118 E1-6 - Gross Scope 1, 2, 3 GHG emissions and total GHG emissions Greenhouse gas (GHG)
emissions 78
E1-7 - GHG removals and GHG emission mitigation projects financed through carbon credits Emissions offsetting 85
E1-8 - Internal carbon pricing Internal carbon pricing 86 E1-9 – Anticipated financial effects from material physical and transition risks and potential climate -related opportunities
Phase -in
ESRS E2 – POLLUTION Reference Page Notes ESRS 2 IRO-1 – Description of the processes to identify and assess pollution -related material impacts, risks and o pportunities Identification of
pollution -related
impacts, risks and
opportunities 87
E2-1 – Policies related to pollution Pollution -related policies 88 E2-2 - Actions and resources related to pollution Pollution -related actions and
resources 88
E2-3 - Targets related to pollution Pollution -related targets 88
E2-4 - Pollution of air, water and soil In accordance with paragraph 133 of ESRS 1, the Group has the option not to report information relating to this disclosure requirement, as it refers exclusively to the value chain
E2-5 - Substances of concern and substances of very high concern In accordance with paragraph 133 of ESRS 1, the Group has the option not to report information relating to this disclosure requirement, as it refers exclusively to the value chain E2-6 –Anticipated financial effects from pollution -related impacts, risks and opportunities Phase -in
ESRS E3 – WATER AND MARINE RESOURCES Reference Page Notes
ESRS 2 IRO -1 — Description of the processes to identify and assess water and marine resource -related material impacts, risks and opportunities Identification of water -related impacts, risks and
opportunities 89
E3-1 – Policies related to water and marine resources Water -related policies 89 E3-2 – Actions and resources related to water and marine resources Water consumption actions and
resources 90
E3-3 – Targets related to water and marine resources Water consumption targets 90
E3-4 - Water consumption In accordance with paragraph 133 of ESRS 1, the Group has the option not to report information relating to this disclosure requirement, as it refers exclusively to the
value chain
E3-5 – Anticipated financial effects from impacts, risks and opportunities related to water and marine resources Phase -in
ESRS E5 – USE OF RESOURCES AND THE
CIRCULAR ECONOMY Reference Page Notes
119 ESRS 2 IRO -1 — Description of the processes to identify and assess the material impacts, risks and opportunities related to the use of resources and the circular economy Identification of impacts, risks and opportunities related to resources and the
circular
economy 91
E5-1 - Policies related to resources use and circular economy Resource use and circular economy policies 92 E5-2 - Actions and resources related to resource use and circular economy Resource use and circular economy actions and
resources 92
E5-3 - Targets related to resource use and circular economy Resource use and circular economy targets 93
E5-4 - Resource inflows Resource inflows 93 E5-5 - Resource outflows Resource outflows;
Waste 95;
96 E5-6 – Anticipated financial effects from resource use and circular economy -related impacts, risks and opportunities
Phase -in
ESRS S1 – OWN WORKFORCE Reference Page Notes ESRS 2 SBM -2 – Interests and views of stakeholders Own workforce engagement
processes 98
ESRS 2 SBM -3 – Material impacts, risks and opportunities and their interaction with strategy and business model Identification of own
workforce -related
impacts, risks and
opportunities 97
S1-1 – Policies related to own workforce Own workforce policies 98 S1-2 – Processes for engaging with own workers and workers' representatives about impacts Own workforce engagement
processes 98
S1-3 – Processes to remediate negative impacts and channels for own workers to raise concerns Own workforce engagement
processes 98
S1-4 – Taking actions on material impacts on own workforce, and approaches to mitigating material risks and pursuing material opportunities related to own workforce, and effectiveness of those actions Actions taken in relation to own workforce 99 S1-5 – Targets related to the managing material negative impacts, advancing positive impacts and managing material risks and opportunities Own workforce targets 100
S1-6 - Characteristics of the undertaking's employees The organisation's employee
profile 100
S1-7 - Characteristics of non-employee workers in the undertaking's own workforce Phase -in
S1-8 - Collective bargaining coverage and social dialogue Coverage of collective bargaining and social dialogue 102 Phase -in for employees in non-EEA
countries
S1-9 - Diversity metrics Diversity metrics 103
S1-10 – Adequate wages Wage metrics and adequate
pay 104
S1-11 - Social protection
Phase -in
S1-12 - Persons with disabilities Phase -in
S1-13 - Training and skills development metrics Training and skills development metrics 103
120 S1-14 - Health and safety metrics Health and safety metrics 104 Phase -in restricted to non-employee
workers
S1-15 - Work -life balance metrics
Phase -in
S1-16 - Compensations metrics (pay gap and total compensation) Wage metrics and adequate
pay 104
S1-17 - Incidents, complaints and severe human rights impacts Incidents, complaints and severe human rights impacts 105
ESRS S2 – WORKERS IN THE V ALUE CHAIN Reference Page Notes
ESRS 2 SBM -2 – Interests and views of stakeholders Processes for engaging workers in the value chain 106 ESRS 2 SBM -3 – Material impacts, risks and opportunities and their interaction with strategy and business model Identification of impacts, risks and opportunities related to workers in the value chain 106 S2-1 - Policies related to workers in the value chain Policies related to workers in the value chain 107 S2-2 – Processes for engaging with the value chain workers about impacts Processes for engaging workers in the value chain 106 S2-3 – Processes to remediate negative impacts and channels for value chain workers to raise concerns Processes for engaging workers in the value chain 106 S2-4 – Taking action on material impacts on value chain workers, and approaches to managing material risks and pursuing material opportunities related to value chain workers, and effectiveness of those action Actions taken in relation to workers in the value chain 108 S2-5 – Targets related to managing material negative impacts, advancing positive impacts, and managing material risks and opportunities Targets related to workers in the value chain 108
ESRS S4 – CONSUMERS AND END USERS Reference Page Notes
ESRS 2 SBM -2 – Interests and views of stakeholders End consumer engagement
processes 109
ESRS 2 SBM -3 – Material impacts, risks and opportunities and their interaction with strategy and business model Identification of end consumer -related impacts, risks and opportunities 109 S4-1 – Policies related to consumers and end users Policies related to end
consumers 110
S4-2 – Processes for engaging with consumer and end-user about impacts End consumer engagement
processes 109
S4-3 – Processes to remediate negative impacts and channels for consumers and end users to raise concerns End consumer engagement
processes 109
S4-4 – Taking action on material impacts on consumers and end-users, and approaches to managing material risks and pursuing material opportunities related to consumers and end-
users, and effectiveness of those actions Actions taken in relation to end
consumers 111
S4-5 – Targets related to managing material negative impacts, advancing positive impacts, and managing material risks and opportunities Targets related to end
consumers 111
ESRS G1 – BUSINESS CONDUCT Reference Page Notes
121 ESRS 2 GOV 1 - The role of the administrative, supervisory and management bodies Administrative, management and supervisory bodies 60 ESRS 2 IRO-1 – Description of the processes to identify and assess material impacts, risks and opportunities Identification of business conduct -related impacts and
opportunities 112
G1-1 - Corporate culture and business conduct policies Corporate culture and business conduct policies Prevention of active and passive bribery 112;
113
G1-2 - Management of relations with suppliers Payment Practices and
supplier relationship
management 114
G1-3 - Prevention and detection of corruption and bribery Prevention of active and passive bribery 113 G1-4 - Confirmed incidents of corruption or bribery Prevention of active and passive bribery 113
G1-5 – Political influence and lobbying activities
Not material
G1-6 - Payment practices Payment Practices and
supplier relationship
management 114
122
LIST OF DATAPOINTS IN CROSS -CUTTING AND TOPICAL STANDARDS THAT DERIVE FROM
OTHER EU LEGISLATION
Disclosure Requirement and related datapoint SFDR Pillar 3 Benchmarks EU Climate
Law Site/Materi
ality
ESRS 2 GOV -1 21(d) Board's gender diversity • • 60 ESRS 2 GOV -1 21(e) Percentage of board members who are independent • 60 ESRS 2 GOV -4 30 Statement on due diligence • 62 ESRS 2 SBM -1 40(d)i Involvement in activities related to fossil fuel activities • • • NR ESRS 2 SBM -1 40(d)ii Involvement in activities related to chemical production • • NR ESRS 2 SBM -1 40(d)iii Involvement in activities related to controversial weapons • • NR ESRS 2 SBM -1 40(d)iv Involvement in activities related to cultivation and production of tobacco • NR ESRS E1-1 14 Transition plan to reach climate neutrality by 2050 • 76 ESRS E1-1 16(g) Undertakings excluded from Paris -aligned Benchmarks • • NR ESRS E1-4 34 GHG emission reduction targets • • • 77 ESRS E1-5 38 Energy consumption from fossil sources disaggregated by sources (only high climate impact sectors) • 77 ESRS E1-5 37 Energy consumption and mix • 77 ESRS E1-5 40-43 Energy intensity associated with activities in high climate impact sectors • 78 ESRS E1-6 44 Gross Scope 1, 2, 3 and Total GHG emissions • • • 78 ESRS E1-6 53-55 Gross GHG emissions intensity • • • 85 ESRS E1-7 56 GHG removals and carbon credits • 85 ESRS E1-9 66 Exposure of the benchmark portfolio to climate -
related physical risks • Phase -in ESRS E1-9 66(a) Disaggregation of monetary amounts by acute and chronic physical risk • Phase -in ESRS E1-9 66(c) Location of significant assets at material physical risk • Phase -in ESRS E1-9 67(c) Breakdown of the carrying value of its real estate assets by energy -efficiency • Phase -in ESRS E1-9 69 Degree of exposure of the portfolio to climate -
related • Phase -in
ESRS E2-4
28 Amount of each pollutant listed in Annex II of the E-PRTR Regulation (European Pollutant Release and Transfer Register) emitted to air, water and soil • NR ESRS E3-1 9 Water and marine resources • ESRS E3-1 13 Dedicated policy • ESRS E3-1 14 Sustainable oceans and seas • NR ESRS E3-4 28(c) Total recycled and reused water • NR ESRS E3-4 29 Total water consumption in m3 per net revenue on own operations • NR
IRO-1 - E4 16(a)i - • NR
IRO-1 - E4 16(b) - • NR
IRO-1 - E4 16(c) - • NR
ESRS E4-2 24(b) Sustainable land / agriculture practices or policies • NR ESRS E4-2 24(c) Sustainable oceans / seas practices or policies • NR ESRS E4-2 24(d) Policies to address deforestation • NR ESRS E5-5 37(d) Non-recycled waste • 96 ESRS E5-5 39 Hazardous waste and radioactive waste • 96 SBM -3 - S1 14(f) Risk of incidents of forced labour • 97 SBM -3 - S1 14(g) Risk of incidents of child labour • 97
123 ESRS S1-1 20 Human rights policy commitments • 98
ESRS S1-1
21 Due diligence policies on issues addressed by the fundamental International Labor Organisation Conventions 1 to 8 • 98 ESRS S1-1 22 Processes and measures for preventing trafficking in human beings • 98 ESRS S1-1 23 Workplace accident prevention policy or management system • 98 ESRS S1-3 32(c) Grievance/complaints handling mechanisms • 98 ESRS S1-14 88(b)(c) Number of fatalities and number and rate of work -
related accidents • • 104 ESRS S1-14 88(e) Number of days lost to injuries, accidents, fatalities or illness • 104 ESRS S1-16 97(a) Unadjusted gender pay gap • • 104 ESRS S1-16 97(b) Excessive CEO pay ratio • 105 ESRS S1-17 103(a) Incidents of discrimination • 105 ESRS S1-17 104(a) Non-respect of UNGPs on Business and Human Rights and OECD • • 105 SBM -3 - S2 11(b) Significant risk of child labour or forced labour in the value chain • 106 ESRS S2-1 17 Human rights policy commitments • 107 ESRS S2-1 18 Policies related to value chain workers • 107 ESRS S2-1 19 Non-respect of UNGPs on Business and Human Rights principles and OECD guidelines • • 107 ESRS S2-1 19 Due diligence policies on issues addressed by the fundamental International Labor Organisation Conventions • 107 ESRS S2-4 36 Human rights policy commitments • 108 ESRS S3-1 16 Non-respect of UNGPs on Business and Human Rights, ILO principles or and OECD guidelines • NR ESRS S3-1 17 Human rights issues and incidents • • NR ESRS S3-4 36 Human rights issues and incidents • NR ESRS S4-1 16 Policies related to consumers and end-users • 110 ESRS S4-1 17 Non-respect of UNGPs on Business and Human Rights and OECD guidelines • • 110 ESRS S4-4 35 Human rights issues and incidents • 111 ESRS G1-1 10(b) United Nations Convention against Corruption • 112 ESRS G1-1 10(d) Protection of whistleblowers • 112 ESRS G1-4 24(a) Fines for violation of anti-corruption and anti-
bribery laws • • 113 ESRS G1-4 24(b) Standards of anti- corruption and anti-bribery • 113
124
CERTIFICATION ON THE CONSOLIDATED SUSTAINABILITY STATEMENT PURSUANT TO
ARTICLE 81 -TER OF CONSOB REGULATION NO. 11971 OF 14 MAY 1999, AS AMENDED AND
SUPPLEMENTED
We, the undersigned, Marco Palmieri, in his capacity as Chief Executive Officer, and Roberto Trotta, in his capacity as Financial Reporting Officer of Piquadro S.p.A., certify that, pursuant to Article 154 -bis, paragraph 5 -ter, of Legislative Decree no. 58 of 24 February 1998, the consolidated sustainability statement included in the Directors’ Report has been prepared:
a) in compliance with the sustainability reporting standards applied pursuant to Directive 2013/34/EU of the European Parliament and of the Council of 26 June 2013, and Legislative Decree no. 125 of 6 September
2024;
b) in accordance with the specifications adopted pursuant to Article 8(4) of Regulation (EU) 2020/852 of the European Parliament and of the Council of 18 June 2020.
Silla di Gaggio Montano (BO), 15 June 2026
Marco Palmieri Roberto Trotta Chief Executive Officer Financial Reporting Officer
Signed: Marco Palmieri Signed: Roberto Trotta
KPMG S.p.A.
Revisione e organizzazione contabile Via Innocenzo Malvasia, 6
40131 BOLOGNA BO
Telefono +39 051 4392511 Email it -fmauditaly@kpmg.it
PEC kpmgspa@pec.kpmg.it
Ancona Bari Bergamo Bologna Bolzano Brescia Catania Como Firenze Genova Lecce Milano Napoli Novara Padova Palermo Parma Perugia Pescara Roma Torino Treviso Trieste Varese Verona Società per azioni
Capitale sociale
Euro 10.415.500,00 i.v.
Registro Imprese Milano Monza Brianza Lodi e Codice Fiscale N. 00709600159 R.E.A. Milano N. 512867 Partita IVA 00709600159 VAT number IT00709600159 Sede legale: Via Giovanni Battista Pirelli , 38 20124 Milano MI ITALIA
KPMG S.p.A.
è una società per azioni di diritto italiano e fa parte del network KPMG di entità indipendenti affiliate a KPMG International Limited, società di diritto inglese.
(This independent auditors ’ report has been translated into English solely for the convenience of international readers. Accordingly, only the original Italian version is authoritative.) Independent auditors’ limited assurance report on the consolidated sustainability statement pursuant to article 14 -bis of Legislative decree no. 39 of 27 January 2010 To the shareholders of Piquadro S.p.A.
Conclusion
Pursuant to article 8 of Legislative decree no. 125 of 6 September 2024 (the “decree”), we have been engaged to perform a limited assurance engagement on the 2026 consolidated sustainability statement of the Piquadro Group (the “group”) prepared in accorda nce with article 4 of the decree, presented in the specific section of the report on operations (the “consolidated sustainability statement”).
Based on the procedures performed, nothing has come to our attention that causes us to believe that:
• the group’s 2026 consolidated sustainability statement has not been prepared, in all material respects, in accordance with the reporting standards endorsed by the European Commission pursuant to Directive 2013/34/EU (the European Sustainability Reporting S tandards, “ESRS”);
• the information presented in the “EU Taxonomy” section of the consolidated sustainability statement has not been prepared, in all material respects, in accordance with article 8 of Regulation (EU) 852 of 18 June 2020 (the “taxonomy regulation”).
Basis for conclusion We have performed the limited assurance engagement in accordance with the Standard on Sustainability Assurance Engagements - SSAE (Italia). The procedures performed in a limited assurance engagement vary in nature and timing from, and are less in extent th an for, a reasonable assurance engagement.
Consequently, the level of assurance obtained in a limited assurance engagement is substantially lower than the assurance that would have been obtained had a reasonable assurance engagement been performed. Our res ponsibilities under SSAE (Italia) are further described in the “ Auditors’ responsibilities for the sustainability assurance engagement ” section of our report.
We are independent in accordance with the ethics and independence rules and standards applicable in Italy to sustainability assurance engagements.
Our company applies International Standard on Quality Management 1 (ISQM Italia 1) and, accordingly, is required to design, implement and operate a system of quality management including policies or
2
Piquadro Group
Independent auditors’ report 31 March 2026 procedures regarding compliance with ethical requirements, professional standards and applicable legal and regulatory requirements.
We believe that the evidence we have acquired is sufficient and appropriate to provide a basis for our conclusion.
Other matters
The consolidated sustainability statement presents the corresponding figures included in the 2025 consolidated sustainability statement for comparative purposes, on which other auditors performed a limited assurance engagement and expressed their unqualifi ed conclusion on 4 July 2025.
Responsibilities of the directors and board of statutory auditors (“Collegio Sindacale”) of Piquadro S.p.A (the “parent”) for the consolidated sustainability statement The directors are responsible for designing and implementing the procedures to identify the information included in the consolidated sustainability statement in accordance with the ESRS (the “materiality assessment process”) and for the description of these procedures in the “Double materiality assessment” section of the consolidated sustainability statement.
The directors are also responsible for the preparation of a consolidated sustainability statement in accordance with article 4 of the decree, which contains the information identified through the materiality assessment process, including:
• compliance with the ESRS;
• compliance of the information presented in the “EU Taxonomy” section with article 8 of the taxonomy regulation.
Moreover, the directors are responsible, within the terms established by the Italian law, for designing, implementing and maintaining such internal controls as they determine is necessary to enable the preparation of a consolidated sustainability statement in accordance with article 4 of the decree that is free from material misstatement, whether due to fraud or error. They are also responsible for selecting and applying appropriate methods to produce disclosures and formulating assumptions and estimates about specific information on sustainability matters that are reasonable in the circumstances.
The Collegio Sindacale is responsible for overseeing, within the terms established by the Italian law, compliance with the decree’s provisions.
Inherent limitations in preparing the consolidated sustainability statement For the purpose of disclosing forward -looking information in accordance with the ESRS, the directors are required to prepare such information based on assumptions, described in the consolidated sustainability statement, regarding future events and the grou p’s actions that are not necessarily expected to occur.
Actual results are likely to be different from the forecast sustainability information since anticipated events frequently do not occur as expected and the variation could be material.
The disclosures provided by the group about Scope 3 emissions are subject to more inherent limitations than those on Scope 1 and Scope 2 emissions, given the lack of availability and relative precision of information used for determining both qualitative a nd quantitative Scope 3 emissions information from value chain.
3
Piquadro Group
Independent auditors’ report 31 March 2026 Auditors’ responsibilities for the sustainability assurance engagement Our objectives are to plan and perform procedures in order to obtain limited assurance about whether the consolidated sustainability statement is free from material misstatement, whether due to fraud or error, and to issue an assurance report that includes our conclusion. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence decisions of intended users taken on the basis of the consolidated sustainability statement.
As part of a limited assurance engagement in accordance with SSAE (Italia), we exercise professional judgement and maintain professional scepticism throughout the engagement.
Our responsibilities include:
• considering risks to identify disclosures where a material misstatement is likely to occur, whether due to fraud or error;
• designing and performing procedures to check disclosures where a material misstatement is likely to occur. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, f orgery, intentional omissions, misrepresentations, or the override of internal control;
• directing, supervising and performing the sustainability limited assurance engagement and assuming full responsibility for the conclusion on the consolidated sustainability statement.
Summary of the work performed A limited assurance engagement involves carrying out procedures to obtain evidence as a basis for our conclusion.
The procedures performed are based on our professional judgement and include inquiries, primarily of the parent’s personnel responsible for the preparation of the information presented in the consolidated sustainability statement, documental analyses, reca lculations and other evidence gathering procedures, as appropriate.
We have performed the following main procedures:
• we gained an understanding of the group’s business model, strategies and operating environment with regard to sustainability matters;
• we gained an understanding of the process adopted by the group to identify and assess material sustainability -related impacts, risks and opportunities (IROs), based on the double materiality principle. Moreover, on the basis of the information acquired, we evaluated any emerging inconsistencies that may indicate the presence of sustainability matters not addressed by the group in its materiality assessment process; Specifically, mostly through inquiries, observations and inspections, we gained an understand ing of how the group:
- considered the interests and opinions of the stakeholders involved;
- identified its sustainability -related IROs, assessing their consistency with our knowledge of the group and its sector;
- defined and assessed material IROs by analysing the qualitative and quantitative materiality thresholds it determined;
• we gained an understanding of the processes underlying the generation, recording and management of the qualitative and quantitative information disclosed in the consolidated sustainability statement,
4
Piquadro Group
Independent auditors’ report 31 March 2026 including of the reporting boundary, through interviews and discussions with the group’s personnel and selected procedures on documentation;
• we identified the disclosures associated with a risk of material misstatement, whether due to fraud or
error;
• we designed and performed procedures, based on our professional judgement, to respond to identified risks of material misstatement, including:
- for information gathered at group level:
∙ with reference to qualitative information and, in particular, the sustainability -related policies, actions and objectives, we held inquiries and performed limited procedures;
∙ with reference to quantitative information, we carried out analytical procedures, inspections, observations and recalculations on a sample basis;
- for information gathered at subsidiary level, we visited The Bridge S.p.A., which we selected on the basis of its business and contribution to the metrics of the consolidated sustainability statement. During these visits, we interviewed group personnel and obtained documentary evidence supporting the calculation of the metrics;
• we gained an understanding of the process adopted by the group to determine taxonomy -eligible economic activities and whether they were aligned under the taxonomy regulation and checked the related disclosures presented in the consolidated sustainability s tatement;
• we checked the consistency of the disclosures contained in the consolidated sustainability statement with those included in the group’s consolidated financial statements pursuant to the applicable financial reporting framework, the underlying accounting re cords or management accounts;
• we checked the compliance of the structure and presentation of disclosures included in the consolidated sustainability statement with the ESRS;
• we obtained the representation letter.
Bologna, 2 July 2026 KPMG S.p.A.
(signed on the original)
Andrea Rossi
Director of Audit
130
CONSOLIDATED FINANCIAL STATEMENTS AT 31 MARCH 2026
131
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
(in thousands of Euro) Notes 31/03/2026 31/03/2025
ASSETS
NON -CURRENT ASSETS
Intangible assets (1) 2,063 2,296 Goodwill (2) 4,658 4,658 Right -of-use assets (3) 55,934 40,825 Property, plant and equipment (4) 14,097 12,563 Non-current financial assets (5) 2 2 Receivables from others (6) 1,667 1,506 Deferred tax assets (7) 5,952 3,772
TOTAL NON -CURRENT ASSETS 84,373 65,621
CURRENT ASSETS
Inventories (8) 39,058 43,079 Trade receivables (9) 30,960 38,115 Other current assets (10) 6,704 7,242 Derivative assets (11) 200 63 Tax receivables (12) 2,933 2,293 Cash and cash equivalents (13) 39,185 32,612
TOTAL CURRENT ASSETS 119,040 123,404
TOTAL ASSETS 203,413 189,025
132
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
(in thousands of Euro) Notes 31/03/ 2026 31/03/2025
LIABILITIES
EQUITY
Share Capital 1,000 1,000 Share premium reserve 1,000 1,000 Other reserves (1,843) (2,084) Retained earnings 61,922 57,338 Group profit/(loss) for the period 12,877 11,584
TOTAL EQUITY ATTRIBUTABLE TO THE GROUP 74,956 68,838
Capital and Reserves attributable to minority interests 0 0 Group profit/(loss) for the period attributable to minority interests 0 0
TOTAL EQUITY ATTRIBUTABLE TO MINORITY INTERESTS 0 0
TOTAL EQUITY (14) 74,956 68,838
NON -CURRENT LIABILITIES
Borrowings (15) 6,200 4,246 Payables to other lenders for lease agreements (16) 26,447 17,105 Other non -current liabilities (17) 0 4,821 Employee benefits (18) 3,225 3,134 Provision for risks and charges (19) 3,370 3,014
TOTAL NON -CURRENT LIABILITIES 39,242 32,320
CURRENT LIABILITIES
Borrowings (21) 12,528 12,300 Payables to other lenders for lease agreements (22) 33,033 25,949 Derivative liabilities (23) 0 0 Trade payables (24) 33,700 38,418 Other current liabilities (25) 8,958 9,131 Tax payables (26) 996 2,069
TOTAL CURRENT LIABILITIES 89,215 87,867
TOTAL LIABILITIES 128,457 120,187
TOTAL EQUITY AND LIABILITIES 203,413 189,025
133
CONSOLIDATED INCOME STATEMENT
(in thousands of Euro) Notes 31/03/2026 31/03/2025
REVENUES
Revenues from sales (27) 180,500 183,610 Other income (28) 3,820 3,246
TOTAL REVENUES AND OTHER INCOME (A) 184,320 186,856
OPERATING COSTS
Change in inventories (29) 3,698 (5,809) Costs for purchases (30) 37,226 40,537 Costs for services and use of third -party assets (31) 67,891 76,429 Personnel costs (32) 42,668 42,913 Amortisation, depreciation and write -downs (33) 18,757 15,494 Other operating costs (34) 803 921
TOTAL OPERATING COSTS (B) 171,043 170,485
OPERATING PROFIT (A -B) 13,277 16,371
FINANCIAL INCOME AND COSTS
Financial income (35) 3,305 1,254 Financial costs (36) (2,585) (2,360)
TOTAL FINANCIAL INCOME AND COSTS 720 (1,106)
PROFIT (LOSS) BEFORE TAX 13,997 15,265
Income tax (37) (1,120) (3,681)
PROFIT/(LOSS) FOR THE PERIOD 12,877 11,584
attributable to:
EQUITY HOLDERS OF THE PARENT COMPANY 12,877 11,584
MINORITY INTERESTS 0 0
(Basic and diluted) Earnings/(Loss) per share in Euro (38) 0.272 0.232
134
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
(in thousands of Euro) 31 March 2026 31 March 2025
Profit/(Loss) for the year (A) 12,877 11,584
Components that can be reclassified to profit or loss (net of the tax
effect)
Profit (loss) arising from the translation of financial statements of foreign companies (116) 106 Profit (loss) on cash flow hedge instruments 105 (250)
Components that cannot be reclassified to profit or loss (net of tax
effect)
Actuarial gains/(losses) on defined -benefit plans, net of related tax effects 13 313
Total Profits/(Losses) recognised in equity (B) 2 169
Total comprehensive Income /(Loss) for the year (A) + (B) 12,879 11,753
Attributable to
- the Group 12,879 11,753
- Minority interests 0 0
It should be noted that the items of the consolidated Statement of Comprehensive Income are reported net of the related tax effect. For more details, reference should be made to Note 7.
135
STATEMENT OF CHANGES IN CONSOLIDATED EQUITY
(in thousands of Euro)
Description Other reserves
Share
capital Share
premium
reserve Translat
ion
reserve Fair
value
reser
ve Reserve
for
Employ
ee
Benefits Treasury
shares
reserve Other
reserves Total
Other
reserve
s Retaine
d
earnings Group
Profit/
(Loss) Equity
attribut
able to
the
Group Capital
and
Reserve
s
attribut
able to
minorit
y
interest
s Profit /
(Loss)
attributabl
e to
minority
interests Total
equity
attribut
able to
the
Group
and
minorit
y
interest
s Balances at 31 March 2024 1,000 1,000 2,243 285 (228) (4,556) 634 (1,623) 53,810 10,528 64,715 0 0 64,715 Profit / (Loss) for the period 11,584 11,584 0 0 11,584 Other comprehensive result at 31 March 2025
- Exchange differences from translation of financial statements in foreign currency 106 106 106 106
- Reserve for actuarial gains (losses) on defined -
benefit plans 313 313 313 313
- Fair value of financial instruments (250) (250) (250) (250) Other comprehensive Income/(Loss) 0 0 106 (250) 313 169 169 169
Comprehensive Income/(Loss) for the period 0 0 106 (250) 313 169 11,584 11,753 11,753
- Negative reserve for purchase of treasury shares in portfolio (797) (797) (797) (797)
- Distribution of dividends to shareholders 0 (7,000) (7,000) (7,000)
- Allocation of treasury shares for stock grant 78 (78) 0 0 0
- Allocation to stock grant reserve 167 167 167 167
- Allocation of profit (loss) for the year ended 31 March 2024 to reserves 10,528 (10,528) 0 0 Balances at 31 March 2025 1,000 1,000 2,349 35 85 (5,275) 723 (2,084) 57,338 11,584 68,838 0 0 68,838 Profit/ (Loss) for the period 12,877 12,877 12,877 Other comprehensive result at 31 March 2026
- Exchange differences from translation of financial statements in foreign currency (116) (116) (116) (116)
- Reserve for actuarial gains (losses) on defined -
benefit plans 13 13 13 13
- Fair value of financial instruments 105 105 105 105 Other comprehensive Income/(Loss) 0 (116) 105 13 2 2 2
Comprehensive Income/(Loss) for the period 0 0 (116) 105 13 2 12,877 12,879 12,879
- Negative reserve for purchase of treasury shares in portfolio 0 0 0
- Distribution of dividends to shareholders 0 (7,000) (7,000) (7,000)
- Award of treasury shares for stock grant 0 0 0
- Allocation to stock grant reserve 239 239 239 239
- Allocation of profit (loss) for the year ended 31 March 2025 to reserves 11,584 (11,584) 0 0 Balances at 31 March 2026 1,000 1,000 2,233 140 98 (5,275) 962 (1,843) 61,922 12,877 74,956 0 0 74,956
136
CONSOLIDATED STATEMENT OF CASH FLOWS
(in thousands of Euro ) 31 March 2026 31 March
2025
Profit/(Loss) 12,877 11,584
Adjustments for:
Income taxes 1,120 3,681 Amortisation and depreciation 17,876 14,651 Write -downs/(revaluations) 40 349 Other provisions 1,118 (140) Accrual to provision for bad debts 840 495 Adjustment to employee benefits 272 229 Net financial costs/(income), including exchange rate differences (720) 1,106 (Capital gains)/losses and other non -monetary elements (2,296) 0 Cash flows from operating activities before changes in working capital 31,127 31,955
Change in trade receivables 6,315 (2,502) Change in inventories 3,519 (5,684) Change in other current assets 376 1,016 Change in trade payables (3,549) 1,852 Change in provisions for risks and charges (622) 109 Change in other current liabilities (2,113) (414) Change in tax receivables/payables (2,643) (2,264) Cash flows from operating activities after changes in working capital 32,411 24,068 Taxes paid (2,208) (3,808) Interest paid (396) (100) Cash flow generated from operating activities (A) 29,807 20,160 Investments in intangible assets (675) (1,576) Disinvestments from intangible assets 0 0 Investments in property, plant and equipment (4,913) (3,151) Disinvestments from property, plant and equipment 0 0 Equity investments 0 0 Changes generated from investing activities (B) (5,587) (4,727)
Financing activities
Change in short - and medium/long -term borrowings 2,182 1,109
- New Loans 20,000 12,000
- Repayments and other net changes in borrowings (17,818) (10,891) Change in financial instruments 0 0 Changes in treasury shares held in portfolio 0 (797) Repayments for lease liabilities (12,714) (11,330) Other minor changes 0 0 Payment of dividends (7,000) (7,000) Cash flow generated from/(absorbed by) financing activities (C) (17,532) (18,018) Effect of foreign exchange differences from translation on cash and cash equivalents (D) (116) 106 Net increase (decrease) in cash and cash equivalents (A+B+C+D) 6,573 (2,480) Cash and cash equivalents at the beginning of the period 32,612 35,092 Cash and cash equivalents at the end of the period 39,185 32,612
137
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS AT 31 MARCH 2026
138 Significant events during the financial year On 28 July 2025, the Shareholders’ Meeting of Piquadro S.p.A. approved the Financial Statements at 31 March 2025, and the distribution of a unit dividend of Euro 0.148209 to the Shareholders, for a total amount of approximately Euro 7 million, taking accou nt of the 47,230,550 outstanding Piquadro ordinary shares, and the 2,769,450 treasury shares held by Piquadro on that date. The dividend was paid as from 6 August 2025 (with record date on 5 August 2025 by detachment of coupon no. 16 on 4 August 2025).
The ordinary Shareholders’ Meeting appointed the new members of the board of directors, who will remain in office for three financial years, specifically until the approval of the financial statements at 31 March 2028. The new board, which will continue to consist of 7 members, is composed of Marco Palmieri, Pierpaolo Palmieri, Roberto Trotta, Tommaso Palmieri, Alessandra Carra, Marinella Soldi, and Valentina Beatrice Manfredi.
Marco Palmieri, Pierpaolo Palmieri, Roberto Trotta, Tommaso Palmieri, Alessandra Carra, Marinella Soldi, and Valentina Beatrice Manfredi are candidates drawn from the sole list submitted by the majority shareholder, Piquadro Holding S.p.A., which holds a t otal of 34,186,208 ordinary shares, representing 68.37% of the share capital entitled to vote at the Shareholders’ Meeting.
The Shareholders’ Meeting also confirmed Marco Palmieri as Chairman of the Board of Directors, and set total annual fees of Euro 980,000 as remuneration for all directors, to be allocated by the Board to all directors, including those holding specific posi tions, without prejudice to the Board’s right to grant additional variable remuneration to directors holding specific positions. Of the elected directors, Alessandra Carra, Marinella Soldi, and Valentina Beatrice Manfredi have declared that they meet the i ndependence requirements established by the combined provisions of Articles 147 -ter, paragraph 4, and 148, paragraph 3, of the TUF, as well as by Recommendation 7 of the Corporate Governance Code adopted by Piquadro S.p.A..
The ordinary Shareholders’ Meeting also appointed the new members of the Board of Statutory Auditors, who will remain in office for three financial years, specifically until the approval of the financial statements at 31 March 2028.
The new Board of Statutory Auditors is composed of the standing auditors Gian Luca Galletti (Chairman), Maria Stefania Sala and Domenico Farioli, and the alternate auditors Annalisa Naldi and Giacomo Passaniti. All candidates are drawn from the single list submitted by the majority shareholder Piquadro Holding S.p.A..
Finally, the Shareholders’ Meeting set the maximum annual fees for the entire Board of Statutory Auditors at Euro 60,000, in addition to the statutory supplementary contribution, and reimbursement of expenses incurred in the performance of their duties.
The ordinary Shareholders’ Meeting, based on the reasoned proposal submitted by the Board of Statutory Auditors, appointed KPMG S.p.A. to carry out the statutory audit of accounts for each of the nine financial years ending from 31 March 2026 to 31 March 2 034 (inclusive), setting the relevant fees as per the reasoned proposal put forward by the Board of Statutory Auditors, and the offer from KPMG S.p.A. itself. The ordinary Shareholders’ Meeting, based on the reasoned proposal submitted by the Board of Stat utory Auditors, appointed the audit firm KPMG S.p.A. to certify the compliance of the sustainability reporting for the financial years 2025/2026, 2026/2027, and 2027/2028.
The Shareholders’ Meeting approved the First Section of the Remuneration Report, which sets forth the Company’s Policy on the remuneration of directors and executives with strategic responsibilities for the financial year that will end on 31 March 2026, wh ich describes the Company’s Policy concerning the fees due to the Directors, the members of the board of statutory auditors’, and key management of the Company, in the implementation of the provisions of Article 123 -ter, paragraphs no.3 -bis and 6, of the T UF. Furthermore, the Shareholders’ Meeting gave its favourable opinion on the Second Section of the Remuneration Report, and the fees paid in accordance with the aforesaid Article 123 -ter, paragraph 4, of the TUF.
The Shareholders’ Meeting also approved:
(a) to revoke the previous authorisation to purchase and make acts of disposition of treasury shares granted in execution of the resolution passed by the Ordinary Shareholders' Meeting held on 23
July 2024;
(b) to authorise the purchase of the Company’s ordinary shares, in one or more tranches, up to the maximum number permitted by law, having regard to treasury shares held directly, and to those held by subsidiaries.
139 According to Article 2357, paragraph 1, of the Italian Civil Code, all purchases may be carried out within the limits of distributable profits and available reserves resulting from the most recent financial statements as duly approved, with a consequent re duction in equity, pursuant to Article 2357 -ter, paragraph 3, of the Italian Civil Code, in the same amount, through the recognition of a specific item with a negative sign among balance sheet liabilities.
Any purchase, sale, exchange or contribution of shares shall be accompanied by any appropriate accounting record in compliance with the provisions of law and applicable accounting standards.
In any case of sale, exchange or contribution, the corresponding amount may be reused for additional purchases, until the expiry of the time limit set out for the authorisation given by the Shareholders’ Meeting, without prejudice to any quantitative and e xpenditure limits, as well as to the terms and conditions laid down by the Shareholders’ Meeting.
The authorisation to purchase the shares is granted, as from the date of this resolution, until the approval of the financial statements at 31 March 2026.
The purchase price of the shares shall be determined from time to time, having regard to the methods selected to carry out the transaction, and in accordance with legislative, regulatory provisions or permitted market practices, within minimum and maximum limits that can be determined according to the following criteria:
(i) in any case the minimum consideration for the purchase shall not be less, by 20%, than the reference price that the stock shall have recorded on the trading day prior to every individual
transaction;
(ii) in any case, the maximum consideration for the purchase shall not be higher, by 10%, than the reference price that the stock shall have recorded on the trading day prior to every individual transaction.
Should the purchase of treasury shares be made within the scope of any market practice referred to in CONSOB resolution no. 16839/2009, the purchase price set for any proposed trading shall not exceed the higher of the price set for the most recent indepen dent transaction and the current purchase price of the highest independent proposed trading in the market in which proposed purchases are launched, without prejudice to any additional limit set out in the resolution itself.
The abovementioned transactions shall be carried out, on one or more occasions, by purchasing shares, pursuant to Article 144 -bis, paragraph l, letter b, of the Issuers’ Regulation, on regulated markets or multilateral trading systems, which do not allow any direct matching of proposed purchase trading with predetermined proposed sales trading, according to operating procedures set out in the regulations governing the organisation and operation of the markets themselves, in compliance with Article 2357 and ff. of the Italian Civil Code, the equality of treatment of shareholders and any applicable legislation, including regulatory provisions, in force, including the principles referred to in Article 132 of the TUF, as well as with Regulation (EU) no. 596/2014 of 16 April 2014 and related implementing provisions, if applicable. The purchases may take place according to procedures other than those specified above pursuant to Article 132, paragraph 3, of Legislative Decree no. 58/1998, or any other provision appl icable from time to time on the day of
the transaction;
(c) to authorise, pursuant to and for the purposes of Article 2357 -ter of the Italian Civil Code, any act of disposition, on one or more occasions, of any share that has been purchased according to this resolution, or that in any case is already held in the Company’s portfolio, even well before having reached the maximum amo unt of shares that can be purchased, and any possible repurchase of the shares themselves to the extent that the treasury shares held by the Company do not exceed the limit set out in the authorisation. The authorisation to acts of disposition of the share s is granted, as from the date of this resolution, without any time limit.
The consideration for any sale of treasury shares, which will be set by the Board of Directors, with the right of sub -delegating powers to one or more directors, may not be less by 20% at least, than the reference price that the stock shall have recorded o n the trading day prior to every individual transaction.
Should the sale of treasury shares be carried out within the scope of the permitted market practices referred to above, without prejudice to any additional limit set out in CONSOB resolution no.
16839/2009, the sales price of any proposed trading shall not be less than the lower of the price of the most recent independent transaction and the current sales price of the lowest independent proposed trading in the market in which proposed sales are launched. Should the treasury shares be the object of trading, exchange, contribution or any other act of non -cash disposition, the financial terms and conditions of the transaction shall be laid down based on its nature and features while also taking account of the market performance of the Piquadro S.p.A. stock.
140 Any act of disposition of shares may take place according to such procedures as may be considered to be the most appropriate in the interest of the Company, and in any case in compliance with the applicable regulations and permitted market practices; and (d) to grant the Board of Directors and, through it, any managing director, jointly and severally between them, the amplest powers required for the actual and full execution of the resolutions referred to in the points above in compliance with the provisions laid down in Article 132 of the TUF and the disclosure obligations referred to in Article 144 -bis, paragraph 3, of the Issuers’ Regulation and, if required, the disclosure obligations required by the abovementioned market practices and by Regulation (E U) no. 596/2014 of 16 April 2014, and related implementing provisions, if applicable, with the right to proceed with the purchase and acts of disposition of treasury shares, within the limits of the provisions laid down above, including through specialist intermediaries, also pursuant to and for the purposes of the abovementioned market practice governing operations in support of liquidity permitted by CONSOB under resolution no. 16839 of 19 March 2009, and pursuant to Regulation (EU) no. 596/2014 of 16 Apr il 2014, and related implementing provisions, if applicable.
At 14 June 2026, Piquadro S.p.A. held no. 2,692,800 treasury shares equal to 5.39% of the share capital while the subsidiaries do not hold any share of the Parent Company.
The invasion of Ukraine by the Russian Federation, undertaken in February 2022, has given rise to various consequences in economic and financial terms worldwide. This conflict, which is still ongoing, has caused, since the first months, high volatility, ev en in currencies, which has been reduced only partially, and has entailed the issue of targeted restrictive sanctions (individual sanctions against individuals), economic sanctions and diplomatic measures against the Russian Federation on the part of the U nited States of America, the United Kingdom and the European Union. Among economic sanctions, we must note those regarding the export of luxury goods, in response to which, in the early stages of the invasion, the Piquadro Group suspended logistics and inv oicing operations to the Russian subsidiary, both towards DOSs and towards Russian multi -brand customers, which were then regularly resumed, since the scope of these sanctions had not restricted the Group's exports. It is specified that the Group has no su ppliers of goods in Russia and Ukraine.
The effects for the Piquadro Group resulting from the conflict include, first and foremost, the direct impact arising from the exchange rate trends, to which the Piquadro Group responded by raising its selling prices to the public in Russia as from the fir st months of the conflict. Nevertheless, sales of Piquadro Group products at DOSs were not significantly affected by this situation, in terms of sales volumes.
Among indirect impacts, although there has been a decline in the inflation rate, the population's spending capacity is weakened, reverberating on consumer products, and consequently affecting GDP growth.
In the financial year ended 31 March 2026, the Piquadro Group continued its sales to wholesale customers from the Russian Federation while also keeping all directly -operated retail stores open. The Piquadro Group's sales in Russia accounted for 1.98% of co nsolidated turnover at 31 March 2026 (1.93% at 31 March 2025).
As at the same date, the assets held by the Group in Russia amounted to about Euro 3.3 million, specifically relating to:
vii. rights of use pertaining to sales outlets (Euro 0.4 million);
viii. inventories (Euro 1.5 million);
ix. cash and cash equivalents (Euro 0.25 million);
x. property, plant and equipment (Euro 0.02 million);
xi. non-current financial assets (Euro 0.3 million);
xii. other current assets (Euro 0.8 million).
Based on the information currently available, there are no critical issues regarding the recoverability of the aforementioned amounts, subject to the inherent uncertainty regarding how the situation will evolve.
An armed conflict between Israel and Palestine broke out on 7 October 2023, which is still ongoing, and which has reinforced the macroeconomic uncertainties already present in the international scenario.
The reduced contribution in terms of turnover produced in the local areas affected by the conflict, and the absence of suppliers located therein, have had no significant direct impact on the Piquadro Group. Among indirect impacts are difficulties related t o maritime transport, which, due to the tensions already present in the Suez Canal region, with resulting circumnavigation of the African continent, has led to disruptions in the supply chain.
141 In relation to the volatility of this scenario, our Management continues to monitor the situation in order to safeguard the Piquadro Group's assets, wealth and business continuity while taking any necessary measure to ensure that its activities are carried out in accordance with applicable regulations.
The Group’s business
Piquadro S.p.A. (hereinafter also referred to as “Piquadro”, the “Company” or “the Parent Company”) and its subsidiaries (collectively “the Piquadro Group” or “the Group”) design, produce and market leather goods - bags, suitcases and accessories - charact erised by attention to design and functional and technical innovation.
The Company was established on 26 April 2005. The Share Capital has been subscribed through the contribution of the branch of business relating to operating activities on the part of the former Piquadro S.p.A (now Piqubo S.p.A., the ultimate company contro lling the Company), which became effective for legal, accounting and tax purposes on 2 May 2005 .
Effective from 14 June 2007, the registered office of Piquadro S.p.A. was moved from Riola di Vergato (Bologna), via Canova no. 123/O -P-Q-R to Località Sassuriano 246, Silla di Gaggio Montano (Bologna).
As of today’s date, the Company is owned by Marco Palmieri through Piqubo S.p.A., which is 100% owned. Piqubo S.p.A., in fact, holds 93.34% of the Share Capital of Piquadro Holding S.p.A., which in its turn holds 68.37% of the Share Capital of Piquadro S.p .A., a Company which is listed on the Milan Stock Exchange since 25 October 2007.
It should be noted that for a better understanding of the economic performance of the Company and of the Group, reference is made to the extensive information reported in the Report on operations prepared by the Directors.
The data of these financial statements can be compared to the same of the previous financial year, except as reported below.
These financial statements were prepared by the Board of Directors on 15 June 2026, and will be submitted to the Shareholders’ Meeting called on first call for 27 July 2026.
Structure and content of the consolidated financial statements and the relevant Accounting Standards
In compliance with Regulation (EU) no. 1606/2002, the consolidated financial statements of Piquadro S.p.A. at 31 March 2026 were prepared in accordance with the IAS/IFRS (International Accounting Standards and International Financial Reporting Standards, h ereinafter also referred to as “IFRS”) issued by the International Accounting Standards Board (“IASB”) and endorsed by the European Union, as supplemented by the related interpretations issued by the International Financial Reporting Standards Interpretati ons Committee (IFRS IC), which was previously named Standing Interpretations Committee (SIC), as well as by the related measures issued in the implementation of article 9 of Legislative Decree no. 38/2005.
Basis of preparation
This document reports the consolidated financial statements, including the consolidated statement of financial position, the consolidated Income Statement, the consolidated Statement of Comprehensive Income, the consolidated statement of cash flows and the statement of changes in consolidated equity for the financial years ended 31 March 2026 and 31 March 2025 and the related explanatory notes.
IFRS means all the “International Financial Reporting Standards” (IFRS), all the International Accounting Standards (IAS), all the interpretations of the International Financial Reporting Interpretations Committee (IFRIC), previously named Standing Interpr etations Committee (SIC).
Specifically, it should be noted that IFRS were consistently applied to all periods presented in this document.
As to the procedures for presentation of the financial statements’ schedules, the Company adopted the distinction “current/non -current” for the statement of financial position, the single -step scheme for the Income Statement, classifying costs by nature an d the indirect method of representation for the Statement of Cash Flows. The Statement of Comprehensive Income is presented in a separate document, as permitted by IAS 1 (revised) with respect to the Income Statement. The consolidated financial statements were prepared in Euro, i.e. the current money used in the economies in which the Piquadro Group mainly operates.
All amounts included in the tables of the following explanatory notes, except as otherwise indicated, are expressed in thousands of Euro.
142
Chart of the Group structure
For the purpose of providing a clear representation, below is reported the chart of the Piquadro Group structure at 31 March 2026:
Consolidation area
The consolidated financial statements at 31 March 2026 include the separate financial statements of the Parent Company Piquadro S.p.A. and the financial statements of all the companies in which it retains control, either directly or indirectly.
The financial statements being consolidated were prepared as at 31 March 2026, i.e. the reporting date of the consolidated financial statements and include those especially prepared and approved by the Boards of Directors of the individual Companies, as ap propriately adjusted, if required, in order to be brought in line with the Accounting Standards of the Parent Company.
The complete list of the equity investments included in the consolidation area at 31 March 2026 and 31 March 2025, with the related Shareholders’ Equity and Share Capital recognised according to local Accounting Standards (as the subsidiary companies have prepared their separate financial statements according to local regulations and Accounting Standards, and have prepared the consolidation file according to IFRS functionally to the consolidation into Piquadro) are reported in the tables below:
143 Consolidation area at 31 March 2026
Name HQ Country Currency Share Capital
(local currency
/000) Shareholders’
equity (local
currency/000) Control
% Piquadro S.p.A. Gaggio
Montano
(BO) Italy EUR 1,000 48,710 Parent
Company
Piquadro España SLU Barcelona Spain EUR 898 904 100%
Piquadro Deutschland
GmbH Munich Germany EUR 25 141 100% Uni Best Leather Goods Zhongshan Co. Ltd. Guangdong People’s
Republic of
China CNY 25,646 4,926 100% Piquadro Hong Kong Co.
Ltd. Hong Kong Hong Kong HKD 2,000 436 100%
Piquadro Taiwan Co. Ltd. Taipei Taiwan TWD 25,000 30,589 100% Piquadro UK Limited London United Kingdom GBP 1,000 976 100% OOO Piquadro Russia Moscow Russia RUB 107,410 190,759 100%
Piquadro Retail San Marino San Marino San Marino EUR 26 14 100% The Bridge S.p.A. Scandicci (FI) Italy EUR 50 19,685 100% Lancel International SA Lugano Switzerland CHF 35,090 23,033 100% Lancel Sogedi Paris France EUR 20,000 7,256 100%
Lancel Zhongshan Guangdong People’s
Republic of
China CNY 14,000 12,615 100%
Consolidation area at 31 March 2025
Name HQ Country Currency Share Capital
(local currency
/000) Shareholders’
equity (local
currency/000) Control
% Piquadro S.p.A. Gaggio
Montano
(BO) Italy EUR 1,000 48,014 Parent
Company
Piquadro España SLU Barcelona Spain EUR 898 883 100%
Piquadro Deutschland
GmbH Munich Germany EUR 25 150 100% Uni Best Leather Goods Zhongshan Co. Ltd. Guangdong People’s
Republic of
China CNY 25,646 7,989 100% Piquadro Hong Kong Co.
Ltd. Hong Kong Hong Kong HKD 2,000 480 100%
Piquadro Taiwan Co. Ltd. Taipei Taiwan TWD 25,000 31,493 100% Piquadro UK Limited London United Kingdom GBP 1,000 988 100% OOO Piquadro Russia Moscow Russia RUB 20 185,193 100%
Piquadro Retail San Marino San Marino San Marino EUR 26 28 100% The Bridge S.p.A. Scandicci (FI) Italy EUR 50 18,286 100% Lancel International SA Lugano Switzerland CHF 35,090 23,033 100% Lancel Sogedi Paris France EUR 20,000 2,625 100%
144
Lancel Zhongshan Guangdong People’s
Republic of
China CNY 14,000 12,824 100%
145
Accounting policies
The accounting standards and consolidation principles adopted in the preparation of these Consolidated Financial Statements are consistent with those applied to prepare the Consolidated Financial Statements at 31 March 2026, while also taking account of th e information provided below in relation to the new accounting standards, amendments and interpretations applicable from 1 April 2025.
The directors have assessed whether the going -concern assumption can be applied to prepare the consolidated financial statements, concluding that this requirement is adequate since there is no doubt about the ability to continue as a going concern . The situation triggered by the continuing conflict between Russia and Ukraine was taken into account in making this assessment.
The accounting policies used in preparing the consolidated financial statements at 31 March 2026 are set out below.
Consolidation criteria and techniques
The consolidated financial statements include the financial statements of the Company and of the companies over which it exercises control, either directly or indirectly, starting from the date when the control was acquired up to the date when control ceas es. In this case, control is exercised both by virtue of the direct or indirect possession of the majority of voting shares and as a result of the exercise of a dominant influence expressed by the power to affect, also indirectly by virtue of contractual o r legal agreements, the financial and operational decisions of the entities, obtaining the relative benefits thereof, also regardless of shareholding relations. The existence of potential voting rights exercisable as at the reporting date is taken into acc ount for the purposes of determining control.
The companies that the Parent Company Piquadro S.p.A. controls, either directly or indirectly, and either legally or in practice, are consolidated according to the line -by-line consolidation method, which consists in reporting all the asset and liability i tems in their entirety from the date on which control was acquired up to the date when control ceases.
The main consolidation criteria adopted for the application of the line -by-line method are the following:
• subsidiary companies are consolidated starting from the date when control is actually transferred to the Piquadro Group and c ease to be consolidated on the date when control is transferred outside the Piquadro Group;
• if required, adjustments are made to the financial statements of subsidiary companies in order to bring the accounting criter ia used in line with those adopted by the Piquadro Group;
• assets and liabilities, income and charges of companies consolidated on a line -by-line basis are fully recognised in the consolidated financial statements; the book value of the equity investments is derecognised against the corresponding portion of Equity of the investee companies, entering the individual elements of balance sheet assets and liabilities at their current value at the da te of acquisition of control. Any residual difference, if positive, is entered under the asset item “Goodwill”; if negative , in the Income
Statement;
• debt and credit relationships, costs and revenues, financial income and charges between Companies consolidated on a line -by-line basis, as well as the effects of all transactions effected between the same are derecognised;
• the portions of Equity and of the result for the period attributable to minority interests are indicated separately in consol idated Equity and Income Statement, respectively.
Financial statements expressed in currencies other than that of the Piquadro Group’s consolidated financial statements, i.e. the Euro, are consolidated following the methodology described above after translating them into Euro. The translation is made as f ollows:
(i) assets and liabilities are translated using the exchange rates prevailing at the reporting date of the consolidated financial statements;
(ii) costs and revenues are translated at the average exchange rate of the financial year;
(iii) exchange rate differences generated by the translation of the economic values at a rate other than the closing rate and those generated by the translation of the opening Equity at an exchange rate other than the closing rate of the reporting period are cla ssified under a special Equity item up to the sale of the
equity investment;
(iv) goodwill and fair value adjustments generated by the acquisition of a foreign company are recognised in the related currency as assets and liabilities of the foreign entity and are translated using the period -end exchange rate.
The financial statements expressed in a foreign currency other than that of the Countries which have adopted the Euro are translated into Euro by applying the rules indicated above. Below are reported the exchange rates applied for the FY 2025/2026 and 202 4/2025 (foreign currency corresponding to Euro 1.00):
146
Foreign Currency (Source: Bank of Italy)
Average exchange
rate (*) Closing exchange
rate (*)
2025/2026 2024/25 31/03/2026 31/03/2025 Hong Kong Dollar (HKD) 9.05 8.37 9.01 8.41 Renminbi (RMB) 8.23 7.75 7.93 7.84 Taiwan Dollar (TWD) 35.74 34.86 36.86 35.89 Swiss Franc (CHF) 0.93 0.95 0.92 0.95 Great Britain Pound (GBP) 0.86 0.84 0.87 0.84 US Dollar (USD) 1.16 1.07 1.15 1.08 Russian Rouble (RUB)** 92.68 100.29 93.98 91.59 (*) The exchange rates have been rounded up to the second decimal figure.
(**) Source: Mediobanca.
Intangible assets
Intangible assets purchased or internally produced are entered under assets when it is probable that the use of the asset will generate future economic benefits and when the cost of the asset may be determined reliably. These assets are valued at their pur chase or production cost.
Intangible assets relate to assets without an identifiable physical substance, which are controlled by the company and are able to generate future economic benefits, as well as any possible goodwill.
The rates applied are:
Development Costs 25%
Patents 33.3%
Trademarks 10%
Concessions 33.3%
(i) Research and Development costs
Research costs are charged to the Income Statement in the financial year in which they are incurred. Development costs are instead entered under intangible assets where all the following conditions are fulfilled:
• the project is clearly identified and the related costs can be identified and measured reliably;
• the technical feasibility of the project has been demonstrated;
• the intention to complete the project and to sell the intangible assets generated by the project has been
demonstrated;
• a potential market exists or, in the case of internal use, the benefit of the intangible asset has been demonstrated for the production of the intangible assets generated by the project;
• the technical and financial resources necessary for the completion of the project are available.
Amortisation of Development costs entered under intangible assets will start from the date when the result generated by the project is marketable. Amortisation is made on a straight -line basis over a period of 4 years, which represents the estimated useful life of capitalised expenses.
(ii) Industrial patent and intellectual property rights, Licences and other Rights
Charges relating to the acquisition of industrial patent and intellectual property Rights, Licences and other Rights are capitalised on the basis of the costs incurred for their purchase.
Amortisation is calculated on a straight -line basis so as to allocate the cost incurred for the acquisition of the right over the shorter of the period of the expected use and the term of the related contracts, starting from the time when the acquired Righ t may be exercised; usually, this period has a duration of 5 years.
(iii) Trademarks
Trademarks have a definite useful life and are valued at cost. Amortisation is calculated on a straight -line basis in order to distribute their value over the estimated useful life and in any case for a period not exceeding 10 years.
147
(iv) Goodwill
Goodwill arising from the acquisition of subsidiaries, classified under non -current assets, is stated, upon initial recognition, at the cost consisting of the excess consideration paid and of the amount stated for minority interests, recognised as at the d ate of acquisition, compared to the identifiable net assets acquired and the liabilities assumed by the Piquadro Group. If the consideration is less than the fair value of the net assets of the acquired subsidiary, the difference is stated through profit o r loss. Goodwill is regarded by the Piquadro Group as an asset with indefinite useful life. Accordingly, this asset is not amortised but is tested for impairment periodically. Goodwill is allocated to the operating units that generate cash flows that are i dentifiable separately and are monitored in order to allow the impairment test to be conducted.
Right -of-use assets
The asset for the right to use leased assets is initially valued at cost, and subsequently amortised or depreciated over the lease term. The cost includes:
- the initial amount of lease liabilities;
- incentives received under the lease agreement;
- initial direct costs incurred by the lessee;
- any estimated costs that will be incurred by the lessee to restore the leased asset to the conditions existing prior to the lease inception date, in accordance with the provisions of the lease agreement.
The Group has decided not to apply IFRS 16 for contracts containing a lease which has an intangible asset as underlying asset.
Property, plant and equipment
Property, plant and equipment are entered at their purchase price or production cost, including any directly attributable additional charges required to make the assets available for use.
Costs incurred subsequent to the purchase are capitalised only if they increase the future economic benefits inherent in the asset to which they refer.
The assets whose sale is highly probable as at the reporting date of the financial statements are classified under current assets under item “Current assets available for sale” and measured at the lower of the book value and the related fair value, net of estimated selling costs. The sale of an asset classified under non -current assets is highly probable when the Management has defined, by a formal resolution, a plan for the disposal of the asset (or of the disposal group) and activities have been started t o identify a purchaser and to complete the plan. Furthermore, the asset (or the disposal group) has been offered for sale at a reasonable price compared to its current fair value. The sale is expected to be completed within a year of the date of classifica tion and the actions required to complete the sale plan show that it is improbable that the plan can be significantly amended or cancelled.
Leases in which the lessor substantially retains the risks and rewards attached to ownership of the assets are classified as operating leases. Costs for rentals arising from operating leases are charged to the Income Statement on a straight -line basis on t he basis of the contract term.
No depreciation is carried out on tangible assets intended for transfer, which are valued at the lower of the entry value and their fair value, net of disposal charges.
The rates applied are:
Land Unlimited useful life
Buildings 3%
Leasehold improvements (shops) 17.5%* Machinery and moulds 17.5% General systems 17.5% Industrial and business equipment 25% Office electronic machines 20%
Fittings 12%
Motor vehicles and means of internal transport 20%
148
Cars 25%
* Or over the term of the lease agreement should the same be lower and there is not reasonable certainty of the renewal of the same at the natural expiry of the contract.
Should the asset being depreciated be made up of elements that can be clearly identified and whose useful life significantly differs from that of the other parts making up the asset, depreciation is made separately for each of the parties making up the ass et (component approach).
Ordinary maintenance costs are fully charged to the Income Statement. Costs for improvements, refurbishment and transformation increasing the value of property, plant and equipment are charged as an increase in the relevant assets and depreciated separatel y.
Financial charges directly attributable to the construction or production of a tangible asset are capitalised as an increase in the asset under construction, up to the time when it is available for use.
The recoverability of the entry value of property, plant and equipment is verified by adopting the criteria indicated in point “Impairment losses of assets” below.
Business combinations
Business combinations are accounted for by applying the so -called purchase method (as defined by IFRS 3 (revised) “Business combinations”). The purchase method requires, after having identified the purchaser within the business combination and having determined the acquisition cost, all assets and liabilities acquired (including the so -called contingent liabilities) to be measured at fair value. Goodwill (if any) is determined only on a residual basis as the difference between the cost of the business combi nation and the relevant portion of the difference between acquired assets and liabilities measured at fair value . If negative, it is recognised as a positive component of the result for the period in which the business combination takes place. Transaction costs are directly charged to the Income Statement.
The consideration (if any) subject to condition resulting from the business combination agreement is measured at fair value on the acquisition date and are included in the value of the consideration transferred for the combination for the purposes of deter mining goodwill.
Minority interests on the acquisition date are measured at fair value or based on the proportional value of net assets of the acquiree. The measurement method is chosen for each transaction.
If business combinations are carried out in steps, the interest previously held by the Piquadro Group in the acquiree is measured at fair value on the date of acquisition of control and the resulting profit or loss (if any) is recognised in the income stat ement.
Business combinations of entities under common control
Business combinations of entities under common control are business combinations of entities which are ultimately controlled by the same persons both before and after the business combination and the control is not of a temporary nature. The presence of mi nority interests in each of the entities being combined before or after the combination transaction is not significant in order to determine whether the combination involves entities under common control.
Business combinations of entities under common control are accounted for so that the net assets of the acquired entity and of the acquiring entity are recognised at the book values they had in the respective accounts before the transaction (continuity of v alues), without recognising, in the consolidated financial statements, surplus values (if any) arising from these combinations and accounted for in the separate financial statements of the Company.
Equity investments in associated companies and other companies
If existing, investments in associated companies are valued at Equity.
Equity investments in other companies are measured at fair value; if the fair value cannot be estimated reliably, the investment is valued at cost. After initial recognition, these investments are measured at fair value through other comprehensive income. This approach does not include any interest that is held for sale only, whose fair value changes are recognised through profit (or loss) for the period. The risk arising from any possible losses exceeding the carrying amount of the investment is recognised in a specific provision to the extent in which the investing company is committed to fulfilling legal or constructive obligations to the investee or in any case to covering its losses.
149
The recoverability of their entry value is verified by adopting the criteria indicated in point “Impairment losses of assets”.
Receivables and other non -current and current assets
Financial assets
Financial assets, as required by IFRS 9, are classified, according to the management methods applied by the Piquadro Group and based on the related features of contract cash flows, into the following categories:
- Amortised Cost: this category includes financial assets that are held for the sole purpose of collecting contract cash flows. They are measured at amortised cost, with proceeds recognised through profit or loss based on the effective interest rate method .
- Fair value through other comprehensive income (“FVOCI”): this category includes financial assets the contract cash flows of which exclusively consist of the payment of principal and interest and that are held in order to collect contract cash flows, as w ell as flows deriving from their sale. They are measured at fair value. Interest income, foreign exchange gains and losses, impairment losses (and related value write -backs) of financial assets classified as assets at FVOCI, are accounted for through profi t or loss; other changes in the fair value of assets are accounted for among OCI.
Upon the sale or reclassification of these financial assets to other categories, because of a change in the business model, cumulative profits or losses recognised in OCI are reclassified to profit or loss.
- Fair value through profit or loss (“FVTPL”): this category includes residual items concerning financial assets that do not fall within the categories of Amortised Cost or FVOCI, such as, for example, financial assets acquired for trading purposes or deri vatives, or assets designated at FVTPL on the part of the Management upon initial recognition. They are measured at fair value. Any profits or losses arising from this measurement are recognised through profit or loss.
FVOCI for equity instruments: financial assets consisting of equity instruments issued by other entities (i.e. interests in companies other than subsidiaries, associates and jointly -controlled companies), which are not held for trading purposes, can be cla ssified in the category of FVOCI. This option can be applied on an instrument -by-instrument basis and provides for any change in the fair value of these instruments to be recognised in OCI, without being recycled to profit or loss, either upon their transf er or upon their impairment. Only the dividends arising from these instruments will be recognised through profit or loss.
The fair value of financial assets is determined on the basis of the listed offer prices or through the use of financial models. The fair value of unlisted financial assets is estimated by using appropriate valuation techniques adapted for the specific sit uation.
Measurements are carried out on a regular basis in order to establish whether there is any objective evidence that a financial asset or a group of assets may have reported an impairment loss. If there is objective evidence, the impairment loss is recognise d as a cost in the income statement for the period.
Trade receivables
Upon initial recognition they are measured at fair value, while trade receivables without any significant financial component are valued at the transaction price. The measurement of their recoverable value is made on the basis of the Expected Credit Losses model required by IFRS 9.
They are measured at fair value upon initial recognition and then at amortised cost, using the effective interest method. They are stated net of a provision for bad debts, which is entered as a direct deduction from the receivables themselves to adjust the ir measurement at their presumed realisable value. Expected credit losses are estimated by using an allocation matrix broken down by maturities of overdue amounts, making reference to the entity’s past experience of credit losses, as well as to an analysis of the creditors’ financial position, as adjusted to include specific factors of the creditor and a valuation of the current and expected trend in these factors on the reporting date of the financial statements.
An accrual due to impairment losses on trade receivables is recognised when there is any objective evidence that the Piquadro Group will not be able to collect any and all amounts according to the initial terms and conditions. The amount of the accrual is charged to profit or loss.
Inventories
150 Inventories are valued and entered at the lower of the purchase or production cost, including additional charges, as determined according to the weighted average cost method, and the value of presumed realisable value inferable from the market performance. Trade discounts, returns, and other similar items are deducted when determining purchase costs. The value of obsolete and slow -moving inventory is written down based on its likelihood of use or sale, through setting aside a provision for inventory obsoles cence.
Cash and cash equivalents
This item includes cash, current bank accounts, demand deposits and other short -term high -liquidity financial investments, which are readily convertible into cash, or which can be transformed into cash and cash equivalents within 90 days of the date of ori ginal acquisition and are subject to a non -significant risk of changes in value.
Impairment of assets
Assets with an indefinite useful life are not amortised and are tested for impairment at least annually, as well as whenever there is evidence of any possible impairment loss. Assets subject to amortisation are tested for impairment whenever events or chan ges in situations indicate that the book value might not be recoverable. The impairment loss is recognised in an amount equal to the excess book value compared to recoverable value, equal to the greater of current value, net of selling costs, and value in use. In order to assess an impairment loss, assets are grouped at the lowest level for which cash flows are expected to arise which can be identified separately (cash generating units) as required by IAS 36. The abovementioned impairment test necessarily r equires the use of subjective evaluations based on the information available within the Piquadro Group, target market prospects and historical trends.
Furthermore, if it is assumed that a potential impairment loss might have occurred, the Piquadro Group pr oceeds with its determination by using appropriate valuation techniques. The same impairment tests and the same valuation techniques are applied to intangible assets and property, plant and equipment with definite useful life when there is any evidence tha t there might be difficulties in recovering the related net book value through their use. The correct identification of any indicator of a potential impairment loss, as well as the estimates for its determination, mainly depend on factors and conditions th at can vary over time, even significantly, thus affecting the evaluations and estimates made by the Directors.
The recoverable value is calculated in accordance with the criteria set out in IAS 36 and is determined as value in use by discounting the expected cash flow from the use of the asset or of a CGU, as well as from the value that is expected from its disposa l at the end of its useful life. This process entails the use of estimates and assumptions to determine both the amount of future cash flows and the corresponding discount rates. Future cash flows are based on the most recent economic and financial plans p repared by the Management of each CGU with reference to the operation of production assets and to the market context.
In determining the discounting of future cash flows, the Management uses many assumptions, including estimates of future increases in sales, gross margin, operating costs, investments, changes in working capital, and the weighted average cost of capital (d iscount rate), in consideration of the risks specific to the business or Cash Generating Unit.
The expected cash flows used in the model are determined during the Piquadro Group's budgeting and planning processes and represent the best forecast estimate, based on multi -year plans, as updated annually, reviewed by the Management and approved by the B oard of Directors of the Parent Company Piquadro S.p.A. The carrying value attributed to the cash generating unit is determined by reference to the balance sheet using criteria of direct, where applicable, or indirect allocation.
If there is evidence that an impairment loss, recognized in previous years and relating to assets other than goodwill, may no longer exist or may have decreased, the recoverable amount of the asset is estimated once again, and if it is higher than the net book value, the latter is increased up to the recoverable amount. The reinstatement of value may not exceed the book value that would have been determined (net of write -down and amortisation and depreciation) if no impairment loss was recognised in the pre vious years, and is accounted for through Profit or Loss.
Shareholders’ Equity
The Share Capital is made up of the outstanding ordinary shares and is entered at its nominal value. Costs relating to the issue of shares or options are classified as a reduction in Equity (net of the tax benefit related thereto) as a deduction of the inc ome arising from the issue of such instruments.
In case of purchase of treasury shares, the price paid, including directly -attributable additional charges (if any), is deducted from the Group’s Equity up to the time of cancellation, reissue or disposal of the shares. When the said
151 treasury shares are resold or reissued, the price received, net of directly -attributable additional charges (if any) and of the related tax effect, is accounted for as an increase in the Group’s Equity.
Entries are made in the translation reserve at the time of recognition of the exchange rate differences relating to the consolidation of the Companies which prepare the financial statements in a currency other than the Euro.
Entries are made in the legal reserve through provisions recognised pursuant to article 2430 of the Italian Civil Code, or the reserve is increased to an extent equal to the 20th part of the net profits achieved by the Parent Company until the reserve in question reaches a fifth of the Share Capital of the Parent Company. Once a fifth of the Share Capital is reached, if for whatever reason the reserve is decreased, it shall be rep lenished with the minimum annual provisions as indicated above.
Hedging financial instruments
The Piquadro Group carries out transactions in derivative financial instruments to hedge exposure to foreign exchange and interest rate risks. The Piquadro Group does not hold financial instruments of a speculative nature, as required by the risk policy ap proved by the Board of Directors. Consistently with IFRS 9, hedging financial instruments are accounted for according to the procedures laid down for hedge accounting if all the following conditions are fulfilled:
• at inception of the hedge, there is formal documentation of the hedging relationship and the company’s risk management object ive and strategy for undertaking the hedge;
• the hedge is expected to be highly effective in offsetting changes in fair value (fair value hedge) or cash flows (cash flow hedge) that are attributable to the hedged risk;
• for cash flow hedges, any forecast transaction being hedged is highly probable and presents an exposure to the changes in cas h flows which could finally affect the economic result for the period;
• hedge effectiveness is reliably measurable, i.e. the fair value or cash flows of the hedged item and the fair value of the he dging instrument can be reliably measured;
• the hedge must be assessed on an on -going basis and be highly effective for the entire life of the derivative.
The criterion for measuring hedging instruments is represented by their fair value as at the designated date. The fair value of foreign exchange derivatives is calculated in relation to their intrinsic value and time value. On each closing date of the fina ncial statements, hedging financial instruments are tested for effectiveness, in order to verify whether the hedge meets the requirements to be qualified as effective and to be accounted for according to hedge accounting.
When the financial instruments are eligible for hedge accounting, the following accounting treatments will be
applied:
Fair value hedge - If a derivative financial instrument is designated as a hedge of the exposure to changes in fair value of a balance sheet asset or liability attributable to a specific risk that might impact the Income Statement, the profit or loss arisi ng from the subsequent measurements at fair value of the hedging instrument are recognised in the Income Statement. The profit or loss on the hedged item, attributable to the hedged risk, modify the book value of this item and are recognised in the Income Statement.
Cash flow hedge - If a derivative financial instrument is designated as a hedge of the exposure to changes in future cash flows of an asset or liability entered in the accounts or of a forecast transaction which is highly probable and which could have effe cts on the Income Statement, changes in fair value of the hedging instrument are taken to the Statement of Comprehensive Income, the ineffective portion (if any) is recognised in the Income Statement.
If a hedging instrument or a hedging relationship are terminated, but the transaction being hedged has not yet been carried out, the combined profits and losses, which have been entered under the Statement of Comprehensive Income up to that time, are recog nised in the Income Statement at the time when the related transaction is carried out.
If the transaction being hedged is no longer deemed probable, the profits or losses not yet realised and deferred to Equity are immediately recognised in the Income Statement.
If the hedge accounting cannot be applied, the profits or losses arising from the measurement at fair value of the derivative financial instrument are immediately entered in the Income Statement.
Earnings per share
Basic
Basic earnings per share are calculated by dividing the Group’s economic result by the weighted average of the ordinary shares outstanding in the financial year, excluding treasury shares (if any).
152
Diluted
Diluted earnings per share are calculated by dividing the Group’s economic result by the weighted average of the ordinary shares outstanding in the financial year, excluding treasury shares (if any). For the purposes of the calculation of the diluted earni ngs per share, the weighted average of outstanding shares is modified by assuming the conversion of all potential shares having dilutive effects, while the Group’s net result is adjusted to take account of the effects, net of taxes, of the conversion.
Financial liabilities
Financial liabilities are initially accounted for at fair value , net of transaction costs incurred. Subsequently they are stated at amortised cost; the differential between the amount collected, net of transaction costs, and the amount to be repaid is accounted for through profit or loss on the basis of the term of th e loans, using the effective interest method.
In the case of non -substantial amendments to the terms and conditions of a financial instrument, the difference between the present value of flows as changed (determined by using the effective interest rate of the instrument outstanding at the date of the change) and the book value of the instrument is stated through profit or loss.
The loans are classified among current liabilities if the Group has not any unconditional right to defer the repayment of the liability for at least 12 months after the reporting date.
Financial liabilities are derecognised from the balance sheet when the specific contract obligation is extinguished.
This also occurs when the existing contract terms and conditions are amended, if the new terms and conditions have changed the initial arrangements significantly .
Lease liabilities
Lease liabilities are measured at the present value of payments due for fixed rents not yet paid at the inception date of the lease, as discounted using the lessee's incremental borrowing rate. Liabilities for leased assets are subsequently increased by in terest that accrues on these liabilities and decreased in correlation with lease payments.
In addition, lease liabilities may increase or decrease in value in order to reflect reassessments or lease modifications of future lease payments that are made afte r the inception date.
Financial instruments and IFRS 7
The category of financial instruments
The disclosure required by IFRS 7, which allows the assessment of the significance of the Group’s financial instruments and the nature of risks associated thereto, is reported in different paragraphs of these explanatory notes.
Risk factors
The Piquadro Group is exposed to risks associated with its own business, which are specifically referable to the
following cases:
(i) Credit risk arising from business transactions or financing activities;
(ii) Liquidity risk relating to the availability of financial resources and to the access to the credit market;
(iii) Market risk which is identified in detail as follows;
o Foreign exchange risk, relating to operations in currencies other than currencies of
denomination;
o Interest rate risk, relating to the Group’s exposure on financial instruments which bear interest.
Credit risk
The operational management of this risk is delegated to the Credit Management function which is shared by the Administration, Finance and Control Department with the Sales Department and is carried out as follows:
(i) assessing the credit standing of the customers;
(ii) monitoring the related expected incoming flows;
(iii) the appropriate payment reminder actions;
(iv) debt collection actions, if any.
153 The write -down necessary to bring the nominal value in line with the expected collectable value has been determined by analysing all of the expired loans in the accounts and using all the available information on individual debtors.
Receivables which are the object of disputes and for which there is a legal or insolvency procedure have been fully written down, while fixed write -down percentages have been applied to all the other receivables, again taking account of both legal and actu al situations. Below is reported the statement summarising changes in the Provision for bad debts.
(in thousands of Euro) Provision at 31 March 2026 Provision at 31 March 2025 Balance at the beginning of the period 4,791 4,357 Accrual 840 701 Change in the consolidation area 0 0 Uses (733) (268) Total Provision for bad debts 4,898 4,791
Breakdown of loans
As required by IFRS 7, below is reported a breakdown of expired loans:
(in thousands of Euro) Loans falling due Expired loans Provision for
bad debts
31/03/2026 Amount in the accounts 1-60 days 61-120 days Over 120
days
DOS 579 163 126 58 232 -
Wholesale 30,382 28,405 1,658 1,160 4,056 (4,898) Total 30,960 28,568 1,784 1,218 4,288 (4,898)
(in thousands of Euro) Loans falling due Expired loans Provision for
bad debts
31/03/2025 Amount in the accounts 1-60 days 61-120 days Over 120
days
DOS 857 857 0 0 0 -
Wholesale 37,258 31,783 3,973 1,687 4,607 (4,790) Total 38,115 32,640 3,973 1,687 4,607 (4,790)
154
Liquidity risk
The financial requirements of the Piquadro Group are affected by the collection dynamics from customers in the Wholesale channel, a segment which is mainly made up of points of sale/shops; as a consequence, credits are highly fragmented, with variable aver age payment times.
Nevertheless, the Piquadro Group is effortlessly capable of financing the growing requirements of net working Capital, through the cash flows generated by operations, including the short -term receipts generated by the DOS channel and, when necessary, throu gh recourse to short -term loans.
In support of the above, below are reported the main ratios of financial management.
31 March 2026 31 March 2025 Cash Ratio (*) 0.44 0.37 Quick Ratio (**) 0.90 0.92 Current Ratio (***) 1.33 1.41 Net Financial Position/EBITDA 1.24 0.96 Interest coverage ratio (****) (18.44) 14.80
(*) Cash and cash equivalents/Current liabilities (**) (Current assets - inventories)/Current liabilities (***) Current assets, including inventories/Current liabilities (****) Operating result/Financial income (charges )
The various liquidity ratios reported above (Cash, Quick and Current Ratios) show that the Piquadro Group’s current operations have a good ability to generate cash flows which ensure an adequate coverage of short -term commitments.
In addition, the manageme nt ratios do not show any problematic aspects as regards the coverage of costs deriving from the debt structure through operating profitability.
Furthermore, policies and processes have been adopted which are aimed at optimising the management of financial resources, thus reducing liquidity risks:
(i) maintaining an adequate level of available funds;
(ii) obtaining adequate credit lines;
(iii) monitoring the perspective liquidity conditions, in relation to the corporate process.
Liquidity schemes:
Type of instruments Amount in the accounts Within 1 year From 1 year to 5 years Beyond 5 years Total
31/03/2026
Payables to banks for loans 18,728 12,528 6,200 0 18,728 Payables to banks for credit lines 0 0 0 0 0 Trade payables 33,700 33,700 0 0 33,700 Other borrowings (leases) 59,480 33,033 16,961 9,486 59,480 Derivative liabilities 0 0 0 0 0 Total 111,908 79,261 23,161 9,486 111,908
Type of instruments Amount in the accounts Within 1 year From 1 year to 5 years Beyond 5 years Total
31/03/2025
Payables to banks for loans 16,546 12,300 4,246 0 16,546 Payables to banks for credit lines 0 0 0 0 0 Trade payables 38,418 37,891 273 254 38,418 Other borrowings (leases) 43,054 25,949 12,553 4,552 43,054 Derivative liabilities 0 0 0 0 0 Total 98,018 76,227 16,985 4,806 98,018
155
Below are reported the main assumptions for the table above:
• Loans payable: the future cash flows have been provided directly by the banks concerned;
• Current bank accounts: by virtue of the worst case in which the worst scenario is equal to the repayment on demand of the use of the credit line, the related cash out has been charged to the first -time band;
• Foreign exchange forwards: the cash out in Euro has been reported which has been envisaged as per contract at the time of the subscription of the derivative instruments;
• Finance leases: instalments, plus interest, have been reported.
As at 31 March 2026, the Piquadro Group relied on about Euro 18,728 thousand of credit lines from loans (about Euro 16,546 thousand at 31 March 2025). As regards the balance of Working capital, and specifically the coverage of payables to suppliers, it is also ensured by the amount of net trade receivables, which amounted to Euro 30,960 thousand at 31 March 2026 (Euro 38,115 thousand at 31 March 2025).
Market risk
Foreign exchange risk
The Piquadro Group is subject to market risk arising from fluctuations in the exchange rates of the currencies, as it operates in an international context in which transactions, mainly those with suppliers, are settled in US Dollars (USD);
furthermore, wag es and salaries of the employees of the subsidiary Uni Best Leather Goods in Zhongshan Co. Ltd. are paid in Renminbi. It follows that the Group’s net result is partially affected by the fluctuations in the USD/Euro exchange rate and, to a lesser extent, th e Renminbi/Euro exchange rate.
The necessity to manage and control financial risks has induced the Management to adopt a risk containment strategy, better defined as “hedge accounting policy”. This consists in continuously hedging the risks relating to purchases over a time period of si x months on the basis of the amount of the orders issued that shall be settled in US dollars. This conduct can be classified as a “Cash flow hedge” or the hedge of the risk of changes in the future cash flows; these flows can be related to assets or liabil ities entered in the accounts or to highly probable future transactions. In compliance with IFRS 9, the portion of profit or loss accrued on the hedging instrument, which is considered effective for hedging purposes, has been recognised directly in the Statement of Comprehensive Income and classified under a special Equity reserve.
During the financial year ended 31 March 2026, the Parent Company executed forward currency contracts for USD 12,200 thousand, equal to an aggregate counter -value of Euro 10,364 thousand, with an average exchange rate of USD 1.17. Furthermore, it should be noted that some Piquadro Group Companies are located in Countries which do not belong to the European Monetary Union, i.e. China, Hong Kong, Taiwan, the United Kingdom and Russia. As the relevant currency is the Euro, the Income Statements of these compan ies are translated into Euro at the average exchange rate for the period and, the revenues and margins being equal in the local currency, any changes in the exchange rates may entail effects on the Euro counter -value of revenues, costs and economic results . The effects of these changes, as well as those deriving from the translation of Balance sheets, are recognised immediately in the Statement of Comprehensive Income, as required by the Accounting Standards.
For an analysis of the effects of these risks, reference is made to the table reported below (sensitivity analysis):
Foreign exchange risk (FER) +10% Euro/USD -10% Euro/USD
Book value Of which
subject to
FER Profits
(Losses) Other
changes in
Equity Profits
(Losses) Other
changes in
Equity
Financial assets
Cash and cash equivalents 39,185 1,498 (118) 145 Trade receivables 30,960 191 (17) 21
Derivative financial
instruments 200
(136) 0 166 0
156
Financial liabilities
Borrowings 18,728
Payables to other lenders for lease agreements 59,480 Trade payables 33,700 2,404 (219) 267
Derivative financial
instruments 0
(219) 0 267 0
Total effect at 31/03/2026 (354) 0 433 0
Foreign exchange risk (FER) +10% Euro/USD -10% Euro/USD
Book value Of which
subject to
FER Profits
(Losses) Other
changes in
Equity Profits
(Losses) Other
changes in
Equity
Financial assets
Cash and cash equivalents 32,612 791 (67) 0 81 0 Trade receivables 38,115 235 (21) 0 26 0
Derivative financial
instruments 63 0 (88) 0 107 0
Financial liabilities
Borrowings 16,546 0 0 0 0 Payables to other lenders for lease agreements 43,054 0 0 0 0 Trade payables 38,418 6,266 (570) 0 696 0
Derivative financial
instruments 0
(570) 0 696 0
Total effect at 31/03/2025 (658) 0 803 (658)
The variability parameters applied were identified in the context of changes that are reasonably possible on exchange rates with all other variables being equal.
Interest rate risk
Interest rate risk (IRR) +50 bps on IRR -50 bps on IRR
Book value Of which
subject to
IRR Profits
(Losses ) Other
changes in
Equity Profits
(Losses) Other
changes in
Equity
Financial assets
Cash and cash equivalents 39,185 39,185 196 (196) Trade receivables 30,960 0
Derivative financial
instruments 200 0 196 0 (196) 0
Financial liabilities
Borrowings 18,728 18,728 (94) 94
157 Trade payables 33,700 0 Other borrowings (leases) 59,480 59,480 (297) 297
Derivative financial
instruments 0 0 (298) 0 298 0
Total effect at 31/03/2026 (195) 0 195 0
Interest rate risk (IRR) +50 bps on IRR -50 bps on IRR
Book value Of which
subject to
IRR Profits
(Losses ) Other
changes in
Equity Profits
(Losses) Other
changes in
Equity
Financial assets
Cash and cash equivalents 32,612 32,612 163 (163) Trade receivables 38,115 0
Derivative financial
instruments 63 0 163 0 (163) 0
Financial liabilities
Borrowings 16,546 16,546 (83) 83 Trade payables 35,534 0 Other borrowings (leases) 43,054 43,054 (215) 215
Derivative financial
instruments 0 0 (298) 0 298 0
Total effect at 31/03/2025 (135) 0 (135) 0
The variability parameters applied were identified in the context of changes that are reasonably possible on exchange rates with all other variables being equal.
Capital risk management
The Piquadro Group manages the Capital with the objective of supporting the core business and optimising the value for Shareholders, while maintaining a correct structure of the Capital and reducing its cost.
The Piquadro Group monitors the Capital on the basis of the gearing ratio, which is calculated as the ratio between net debt and net Invested Capital.
(in thousands of Euro) 31 March 2026 31 March 2025 Net Financial Position (38,824) (30,156) Equity 74,956 68,838 Net invested capital 113,780 98,994 Gearing ratio (34.12)% (30.46)%
Risks associated with the cost and availability of raw materials
The manufacture of Piquadro, Lancel and The Bridge -branded products requires high -quality raw materials. The price and availability of these materials depend on a wide range of factors, which are largely beyond the Group's control and difficult to predict. Despite the fact that in recent years the Piquadro Group has always managed to secure an adequate procurement of high -quality raw materials, it cannot be ruled out that the emergence of any further tensions on the supply side could lead to difficulties in procurement, thus causing a significant increase in costs with adverse effects on the results of its operations. In order to limit the risks associated with potential unavailability of raw materials in the time frame required for production, the Piquadro Group adopts a multi -
sourcing strategy of supplier diversification and schedules purchases with a medium -term time horizon.
158
Risks associated with Cyber Security
The growing interrelationship between technology and business and the increasing use of networks for sharing and transferring information entails various and numerous risks associated with the vulnerability of information systems in use. Despite the path t o strengthening cyber security and in -house and third -party expertise, the rapid technological evolution and the increasing sophistication and frequency of cyber -attacks expose the Piquadro Group to the potential risk of cyber threats, which could affect r elevant data and information possessed by the Group, such as, for example, strategic plans that are not disclosed to the market, resulting in damage to the results of its operations, capital or image. In this regard, the Piquadro Group is further strengthe ning the cyber risk management model that it has adopted, which includes procedural, training, risk assessment and periodic review issues, including in relation to third parties. This model has the ultimate goal of ensuring the implementation of robust pro tection and business continuity tools and processes, which include the adoption of the best technologies and methodologies to identify and protect the Company and the Group from cyber threats.
Employee benefits
Employee benefits substantially include the Provisions for Employee Severance Pay (TFR, Trattamento di Fine Rapporto ) of the Italian Company of the Piquadro Group and pension funds.
Law no. 296 of 27 December 2006, the 2007 Finance Law, introduced considerable amendments as regards the allocation of funds of the Provision for TFR. Until 31 December 2006, TFR was included within the scope of post -
employment benefit plans, of the “defin ed benefit” type of plans and was measured according to IAS 19, using the Projected Unit Credit method made by independent actuaries. This calculation consists in estimating the amount of the benefit that an employee will receive on the alleged date of ter mination of the employment relationship using demographic and financial assumptions. The amount that is thus calculated is then discounted back and re -
proportioned on the basis of the length of service built up against the total length of service and is a reasonable estimate of the benefits that each employee has already accrued with respect to the work performed. Actuarial gains and losses arising from changes in the actuarial assumptions used are recognised in the Income Statement.
As a result of the reform of supplementary pension schemes, the Provision for TFR, as regards the portion accrued from 1 January 2007, is to be considered as being substantially assimilated to a “defined contribution plan”. In particular, these amendments introduced the possibility for workers to choose where to allocate the TFR that is accruing. In companies with more than 50 employees, the new TFR flows may be allocated by the worker to selected pension schemes or kept in the company and transferred to IN PS (Istituto Nazionale di Previdenza Sociale , National Social Security Institute).
In short, following the reform on supplementary pension schemes, the Piquadro Group has carried out an actuarial measurement of the TFR accrued before 2007, without further including the component relating to future pay increases. On the contrary, the port ion accrued after 2007 has been accounted for according to the procedures attributable to defined contribution plans.
Provisions for risks and charges
Provisions for risk and charges cover certain or probable costs and charges of a fixed nature, whose timing or amount was uncertain at the closing date of the financial year. Provisions are recognised when:
• it is probable that a current obligation (legal or constructive) exists as a result of past events;
• it is probable that the fulfilment of the obligation will require the payment of a consideration;
• the amount of the obligation can be estimated reliably.
Provisions are entered at the value representing the best estimate of the amount that the Piquadro Group would rationally pay to discharge the obligation or to transfer it to third parties at the closing date of the period. When the financial effect of tim e is significant and the payment dates of the obligations can be estimated reliably, the provision is discounted back; the increase in the Provision connected with the passage of time is charged to the Income Statement under item “Financial income (Charges )”. The Provision for supplementary clientele indemnity, as well as any other Provisions for risks and charges, is set aside on the basis of a reasonable estimate of the future probable liability, taking account of the available elements and also taking ac count of the estimates made by independent third-party actuaries.
Income taxes
159 Taxes for the period represent the sum of current and deferred taxes.
Current taxes are determined on the basis of a realistic forecast of charges to be paid in the application of the tax regulations in force; the related debt is reported net of advances, taxes withheld and tax credits that can be offset, under item “Current tax payables”. If there is a credit, the amount is reported under item “Current tax receivables” under current assets.
Deferred tax assets and liabilities are calculated on the temporary differences between the values of assets and liabilities entered in the accounts and the corresponding values recognised for tax purposes. Deferred tax assets are entered when it is probab le that they will be recovered. Deferred tax assets and liabilities are classified under non -
current assets and liabilities and are offset if they refer to taxes that can be offset.
The balance of the set -off is entered under item “Deferred tax assets” if positive and under item “Deferred tax liabilities” if negative”.
Both current and deferred taxes are recognised under item “Income tax expenses” in the Income Statement, except when these taxes are originated from transactions whose effects are recognised directly in Equity. In this case, the contra -entry of the recogni tion of the current tax debt, of deferred tax assets and liabilities is charged as a reduction in the Equity item from which the effect being recorded originated.
Deferred tax assets and liabilities are calculated on the basis of the tax rates which are expected to be applied in the tax year when these assets will be realised, or these liabilities will be discharged.
Furthermore, for a better representation of the rules laid down under “IAS 12 – Income Taxes” in relation to the offsetting of deferred taxation, the Piquadro Group has deemed it appropriate to reclassify portions of deferred tax assets and liabilities where there is a legal right to set -off current tax assets and the corresponding current tax liabilities.
Currency translation
Receivables and payables initially expressed in a currency other than the functional currency of the Company which recognises the receivable/payable (foreign currency) are translated into the functional currency of said Company at the exchange rates prevai ling at the dates on which the related transactions take place. The exchange rate differences realised on the occasion of the collection of receivables and the payment of debts in foreign currency are entered in the Income Statement. As at the reporting da te of the financial statements, receivables and payables in foreign currency are translated at the exchange rates prevailing at that date, charging any changes in the value of the receivable/payable to the Income Statement (estimated foreign exchange gains and losses).
Revenue recognition
Revenues are recognised at the time of the transfer of all the risks and charges arising from the ownership of the transferred assets.
Revenues and income are recognised net of returns, discounts, allowances and premiums, as well as of the taxes connected to the sale or performance of services.
With reference to the main types of revenues achieved by the Piquadro Group, they are recognised on the basis of the following criteria and as required by IFRS 15:
Sales of goods - Retail segment . The Piquadro Group operates in the retail business through its own network of DOSs. Revenues are accounted for at the time of the delivery of the goods to the customers, when all the risks are substantially transferred. Sales are usually collected directly or through credit cards.
Sales of goods - Wholesale segment. The Piquadro Group distributes products in the Wholesale market. The related revenues are accounted for at the time of the shipment of the goods, when all the risks are substantially transferred.
Performance of services. These revenues are accounted for proportionally to the state of completion of the service rendered as at the relevant date.
Sales based on repurchase commitments. Revenues and receivables from the buyer are recognised at the time of the delivery of the goods, while reversing the value of the sold goods from the assets. As at the reporting date, revenues and receivables are reversed on the basis of the sales made by the buyer in relation to the sold goods, with a consequent change in the item “Inventories” .
Right of return. Some contracts allow the customer to return the goods within a certain period of time . The Piquadro Group uses the expected value method to estimate the goods that will not be returned since this is the best method to forecast the amount of the variable consideration to which the Piquadro Group will be entitled. IFRS 15’s guidance on the r estrictions on the recognition of variable consideration applies to the determination of the amount of variable consideration that can be included in the transaction price. The Group makes an adjustment to revenues and recognises a liability for reimbursements in the case of goods that are expected to be returned. The right to
160 return an asset (and the corresponding adjustment to cost of sales) is also granted for the right to receive the goods from the customer.
Financial income and revenues from services are recognised on an accruals basis.
Cost recognition
Costs are recognised when they relate to goods and services purchased and/or received during the period or relate to the systematic apportionment of an expense from which future benefits derive that can be apportioned over time.
Financial charges and charges from services are recognised on an accruals basis.
Leases and rentals
Lease payments, as defined by IFRS 16, which are related to contracts involving low -value assets or whose term is 12 months or less (short -term leases) are recognized through profit or loss as expenses for the period. The Group has set the threshold for de eming the individual underlying asset as low -value at Euro 5,000.
The variable portions of lease payments under contracts that provide for such a case and lease payments under contracts containing a lease with an underlying intangible asset are also recognized through profit or loss as expenses for the period.
Financial income and costs
These include any and all financial items charged to the Income Statement for the period, including interest expense accrued on borrowings, calculated using the effective interest method (mainly current account overdrafts, medium/long -term loans), foreign exchange gains and losses, profits and losses from derivatives (according to the accounting policies set out above), dividends received, the amount of interest arising from the accounting treatment of leased assets (IFRS 16) and provisions for personnel (I AS 19). Interest income and expense are charged to the Income Statement for the period in which they are realised or incurred, except for capitalised costs (IAS 23).
Use of estimates
The process of drawing up the financial statements involves the Group’s Management making accounting estimates based on complex and/or subjective judgements; these estimates are based on past experiences and assumptions that are considered reasonable and r ealistic on the basis of information known at the moment of making the estimate.
The use of these accounting estimates affects the value of assets and liabilities and the disclosure on potential assets and liabilities as at the balance sheet date, as well as the amount of revenues and costs in the relevant period. The final results, or the actual economic effect that is recognised when the event takes place, of the financial statement items for which the abovementioned estimates and assumptions were used, m ay differ from those reported in the financial statements that recognise the effects arising from the event that is subject to estimation, due to the uncertainty that is characteristic of assumptions and the conditions on which the estimates are based. Est imates and assumptions are reviewed periodically and the effects of each change are reported immediately in the accounts.
Main estimates adopted by the Management
Below are briefly described the aspects which, more than others, require greater subjectivity on the part of the Directors in working out the estimates and for which a change in the conditions underlying the assumptions applied could have a significant imp act on the consolidated financial data:
Impairment of assets: in accordance with the Accounting Standards applied by the Piquadro Group, property, plant and equipment and intangible assets with a useful definite life are subject to verification in order to ascertain if an impairment has occurred. This impairment sha ll be recognised by means of a write -down when indicators exist that could lead to an expectation of difficulties in recovering the relative book value through usage of the asset. Verifying that the abovementioned indicators exist requ ires the Directors to exercise subjective valuations based on information available within the Piquadro Group and inferable from the market, as well as using past experience.
Moreover, should the likelihood of a potential impairment be ascertained, Piquadr o the Group will set about calculating this using the evaluation techniques that it considers appropriate. Correctly identifying the items that indicate the existence of a potential impairment and the estimates used for calculating the same depend on facto rs which can vary over time and affect the valuations and estimates carried out by the Directors. The assumptions underlying these valuations are, by their very nature, influenced by future expectations about the evolution of
161 external market conditions which are also linked to the business, leading to elements of normal uncertainty in the estimates.
Amortisation and depreciation of fixed assets: the cost of property, plant and equipment is depreciated on a straight -
line basis over the estimated useful life of the related assets. The useful economic life of the Piquadro Group’s fixed assets is determined by the Directors at the time when the fixed asset has been purchased; it is based on past experience for similar fixed assets, market conditions and expectations regarding future events which could have an impact on the useful life, including changes in technology. Therefore, the actual economic life may differ from the estimated useful life. The Piquadro Group periodically evaluates technological and sector changes in order to update the residual useful life. This periodical update could involve a varia tion in the depreciation period and therefore also in the depreciation rate for future financial years.
Inventory obsolescence : the provision for inventory obsolescence reflects management's estimate of the expected impairment losses on raw materials and finished products (bags, luggage and accessories) in stock, relating to past seasons' collections, based on the Piquadro Group' s ability to sell these products through the various distribution channels in which the Group operates. Specifically, the estimate is calculated by applying different write -down percentages based on inventory turnover, with gradually higher write -down levels for items with lower turnover, and longer storage periods. As part of this analysis, the Group also considers the type of the products, distinguishing between items belonging to seasonal collections and core items - that is, produc ts that remain a permanent part of the product lineup, and whose marketability is not strictly linked to a specific season. Determining the provision therefore requires the use of estimates and assumptions regarding future sales trends, and the Group’s abi lity to sell existing stock. Should there be a change in the available information, the write -down percentages are reviewed, and adjusted as necessary.
Deferred taxes: deferred tax assets are accounted for on the basis of the income expected in the future financial years. The measurement of the expected income for the purposes of accounting for deferred taxes depends on factors which can vary over time and determine sig nificant effects on the measurement of deferred tax assets.
Provisions for legal and tax risks: provisions are made for legal and tax risks, if required, which represent the risk of being the losing party. The amount of the Provisions (if any) entered in the accounts relating to such risks represents the best estimate at that time made by Management . This estimate entails the adoption of assumptions which depend on factors which can vary over time and which could therefore have effects compared to the current estimates made by the Directors for the preparation of th e financial statements.
Below are reported the critical accounting estimates of the process of drawing up the financial statements for which the Management has availed itself of the support and valuations of independent third -party experts (actuaries and financial advisors). Plea se note that future amendments (if any) to the conditions underlying the judgments, assumptions and estimates adopted could have an impact on the results of financial years after 2023/2024.
Actuarial calculation of defined -benefit pension plans: the estimates, demographic and economic -financial assumptions adopted, with the support of the valuations of an actuarial expert, in the actuarial calculation for the determination of defined -benefit plans within post -employment benefits are broken down a s follows:
Annual rate of inflation Probability of exit of the employee from the Group Probability of advance payments of the TFR 2.5% for 2026 and 2.0% for 2025 Frequency of 1.7% for 2026 and 10.3% for 2025 2.0% for 2026 and 1.4% for 2025
Finally, it is specified that the actuarial valuations have been made by using the curve of the interest rates of the corporate securities with rating AA.
Segment reporting – breakdown of segments by divisions
In order to provide disclosures regarding the economic, financial and equity position by segment (segment reporting), the Piquadro Group has chosen the distinction by brands/distribution channels as the primary model for presenting segment data.
This method of representation reflects how the Piquadro Group’s business is organised and the structure of its internal reporting on the basis of the consideration that risks and rewards are influenced by the distribution channels used by the Group.
162
The distribution channels selected as those being presented are the following ones:
(i) Piquadro Brand - DOS channel, which includes on -line sales of Piquadro -branded products;
(ii) Piquadro Brand - Wholesale channel;
(iii) “The Bridge” Brand – DOS channel, which includes on -line sales of The Bridge -branded products;
(iv) “The Bridge” Brand – Wholesale channel;
(v) “Lancel” Brand - DOS channel, which includes on -line sales of Lancel -branded products;
(vi) “Lancel” brand – Wholesale channel.
In fact, the Piquadro Group distributes its products through two distribution channels: (i) a direct channel, which includes single -brand stores directly operated by the Group (the so -called “Directly Operated Stores” or “DOSs”), in addition to the on -line sales channel; (ii) an indirect channel (“Wholesale”), which is represented by multi -brand shops/department stores, single -brand shops run by third parties linked to the Piquadro Group by franchise agreements and distributors, under both Piquadro, and The Bridge and Lancel brands.
All of the shops are, directly or indirectly, selected (through agents and importers) on the basis of their coherence with the positioning of the brands, their location, the level of service guaranteed to the end customer, the visibility that they are able to guarantee the Piquadro Group’s products and, finally, the soundness of their equity and financial position. These consolidated financial statements provide segment information relating to the breakdown of segments as reported above for revenues from sa les, while as regards the economic performance relating to the operating result, segment information is provided for the brands.
IFRS Accounting standards, amendments and interpretations applied from 1 April 2025
The following IFRS accounting standards, amendments and interpretations were applied by the Group for the first time as from 1 April 2025 :
• Amendments to IAS 21 – The Effects of Changes in Foreign Exchange Rates: Lack of Exchangeability.
The document was issued by the IASB on 15 August 2023, and became applicable from 1 January 2025, with early adoption permitted. The amendments require an entity to apply a consistent methodology over time to determine whether one currency can be converted into another and, when this is not possible, to define the method for determining the exchange rate to be used, and the disclosures to be included in the notes to the financial statements.
With regard to the application of these amendments, no effects were reported on the Group’s financial statements.
IFRS Accounting standards, amendments and interpretations not yet endorsed by the European Union
As at the reporting date of this document, the competent bodies of the European Union had not yet completed the endorsement process necessary for the adoption of the amendments and standards described below.
• On 30 May 2024, the IASB published "Amendments to the Classification and Measurement of Financial Instruments -
Amendments to IFRS 9 and IFRS 7″. The document clarifies some problematic issues that emerged from the post -implementation review of IFRS 9, including the accounting treatment of financial assets whose returns vary upon achievement of ESG objective s (i.e. green bonds). Specifically, the a mendments aim:
o to clarify the classification of financial assets with variable returns that are linked to environmental, social and corporat e governance (ESG) objectives and the criteria to be used for the SPPI test assessment;
o to determine that the settlement date for liabilities by using electronic payment systems is when the liability is extinguished. However, an entity is permitted to adopt an accounting policy to allow a financial liability to be derecognised before deliveri ng cash on the settlement date if certain specific conditions are met.
With these amendments, the IASB has also provided for additional disclosure requirements with regard, in particular, to investments in equity instruments designated as FVOCI.
The amendments shall apply to financial statements for financial periods beginning on or after 1 April 2026.
At present, the Directors are assessing any possible effects of the adoption of this amendment on the Group's consolidated financial statements.
163 • On 18 July 2024, the IASB published “ Annual Improvements Volume 11 .” The document includes clarifications, simplifications, corrections and changes aimed at improving the consistency of several IFRS Accounting Standards. The amended standards are o IFRS 1 First -time Adoption of International Financial Reporting Standards;
o IFRS 7 Financial Instruments: Disclosures and related guidelines on the implementation of IFRS 7;
o IFRS 9 Financial Instruments;
o IFRS 10 Consolidated Financial Statements; and o IAS 7 Statement of Cash Flows.
• The amendments shall apply from 1 April 2026, with early adoption permitted. At present, the Directors are assessing any poss ible effects of the adoption of these amendments on the Group's consolidated financial statements.
• On 18 December 2024, the IASB published “ Contracts Referencing Nature -dependent Electricity - Amendment to IFRS 9 and IFRS 7 .” The document aims to support entities in reporting the financial effects of contracts to purchase electricity generated fr om renewable sources (often structured as Power Purchase Agreements). Based on such contracts, the amount of electricity generat ed and purchased can vary based on uncontrollable factors such as weather conditions. The IASB has made targeted amendments to IFRS 9 a nd IFRS 7. The amendments include:
o a clarification regarding the application of “own use” requirements to this type of contract;
o criteria to allow accounting for these contracts as hedging instruments; and, o new disclosure requirements to enable users of financial statements to understand the effect of these contracts on an entity's financial performance and cash flows.
The amendment shall apply from 1 April 2026, with early adoption permitted. At present the Directors are assessing any possible effects of the adoption of this amendment on the Group's consolidated financial statements.
• On 9 April 2024, the IASB published a new standard IFRS 18 Presentation and Disclosure in Financial Statements , which will replace IAS 1 Presentation of Financial Statements . The new standard aims to improve the presentation of formats of financial statements, with specific regard to the income statement. Specifically, the new standard requires:
o to classify revenues and costs into three new categories (operating, investing and financing activities), in addition to the categories of tax and discontinued operations which are already present in the income statement;
o to present two new sub -totals, operating profit (loss) and earnings before interest and taxes (i.e. EBIT).
• The new standard also:
o requires more information on management -defined performance indicators;
o provides for new criteria for aggregating and disaggregating information; and, o makes some changes to the cash flow statement, including requiring EBIT to be used as the starting point for the presentation of the cash flow statement prepared by using the indirect method, and eliminating some classification options for some items that are currently existing (such as interest paid, interest received, dividends paid and dividends received).
The new standard will become applicable as from 1 April 2027, with early adoption permitted. At present, the Directors are assessing any possible effects of the adoption of the new standard.
• On 9 May 2024, the IASB published a new standard IFRS 19 Subsidiaries without Public Accountability: Disclosures . The new standard introduces some simplifications with regard to the disclosures required by IFRS Accounting Standards in the financia l statements of a subsidiary which meets the following requirements:
o it has not issued equity or debt instruments listed on a regulated market, and is not in the process of issuing them;
o its parent company prepares consolidated financial statements in accordance with IFRS.
The new standard will become applicable as from 1 April 2027, with early adoption permitted. At present, the Directors are assessing any possible effects of the adoption of this new standard on the Group's consolidated financial statements.
164
COMMENTS ON THE ITEMS IN THE STATEMENT OF FINANCIAL POSITION
ASSETS
Non-current assets
The following statements have been prepared for the two classes of fixed assets (intangible assets and property, plant and equipment) which report, for each item, historical costs, the previous amortisation and depreciation, the changes that occurred in th e last two financial years and the closing balances.
Note 1 – Intangible assets
The table below reports the opening balance, the changes that occurred in the FY 2025/2026 and FY 2024/2025 and the final balance of intangible assets:
(in thousands of Euro) Development costs Industrial patent rights Software, licenses,
trademarks and
other rights Fixed assets
under
development Total
Gross value 28 170 10,183 69 10,451 Amortisation fund (28) (130) (8,599) 69 (8,757) Net value at 31/03/2024 0 39 1,584 69 1,694 Increases for the period 0 23 1,427 127 1,576
Change from
consolidation area 0 0 0 0 0 Decrease for the period 0 0 0 (6) (6) Reclassifications 0 0 63 (63) 0 Amortisation 0 (8) (961) 0 (969) Write -downs 0 0 0 0 0
Other reclassifications
of historical cost 0 0 0 0 0
Other reclassifications
of amortisation fund 0 (0) 0 0 (0)
Exchange differences
on gross value 0 2 0 0 2
Exchange differences
on amortisation fund 0 (1) 0 0 (1) Gross value 28 195 11,674 126 12,023 Amortisation fund (28) (139) (9,560) 0 (9,727) Net value at 31/03/2025 0 55 2,114 126 2,296 Increases for the period 0 4 544 126 674
Change from
consolidation area 0 0 0 0 0 Decrease for the period 0 0 0 (12) (12) Reclassifications 0 0 46 (46) 0 Amortisation 0 (13) (845) 0 (858) Write -downs 0 0 0 0 0
Other reclassifications
of historical cost 0 0 (904) (39) (943)
Other reclassifications
of amortisation fund 0 0 904 0 904
Exchange differences
on gross value 0 3 0 0 3
Exchange differences
on amortisation fund 0 (2) 0 0 (2) Gross value 28 202 11,360 155 11,745 Amortisation fund (28) (154) (9,501) 0 (9,682)
165
(in thousands of Euro) Development costs Industrial patent rights Software, licenses,
trademarks and
other rights Fixed assets
under
development Total
Net value at 31/03/2026 0 48 1,858 155 2,063
Increases in intangible assets, equal to Euro 674 thousand in the financial year ended 31 March 2026 (Euro 1,576 thousand at 31 March 2025), are related for approximately Euro 300 thousand to investments in software for the Business Integration of the omnichannel IT architecture, in support of the CRM platform, and for the remaining amount to the purchase or renewal of photographic rights, licenses and trademarks for the Piquadro Group brands.
The share of fixed assets under development includes advances fo r the design of new boutiques of the Piquadro group.
Note 2 – Goodwill
The goodwill item (Euro 4,658 thousand) arises exclusively from the purchase and sale of the investment in The Bridge, which has been accounted for as required by IFRS 3 and, therefore, a measurement of fair values of acquired assets or liabilities has been carried out for the purposes of accounting for the business combination. The differential between the price paid and the corresponding share of equity of the acquired company has been allocated to goodwill .
The Piquadro Group verifies whether this goodwill may be recovered , and therefore, of the aggregate value of net invested capital in the “The Bridge” division, at least once a year, as required by the relevant accounting standards, or more frequently if there is evidence of any impairment loss. This check is carried out by determining the recoverable value of the relevant Cash Generating Unit (CGU), i.e. The Bridge” division, through the “Discounted cash flow” method. The impairment test was approved by the Board of Directors on 15 June 2026.
The rate (WACC) used reflects the current market valuation of the time value of money for the period under consideration and the specific risks of the Piquadro Group company.
The discount rate used corresponds to an estimate, net of tax, determined on the basis of the following main
assumptions:
• risk -free rate equal to the average yield on the relevant 10 -year government bonds;
• indebtedness depending on the financial structure of comparables.
For the purposes of conducting the impairment test on goodwill, the discounted cash flow has been calculated on the basis of the preparation of a long -term plan relating to the period from 2027 to 2031, as the Management’s best estimate on the future opera tional performance of The Bridge division.
The terminal value has been calculated based on the “perpetual annuity” formula, assuming a “g -rate” growth rate equal to zero on a prudential basis and considering an operating cash flow based on the last year of explicit forecasts, as adjusted in order t o project a stable situation “perpetually”, specifically using the following main assumptions: -
balancing between investments and amortisation and depreciation (with a view to considering an investment level required to maintain the business continuity); - change in working capital equal to zero .
The WACC used to discount future cash flows, equal to 10.50% (9.02% in the previous year), has been determined on the basis of the following assumptions:
• the average cost of capital results from the weighted average cost of debt (prepared by considering the relevant rates plus a “spread”);
• the cost of net worth is determined by using the levered beta value and the financial structure of a panel of comparables in the sector, only except for specific risk -free rate and risk premium per country;
• the terminal value has been determined on the basis of a long -term growth rate (g) that is prudentially equal to zero.
The impairment test conducted in accordance with IAS 36 and by applying criteria shared by the Board of Directors has not reported any impairment loss on the stated goodwill. The outcome of the test on net invested capital in The Bridge CGU was positive, showing a cover of Euro 33,389 thousand. Furthermore, also on the basis of the instructions laid down in the document no. 4 that was prepared jointly by the Bank of Italy, CONSOB and ISVAP on 3 March 2010, the Piquadro Group has taken steps to prepare the sensitivity anal ysis based on the results of the
166 impairment test with respect to the changes in the basic assumptions that affect the value in use of the CGU. The breakeven point would be achieved in the case of an increase of 1,991 basis points in the WACC.
Note 3 – Right -of-use assets
The breakdown of the historical cost, amortisation fund and net book value of the Right of use at 31 March 2026 is
reported below:
Right -of-use assets (in thousands of Euro)
Land and
Buildings Key Money Equipment Other
Assets Total
Total at 31.03.2025 39,789 310 0 725 40,824 Increases/Other changes 26,669 0 0 170 26,839 Reclassifications (402) 402 0 0 0 Write -downs 0 0 0 0 0 Decreases in amortisation fund 2,217 0 0 0 2,217 Amortisation and depreciation (13,474) (102) 0 (370) (13,946) Total at 31.03.2026 54,799 610 0 525 55,934
This item mainly includes right -of-use assets that mainly relate to shop lease agreements and, to a residual extent, to offices and motor vehicles lease agreements.
Note 4 – Property, plant and equipment
The table below reports the opening balance, the changes that occurred in the FY 2025/2026 and FY 2024/2025, and the final balance of property, plant and equipment:
(in thousands of Euro) Land Buildings Plant and
equipment Industrial
and
business
equipment Other
assets Fixed assets
under
construction
and advances Total Gross value 878 6,707 7,027 31,025 410 100 46,146
Depreciation
fund 0 (3,647) (5,648) (24,203) (381) 0 (33,699) Net value at 31/03/2024 878 3,240 1,379 6,822 29 100 12,447 Increases for the period 0 3 505 2,419 0 224 3,151
Change from
consolidation
area 0 0 0 0 0 0 0
Sales and
derecognitions
(gross value) 0 0 0 0 0 0 0
Sales and
derecognitions
(depreciation
fund) 0 0 0 0 0 0 0 Depreciation 0 (199) (554) (1,953) (11) (2,717) (Write -down of gross value) 0 0 0 (695) 0 0 (695) Write -down of
depreciation
fund 0 0 0 376 0 0 376 Reclassifications 0 0 15 82 0 (97) 0
Other
reclassifications
of historical cost 0 0 (50) (853) 0 0 (903)
Other
reclassifications 0 0 50 853 0 0 903
167
(in thousands of Euro) Land Buildings Plant and
equipment Industrial
and
business
equipment Other
assets Fixed assets
under
construction
and advances Total
of depreciation
fund
Exchange
differences on
gross value 0 0 0 2 0 0 2
Exchange
differences on
depreciation
fund 0 0 0 0 0 0 0 Gross value 878 6,710 7,497 31,980 410 227 47,701
Depreciation
fund 0 (3,667) (6,152) (24,928) (392) - (35,137) Net value at 31/03/2025 878 3,043 1,345 7,053 18 227 12,563 Increases for the period 0 8 719 3,767 8 411 4,913
Change from
consolidation
area 0 0 0 0 0 0 0
Sales and
derecognitions
(gross value) 0 0 0 (169) 0 0 (169)
Sales and
derecognitions
(depreciation
fund) 0 0 0 133 0 0 133 Depreciation 0 (199) (581) (2,199) (9) 0 (2,988) (Write -down of gross value) 0 0 0 (235) 0 0 (235) Write -down of
depreciation
fund 0 0 0 195 0 0 195 Reclassifications 0 0 39 521 0 (560) 0
Other
reclassifications
of historical cost 0 (347) (7) (388) 0 39 (703)
Other
reclassifications
of depreciation
fund 0 0 8 387 0 0 395
Exchange
differences on
gross value 0 (1) 1 (2) 0 0 (3)
Exchange
differences on
depreciation
fund 0 1 (4) 0 0 0 (3) Gross value 878 6,370 8,248 35,473 418 117 51,502
Depreciation
fund 0 (3,865) (6,729) (26,412) (401) 0 (37,405) Net value at 31/03/2026 878 2,505 1,519 9,061 17 117 14,097
Increases in property, plant and equipment, equal to Euro 4,913 thousand in the financial year ended 31 March 2026 (Euro 3,151 thousand at 31 March 2025) were mainly attributable to furniture and furnishings acquired for the new DOSs opened during the year under consideration and for the refurbishment of some existing shops for Euro 3,766 thousand, and to the purchases of workshop systems and machinery for Euro 718 thousand. The increases in tangible fixed assets under construction, amounting to Euro 411 th ousand, relates primarily to investments in works, fit -outs, and technical work on tangible assets that had not yet been completed or put into operation as at 31 March 2026.
168 Note 5 – Non-current financial assets
Non-current financial assets, equal to Euro 2 thousand, relate to interests held in minor companies outside the Piquadro Group.
Note 6 – Receivables from others
Receivables from others, equal to Euro 1,667 thousand at 31 March 2026 (Euro 1,560 thousand at 31 March 2025) mainly related to guarantee deposits paid both for various utilities, including those relating to DOSs, and rental deposits for the DOSs.
Note 7 – Deferred tax assets
(in thousands of Euro) 31 March 2026 31 March 2025
Deferred tax assets :
- within 12 months 0 0
- beyond 12 months 6,091 3,904
6,091 3,904
Deferred tax liabilities
- within 12 months 0 0
- beyond 12 months (139) (132)
(139) (132)
Net Position 5,952 3,772
Below are reported the relevant changes:
(in thousands of Euro) 31 March 2026 31 March 2025 Opening Net Position 3,772 3,637 Credit (Debit) to the Income Statement 2,219 135
Credit (Debit) to Equity (39) Total 5,952 3,772
Below are the main elements that make up deferred tax assets and deferred tax liabilities and their changes in the last two financial years:
Deferred tax assets 31 March 2026 31 March 2025
(in thousands of Euro) Temporary differences Tax effect
(IRES+IRAP) Temporary
differences Tax effect
(IRES+IRAP)
Deferred tax assets with effect through P&L:
Provision for bad debts 4,183 1,003 4,036 969 Provision for obsolescence of inventories 3,978 955 3,567 856 Provisions for risks and charges 495 123 223 53 Others (tax losses and consolidation entries) 15,867 4,064 8,054 1,933 Total 24,523 6,145 15,879 3,811
Deferred tax assets with effect through Comprehensive Income :
Hedging transactions (cash flow
hedge )
Defined -benefit plans 0 0 118 93 Total 0 0 118 93
169 Total tax effect 24,523 6,145 15,997 3,904
Deferred tax liabilities 31 March 2026 31 March 2025
(in thousands of Euro) Temporary differences Tax effect
(IRES+IRAP) Temporary
differences Tax effect
(IRES+IRAP)
Deferred tax liabilities with effect through P&L:
Others (641) (154) (488) (117) Change in consolidation area 0 0 0 0 Total (641) (154) (488) (117)
Deferred tax liabilities with effect through Comprehensive Income:
Hedging transactions
(cash flow hedge) 0 0 (63) (15) Defined -benefit plans 0 0 0 0 Total 0 0 (63) (15)
Total tax effect (641) (154) (551) (132)
The amount of the net receivable for deferred tax assets (equal to Euro 5,952 thousand at 31 March 2026 against Euro 3,772 thousand at 31 March 2025) is mainly made up of temporary tax differences relating to Piquadro S.p.A.
(Euro 1,626 thousand at 31 March 2026 against Euro 1,674 thousand at 31 March 2025 ), concerning the IRES and IRAP tax effect on taxed funds, and to subsidiary The Bridge (Euro 989 thousand at 31 March 2026 against Euro 876 thousand at 31 March 2025), as well as of the recognition of a n et amount of approximately Euro 2,037 thousand relating to deferred tax assets, mostly arising from Maison Lancel, and relating to the previous losses of the Maison itself.
Current assets
Note 8 - Inventories
The tables below report the breakdown of net inventories into the relevant classes and the changes in the Provision for write -down of inventories (entered as a direct reduction in each class of inventories), respectively:
Gross value at Provision for write -down Net value at Net value at (in thousands of Euro) 31 March 2026 31 March 2026 31 March 2025 Raw materials 7,334 (2,345) 4,988 4,240 Semi -finished products 593 593 529 Finished products 36,645 (3,169) 33,477 38,312 Inventories 44,572 (5,514) 39,058 43,080
At 31 March 2026, there was a decrease in inventories compared to the corresponding values at 31 March 2025, which was due to more careful management of finished products, particularly for the Lancel and Piquadro brands.
Below are the changes in the Provision for write -down of inventories:
Provision at 31 March 2025 Use Accrual Provision at 31 March 2026 (in thousands of Euro) Provision for write -down of raw materials 2,309 (33) 69 2,345 Provision for write -down of finished products 3,320 (287) 135 3,169 Total Provision for write -down 5,629 (320) 204 5,514 of inventories
170 Provision for write -down of inventories reflects the Management’s best estimate based on the breakdown of inventory stock by type, as well as on the considerations inferred from past experience, and future prospects for sales volumes, including in light of the macroeconomic environment.
The reduction in the Provision for write -down of inventories was mainly due to the uses made, amounting to Euro 320 thousand, against the scrapping of finished products already written down in previous years, mainly relating to Lancel for Euro 287 thousand .
Note 9 - Trade receivables
Below is the breakdown of trade receivables:
(in thousands of Euro) 31 March 2026 31 March 2025 Receivables from customers 35,858 42,906 Provision for bad debts (4,898) (4,790) Current trade receivables 30,960 38,115
As at 31 March 2026, trade receivables amounted to Euro 30,960 thousand against Euro 38,115 thousand at 31 March 2025. Trade receivables held by the Piquadro Group, including the provision for bad debts, showed a decrease amounting to about Euro 7,048 thou sand, which was primarily attributable to a reduction in wholesale turnover, particularly for the Piquadro and The Bridge brands, resulting from management’s decision to introduce a selective distribution system as from January 2025.
The adjustment to the face value of receivables from customers at their presumed realisable value has been obtained through a special Provision for bad debts, whose changes are reported in the table below:
(in thousands of Euro) Provision at 31 March 2026 Provision at 31 March 2025 Balance at the beginning of the period 4,791 4,357 Accrual 840 701 Uses (733) (268) Total Provision for bad debts 4,898 4,791
Note 10 – Other current assets
Below is the breakdown of other current assets:
(in thousands of Euro) 31 March 2026 31 March 2025 Other assets 1,381 1,371 Accrued income and prepaid expenses 5,323 5,871 Other current assets 6,704 7,242
Other assets mainly related to advances to suppliers for Euro 400 thousand, receivables related to digital payment services totalling Euro 258 thousand, and reclassifications in the balance sheet related to the provision for returns totalling Euro 131 thousand.
Accrued income and prepaid expenses mainly related to prepaid expenses on contracts involving stores, for which IFRS 16 has not been applied, in addition to entry fees relating to subsidiary Lancel Sogedi, as well as to costs relating to advertising, media , fairs and maintenance contracts, hiring and insurance costs.
Note 11 – Derivative assets
As at 31 March 2026, there were derivative assets for Euro 200 thousand (Euro 63 thousand at 31 March 2025).
As regards the Parent Company, there were currency forward purchases (USD), the positive fair value of which was equal to Euro 121 thousand (compared to a positive value of Euro 15 thousand at 31 March 2025). The Piquadro Group hedges the exchange risk con nected to purchases of raw materials in US dollars and for contract work done in China.
171 In consideration for this risk, the Group makes use of instruments to hedge the associated exchange risk, trying to fix the exchange rate at a level that is in line with the budget forecasts.
The value of derivative assets was also made up of Euro 77 thousand (Euro 32 thousand at 31 March 2025) relating to the measurement of the Interest Rate Swap (IRS) derivative contracts linked to the Intesa Sanpaolo loan initially amounting to Euro 12,000 t housand taken out by the Parent Company.
The remaining amount, equal to Euro 2 thousand (Euro 15 thousand at 31 March 2025), related to financial instruments executed by The Bridge linked to derivative contracts entered into on loans granted by Intesa Sanpaolo S.p.A., due beyond 12 months.
These derivatives were entered into for the purposes of hedging fluctuations in interest rates on the loans taken out at variable rates and are accounted for as hedge accounting in cash flow hedge .
Note 12 – Tax receivables
As at 31 March 2026, tax receivables were equal to Euro 2,933 thousand (Euro 2,293 thousand at 31 March 2025), and mainly related to the current tax receivable for the year following the payment of advances for taxes higher than the amount actually due, a VAT credit and tax credits, including industry 5.0 and research and development.
(in thousands of Euro) 31 March 2026 31 March 2025 Income tax receivables 2,173 2,010 VAT credit 338 33 Other tax receivables 422 250 Tax receivables 2,933 2,293
Note 13 – Cash and cash equivalents
Below is the breakdown of cash and cash equivalents :
(in thousands of Euro) 31 March 2026 31 March 2025 Available current bank accounts 38,858 32,367 Cash, cash on hand and cheques 327 245 Cash and cash equivalents 39,185 32,612
The balance represents cash and cash equivalents and the existence of money and cash on hand at the closing dates of the period.
For a better understanding of the dynamics in the company liquidity, reference is made to the Statement of Cash Flows and to the breakdown of Net Financial Position.
172
LIABILITIES
Note 14 – Shareholders’ Equity
a) Share Capital
As at 31 March 2026, the Share Capital of Piquadro S.p.A. was equal to Euro 1,000 thousand and was divided into 50,000,000 ordinary shares, fully subscribed and paid up, with regular enjoyment, with no par value.
b) Share premium reserve
This reserve, which remained unchanged compared to the previous year, was equal to Euro 1,000 thousand.
c) Treasury shares reserve
This showed a loss of Euro 5,275 thousand, and is made up of the treasury shares held in portfolio equal to 2,769,450 at 31 March 2026. Treasury shares reserve amounted to Euro 5,275 thousand at 31 March 2025.
d) Translation reserve
As at 31 March 2026, the translation reserve was positive for Euro 2,233 thousand (it reported a positive balance of Euro 2,349 thousand at 31 March 2025). This item is referred to the exchange rate differences due to the consolidation of the companies wit h a relevant currency other than the Euro, i.e. Piquadro Hong Kong Co. Ltd. (the relevant currency being the Hong Kong Dollar), Uni Best Leather Goods Zhongshan Co. Ltd. and Lancel Zhongshan (the relevant currency being the Chinese Renminbi), Piquadro Taiw an Co. Ltd (the relevant currency being the Taiwan Dollar), Lancel International S.A (the relevant currency being the Swiss Franc), Piquadro UK Limited (the relevant currency being the Great Britain Pound ), OOO Piquadro Russia (the relevant currency being the Russian Rouble).
e) Fair value reserve - for cash flow hedge
This reserve was positive for Euro 140 thousand (against a positive value of Euro 35 thousand at 31 March 2025), and included changes in fair value of the effective component of cash flow hedge derivatives, net of deferred taxation.
f) Reserve for actuarial gains/(losses) on defined -benefit plans
This reserve was positive for Euro 98 thousand, against a positive value of Euro 85 thousand at 31 March 2025.
g) Profit/(Loss) attributable to the Group
This item relates to the recognition of the profit recorded by the Piquadro Group, equal to Euro 12,877 thousand at 31 March 2026. During the financial year ended 31 March 2026, the consolidated profit as resulting from the financial statements at 31 March 2025 (Euro 11,584 thousand) was allocated to dividends for Euro 7,000 thousand and the residual balance to increase retained earnings.
Non-current liabilities
Note 15 – Borrowings
Below is the breakdown of non -current payables to banks:
(in thousands of Euro) 31 March 2026 31 March 2025 Borrowings from 1 to 5 years 6,200 4,246 Borrowings beyond 5 years 0 0 Medium/long -term borrowings 6,200 4,246
Below is the breakdown of loans:
173 (in thousands of Euro) Interest rate Date of
granting
of the loan Initial amount Currency Current borrowings Amort.
cost
(S/T) Non-
current
borrowings Amort.
Cost
(L/T) Total
PQ SPA - CREDIT AGRICOLE (8 mil.) 3-m EURIBOR
+0.10 18-Apr-25 8,000,000 Euro 8,000 8,000
PQ SPA - INTESA SAN PAOLO (12 mil.) 6-m EURIBOR
+0.30 30-Jun-25 12,000,000 Euro 4,000 (17) 6,000 (8) 9,975 PQ SPA - SIMEST loan no. 32352 0.1% 20-Jan-21 700,000 Euro 175 88 263 The Bridge – SIMEST 0.55% 29-Apr-21 480,000 Euro 120 120 240 The Bridge - Intesa Sanpaolo 0.9% + 3 -m EURIBOR 27-Jan-22 5,650,000 Euro 250 (0) 250 12,545 (17) 6,208 (8) 18,728
No covenants are applicable to these loans.
Note 16 – Payables to other lenders for lease agreements
Below is the related breakdown:
(in thousands of Euro) 31 March 2026 31 March 2025
Non-current:
Lease liabilities 26,447 17,105
Current:
Lease liabilities 33,033 25,949 Payables to other lenders for lease agreements 59,480 43,054
Below is the following additional breakdown:
(in thousands of Euro) 31 March 2026 31 March 2025 Payables to other lenders for lease agreements :
Due within 1 year 33,033 25,949 Due from 1 to 5 years 16,961 12,553 Due beyond 5 years 9,486 4,552 Present value of payables to other lenders for lease agreements 59,480 43,054
The adoption of IFRS 16 led to the recognition of a financial liability, equal to the present value of residual future payments, net of discounts obtained, if any. As at 31 March 2026, this item amounted to Euro 59,480 thousand (Euro 43,054 thousand at 31 March 2025), classified among N on-current lease liabilities for Euro 26,447 thousand (Euro 17,105 thousand at 31 March 2025), and to Euro 33,033 thousand (Euro 25,949 thousand at 31 March 2025) among current lease liabilities.
Note 17 – Other non -current liabilities
Below is the related breakdown:
(in thousands of Euro) 31 March 2026 31 March 025 Other payables 0 4,821 Other non -current liabilities 0 4,821
“Other payables” included the fair value of the Earn -Out to be paid to Richemont International S.A. against the purchase of the stake representing the entire capital of Lancel International S.A.. During the financial year, based on a resolution passed by the Board of Directors, the Company reached an agreement with the counte rparty to renegotiate the mechanisms for determining and paying the “Annual Earn -Out.” Specifically, subject to the payment of the amount accrued for the 2024/2025 financial year, equal to Euro 87.6 thousand, the variable remuneration
174 mechanism originally stipulated in the contract has been replaced with a one -time payment (“One -Off Earn -Out”) of Euro 500 thousand while keeping the contractual provisions regarding the “Sale Earn -Out” unchanged.
Note 18 – Employee Benefits
This item includes post -employment benefits measured by using the actuarial valuation method of projected unit credit applied by an independent actuary according to IAS 19.
Below are the changes that occurred in the course of the last two financial years in the Provision for TFR (which represents the entire value of the Provision for employee benefits), including the effects of the actuarial valuation:
(in thousands of Euro) Provision for TFR Balance at 31 March 2024 3,251 Change in consolidation area 0 Financial costs (65) Net actuarial Losses (Gains) accounted for in the year 0 Indemnities paid in the year/Others (52) Balance at 31 March 2025 3,134 Change in consolidation area 0 Financial costs 5 Net actuarial Losses (Gains) accounted for in the year 0 Indemnities paid in the year/Others 86 Balance at 31 March 2026 3,225
As at 31 March 2026, the value of provision, equal to Euro 3,225 thousand (Euro 3,134 thousand at 31 March 2025), was determined by an independent actuary and the actuarial assumptions used for calculating the provision are described in the paragraph on Accounting Standards – Employee benefits in these explanatory Notes to the Consolidated Financial Statements. The sensitivity analysis performed on this item shows that changes in the key actuarial assumptions have had no significant effect on the amount of the provision.
Note 19 – Provision for risks and charges
Below are the changes in provisions for risks and charges during the year:
(in thousands of Euro) Provision at 31 March 2025 Use Accrual Reclassifications Provision at 31
March 2026
Provision for
supplementary clientele
indemnity 1,943 0 172 0 2,116 Other Provisions for risks 1,070 (260) 444 0 1,254 Total 3,014 (260) 616 0 3,370
The “Provision for supplementary clientele indemnity” represents the potential liability with respect to agents in the event of Piquadro Group companies’ terminating agreements or agents retiring.
As at 31 March 2026, “Other provisions for risks” amounted to Euro 1,254 thousand and were broken down as
follows:
• Provision for returns, showing an increase of Euro 294 thousand compared to 31 March 2025 (equal to Euro 588 thousand), of which Euro 162 thousand relating to provisions set aside during the year, and Euro 131 thousand relating to balance sheet reclassifications (please refer to Note 9 of Current Assets);
• Provision for product warranty and repair , Euro 10 thousand, unchanged compared to 31 March 2025;
• Provision for Legal Disputes/Employees , Euro 349 thousand (Euro 352 thousand at 31 March 2025):
the increase was attributable to a provision of Euro 150 thousand set aside by Piquadro S.p.A. and
175 Lancel Sogedi for risks related to disputes with former employees and suppliers, net of a drawdown of approximately Euro 153 thousand on the part of Lancel Sogedi;
• Provision for taxes : Euro 13 thousand (Euro 120 thousand at 31 March 2025): the decrease related to the release of the provision relating to the Report on Findings ( Processo Verbale di Constatazione , PVC) issued by the Revenue Agency on 21 October 2024, whose audit focused on the proper application of transfer pricing for the year 2021 between The Bridge S.p.A. and the French company
Lancel Sogedi
Note 20 – Deferred tax liabilities
The amount of deferred tax liabilities was equal to Euro 0 thousand; reference is made to the information reported in Note 7 above.
Current liabilities
Note 21 – Borrowings
As at 31 March 2026, current borrowings were equal to Euro 12,528 thousand compared to Euro 12,300 thousand at 31 March 2025. The balance related to a current portion of short -term loans. For more details reference is made to Note 15 above.
Note 22 - Payables to other lenders for lease agreements
As at 31 March 2026, the amount of Euro 33,033 thousand (Euro 25,949 thousand at 31 March 2025) related to current payables for discounted cash flows of lease payments following the adoption of IFRS 16. The increase in the item has been dealt with in Note 16.
Note 23 – Derivative liabilities
As at 31 March 2026, d erivative liabilities were equal to Euro 0 thousand, unchanged compared to 31 March 2025.
Note 24 – Trade payables
Below is the breakdown of current trade liabilities :
(in thousands of Euro) 31 March 2026 31 March 2025 Payables to suppliers 33,700 38,418
As at 31 March 2026, payables to suppliers totalled Euro 33,700 thousand, showing a decrease of Euro 4,718 thousand compared to 31 March 2025, primarily attributable to lower exposure to suppliers as at the reporting date, partly due to a reduction in inve ntories and differences in the timing of purchases, invoicing, and payments.
Note 25 – Other current liabilities
Below is the breakdown of other current liabilities:
(in thousands of Euro) 31 March 2026 31 March 2025 Payables to social security institutions 1,884 1,815 Payables to Pension funds 388 364 Other payables 1,321 1,259 Payables to employees 4,982 5,319 Advances from customers 263 176 Accrued expenses and deferred income 120 199
176 Other current liabilities 8,958 9,131
“Other current liabilities”, for a total amount of Euro 8,958 thousand at 31 March 2026 (Euro 9,131 thousand at 31 March 2025), are mainly made up of payables to employees, and social security and welfare institutions, and other payables. Payables to emplo yees mainly include salaries and wages, bonuses to be paid, and deferred charges to employees while payables to social security institutions primarily refer to payables to INPS (Italian Social Security Institute), including those attributable to Lancel Sog edi.
Note 26 – Tax payables
Tax payables, equal to Euro 996 thousand (Euro 2,069 thousand at 31 March 2025), mainly included the debt for IRPEF (Personal Income) tax withholdings to employees and collaborators, and IRAP (Regional Production Activity) tax and VAT.
177
COMMENTS ON THE INCOME STATEMENT ITEMS
Note 27 – Revenues from sales
In relation to the breakdown of revenues from sales by distribution channel, reference is made to the Directors’ Report on Operations.
The Piquadro Group’s revenues are mainly realised in Euro.
(in thousands of Euro) Revenues from sales 31 March 2026 %(*) Revenues from
sales
31 March 2025 %(*) % Change
2026 -2025
PIQUADRO 72,032 39.9% 79,649 43.4% (9.6)%
THE BRIDGE 35,275 19.5% 35,109 19.1% 0.5%
LANCEL 73,193 40.6% 68,852 37.5% 6.3%
Total 180,500 100.0% 183,610 100.0% (1.7)% (*) P ercentage impact compared to consolidated revenues from sales
With reference to the Piquadro brand, revenues reported in the FY 2025/2026 ended 31 March 2026 amounted to Euro 72.0 million, down by (9.6)% compared to the same period ended 31 March 2025. Sales showed an increase of 4.2% (+2.2% on a like -for-like basis) in the DOS channel, and of 46.8% in the e -commerce channel. Sales showed a decrease of (23.2)% in the Wholesale channel, attributable to the management's decision to introduce the selective distribution system, which was implemented as from January 2025.
With reference to The Bridge brand, revenues reported in the FY 2025/2026 ended 31 March 2026 amounted to Euro 35.3 million, up by 0.5% compared to the same period ended 31 March 2026.
Sales showed an increase of 10.4% (+7.0% on a like -for-like basis), in the DOS channel, and of 16.4% in the e -
commerce channel. Sales in the wholesale channel showed a decline of (7.4)%, again attributable to the implementation of selective distribution.
The Maison Lancel -branded product’s revenues from sales during the FY 2025/2026 ended 31 March 2026 amounted to Euro 73.2 million, up by 6.3% compared to the same period ended 31 March 2025. Sales in the DOS channel rose by 5.5% (+5.5% on a like -for-like basis) while those in the e -commerce channel grew by 9.2%, and sales in the wholesale channel increased by 8.0%.
The strategy planned by the Piquadro Group is aimed at also developing sales activities through the DOS shops in view of the capacity to maximise the prestige of the Piquadro, The Bridge and Lancel brands, in addition to allowing distribution to be control led more directly, and greater attention to be paid to satisfying the end consumer.
Breakdown of revenues by geographical area
The table below shows, in thousands of Euro, the breakdown of net revenues by geographical area :
(in thousands of Euro) Revenues from sales 31 March 2026 %(*) Revenues from sales 31 March 2025 %(*) %
Change
2026 -
2025
Italy 84,954 47.1% 84,275 45.9% 0.8% Europe 91,185 50.5% 93,438 50.9% (2.4)% Rest of the World 4,361 2.4% 5,897 3.2% (26.1)% Total 180,500 100.0% 183,610 100.0% (1.7)% (*) P ercentage impact compared to consolidated revenues from sales
From a geographical point of view, at 31 March 2026 the Piquadro Group recorded a turnover of Euro 85.0 million on the Italian market, equal to 47.1 % of the Group’s total sales (45.9% of consolidated sales at 31 March 2025), up by 0.8% compared to the same period of FY 2024/2025.
178
As at 31 March 2026, in the European market, the Group recorded a turnover of Euro 91.2 million, equal to 50.5% of consolidated sales (50.9% of consolidated sales at 31 March 2025), down by 2.4% compared to the same period of the FY 2024/2025.
In the non -European geographical area (named “Rest of the World”), the Piquadro Group recorded a turnover of Euro 4.4 million, down by about Euro 1.5 million compared to the same period of the FY 2024/2025, and equal to 2.4% of consolidated sales. The decrease was largely attributable to market trends in the non -European area, and the clos ure of the Maison Lancel shops in China, which had contributed approximately Euro 600 thousand to the sales in FY 2024/2025.
Note 28 – Other income
In the financial year ended 31 March 2026, other income amounted to Euro 3,820 thousand (Euro 3,246 thousand in the financial year ended 31 March 2025) and was broken down as follows:
(in thousands of Euro) 31 March 2026 31 March 2025 Charge -backs of transport and collection costs 127 99 Insurance and legal refunds 77 15 Other sundry income 3,616 3,132 Other income 3,820 3,246
In the financial year ended 31 March 2026, other income increased by about 17.7% from Euro 3,246 thousand in the financial year ended 31 March 2025 to Euro 3,820 thousand in the financial year ended 31 March 2026. In the financial year ended 31 March 2026, the Piquadro brand recorded Euro 60 thousand related to the tax credit due to Research and Development activities, and Euro 160 thousand in charge -backs carried out to suppliers for costs incurred by the Company due to quality non -conformities in the prod ucts supplied. For The Bridge brand, we must note an amount of Euro 50 thousand related to the tax credit for Research and Development activities.
Note 29 – Change in inventories
The change in inventories was positive for Euro 3,698 thousand (against a positive value of Euro 5,809 thousand at 31 March 2025); the change in semi -finished and finished products was positive for Euro 4,284 thousand while the change in raw materials was negative for Euro 586 thousand.
Note 30 - Costs for purchases and information on purchases in foreign currency
Below is reported the breakdown by company of the costs for purchases (the Parent Company, Uni Best Leather Goods Zhongshan Co. Ltd. and The Bridge S.p.A. are the companies that purchase raw materials aimed at the production of Piquadro, The Bridge and Lancel -branded products ):
(in thousands of Euro) 31 March 2026 31 March 2025 Piquadro brand 16,102 20,748 Uni Best Leather Goods Zhongshan Co. Ltd. 943 1,728 The Bridge 16,837 15,700 Lancel brand 3,344 2,361 Costs for purchases 37,226 40,537
The item “costs for purchases” essentially includes the cost of materials used for the production of the Company’s goods , finished products realized by third parties and consumables . Even if the functional currency of the Piquadro Group is the Euro, it is specified that the purchase costs of the Group companies are partially incurred in US Dollars and Renminbi. The table below reports the amounts of purchases of raw materials, supplies , consumables and goods for resale, as well as the amount of other production costs (a portion of these costs is classified under costs for
179 services) incurred in a currency other than the Euro, the Euro counter -value of these purchases in foreign currency and their impact on the total purchases of raw materials, supplies, consumables and goods for resale :
Amount
(in
currency) Average
exchange
rate Amount (in
thousands
of Euro) Amount (in currency) Average
exchange
rate Amount (in
thousands
of Euro)
31 March 2026 31 March 2025 Renminbi 7,688 8.23 934 13,274 7.75 1,713 US Dollars 10,230 1.16 8,827 20,388 1.07 18,987 Total operating costs incurred in foreign currency 9,762 20,701
During the FY 2025 /2026, the Piquadro Group incurred total operating costs denominated in a currency other than the Euro for an equivalent amount of about Euro 9.76 million, equal to 5.71 % of total operating costs while in the financial year ended 31 March 2025 corresponding costs were borne for about Euro 20.7 million, equal to 12.17 % of operating costs.
Note 31 - Costs for services and use of third -party assets
Below is reported the breakdown of these costs:
(in thousands of Euro) 31 March 2026 31 March 2025 Third -party manufacturing and production services 24,372 29,775 Advertising and marketing 10,542 10,032 Administrative/commercial/transport services 21,219 22,849 Total Costs for services 56,133 62,656
Costs for leases and rentals 11,758 13,773 Costs for services and leases and rentals 67,891 76,429
The decrease in costs for third -party manufacturing and transport services was due partly to a reduction in production resulting from lower sales recorded during the financial year ended 31 March 2026, and the difficulties related to maritime transport, wh ich led to slowdowns in the supply chain. Costs for leases and rentals , equal to Euro 11,758 thousand (Euro 13,773 thousand at 31 March 2025), mainly relating to some shops of subsidiary Lancel Sogedi, or with a term of less than the financial year for whi ch IFRS 16 is not applicable.
Note 32 - Personnel costs
Below is the breakdown of personnel costs:
(in thousands of Euro) 31 March 2026 31 March 2025 Wages and salaries 31,484 32,220 Social security contributions 8,767 8,493 Employee Severance Pay 2,417 2,199 Personnel costs 42,668 42,913
The table below reports the exact number of the staff members employed by the Piquadro Group at 31 March 2026 and 31 March 2025:
Units 31 March 2026 31 March 2025 Executives 9 9 Office workers 786 740
180 Manual workers 203 245 Total Group employees 998 994
In the financial year ended 31 March 2026, personnel costs stood at Euro 42,668 thousand, substantially in line compared to the financial year ended 31 March 2025 (equal to Euro 42,913 thousand). To supplement the information provided, below is also report ed the average number of employees for the last two financial years:
Average unit 31 March 2026 31 March 2025 Executives 8 9 Office workers 776 772 Manual workers 220 238 Total Group employees 1,004 1,019
Note 33 – Amortisation, depreciation and write -downs
In the financial year ended 31 March 2026, amortisation and depreciation were equal to Euro 18,757 thousand (Euro 15,494 thousand in the financial year ended 31 March 2025). The change mainly arose from an increase in amortisation of assets and rights of use, amounting to Euro 13,946 thousand (against Euro 10,965 thousand at 31 March 2025), an increase in depreciation of properties, plant and equipment, amounting to Euro 2,988 thousand (Euro 2,717 th ousand at 31 March 2025), and a decrease in amortisation o f intangible assets, which amounted to Euro 858 thousand (Euro 969 thousand at 31 March 2025). The accrual to the provision for bad debts amounted to Euro 840 thousand at 31 March 2026 (Euro 495 thousand at 31 March 2025 ).
Note 34 - Other operating costs
In the financial year ended 31 March 2026, other operating costs were equal to Euro 803 thousand (Euro 921 thousand at 31 March 2025 ).
Note 35 - Financial income
In the financial year ended 31 March 2026, financial income was equal to Euro 3,305 thousand (Euro 1,254 thousand in the financial year ended 31 March 2025), and mainly related to the positive impact resulting from the settlement of the financial debt owed to Richemont Holdings SA, equal to Euro 2.6 million, as well as to bank interest income for Euro 216 thousand, foreign exchange gains of Euro 363 thousand, and interest income from customers for Euro 20 thousand.
Note 36 - Financial costs
Below is the breakdown of financial costs :
(in thousands of Euro) 31 March 2026 31 March 2025 Interest payable on current accounts 69 68 Financial costs on loans 524 661 Charges on right -of-use assets 1,374 940 Net financial costs on defined -benefit plans 5 65 Other charges 65 75 Foreign exchange losses (either realised or estimated ) 548 550 Financial costs 2,585 2,360 Financial costs, equal to Euro 2,585 thousand in the FY 2025/2026, was mainly attributable to charges on right -of-
use assets, and financial costs on loans, as well as to foreign exchange losses equal to Euro 548 thousand (against a negative value of Euro 5 50 thousand in the FY 2024/2025).
181 Note 37 – Income tax
Below is the breakdown of income taxes:
(in thousands of Euro) 31 March 2026 31 March 2025 IRES tax (and income taxes of foreign subsidiaries) (1,788) (2,887) IRAP tax (435) (619) Deferred tax liabilities 49 (39) Deferred tax assets 1,165 (125) Taxes related to the previous years (111) (12) Total income taxes (1,120) (3,681)
Current taxes relate to the tax burden calculated on the taxable income of the Parent Company and subsidiaries .
The table below reports the percentage impact of taxes on the profit before tax for the financial years ended 31 March 2026 and 31 March 2025:
(in thousands of Euro) 31 March 2026 31 March 2025 Profit (loss) before tax 13,997 15,265 Income tax (1,120) (3,681) Average tax rate 8.0% 24.10%
The decrease in average tax rate compared to the previous year was mainly linked to the benefit arising from the registration of the Patent Box for Piquadro S.p.A. and The Bridge S.p.A., and the recognition of deferred tax assets on previous losses on the part of Lancel Sogedi SA.
Note 38 – (Basic and diluted) Earnings/(Loss) per share
As at 31 March 2026, basic earnings per share posted a positive value of Euro 0.258, and were calculated on the basis of the consolidated net result for the year attributable to the Piquadro Group, equal to a positive value of Euro 12,877 thousand, divided by the exact number of ordinary shares outstanding in the year .
31 March 2026 31 March 2025 Group profit ( loss) (in thousands of Euro) 12,877 11,584 Number of total ordinary shares (in thousands of shares) 50,000 50,000 Basic earnings per share (in Euro) 0.258 0.232
31 March 2026 31 March 2025 Group profit ( loss) ( in thousands of Euro) 12,877 11,584 Exact number of outstanding ordinary shares (in thousands of shares) 47,307 47,231 Diluted earnings per share (in Euro) 0.272 0.245
Note 39 – Segment reporting
Following the acquisition of the Lancel Group, the Piquadro Group’s Top Management reviewed the results of its operations obtained by each brand (Piquadro, The Bridge and Lancel) in operational terms; accordingly, the disclosures under IFRS 8 concerning th e Group’s sales revenues and segment information are now reported on a brand basis (Piquadro, The Bridge and Lancel). The table below illustrates the segment data of the Piquadro Group broken down by brand (Piquadro, The Bridge and Lancel) , in relation to the financial years ended 31 March 2026 and 31 March 2025. The economic segment data are monitored by the company’s Management until EBITDA level .
182 31 March 2026 31 March 2025 (in thousands of Euro) Piquadro The Bridge Lancel Total
for the
Group %
Impact
(*) Piquadro The Bridge Lancel Total
for the
Group %
Impact
(*)
Revenues from
sales 72,032 35,275 73,193 180,500 100.0% 79,649 35,109 68,852 183,610 100.0% Other income 1,192 1,374 1,254 3,820 2.1% 493 1,463 1,290 3,246 1.8%
Costs for
purchases of
materials (15,216) (3,072) (22,636) (40,924) (22.7%) (12,061) (1,939) (20,728) (34,728) (18.9%)
Costs for
services and
leases and
rentals (30,082) (16,576) (21,233) (67,891) (37.6%) (34,359) (19,042) (23,028) (76,429) (41.6%) Personnel costs (16,146) (8,432) (18,090) (42,668) (23.6%) (17,232) (7,729) (17,952) (42,913) (23.4%)
Provisions and
write -downs (600) (100) (140) (840) (0.5%) (378) (151) 34 (495) (0.3%)
Other operating
costs (488) (105) (210) (803) (0.4%) (408) (58) (455) (921) (0.5%)
EBITDA 10,692 8,364 12,138 31,193 17.3% 15,704 7,654 8,013 31,370 17.1%
Amortisation,
depreciation and
write -downs of fixed assets (17,917) (9.9%) (14,999) (8.2%)
Operating
profit (loss) 13,277 7.4% 16,371 8.9%
Financial
income and
costs
719 0.4%
(1,106) (0.6%)
Profit (loss)
before tax 13,997 7.8% 15,265 8.3% Income taxes (1,120) (0.6%) (3,681) (2.0%) Profit for the year 12,877 7.1% 11,584 6.3%
Group Net
Profit (Loss) 12,877 7.1% 11,584 6.3%
Attributable to:
Parent
Company
shareholders
12,877 7.1%
11,584 6.3%
Minority
interests 0 0% 0 0% (*) percentage impact compared to total revenues from sales
As a segment analysis of the balance sheet, below are reported the assets, liabilities and fixed assets broken down by brand (Piquadro, The Bridge and Lancel) in the financial years ended 31 March 2026 and 31 March 2025:
31 March 2026 31 March 2025 (in
thousands
of Euro) Piquadro The Bridge Lancel Total Piquadro The Bridge Lancel Total Assets 101,188 48,030 54,195 203,413 102,364 38,645 48,016 189,024 Liabilities 61,471 34,634 32,353 128,457 65,838 25,370 28,980 120,188
Fixed
assets 39,542 19,353 25,478 84,373 38,571 9,744 17,306 65,620
As to a breakdown of the Income Statement by brand, reference is made to the information reported in the Report on Operations in paragraph “ Information by business segments and analysis of the performance of the Group’s
operations.”
Note 40 – Commitments
a) Commitments for purchases (if any) of property, plant and equipment and intangible assets
183
As at 31 March 2026, the Piquadro Group had not executed contractual commitments that would entail significant investments in property, plant and equipment and intangible assets in the FY 2025/2026.
Note 41 – Related -party transactions
Piquadro S.p.A., the Parent Company of the Piquadro Group, operates in the leather goods market and designs, produces and markets articles under its own brand. The subsidiaries, except for The Bridge S.p.A. and the Lancel Group companies, which sell The Bridge and Lancel -branded items, respectively, mainly carry out activities of distribution of products (Piquadro España SLU, Piquadro Hong Kong Co. Ltd., Piquadro Deutschland GmbH., Piquadro Taiwan Co. Ltd., Piquadro UK Limited and OOO Piquadro Russia) , or p roduction activities (Uni Best Leather Goods Zhongshan Co. Ltd.).
The relations with Group companies are mainly commercial and for services - management fees -, and are regulated at arm’s length. There are also financial relations (intergroup loans) between the Parent Company and some subsidiaries, conducted at arm’s len gth.
On 18 November 2010 Piquadro S.p.A. adopted, pursuant to and for the purposes of article 2391 -bis of the Italian Civil Code and of the “Regulation on transactions with related parties” as adopted by CONSOB resolution, the procedures on the basis of which Piquadro S.p.A. and its subsidiaries operate to complete transactions with related parties of Piqu adro S.p.A. itself.
On 15 June 2021, the Board of Directors of Piquadro S.p.A. adopted the new procedure concerning related -party transactions, which was also drawn up by taking account of the instructions provided by CONSOB for the application of the new regulations by resol ution no. 21624 of 10 December 2020.
The Directors report that, in addition to Piqubo S.p.A., Piquadro Holding S.p.A. and the Palmieri Family Foundation, there are no other related parties (pursuant to IAS 24) of the Piquadro Group.
In the financial year ended 31 March 2026, Piqubo S.p.A., the ultimate parent company, charged Piquadro S.p.A.
the rent relating to the use of the plant located in Riola di Vergato (Province of Bologna) as a warehouse and the rent relating to the lease of the property located in Milan, at Piazza San Babila, used as a Lancel Showroom.
Piqubo S.p.A. also charged the subsidiary The Bridge S.p.A. the rent relating to the lease of the property located in Milan, at Piazza San Babila, used as a The Bridge Showroom. These lease agreements were entered into at arm’s length.
On 29 June 2012, a lease agreement was entered into between Piquadro Holding S.p.A. and Piquadro S.p.A., concerning the lease of a property for office purposes located in Milan, Piazza San Babila no. 5, which is used as a Showroom of Piquadro S.p.A. and wh ose lease cost is reported in the table below. This lease agreement was entered into at arm’s length.
During the FY 2025/2026, no transactions were carried out with the Palmieri Family Foundation, which is a non -
profit foundation, whose founder is Marco Palmieri and which has the purpose of promoting activities aimed at the study, research, training, innov ation in the field for the creation of jobs and employment opportunities for needy persons.
The table below reports the breakdown of the main financial relations maintained with the related companies:
Receivables Payables
(in thousands of Euro) 31 March 2026 31 March 2025 31 March 2026 31 March
2025
Financial relations with Piqubo S.p.A. 0 0 0 3 Financial relations with Piquadro Holding S.p.A. 0 0 0 0 Financial relations with Palmieri Family Foundation 0 0 0 0 Total Receivables from/Payables to Controlling Companies 0 0 0 3
The table below reports the breakdown of the main economic relations maintained with the related companies:
Revenues Costs
184
(in thousands of Euro) 31 March 2026 31 March 2025 31 March 2026 31 March
2025
Financial relations with Piqubo S.p.A. 0 1 394 389 Financial relations with Piquadro Holding S.p.A. 0 0 280 256 Financial relations with Palmieri Family Foundation 0 0 0 0 Total Revenues from/Costs to Controlling Companies 0 1 674 652
Below are reported the following financial relations with Piquadro Holding S.p.A.:
• in the FY 2025/2026, Piquadro S.p.A. distributed dividends of Euro 5,704 thousand relating to the profit reported in the FY 2024/2025 and resolved upon by the Shareholders’ Meeting of Piquadro S.p.A. held on 20 July 2025, including the portion attributable to the treasury shares held by Piquadro S.p.A. at the record date.
• In the FY 2024/2025, Piquadro S.p.A. distributed dividends of Euro 3,559 thousand relating to the profit reported in the FY 2023/2024 and resolved upon by the Shareholders’ Meeting of Piquadro S.p.A. held on 23 July 2024, including the portion attributable to the treasury shares held by Piquadro S.p.A. at the record date of 6 August 2024.
• In the FY 2025 -2026, no transactions were carried out with the Palmieri Family Foundation, which is a non -profit foundation, whose Founder is Marco Palmieri and which has the purpose of promoting activities aimed at the study, research, training, innovatio n in the field for the creation of jobs and employment opportunities for needy persons.
Fees due to the Board of Directors
The table below reports by name the fees (including emoluments as Directors and current and deferred remuneration, including in kind, as employees) due to Directors and to the members of the Board of Statutory Auditors of Piquadro S.p.A., in relation to th e FY 2025/2026 for the performance of their duties in the Parent Company and other Piquadro Group companies, and the fees accrued by any Key Executives (as at 31 March 2026, Directors had not identified Key Executives):
First and
last name Position held Period in
which the
position was
held Term of office Fees for
the position
Non-cash
benefits Bonuses
and
other
incentiv
es Other
fees Total
Marco Palmieri Chairman and
CEO 01/04/25
-31/03/26 2028 650 7 0 0 657 Pierpaolo Palmieri Vice-Chairman –
Executive
Director 01/04/25
-31/03/26 2028 272 4 0 0 276 Roberto Trotta Executive
Director 01/04/25
-31/03/26 2028 132 3 0 165 300 Tommaso Palmieri Non-executive
Director 01/04/25
-31/03/26 2028 33 0 0 0 33 Catia Cesari Independent
Director 01/04/25
-28/07/25 2025 6 0 0 2 8 Alessandra Carra Independent
Director 28/07/25
-31/03/26 2028 20 0 0 7 27 Barbara Falcomer Executive
Director 01/04/25
-28/07/25 2025 6 0 0 2 8 Marinella Soldi Executive
Director 28/07/25
-31/03/26 2028 20 0 0 7 27
Valentina Beatrice
Manfredi Independent
Director 01/04/25
-31/03/26 2028 26 0 0 3 29
185 1,165 14 0 186 1,365
Fees due to the Board of Statutory Auditors
(in thousands of E uro)
First and
last name Position Held Period in which the position was held Term of office Fees in
Piquadro Other
fees Total
Patrizia Lucia Maria Riva Chairwoman 01/04/25 - 28/07/25 2025 8 0 8
Gian Luca Galletti Chairman 28/07/25 - 31/03/26 2028 17 0 17
Maria Stefania Sala Standing auditor 01/04/25 - 31/03/26 2028 17 0 17
Domenico Farioli Standing auditor 28/07/25 - 31/03/26 2028 12 0 12
Giuseppe Fredella Standing auditor 01/04/25 - 28/07/25 2025 6 0 6 60 0 60
The Statutory Auditors are also entitled to receive the reimbursement of expenses incurred in the performance of their duties and the reimbursement of any charges relating to the National Social Security Fund.
Information required by Article 149 -duodecies of the CONSOB Issuers’ Regulation
Type of service Entity performing the service Fees
(in thousands
of Euro)
Statutory audit of annual and half -year accounts (1) Parent Company’s Independent Auditors (KPMG
S.p.A.) 151
Other Services (2) Parent Company’s Independent Auditors (KPMG
S.p.A.) 12.5
Audit of accounts of Subsidiaries (3) Parent Company’s Independent Auditors (KPMG S.p.A.) and related Network 27.5 Limited review (4) Parent Company’s Independent Auditors (KPMG
S.p.A.) 50
(1) The item “Statutory audit of annual and half -year accounts” relates to the fees due for Piquadro S.p.A.;
(2) “Other services” relate to the fees due for the audit of the statements of expenses incurred in connection with innovatio n projects which result in a reduction in energy consumption (“Transition Plan 5.0”);
(3) The item “Audit of accounts of Subsidiaries” relates to the fees due for other Piquadro Group companies;
(4) The item “Limited review” relates to the Consolidated Sustainability Report of Piquadro S.p.A. and its subsidiaries at 31 March 2026.
Note 42 – Events after the reporting date
No further significant events are reported, which occurred after the reporting date.
Note 43 – Other information
a) Shares of Piquadro S.p.A. owned by its Directors or Statutory Auditors
186
The chart below shows the equity investments (if any) held by Directors, Statutory Auditors, General Managers, Key Executives and their spouses and minor children in Piquadro S.p.A. and its subsidiaries.
First and
last name Position Investee company Number of
shares
owned at the end of the
previous
financial
year Number of
shares
purchased/o
btained
through
stock grant
plan Number of
shares sold
through
“sell to
cover” plan Number of
shares
owned at the end of the
current
financial
year
Marco Palmieri
Chairman;
CEO (1) Piquadro
S.p.A. 31,909,407 19,500 9,109 31,919,798
Pierpaolo
Palmieri
Vice -
Chairman;
Executive
Director (2) Piquadro
S.p.A. 2,276,801 19,500 9,144 2,287,187
Tommaso
Palmieri Executive
Director Piquadro
S.p.A. 0 0 0 0
Roberto Trotta Executive
Director Piquadro
S.p.A. 3,000 19,500 9,112 13,388
(1) At the end of the FY 2025/2026, the Chairman of the Board of Directors and CEO of Piquadro S.p.A., Marco Palmieri, owned a stake equal to 93.34% of the share capital of Piquadro Holding S.p.A., through Piqubo S.p.A., a company wholly owned by the l atter.
Piquadro Holding S.p.A., in turn, owns 68.37% of the share capital of Piquadro S.p.A..
(2) At the end of the FY 2025/2026, the Executive Director Pierpaolo Palmieri, owned a stake equal to 6.66% of the share capital of Piquadro Holding S.p.A., which, in turn, owns 68.37% of the share capital of Piquadro S.p.A..
b) Sale transactions with a reconveyance obligation
As at 31 March 2026, the Group had no sale transactions in place subject to an obligation of reconveyance or repurchase of its own assets sold to third -party customers.
c) Information on the financial instruments issued by the Company and by the Group
The Company and the Piquadro Group did not issue financial instruments during the financial year.
d) Shareholder loans to the Company
The Company and the Piquadro Group have no payables to shareholders for loans.
e) Information relating to assets and loans intended for a specific business
The Company and the Piquadro Group have not constituted assets intended for a specific business, nor has it raised loans intended for a specific business.
f) Information required by Article 1, paragraphs 125 -129, of Law no. 124 of 4 August 2017
The regulations governing the transparency of government grants under Article 1, paragraphs from 125 to 129, of Law no. 124/2017 falls within the scope of a broader set of provisions aimed at ensuring transparency in financial relationships between public entities and other persons or entities, but the lack of clarity of the wording has immediately raised problems of interpretation and application in relation to companies. In this regard, ANAC (Italian Anti -corruption Authority) passed resolution no. 1134 o f 8 November 2017, appointing each administration to implement and control said grants, in addition to be responsible for the proper performance of any consequent obligation. By opinion no. 1149 of 1 June 2018, the Council of State then clarified that the first year of application is that relating to the 2019 financial period for the sums received from 1 January to 31 December 2018.
More recently, under Law no. 12 of 11 February 2019 (Decree Law no. 135 of 14 December 2018), the grants that
187 fall within the scope of the regulations governing the National register of state aids established by the Ministry for Economic Development (MISE) (Law no. 115/2015) are not required to be declared for the purposes of Law no.
124.
Finally, note that both the Assonime (Italian Association of Joint -stock Companies) Circular no. 5 “Business activity and competition”, published on 22 February 2019, and the Circular issued by the Italian accounting Profession (Consiglio Nazionale dei Dottori Commercialisti e degli Esperti Contabili ) in March 2019, confirm that the operations carried out as part of the entity’s business do not fall within the scope of the purpose of the request and from the scope of disclosures, where bilateral relationshi ps exist which are managed according to market rules and the concessionary measures aimed at companies in general rather than to a specific business entity (for example, tax concession measures). In light of the above provisions, it is believed that there are no amounts to be reported for Piquadro S.p.A. and its subsidiaries with reference to this provision of law.
******************************
188
CERTIFICATION ON THE CONSOLIDATED FINANCIAL STATEMENTS PURSUANT TO ARTICLE
81-ter of CONSOB Regulation No. 11971 of 14 May 1999, as amended and supplemented
We, the undersigned, Marco Palmieri, in his capacity as Chief Executive Officer, and Roberto Trotta, in his capacity as Financial Reporting Officer of Piquadro S.p.A., certify, also taking account of the provisions under Article 154 -
bis, paragraphs 3 and 4, of Legislative Decree no. 58 of 24 February 1998:
• adequacy in relation to the characteristics of the business and • actual application of administrative and accounting procedures for the preparation of the consolidated financial statements in the course of the period from 1 April 2025 to 31 March 2026.
It is also certified that the consolidated financial statements at 31 March 2026:
c) have been prepared in accordance with the applicable International Accounting Standards acknowledged by the European Union pursuant to Regulation (EC) no. 1606/2002 of the European Parliament and of the Council of 19 July 2002;
d) correspond to the results in the accounting books and records;
e) are suitable to give a true and fair view of the financial position, results of operations and cash flows of the issuer, and of all the companies included in the consolidation area.
The Report on Operations includes a reliable analysis of the performance and of the result of operations, as well as of the position of the Issuer and of the companies included in the consolidation area, together with a description of the main risks and un certainties to which they are exposed.
Silla di Gaggio Montano (BO), 15 June 2026
Marco Palmieri Roberto Trotta Chief Executive Officer Financial Reporting Officer
Signed: Marco Palmieri Signed: Roberto Trotta
KPMG S.p.A.
Revisione e organizzazione contabile Via Innocenzo Malvasia, 6
40131 BOLOGNA BO
Telefono +39 051 4392511 Email it -fmauditaly@kpmg.it
PEC kpmgspa@pec.kpmg.it
Ancona Bari Bergamo Bologna Bolzano Brescia Catania Como Firenze Genova Lecce Milano Napoli Novara Padova Palermo Parma Perugia Pescara Roma Torino Treviso Trieste Varese Verona Società per azioni
Capitale sociale
Euro 10.415.500,00 i.v.
Registro Imprese Milano Monza Brianza Lodi e Codice Fiscale N. 00709600159 R.E.A. Milano N. 512867 Partita IVA 00709600159 VAT number IT00709600159 Sede legale: Via Giovanni Battista Pirelli , 38 20124 Milano MI ITALIA
KPMG S.p.A.
è una società per azioni di diritto italiano e fa parte del network KPMG di entità indipendenti affiliate a KPMG International Limited, società di diritto inglese.
(The accompanying translated consolidated financial statements of the Piquadro Group constitute a non -
official version which is not compliant with the provisions of Commission Delegated Regulation (EU) 2019/815. This independent auditors ’ report has been translated into English solely for the convenience of international readers. Accordingly, only the original Italian version is authoritative.) Independent auditors ’ report pursuant to article 14 of Legislative decree no. 39 of 27 January 2010 and article 10 of Regulation (EU) no.
537 of 16 April 2014 To the shareholders of Piquadro S.p.A.
Report on the audit of the consolidated financial statements
Opinion
We have audited the consolidated financial statements of the Piquadro Group (the “group ”), which comprise the consolidated statement of financial position as at 31 March 2026, the consolidated income statement and the consolidated statements of comprehensive income, the statement of changes in consolidated equity and consolidated statement of cash flows for the year then ended and notes thereto, which include material information on the accounting policies.
In our opinion, the consolidated financial statements give a true and fair view of the financial position of the Piquadro Group as at 31 March 2026 and of its financial performance and cash flows for the year then ended in accordance with the IFRS Accounti ng Standards as issued by the International Accounting Standards Board and endorsed by the European Union, as well as the Italian regulations implementing article 9 of Legislative decree no. 38/05.
Basis for opinion We conducted our audit in accordance with International Standards on Auditing (ISA Italia). Our responsibilities under those standards are further described in the “Auditors ’ responsibilities for the audit of the consolidated financial statements ” section of our report. We are independent of Piquadro S.p.A.
(the “parent ”) in accordance with the ethics and independence rules and standards applicable in Italy to audits of financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Key audit matters Key audit matters are those matters that, in our professional judgement, were of most significance in the audit of the consolidated financial statements of the current year. These matters were addressed in the
2
Piquadro Group
Independent auditors’ report 31 March 2026 context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.
Measurement of finished goods Notes to the consolidated financial statements: Section “Main estimates adopted by the Management – Inventory obsolescence ” and note 8 “Inventories ” Key audit matter Audit procedures addressing the key audit matter The consolidated financial statements at 31 March 2026 include finished goods of €36.6 million, net of an allowance for inventory write -down of €3.2 million.
Determining the allowance for inventory write -down is a complex accounting estimate, entailing a high level of judgement as it is affected by many factors, including:
- the characteristics of the group ’s business sector;
- inventory turnover;
- the various distribution channels through which the group operates.
For the above reasons, we believe that the measurement of finished goods is a key audit matter.
Our audit procedures included:
- understanding the process for the measurement of finished goods and assessing the method used to calculate the allowance for inventory write -down;
- checking changes in inventories during the year, considering finished goods ’ expected life cycle based on their age;
- checking the mathematical accuracy of the allowance for inventory write -down;
- analysing documents and discussing the assumptions adopted to calculate the allowance for inventory write -down with the relevant internal departments, in order to understand the assumptions underlying the expectations of how finished goods will be sold;
- assessing the appropriateness of the disclosures provided in the notes about finished goods.
Other matters - Comparative figures The group ’s 2025 consolidated financial statements were audited by other auditors, who expressed their unqualified opinion thereon on 4 July 2025.
Responsibilities of the parent ’s directors and board of statutory auditors ( “Collegio Sindacale ”) for the consolidated financial statements The directors are responsible for the preparation of consolidated financial statements that give a true and fair view in accordance with the IFRS Accounting Standards as issued by the International Accounting Standards Board and endorsed by the European Un ion, as well as the Italian regulations implementing article 9 of Legislative decree no. 38/05 and, within the terms established by the Italian law, for such internal control as they determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.
The directors are responsible for assessing the group ’s ability to continue as a going concern and for the appropriate use of the going concern basis in the preparation of the consolidated financial statements and for the adequacy of the related disclosures. The use of this basis of accounting is appropriate unless the directors believe that the conditions for liquidating the parent or ceasing operations exist, or have no realistic alternative but to do so.
The Collegio Sindacale is responsible for overseeing, within the terms established by the Italian law, the group ’s financial reporting process.
3
Piquadro Group
Independent auditors’ report 31 March 2026 Auditors ’ responsibilities for the audit of the consolidated financial statements Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors ’ report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISA Italia will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individu ally or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements.
As part of an audit in accordance with ISA Italia, we exercise professional judgement and maintain professional scepticism throughout the audit. We also:
• identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to p rovide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of
internal control;
• obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the group ’s internal control;
• evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the directors;
• conclude on the appropriateness of the directors ’ use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the group ’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors ’ report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors ’ report. However, future events or conditions may cause the group to cease to continue as a going concern;
• evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation;
• obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the group to express an opinion on the consolidated financial statements.
We are responsible for the direction, supervision and p erformance of the group audit. We remain solely responsible for our audit opinion.
We communicate with those charged with governance, identified at the appropriate level required by ISA Italia, regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with the ethics and independence rules and standards applicable in Italy and communicate with them all relationships and other matters that may reasonably be thought to be ar on our independence, and where applicable, the measures taken to eliminate those threats or the safeguards applied.
4
Piquadro Group
Independent auditors’ report 31 March 2026 From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the consolidated financial statements of the current year and are, therefore, the key audit matters. We describe the se matters in our auditors ’ report.
Other information required by article 10 of Regulation (EU) no. 537/14 On 30 July 2025, the parent ’s shareholders appointed us to perform the statutory audit of its separate and consolidated financial statements as at and for the years ending from 31 March 2026 to 31 March 2034.
We declare that we did not provide the prohibited non -audit services referred to in article 5.1 of Regulation (EU) no. 537/14 and that we remained independent of the parent in conducting the statutory audit.
We confirm that the opinion on the consolidated financial statements expressed herein is consistent with the additional report to the Collegio Sindacale , in its capacity as audit committee, prepared in accordance with article 11 of the Regulation mentioned above.
Report on other legal and regulatory requirements Opinion on the compliance with the provisions of Commission Delegated Regulation
(EU) 2019/815
The parent ’s directors are responsible for the application of the provisions of Commission Delegated Regulation (EU) 2019/815 with regard to regulatory technical standards on the specification of a single electronic reporting format (ESEF) to the consolidated financi al statements at 31 March 2026 to be included in the annual financial report.
We have performed the procedures required by Standard on Auditing (SA Italia) 700B in order to express an opinion on the compliance of the consolidated financial statements with Commission Delegated Regulation (EU) 2019/815.
In our opinion, the consolidated financial statements at 31 March 2026 have been prepared in XHTML format and have been marked up, in all material respects, in compliance with the provisions of Commission Delegated Regulation (EU) 2019/815.
Due to certain technical limitations, some information included in the notes to the consolidated financial statements when extracted from the XHTML format to an XBRL instance may not be reproduced in an identical manner with respect to the corresponding in formation presented in the consolidated financial statements in XHTML format.
Opinion and statement pursuant to article 14.2.e)/e -bis)/e -ter) of Legislative decree no.
39/10 and article 123 -bis.4 of Legislative decree no. 58/98 The parent ’s directors are responsible for the preparation of the group ’s reports on operations and on corporate governance and ownership structure at 31 March 2026 and for the consistency of such reports with the related consolidated financial statements and their compliance with the applicable law.
5
Piquadro Group
Independent auditors’ report 31 March 2026 We have performed the procedures required by Standard on Auditing (SA Italia) 720B in order to:
• express an opinion on the consistency of the report on operations and certain specific information presented in the report on corporate governance and ownership structure required by article 123 -bis.4 of Legislative decree no. 58/98 with the consolidated f inancial statements;
• express an opinion on the compliance of the report on operations, excluding the section that includes the consolidated sustainability statement, and certain specific information presented in the report on corporate governance and ownership structure requir ed by article 123 -bis.4 of Legislative decree no.
58/98 with the applicable law;
• issue a statement of any material misstatements in the report on operations and certain specific information presented in the report on corporate governance and ownership structure required by article 123 -bis.4 of Legislative decree no. 58/98.
In our opinion, the report on operations and the specific information presented in the report on corporate governance and ownership structure required by article 123 -bis.4 of Legislative decree no. 58/98 are consistent with the group ’s consolidated financial statements at 31 March 2026.
Moreover, in our opinion, excluding the section which includes the consolidated sustainability statement, the report on operations and the specific information presented in the report on corporate governance and ownership structure required by article 123 -bis.4 of Legislative decree no. 58/98 have been prepared in compliance with the applicable law.
With reference to the above statement required by article 14.2.e -ter) of Legislative decree no. 39/10, based on our knowledge and understanding of the entity and its environment obtained through our audit, we have nothing to report.
Our opinion on compliance with the applicable law does not extend to the report on operations ’ section which includes the consolidated sustainability statement. Our conclusion on the compliance of this section with the legislation governing its preparation and with the disclosure requirements of article 8 of Regulation (EU) 2020/852 is included in the assurance report prepared in accordance with article 14 -bis of Legislative decree no. 39/10.
Bologna, 2 July 2026 KPMG S.p.A.
(signed on the original)
Andrea Rossi
Director of Audit
195
PIQUADRO S.P.A. FINANCIAL STATEMENTS AT 31 MARCH 2026
196
STATEMENT OF FINANCIAL POSITION
(in thousands of Euro) Notes 31/03/2026 31/03/2025
ASSETS
NON -CURRENT ASSETS
Intangible assets (1) 1,587 1,613 Right -of-use assets (2) 19,115 18,532 Property, plant and equipment (3) 9,026 8,200 Non-current financial assets (4) 14,455 14,539 Receivables from others (5) 392 470 Receivables from subsidiaries (6) 1,247 250 Deferred tax assets (7) 1,596 1,644
TOTAL NON -CURRENT ASSETS 47,418 45,248
CURRENT ASSETS
Inventories (8) 15,743 18,426 Trade receivables (9) 16,355 22,337 Receivables from subsidiaries (10) 5,388 7,922 Other current assets (11) 2,671 2,536 Derivative assets (12) 198 47 Tax receivables (13) 2,320 1,751 Cash and cash equivalents (14) 21,229 15,569
TOTAL CURRENT ASSETS 63,906 68,589
TOTAL ASSETS 111,323 113,837
197
STATEMENT OF FINANCIAL POSITION
(in thousands of Euro) Notes 31/03/2026 31/03/2025
LIABILITIES
EQUITY
Share Capital 1,000 1,000 Share premium reserve 1,000 1,000 Other reserves (3,386) (3,754) Retained earnings 42,768 43,882 Profit /(Loss) for the period 7,329 5,886
TOTAL EQUITY (15) 48,710 48,014
NON -CURRENT LIABILITIES
Borrowings (16) 6,080 3,756 Payables to other lenders for lease agreements (17) 12,190 11,331 Other non -current liabilities (18) 0 3,144 Employee benefits (19) 150 152 Provision for risks and charges (20) 1,616 1,263
TOTAL NON -CURRENT LIABILITIES 20,036
19,647
CURRENT LIABILITIES
Borrowings (21) 12,158 10,934 Payables to other lenders for lease agreements (22) 7,788 7,695 Trade payables (23) 15,215 19,048 Payables to subsidiaries (24) 4,171 3,893 Derivative liabilities (25) 0 0 Other current liabilities (26) 2,839 3,410 Tax payables (27) 407 1,195
TOTAL CURRENT LIABILITIES 42,577 46,176
TOTAL LIABILITIES 62,613 65,823
TOTAL EQUITY AND LIABILITIES 111,323
113,837
198
INCOME STATEMENT
(in thousands of Euro) Notes 31/03/2026 31/03/2025
REVENUES
Revenues from sales (28) 69,458 77,018 Other income (29) 4,411 2,936
TOTAL REVENUES AND OTHER INCOME (A) 73,869 79,953
OPERATING COSTS
Change in inventories (30) 2,682 (4,610) Costs for purchases (31) 21,231 27,858 Costs for services and use of third -party assets (32) 24,098 26,926 Personnel costs (33) 15,166 15,101 Amortisation, depreciation and write -downs (34) 7,262 6,329 Other operating costs (35) 439 351
TOTAL OPERATING COSTS (B) 70,877 71,955
OPERATING PROFIT (A -B) 2,992 7,998
FINANCIAL INCOME AND COSTS
Shares of profits (losses) of investee Companies (36) (85) 0 Financial income (37) 6,590 905 Financial costs (38) (1,344) (1,153)
TOTAL FINANCIAL INCOME AND COSTS 5,161 (248)
PROFIT (LOSS) BEFORE TAX 8,153 7,750
Income tax (39) (824) (1,864)
PROFIT/(LOSS) FOR THE PERIOD 7,329 5,886
199
STATEMENT OF COMPREHENSIVE INCOME
(in thousands of Euro) 31 March 2026 31 March 2025
Profit / (Loss) for the year (A) 7,329
5,886
Components that can be reclassified to profit or loss Profit/ (Loss) from translation of financial statements of foreign
companies 0
0
Profit/ (Loss) on cash flow hedge instruments 114
(189)
Components that cannot be reclassified to profit or loss :
Actuarial gains (losses) on defined -benefit plans 14 11
Total Profits / (Losses) recognised in equity (B) 128
(178)
Total Comprehensive Income /(Loss) for the year (A) + (B) 7,457
5,708
It should be noted that the items recognised in the Statement of Comprehensive Income are reported net of the related tax effect . For more details, reference should be made to Note 7.
200
STATEMENT OF CHANGES IN EQUITY
(in thousands of Euro)
Other reserves
Share
capital Share
premium
reserve Fair
value
reserv
e Reserve
for
Employee
Benefits Treasury
shares
reserve Other
reser
ves Total
Other
reserv
es Retain
ed
earnin
gs Profit/(Loss)
for the period Equity
Balances at 31 March 2024 1,000 1,000 213 30 (4,555) 1,366 (2,947) 40,211 10,672 49,936
Profit/(Loss) for the year 5,886 5,886 Other comprehensive result at 31 March 2025: 0
- Reserve for actuarial gains (losses) on defined -benefit plans 11 11 11
- Fair value of financial instruments (189) (189) (189) Comprehensive Income (Loss) for the year 0 0 (189) 11 0 (178) 0 5,886 5,708
- Distribution of dividends to shareholders (7,000) (7,000)
- Negative reserve for purchase of treasury shares in portfolio (797) (797) (797)
- Award of treasury shares for stock grant 78 (78) 0 0
- Allocation to stock grant reserve 167 167 167
- Allocation of the result for the year ended 31 March 2024 to reserves 3,672 (3,672) 0
Balances at 31 March 2025 1,000 1,000 24 41 (5,273) 1,455 (3,754) 43,882 5,886 48,014
Profit/(Loss) for the year 7,329 7,329 Other comprehensive result at 31 March 2026: 0
- Reserve for actuarial gains (losses) on defined -benefit plans 14 14 14
- Fair value of financial instruments 114 114 114 Comprehensive Income/(Loss) for the year 0 0 114 14 0 0 128 0 7,329 7,457
- Distribution of dividends to shareholders (7,000) (7,000)
- Negative reserve for purchase of treasury shares in portfolio 0 0
- Award of treasury shares for stock grant 0 0
- Allocation to stock grant reserve 239 239 239
- Allocation of the result for the year ended 31 March 2025 to reserves (1,114) 1,114 0
Balances at 31 March 2026 1,000 1,000 138 55 (5,273) 1,694 (3,386) 42,768 7,329 48,710
201
STATEMENT OF CASH FLOWS
(in thousands of Euro ) 31 March 2026 31 March 2025 Profit/(Loss) 7,329 5,886
Adjustments for:
Income taxes 824 1,864 Amortisation and depreciation 6,662 5,814 Write -downs / (Revaluations) 0 65 Other accruals 496 (100) Accrual to the provision for bad debts 600 450 Revaluation/Write -downs of equity investments 85 0 Adjustment to employee benefits 58 711 Dividends collected (3,500) 0 Net financial costs/(income), including exchange rate differences 897 248 (Capital gains)/losses and other non -monetary items (2,643) 0 Cash flows from operating activities before changes in working capital 10,808 14,938
Change in trade receivables 5,382 (1,152) Change in receivables from subsidiaries 1,537 1,946 Change in inventories 2,539 (4,510) Change in other current assets (57) 98 Change in trade payables (4,428) 2,566 Change in payables to subsidiaries 277 (317) Change in provisions for risks and charges (35) (724) Change in other current liabilities (833) 14 Change in tax receivables/payables (223) (352) Cash flows from operating activities after changes in working capital 14,967 12,507 Taxes paid (1,960) (3,808) Interest paid (263) 294 Cash flow generated from operating activities (A) 12,744 8,992
Investments in intangible assets (532) (1,345) Disinvestments from intangible assets 0 (65) Investments in property, plant and equipment (2,242) (1,817) Disinvestments from property, plant and equipment 0 0 Investments in non -current financial assets 0 0 Disinvestments from non -current financial assets 0 0 Dividends collected 3,500 0 Changes generated from investing activities (B) 726 (3,227)
Financing activities
Change in short - and medium/long -term borrowings 3,548
2,870
- new loans 20,000 12,000
- repayments and other net changes in borrowings (16,452) (9,130) Changes in financial instruments 0 0 Reimbursements for lease liabilities (4,358) (4,463) Change in the reserve for treasury shares in portfolio 0 (797) Payment of dividends (7,000) (7,000) Cash flow generated from/(absorbed by) financing activities (C) (7,810) (9,389) Net increase (decrease) in cash and cash equivalents (A+B+C) 5,660 (3,624) Cash and cash equivalents at the beginning of the period 15,569 19,193 Cash and cash equivalents at the end of the period 21,229 15,569
202
STATEMENT OF FINANCIAL POSITION PURSUANT TO CONSOB RESOLUTION NO. 15519 OF 27
JULY 2006
Statement of financial position
(in thousands of Euro) Notes 31 March
2026 Related
parties 31 March
2025
ASSETS
NON -CURRENT ASSETS
Intangible assets (1) 1,587 1,613 Right -of-use assets (2) 19,115 18,532 Property, plant and equipment (3) 9,026 8,200 Non-current financial assets (4) 14,455 14,455 14,539 Receivables from others (5) 392 470 Receivables from subsidiaries (6) 1,247 1,247 250 Deferred tax assets (7) 1,596 1,644
TOTAL NON -CURRENT ASSETS 47,418 15,702 45,248
CURRENT ASSETS
Inventories (8) 15,743 18,426 Trade receivables (9) 16,355 22,337 Receivables from subsidiaries (10) 5,388 5,388 7,922 Other current assets (11) 2,671 2,536 Derivative assets (12) 198 47 Tax receivables (13) 2,320 1,751 Cash and cash equivalents (14) 21,229 15,569
TOTAL CURRENT ASSETS 63,906 5,388 68,589
TOTAL ASSETS 111,323 21,090 113,837
203 Statement of financial position
(in thousands of Euro) Notes 31 March
2026 Related
parties 31 March
2025
LIABILITIES
EQUITY
Share Capital 1,000 1,000 Share premium reserve 1,000 1,000 Other reserves (3,386) (3,754) Retained earnings 42,768 43,882 Profit/(Loss) for the period 7,329 5,886
TOTAL EQUITY (15) 48,710 48,014
NON -CURRENT LIABILITIES
Borrowings (16) 6,080 3,756 Payables to other lenders for lease agreements (17) 12,190 11,331 Other non -current liabilities (18) 0 3,144 Employee benefits (19) 150 152 Provision for risks and charges (20) 1,616 1,263
TOTAL NON -CURRENT LIABILITIES 20,036
19,647
CURRENT LIABILITIES
Borrowings (21) 12,158 10,934 Payables to other lenders for lease agreements (22) 7,788 7,695 Trade payables (23) 15,215 19,048 Payables to subsidiaries (24) 4,171 4,171 3,893 Derivative liabilities (25) 0 0 Other current liabilities (26) 2,839 3,410 Tax payables (27) 407 1,195
TOTAL CURRENT LIABILITIES 42,577 4,171 46,176
TOTAL LIABILITIES 62,613 4,171 65,823
TOTAL EQUITY AND LIABILITIES 111,323 4,171 113,837
204
INCOME STATEMENT PURSUANT TO CONSOB RESOLUTION NO. 15519 OF 27 JULY 2006
Income Statement
(in thousands of Euro) Notes 31
March
2026 Related
parties 31
March
2025
REVENUES
Revenues from sales (28) 69,458 2,306 77,018 Other income (29) 4,411 2,832 2,936
TOTAL REVENUES AND OTHER INCOME (A) 73,869 5,138 79,953
OPERATING COSTS
Change in inventories (30) 2,682 (4,610) Costs for purchases (31) 21,231 5,117 27,858 Costs for services and use of third -party assets (32) 24,098 2,659 26,926 Personnel costs (33) 15,166 15,101 Amortisation, depreciation and write -downs (34) 7,262 6,329 Other operating costs (35) 439 351
TOTAL OPERATING COSTS (B) 70,877 7,776 71,955
OPERATING PROFIT (A -B) 2,992 (2,638 ) 7,998
FINANCIAL INCOME AND COSTS
Shares of profits (losses) of investee Companies (36) (85) 0 Financial income (37) 6,590 65 905 Financial costs (38) (1,344) (1,153)
TOTAL FINANCIAL INCOME AND COSTS 5,161 65 (248)
PROFIT/ (LOSS) BEFORE TAX 8,153 (2,573) 7,750
Income tax (39) (824) (1,864)
PROFIT/(LOSS) FOR THE PERIOD 7,329
(2,573)
5,886
205
STATEMENT OF CASH FLOWS PURSUANT TO CONSOB RESOLUTION NO. 15519 OF 27 JULY 2006
(in thousands of Euro ) 31 March
2026 Related
parties 31 March
2025
Profit/(Loss)
7,329 5,886
Adjustments for:
Income taxes 824 1,864 Amortisation and depreciation 6,662 5,814 Write -downs / (Revaluations) 0 65 Other accruals 496 (100) Accrual to the provision for bad debts 600 450 Revaluation / Write -downs of equity investments 85 0 Adjustment to employee benefits 58 711 Dividends collected (3,500) 0 Net financial costs/(income), including exchange rate differences 897 248 (Capital gains)/losses and other non -monetary items (2,643) 0 Cash flows from operating activities before changes in working capital 10,808 14,938
Change in trade receivables 5,382 (1,152) Change in receivables from subsidiaries 1,537 1,537 1,946 Change in inventories 2,539 (4,510) Change in other current assets (57) 98 Change in trade payables (4,428) 2,566 Change in payables to subsidiaries 277 277 (317) Change in provisions for risks and charges (35) (724) Change in other current liabilities (833) 14 Change in tax receivables/payables (223) (352) Cash flows from operating activities after changes in working capital 14,967 1,814 12,507 Taxes paid (1,960) (3,808) Interest paid (263) 65 294 Cash flow generated from operating activities (A) 12,744 1,879 8,992
Investments in intangible assets (532) (1,345) Disinvestments from intangible assets 0 (65) Investments in property, plant and equipment (2,242) (1,817) Disinvestments from property, plant and equipment 0 0 Investments in non -current financial assets 0 0 Disinvestments from non -current financial assets 0 0 Dividends collected 3,500 0 Changes generated from investing activities (B) 726 (3,227)
Financing activities
Change in short - and medium/long -term borrowings 3,548
2,870
- new loans 20,000 12,000
- repayments and other net changes in borrowings (16,452) (9,130) Changes in financial instruments 0 0 Lease instalments paid (4,358) (4,463) Changes in treasury shares in portfolio 0 (797) Payment of dividends (7,000) (7,000) Cash flow generated from/(absorbed by) financing activities (C) (7,810) (9,389)
206 Net increase (decrease) in cash and cash equivalents (A+B+C) 5,660 (3,624) Cash and cash equivalents at the beginning of the period 15,569 19,193 Cash and cash equivalents at the end of the period 21,229 15,569
207
NOTES TO THE FINANCIAL STATEMENTS OF PIQUADRO S.P.A. AT 31 MARCH 2026
208
General information
These separate financial statements of Piquadro S.p.A. (hereinafter also referred to as the “Company” or “Parent Company”) relate to the financial year ended 31 March 2026 and have been prepared by applying the IFRS adopted by the European Union. Piquadro S.p.A. is a Joint -stock Company established in Italy and registered in the Register of Companies of Bologna, with registered and administrative office in Silla di Gaggio Montano (Bologna).
The separate financial statements are presented in Euro and all values reported therein are presented in Euro, unless otherwise specified.
For a better understanding of the economic performance of the Company, reference is made to the extensive information reported in the Report on Operations prepared by the Directors.
The data of these financial statements can be compared to the same of the previous financial year, except as reported below.
This document was prepared by the Board of Directors on 15 June 2026 and will be submitted for approval by the Shareholders’ Meeting called, on first call, for 27 July 2026.
209 Significant events during the financial year
On 28 July 2025, the Shareholders’ Meeting of Piquadro S.p.A. approved the Financial Statements at 31 March 2025, and the distribution of a unit dividend of Euro 0.148209 to the Shareholders, for a total amount of approximately Euro 7 million, taking accou nt of the 47,230,550 outstanding Piquadro ordinary shares, and the 2,769,450 treasury shares held by Piquadro on that date. The dividend was paid as from 6 August 2025 (with record date on 5 August 2025 by detachment of coupon no. 16 on 4 August 2025).
The ordinary Shareholders’ Meeting appointed the new members of the board of directors, who will remain in office for three financial years, specifically until the approval of the financial statements at 31 March 2028. The new board, which will continue to consist of 7 members, is composed of Marco Palmieri, Pierpaolo Palmieri, Roberto Trotta, Tommaso Palmieri, Alessandra Carra, Marinella Soldi, and Valentina Beatrice Manfredi.
Marco Palmieri, Pierpaolo Palmieri, Roberto Trotta, Tommaso Palmieri, Alessandra Carra, Marinella Soldi, and Valentina Beatrice Manfredi are candidates drawn from the sole list submitted by the majority shareholder, Piquadro Holding S.p.A., which holds a t otal of 34,186,208 ordinary shares, representing 68.37% of the share capital entitled to vote at the Shareholders’ Meeting.
The Shareholders’ Meeting also confirmed Marco Palmieri as Chairman of the Board of Directors, and set total annual fees of Euro 980,000 as remuneration for all directors, to be allocated by the Board to all directors, including those holding specific posi tions, without prejudice to the Board’s right to grant additional variable remuneration to directors holding specific positions. Of the elected directors, Alessandra Carra, Marinella Soldi, and Valentina Beatrice Manfredi have declared that they meet the i ndependence requirements established by the combined provisions of Articles 147 -ter, paragraph 4, and 148, paragraph 3, of the TUF, as well as by Recommendation 7 of the Corporate Governance Code adopted by Piquadro S.p.A..
The ordinary Shareholders’ Meeting also appointed the new members of the Board of Statutory Auditors, who will remain in office for three financial years, specifically until the approval of the financial statements at 31 March 2028.
The new Board of Statutory Auditors is composed of the standing auditors Gian Luca Galletti (Chairman), Maria Stefania Sala and Domenico Farioli, and the alternate auditors Annalisa Naldi and Giacomo Passaniti. All candidates are drawn from the single list submitted by the majority shareholder Piquadro Holding S.p.A..
Finally, the Shareholders’ Meeting set the maximum annual fees for the entire Board of Statutory Auditors at Euro 60,000, in addition to the statutory supplementary contribution, and reimbursement of expenses incurred in the performance of their duties.
The ordinary Shareholders’ Meeting, based on the reasoned proposal submitted by the Board of Statutory Auditors, appointed KPMG S.p.A. to carry out the statutory audit of accounts for each of the nine financial years ending from 31 March 2026 to 31 March 2 034 (inclusive), setting the relevant fees as per the reasoned proposal put forward by the Board of Statutory Auditors, and the offer from KPMG S.p.A. itself. The ordinary Shareholders’ Meeting, based on the reasoned proposal submitted by the Board of Stat utory Auditors, appointed the audit firm KPMG S.p.A. to certify the compliance of the sustainability reporting for the financial years 2025/2026, 2026/2027, and 2027/2028.
The Shareholders’ Meeting approved the First Section of the Remuneration Report, which sets forth the Company’s Policy on the remuneration of directors and executives with strategic responsibilities for the financial year that will end on 31 March 2026, wh ich describes the Company’s Policy concerning the fees due to the Directors, the members of the board of statutory auditors’, and key management of the Company, in the implementation of the provisions of Article 123 -ter, paragraphs no.3 -bis and 6, of the T UF. Furthermore, the Shareholders’ Meeting gave its favourable opinion on the Second Section of the Remuneration Report, and the fees paid in accordance with the aforesaid Article 123 -ter, paragraph 4, of the TUF.
The Shareholders’ Meeting also approved:
(a) to revoke the previous authorisation to purchase and make acts of disposition of treasury shares granted in execution of the resolution passed by the Ordinary Shareholders' Meeting held on 23
July 2024;
(b) to authorise the purchase of the Company’s ordinary shares, in one or more tranches, up to the maximum number permitted by law, having regard to treasury shares held directly, and to those held by subsidiaries.
210 According to Article 2357, paragraph 1, of the Italian Civil Code, all purchases may be carried out within the limits of distributable profits and available reserves resulting from the most recent financial statements as duly approved, with a consequent re duction in equity, pursuant to Article 2357 -ter, paragraph 3, of the Italian Civil Code, in the same amount, through the recognition of a specific item with a negative sign among balance sheet liabilities.
Any purchase, sale, exchange or contribution of shares shall be accompanied by any appropriate accounting record in compliance with the provisions of law and applicable accounting standards.
In any case of sale, exchange or contribution, the corresponding amount may be reused for additional purchases, until the expiry of the time limit set out for the authorisation given by the Shareholders’ Meeting, without prejudice to any quantitative and e xpenditure limits, as well as to the terms and conditions laid down by the Shareholders’ Meeting.
The authorisation to purchase the shares is granted, as from the date of this resolution, until the approval of the financial statements at 31 March 2026.
The purchase price of the shares shall be determined from time to time, having regard to the methods selected to carry out the transaction, and in accordance with legislative, regulatory provisions or permitted market practices, within minimum and maximum limits that can be determined according to the following criteria:
(i) in any case the minimum consideration for the purchase shall not be less, by 20%, than the reference price that the stock shall have recorded on the trading day prior to every individual
transaction;
(ii) in any case, the maximum consideration for the purchase shall not be higher, by 10%, than the reference price that the stock shall have recorded on the trading day prior to every individual transaction.
Should the purchase of treasury shares be made within the scope of any market practice referred to in CONSOB resolution no. 16839/2009, the purchase price set for any proposed trading shall not exceed the higher of the price set for the most recent indepen dent transaction and the current purchase price of the highest independent proposed trading in the market in which proposed purchases are launched, without prejudice to any additional limit set out in the resolution itself.
The abovementioned transactions shall be carried out, on one or more occasions, by purchasing shares, pursuant to Article 144 -bis, paragraph l, letter b, of the Issuers’ Regulation, on regulated markets or multilateral trading systems, which do not allow any direct matching of proposed purchase trading with predetermined proposed sales trading, according to operating procedures set out in the regulations governing the organisation and operation of the markets themselves, in compliance with Article 2357 and ff. of the Italian Civil Code, the equality of treatment of shareholders and any applicable legislation, including regulatory provisions, in force, including the principles referred to in Article 132 of the TUF, as well as with Regulation (EU) no. 596/2014 of 16 April 2014 and related implementing provisions, if applicable. The purchases may take place according to procedures other than those specified above pursuant to Article 132, paragraph 3, of Legislative Decree no. 58/1998, or any other provision appl icable from time to time on the day of
the transaction;
(c) to authorise, pursuant to and for the purposes of Article 2357 -ter of the Italian Civil Code, any act of disposition, on one or more occasions, of any share that has been purchased according to this resolution, or that in any case is already held in the Company’s portfolio, even well before having reached the maximum amo unt of shares that can be purchased, and any possible repurchase of the shares themselves to the extent that the treasury shares held by the Company do not exceed the limit set out in t he authorisation. The authorisation to acts of disposition of the shares is granted, as from the date of this resolution, without any time limit.
The consideration for any sale of treasury shares, which will be set by the Board of Directors, with the right of sub -delegating powers to one or more directors, may not be less by 20% at least, than the reference price that the stock shall have recorded o n the trading day prior to every individual transaction.
Should the sale of treasury shares be carried out within the scope of the permitted market practices referred to above, without prejudice to any additional limit set out in CONSOB resolution no.
16839/2009, the sales price of any proposed trading shall not be less than the lower of the price of the most recent independent transaction and the current sales price of the lowest independent proposed trading in the market in which proposed sales are launched. Should the treasury shares be the object of trading, exchange, contribution or any other act of non -cash disposition, the financial terms and conditions of the transaction shall be laid down based on its nature and features while also taking account of the market performance of the Piquadro S.p.A. stock.
211 Any act of disposition of shares may take place according to such procedures as may be considered to be the most appropriate in the interest of the Company, and in any case in compliance with the applicable regulations and permitted market practices; and (d) to grant the Board of Directors and, through it, any managing director, jointly and severally between them, the amplest powers required for the actual and full execution of the resolutions referred to in the points above in compliance with the provisions laid down in Article 132 of the TUF and the disclosure obligations referred to in Article 144 -bis, paragraph 3, of the Issuers’ Regulation and, if required, the disclosure obligations required by the abovementioned market practices and by Regulation (E U) no. 596/2014 of 16 April 2014, and related implementing provisions, if applicable, with the right to proceed with the purchase and acts of disposition of treasury shares, within the limits of the provisions laid down above, including through specialist intermediaries, also pursuant to and for the purposes of the abovementioned market practice governing operations in support of liquidity permitted by CONSOB under resolution no. 16839 of 19 March 2009, and pursuant to Regulation (EU) no. 596/2014 of 16 Apr il 2014, and related implementing provisions, if applicable.
At 14 June 2026, Piquadro S.p.A. held no. 2,692,800 treasury shares equal to 5.39% of the share capital while the subsidiaries do not hold any share of the Parent Company.
The invasion of Ukraine by the Russian Federation, undertaken in February 2022, has given rise to various consequences in economic and financial terms worldwide. This conflict, which is still ongoing, has caused, since the first months, high volatility, ev en in currencies, which has been reduced only partially, and has entailed the issue of targeted restrictive sanctions (individual sanctions against individuals), economic sanctions and diplomatic measures against the Russian Federation on the part of the U nited States of America, the United Kingdom and the European Union. Among economic sanctions, we must note those regarding the export of luxury goods, in response to which, in the early stages of the invasion, the Piquadro Group suspended logistics and inv oicing operations to the Russian subsidiary, both towards DOSs and towards Russian multi -brand customers, which were then regularly resumed, since the scope of these sanctions had not restricted the Group's exports. It is specified that the Group has no su ppliers of goods in Russia and Ukraine.
The effects for the Piquadro Group resulting from the conflict include, first and foremost, the direct impact arising from the exchange rate trends, to which the Piquadro Group responded by raising its selling prices to the public in Russia as from the fir st months of the conflict. Nevertheless, sales of Piquadro Group products at DOSs were not significantly affected by this situation, in terms of sales volumes.
Among indirect impacts, although there has been a decline in the inflation rate, the population's spending capacity is weakened, reverberating on consumer products, and consequently affecting GDP growth.
In the financial year ended 31 March 2026, the Piquadro Group continued its sales to wholesale customers from the Russian Federation while also keeping all directly -operated retail stores open. The Piquadro Group's sales in Russia accounted for 1.98% of co nsolidated turnover at 31 March 2026 (1.93% at 31 March 2025).
As at the same date, the assets held by the Group in Russia amounted to about Euro 3.3 million, specifically relating to:
i. rights of use pertaining to sales outlets (Euro 0.4 million);
ii. inventories (Euro 1.5 million);
iii. cash and cash equivalents (Euro 0.25 million);
iv. property, plant and equipment (Euro 0.02 million);
v. non-current financial assets (Euro 0.3 million);
vi. other current assets (Euro 0.8 million).
Based on the information currently available, there are no critical issues regarding the recoverability of the aforementioned amounts, subject to the inherent uncertainty regarding how the situation will evolve.
An armed conflict between Israel and Palestine broke out on 7 October 2023, which is still ongoing, and which has reinforced the macroeconomic uncertainties already present in the international scenario.
The reduced contribution in terms of turnover produced in the local areas affected by the conflict, and the absence of suppliers located therein, have had no significant direct impact on the Piquadro Group. Among indirect impacts are difficulties related t o maritime transport, which, due to the tensions already present in the Suez Canal region, with resulting circumnavigation of the African continent, has led to disruptions in the supply chain.
212 In relation to the volatility of this scenario, our Management continues to monitor the situation in order to safeguard the Piquadro Group's assets, wealth and business continuity while taking any necessary measure to ensure that its activities are carried out in accordance with applicable regulations.
The Company’s business
Piquadro S.p.A. designs and markets leather goods - bags, suitcases and accessories - characterised by attention to design and functional and technical innovation.
The Company was established on 26 April 2005. The Share Capital has been subscribed through the contribution of the branch of business relating to operating activities on the part of the former Piquadro S.p.A (then renamed Piqubo S.p.A., the ultimate compa ny controlling the Company), which became effective for legal, accounting and tax purposes on 2 May 2005.
Effective from 14 June 2007, the registered office of Piquadro S.p.A. was moved from Riola di Vergato (Bologna), via Canova no. 123/O -P-Q-R to Località Sassuriano 246, Silla di Gaggio Montano (Bologna).
As of today’s date, the Company is owned by Marco Palmieri through Piqubo S.p.A., which is 100% owned. Piqubo S.p.A., in fact, holds 93.34% of the Share Capital of Piquadro Holding S.p.A., which in its turn holds 68.3% of the Share Capital of Piquadro S.p. A., the shares of which are listed on the Milan Stock Exchange since 25 October 2007.
The flexibility of the business model adopted by the Company allows it to maintain control over all of the critical phases of the production and distribution chain. Indeed, the Company carries out the design, planning, procurement, quality, marketing, comm unication and distribution phases wholly within the confines of its organisation and only resorts to outsourcing for a part of the production activities, although it also retains control over the quality and efficiency of the phases that are currently outs ourced. The Company is particularly focused on the activity of design, planning and development of the product, which is carried out by an internal team whose commitment is aimed at maintaining quality and style innovation which have always characterised t he Company’s products. In this regard, the design team, in light of the well -established experience of the persons who compose it, represents a fundamental resource for the Company.
The Company makes use of a delocalised production model at the Chinese plant which is leased to the subsidiary Uni Best Leather Goods Zhongshan Co. Ltd., located in the region of Guangdong, China and at third -party workshops located abroad (mainly in China ), which are generally divided on the basis of the type of product. About 20.92% of production is carried out internally, through a subsidiary of Piquadro S.p.A., at the Chinese plant of Zhongshan - Guangdong, while the residual part is outsourced. This mo del, in the opinion of the Management, ensures flexibility and efficiency of the production cycle, thus reducing fixed costs, while retaining control over the critical phases of the value chain, also for the purpose of ensuring product quality.
Schedules of financial statements adopted and reporting currency
At the time of the preparation of the separate financial statements at 31 March 2025 and at 31 March 2026, the Management of Piquadro S.p.A. selected the following schedules from among those specified under IAS 1 (revised), as it considered them to be more suitable to represent the Company’s equity, economic and financial position:
• classification of the statement of financial position reporting current assets/liabilities and non -current
assets/liabilities;
• classification of costs in the Income Statement by nature;
• classification in the Statement of Comprehensive Income presented in a separate document with respect to the Income Statement, as permitted by IAS 1 (revised);
• preparation of the Statement of Cash Flows according to the indirect method.
The schedule of the Statement of Comprehensive Income has been amended in order to reflect the breakdown into components that can be reclassified and components that cannot be reclassified through profit and loss, as required by the amendments to IAS 1 int roduced by Regulation (EC) no. 475/2012 (as illustrated in the paragraph on “Accounting standards, amendments and interpretations”).
It should be noted that, following the adoption of IFRS 16 from 1 April 2019, the statement of financial position has been amended by adding a specific line to the section of non -current assets of the financial statements, separately from intangible assets and property, plant and equipment, relating to right -of-use assets. On the other hand, a new specific line for non -current lease liabilities has been added to the section of non -current liabilities of the financial statements, separately from the others, and, likewise, a new specific line for current lease liabilities has been added to the section of current liabilities of the financial statements, separately from the others. As regards the statement of cash flows, it should be noted that the reduction in financial liabilities for financial costs on leased assets has
213 been recognised explicitly in the section of net cash flows from operating activities; moreover, the section of cash flows from financing activities now explicitly reports the disbursements of the nominal value of lease liabilities.
For a better recognition and ease of reading, except as regards the statement of financial position and the Income Statement, the accounting data both in the Schedules of Financial Statements and in these Notes to the Financial Statements, are reported in thousands of Euro .
The reporting currency of these separate financial statements is the Euro.
In compliance with Regulation (EU) no. 1606/2002, the separate financial statements of Piquadro S.p.A at 31 March 2023 were prepared in accordance with IAS/IFRS (International Accounting Standards and International Financial Reporting Standards, hereinafte r also referred to as “IFRS”) issued by the International Accounting Standards Board (“IASB”) and endorsed by the European Union, as supplemented by the related interpretations issued by the International Financial Reporting Standards Interpretations Commi ttee (IFRS IC), which was previously named Standing Interpretations Committee (SIC), as well as by the related measures issued in the implementation of article 9 of Legislative Decree no. 38/2005.
Accounting policies
The accounting standards and consolidation principles adopted in the preparation of these Financial Statements are consistent with those applied to prepare the Consolidated Financial Statements at 31 March 2025, while also taking account of the information provided below in relation to the new accounting standards, amendments and interpretations applicable from 1 April 2022.
The Directors have assessed whether the going -concern assumption can be applied to prepare the financial statements, concluding that this requirement is adequate since there is no doubt about the ability to continue as a going concern . The present situation triggered by the continuing conflict between Russia and Ukraine, which is still ongoing, was taken into account in making this assessment.
The accounting policies used in preparing the separate financial statements at 31 March 2026, which do not differ from those used in the previous financial year, are indicated below.
Intangible assets
Intangible assets purchased or internally produced are entered under assets when it is probable that the use of the asset will generate future economic benefits and when the cost of the asset may be determined reliably. These assets are valued at their pur chase or production cost.
Intangible assets relate to assets without an identifiable physical substance, which are controlled by the company and are able to generate future economic benefits, as well as any possible goodwill.
The rates applied are:
Development costs 25%
Patents 33.3%
Trademarks 10%
Concessions 33.3%
(i) Research and Development costs
Research costs are charged to the Income Statement in the financial year in which they are incurred. Development costs entered under intangible assets where all the following conditions are fulfilled:
a) the project is clearly identified and the related costs can be identified and measured reliably;
b) the technical feasibility of the project has been demonstrated;
c) the intention to complete the project and to sell the intangible assets generated by the project has been
demonstrated;
d) a potential market exists or, in the case of internal use, the benefit of the intangible asset has been demonstrated for the production of the intangible assets generated by the project;
e) the technical and financial resources necessary for the completion of the project are available.
214 Amortisation of development costs entered under intangible assets will start from the date when the result generated by the project is marketable. Amortisation is made on a straight -line basis over a period of 4 years, which represents the estimated useful life of capitalised expenses.
(ii) Industrial patent and intellectual property rights, Licences and similar Rights
Charges relating to the acquisition of industrial patent and intellectual property Rights, Licences and similar Rights are capitalised on the basis of the costs incurred for their purchase.
Amortisation is calculated on a straight -line basis so as to allocate the cost incurred for the acquisition of the right over the shorter of the period of the expected use and the term of the related contracts, starting from the time when the acquired righ t may be exercised; usually, this period has a duration of 5 years.
Right -of-use assets
The asset for the right to use leased assets is initially valued at cost, and subsequently amortised or depreciated over the lease term. The cost includes:
- the initial amount of lease liabilities;
- incentives received under the lease agreement;
- initial direct costs incurred by the lessee;
- any estimated costs that will be incurred by the lessee to restore the leased asset to the conditions existing prior to the lease inception date, in accordance with the provisions of the lease agreement.
Right -of-use assets are amortised or depreciated according to IAS16. Finally, right -of-use assets are tested for impairment according to IAS 36.
The Company has decided not to apply IFRS 16 for contracts containing a lease which has an intangible asset as underlying asset.
Property, plant and equipment
Property, plant and equipment are entered at their purchase price or production cost, including any directly -
attributable additional charges required to make the assets available for use.
Costs incurred subsequent to the purchase are capitalised only if they increase the future economic benefits inherent in the asset to which they refer.
The assets whose sale is highly probable as at the reporting date of the financial statements are separated from property, plant and equipment and classified under current assets under item “Current assets available for sale” and measured at the lower of t he book value and the related fair value, net of estimated selling costs. The sale of an asset classified under non -current assets is highly probable when the Management has defined, by a formal resolution, a plan for the disposal of the asset (or of the d isposal group) and activities have been started to identify a purchaser and to complete the plan. Furthermore, the asset (or the disposal group) has been offered for sale at a reasonable price compared to its current fair value. Furthermore, the sale is ex pected to be completed within a year of the date of classification and the actions required to complete the sale plan show that it is improbable that the plan can be significantly amended or cancelled.
Leases in which the lessor substantially retains the risks and rewards attached to ownership of the assets are classified as operating leases. Costs for rentals arising from operating leases are charged to the Income Statement on a straight -line basis on t he basis of the contract term.
No depreciation is carried out on tangible assets intended for transfer which are valued at the lower of the entry value and their fair value, net of disposal charges.
The rates applied are:
Land Unlimited useful life
Buildings 3%
Leasehold improvements (shops) 17.5%* Machinery and moulds 17.5% General systems 17.5% Industrial and business equipment 25%
215 Office electronic machines 20%
Fittings 12%
Motor vehicles and means of internal transport 20%
Cars 25%
* Or over the term of the lease agreement should the same be lower and there is not reasonable certainty of the renewal of the same at the natural expiry of the contract .
Should the asset being depreciated be made up of elements that can be clearly identified and whose useful life significantly differs from that of the other parts making up the asset, depreciation is made separately for each of the parties making up the ass et (component approach).
Ordinary maintenance costs are fully charged to the Income Statement. Costs for improvements, refurbishment and transformation increasing the value of property, plant and equipment are charged as an increase in the relevant assets and depreciated separatel y.
Financial charges directly attributable to the construction or production of a tangible asset are capitalised as an increase in the asset under construction, up to the time when it is available for use.
The recoverability of the entry value of property, plant and equipment is verified by adopting the criteria indicated in point “Impairment losses of assets” below.
Equity investments
Equity investments in subsidiaries are accounted for at cost, which is possibly reduced for lasting impairment losses as required by IAS 36. The original value is reinstated in the subsequent financial years if the reasons for the write -
down no longer appl y.
Equity investments in other companies are measured at fair value; if the fair value cannot be estimated reliably, the investment is valued at cost.
The recoverability of their entry value is verified by adopting the criteria indicated in point “Impairment losses of assets”.
Receivables and other non -current and current assets
Financial assets
Financial assets, as required by the new IFRS 9, are classified, according to the management methods applied by the Company and based on the related features of contract cash flows, into the following categories:
- Amortised Cost: this category includes financial assets that are held for the sole purpose of collecting contract cash flows. They are measured at amortised cost, with proceeds recognised through profit or loss based on the effective interest rate method .
- Fair value through other comprehensive income (“FVOCI”): this category includes financial assets the contract cash flows of which exclusively consist of the payment of principal and interest and that are held in order to collect contract cash flows, as w ell as flows deriving from their sale. They are measured at fair value. Interest income, foreign exchange gains and losses, impairment losses (and related value write -backs) of financial assets classified as assets at FVOCI, are accounted for through profi t or loss; other changes in the fair value of assets are accounted for among OCI. Upon the sale or reclassification of these financial assets to other categories, because of a change in the business model, cumulative profits or losses recognised in OCI are reclassified to profit or loss.
- Fair value through profit or loss (“FVTPL”): this category includes residual items concerning financial assets that do not fall within the categories of Amortised Cost or FVOCI, such as, for example, financial assets acquired for trading purposes or deri vatives, or assets designated at FVTPL on the part of the Management upon initial recognition. They are measured at fair value. Any profits or losses arising from this measurement are recognised through profit or loss.
- FVOCI for equity instruments: financial assets consisting of equity instruments issued by other entities (i.e.
interests in companies other than subsidiaries, associates and jointly -controlled companies), which are not held for trading purposes, can be c lassified in the category of FVOCI. This option can be applied on an instrument -by-
instrument basis and provides for any change in the fair value of these instruments to be recognised in OCI, without being recycled to profit or loss, either upon their tran sfer or upon their impairment. Only the dividends arising from these instruments will be recognised through profit or loss.
216 The fair value of financial assets is determined on the basis of the listed offer prices or through the use of financial models. The fair value of unlisted financial assets is estimated by using appropriate valuation techniques adapted for the specific sit uation.
Measurements are carried out on a regular basis in order to establish whether there is any objective evidence that a financial asset or a group of assets may have reported an impairment loss. If there is objective evidence, the impairment loss is recognise d as a cost in the income statement for the period.
Trade receivables
Upon initial recognition they are measured at fair value, while trade receivables without any significant financial component are valued at the transaction price. The measurement of their recoverable value is made on the basis of the Expected Credit Losses model required by IFRS 9.
They are measured at fair value upon initial recognition and then at amortised cost, using the effective interest method. They are stated net of a provision for bad debts, which is entered as a direct deduction from the receivables themselves to adjust the ir measurement at their presumed realisable value. Expected credit losses are estimated by using an allocation matrix broken down by maturities of overdue amounts, making reference to the entity’s past experience of credit losses, as well as to an analysis of the creditors’ financial position, as adjusted to include specific factors of the creditor and a valuation of the current and expected trend in these factors on the reporting date of the financial statements.
An accrual due to impairment losses on trade receivables is recognised when there is any objective evidence that the Company will not be able to collect any and all amounts according to the initial terms and conditions. The amount of the accrual is charged to profit or loss.
Inventories
Inventories are valued and entered at the lower of the purchase or production cost, including additional charges, as determined according to the weighted average cost method, and the value of presumed realisable value inferable from the market performance. Trade discounts, returns, and other similar items are deducted when determining purchase costs. The value of obsolete and slow -moving inventory is written down based on its likelihood of use or sale, through setting aside a provision for inventory obsoles cence.
Cash and cash equivalents
The item relating to cash and cash equivalents includes cash, current bank accounts, demand deposits and other short -term high -liquidity financial investments, which are readily convertible into cash, or which can be transformed into cash and cash equivale nts within 90 days of the date of original acquisition and are subject to a non -significant risk of changes in value.
Impairment losses of assets
When events occur that make an impairment of an asset expected, its recoverability is checked by comparing its entry value with the related recoverable value, represented by the higher of the fair value, net of disposal charges, and the value in use.
In the absence of a binding sale agreement, the fair value is estimated on the basis of the values expressed by an active market, by recent transactions or on the basis of the best information available in order to reflect the amount that the business coul d obtain by selling the asset.
The value in use is determined by discounting back the expected cash flows deriving from the use of the asset and, if they are significant and if they can be determined reasonably, from its transfer at the end of its useful life. Cash flows are determined on the basis of reasonable assumptions that can be proved and that represent a best estimate of the future economic conditions that will arise during the residual useful life of the asset, giving greater importance to external factors. Valuation is carried out for individual assets or for the smallest identifiable group of assets that generate independent cash inflows deriving from their on -going use (the so -called cash generating unit). An impairment is recognised in the Income Statement should the entry v alue of the asset or of the cash generating unit to which it is allocated be higher than the recoverable value.
If the reasons for the write -downs previously made no longer apply, the assets, excluding goodwill, are reinstated and the adjustment is charged as a revaluation (reinstatement of value) in the Income Statement. The revaluation is made at the lower of the recoverable value and the entry value, including the write -downs previously made and reduced by the amortisation rates which would have been allocated had no write down been made.
217 Right -of-use assets have been tested for impairment according to IAS 36.
In determining the discounting of future cash flows, the Management uses many assumptions, including estimates of future increases in sales, gross margin, operating costs, investments, changes in working capital, and the weighted average cost of capital (d iscount rate), in consideration of the risks specific to the business or Cash Generating Unit.
The expected cash flows used in the model are determined during the Company's budgeting and planning processes and represent the best forecast estimate, based on multi -year plans, as updated annually, reviewed by the Management and approved by the Board of Directors of Piquadro S.p.A. The carrying value attributed to the cash generating unit is determined by reference to the balance sheet using criteria of direct, where applicable, or indirect allocation.
Equity
The Share Capital is made up of the outstanding ordinary shares and is entered at its nominal value. Any costs relating to the issue of shares or options are classified as a reduction in Equity (net of the tax benefit related thereto) as a deduction of the income arising from the issue of such instruments.
In case of purchase of treasury shares, the price paid, including directly -attributable additional charges (if any), is deducted from the Companies’ Equity up to the time of cancellation, reissue or disposal of the shares. When the said treasury shares are resold or reissued, the price received, net of directly attributable additional charges (if any) and of the related tax effect, is accounted for as an increase in the Company’s Equity.
Reserve for financial assets/liabilities at fair value
This reserve refers to the effect of accounting for derivative instruments which are eligible for hedge accounting under Equity .
Legal reserve
Entries are made in the legal reserve through provisions recognised pursuant to art. 2430 of the Italian Civil Code, or the reserve is increased to an extent equal to the 20th part of the net profits achieved by the Company until the reserve in question reaches a fifth of the Share Capital. Once a fifth of the Share Capital is reached, if for whatever reason the reserve is decreased, it shall be replenished with the minimum ann ual provisions as indicated above.
Hedging financial instruments
The Company carries out transactions in derivative financial instruments to hedge exposure to foreign exchange and interest rate risks. The Company does not hold financial instruments of a speculative nature, as required by the risk policy approved by the Board of Directors. In accordance with IFRS 9, hedging financial instruments are accounted for according to the procedures laid down for hedge accounting if all the following conditions are
fulfilled:
i. at inception of the hedge, there is formal documentation of the hedging relationship and the company’s risk management objective and strategy for undertaking the hedge;
ii. the hedge is expected to be highly effective in offsetting changes in fair value (fair value hedge) or cash flows (cash flow hedge) that are attributable to the hedged risk;
iii. for cash flow hedges, any forecast transaction being hedged is highly probable and presents an exposure to the changes in cash flows which could finally affect the economic result for the period;
iv. hedge effectiveness is reliably measurable, i.e. the fair value or cash flows of the hedged item and the fair value of the hedging instrument can be reliably measured;
v. the hedge must be assessed on an on -going basis and be highly effective for the entire life of the derivative.
The criterion for measuring hedging instruments is represented by their fair value as at the designated date.
The fair value of foreign exchange derivatives is calculated in relation to their intrinsic value and time value.
On each closing date of the financial statements, hedging financial instruments are tested for effectiveness, in order to verify whether the hedge meets the requirements to be qualified as effective and to be accounted for according to hedge accounting.
When the financial instruments are eligible for hedge accounting, the following accounting treatments will be
applied:
218 Fair value hedge - If a derivative financial instrument is designated as a hedge of the exposure to changes in fair value of a balance sheet asset or liability attributable to a specific risk that might impact the Income Statement, the profit or loss arisi ng from the subsequent measurements at fair value of the hedging instrument are recognised in the Income Statement. The profit or loss on the hedged item, attributable to the hedged risk, modify the book value of this item and are recognised in the Income Statement.
Cash flow hedge - If a derivative financial instrument is designated as a hedge of the exposure to changes in future cash flows of an asset or liability entered in the accounts or of a forecast transaction which is highly probable and which could have effe cts on the Income Statement, changes in fair value of the hedging instrument are taken to the Statement of comprehensive income, while the ineffective portion (if any) is recognised in the Income Statement.
If a hedging instrument or a hedging relationship are terminated, but the transaction being hedged has not yet been carried out, the combined profits and losses, which have been entered under the Statement of Comprehensive Income up to that time, are recog nised in the Income Statement at the time when the related transaction is carried out.
If the transaction being hedged is no longer deemed probable, the profits or losses not yet realised and deferred to Equity are immediately recognised in the Income Statement.
If the hedge accounting cannot be applied, the profits or losses arising from the measurement at fair value of the derivative financial instrument are immediately entered in the Income Statement.
Financial liabilities
Financial liabilities are initially accounted for at fair value , net of transaction costs incurred. Subsequently they are stated at amortised cost; the differential between the amount collected, net of transaction costs, and the amount to be repaid is accounted for through profit or loss on the basis of the term of th e loans, using the effective interest method.
In the case of non -substantial amendments to the terms and conditions of a financial instrument, the difference between the present value of flows as changed (determined by using the effective interest rate of the instrument outstanding at the date of the change) and the book value of the instrument is stated through profit or loss.
The loans are classified among current liabilities if the Group has not any unconditional right to defer the repayment of the liability for at least 12 months after the reporting date.
Financial liabilities are derecognised from the balance sheet when the specific contract obligation is extinguished.
This also occurs when the existing contract terms and conditions are amended if the new terms and conditions have changed the initial arrangements significantly .
Lease liabilities
Lease liabilities are measured at the present value of lease payments due for fixed rents not yet paid at the inception date of the lease, as discounted using the lessee's incremental borrowing rate. Liabilities for leased assets are subsequently increased by interest that accrues on these liabilities and decreased in correlation with lease payments.
In addition, lease liabilities may increase or decrease in value in order to reflect reassessments or lease modifications of future lease payments that are mad e after the inception date.
Financial instruments and IFRS 7
The category of financial instruments
The disclosure required by IFRS 7, which allows the assessment of the significance of the Company’s financial instruments and the nature of risks associated thereto, is reported in different paragraphs of these explanatory notes.
RISK FACTORS
The Company is exposed to risks associated with its own business, which are specifically referable to the following
cases:
- Credit risk arising from business transactions or financing activities;
- Liquidity risk relating to the availability of financial resources and to the access to the credit market;
- Market risk which is identified in detail as follows:
o Foreign exchange risk, relating to operations in currencies other than currencies of denomination;
o Interest rate risks, relating to the Company’s exposure on financial instruments which bear interest.
219
Credit risk
The operational management of this risk is delegated to the Credit Management function which is shared by the Administration, Finance and Control Department with the Sales Department and is carried out as follows:
- assessing the credit standing of the customers;
- monitoring the related expected incoming flows;
- the appropriate payment reminder actions;
- debt collection actions, if any.
The write -down necessary to bring the nominal value in line with the expected collectable value has been determined by analysing all of the expired loans in the accounts and using all the available information on individual debtors.
Loans which are the object of disputes and for which there is a legal or insolvency procedure have been fully written down, while fixed write -down percentages have been applied to all the other receivables, again taking account of both legal and actual sit uations. Below is reported the summary statement of the changes in the Provision for bad debts.
Provision at
31 March 2025 Use Accrual Provision at 31 March 2026 (in thousands of Euro) Provision for bad debts 2,779 (405) 600 2,974 Total Provision 2,779 (405) (600 ) 2,974
Breakdown of loans
As required by IFRS 7, below is reported a breakdown of expired loans:
in thousands of
Euro Loans
falling
due Expired loans Provision for
bad debts
31/03/2026 Amount in the accounts 1- 60 days 61 - 120
days over
120
days
DOS 0 0 0 0 0 0
Wholesale 16,355 15,018 693 760 2,858 (2,974) Subsidiaries 5,388 3,398 432 168 1,389 0
Total 21,743 18,416 1,125 928 4,248 (2,974)
in thousands of
Euro Loans
falling
due Expired loans Provision for
bad debts
31/03/2025 Amount in the accounts 1- 60 days 61 - 120 days over 120
days
DOS 0 0 0 0 0 0
Wholesale 22,338 19,843 1,125 731 3,148 (2,779) Subsidiaries 7,922 5,569 648 298 1,407 0
Total 30,260 25,412 1,77 3 1,029 4,825 (2,779)
220
Liquidity risk
The financial requirements are affected by the dynamics of receipts from customers in the Wholesale channel, a segment which is mainly made up of points of sale/shops; as a consequence, credits are highly fragmented, with variable average payment times.
Nevertheless, the Piquadro Group is effortlessly capable of financing the growing requirements of net working Capital, through the cash flows generated by operations, including the short -term receipts generated by the DOS channel and, when necessary, throu gh recourse to short -term loans.
Furthermore, policies and processes have been adopted which are aimed at optimising the management of financial resources, thus reducing liquidity risks:
i. maintaining an adequate level of available funds;
ii. obtaining adequate credit lines;
iii. monitoring the perspective liquidity conditions, in relation to the corporate process.
Liquidity schemes:
Within From 1 Beyond Type of instruments (in thousands of Euro) Amount in the accounts 1 year to 5 years 5 years
31/03/2026
Payables to banks for Loans 18,239 12,158 6,080 0 Payables to banks for credit lines 0 0 0 0 Trade payables 15,215 15,215 0 0 Trade payables to Subsidiaries 4,171 4,171 0 0 Other borrowings (lease) 19,978 7,788 10,699 1,491 Derivative liabilities for IRS contract 0 0 0 0 Derivative liabilities for USD forward contracts 0 0 0 0
Total 57,602 39,332 16,779 1,491
Within From 1 Beyond Type of instruments (in thousands of Euro) Amount in the accounts 1 year to 5 years 5 years
31/03/2025
Payables to banks for Loans 14,690 11,021 3,669 0 Payables to banks for credit lines 0 0 0 0 Trade payables 19,048 18,695 197 156 Trade payables to Subsidiaries 3,893 2,898 995 0 Other borrowings (lease) 19,026 7,695 9,314 2,017 Derivative liabilities for IRS contract 0 0 0 0 Derivative liabilities for USD forward contracts 0 0 0 0
Total 56,658 40,309 14,175 2,173
Below are reported the main assumptions for the table above:
(i) Loans payable: the future cash flows have been provided directly by the banks concerned;
(ii) Current bank accounts: by virtue of the worst case in which the worst scenario is equal to the repayment on demand of the use of the credit line, the related cash out has been charged to the first time band;
(iii) Foreign exchange forwards: the cash out in Euro has been reported which has been envisaged as per contract at the time of the subscription of the derivative instruments ;
(iv) Finance leases: the payables have been reported which arise from the adoption of the IFRS 16, calculated as the present value of discounted future payments due.
221 As at 31 March 2026, the Company could rely on credit lines of about Euro 18,239 thousand (about Euro 14,690 thousand at 31 March 2025). As regards the balance of Current Assets, and specifically the coverage of payables to suppliers, it is also ensured by the amount of Net trade receivables from third parties, which totalled Euro 16,355 thousand at 31 March 2026 (Euro 22,337 thousand at 31 March 2025).
MARKET RISK
Foreign exchange risk
The Company is subject to market risks arising from fluctuations in the exchange rates of the currencies, as it operates in an international context in which transactions, mainly those with suppliers, are settled in US Dollars (USD). It follows that the Co mpany’s net result is partially affected by the fluctuations in the Euro and US Dollars exchange rate.
The necessity to manage and control financial risks has induced the Management to adopt a risk containment strategy, better defined as “hedge accounting policy”. This consists in continuously hedging the risks relating to purchases over a time period of si x months on the basis of the amount of the orders issued that shall be settled in US dollars. This conduct can be classified as a “cash flow hedge” or the hedge of the risk of changes in the future cash flows; these flows can be related to assets or liabil ities entered in the accounts or to highly probable future transactions. In compliance with IFRS 9, the portions of profit or loss accrued on the hedging instrument, which is considered effective for hedging purposes, has been recognised directly in Equity under a special reserve.
During the financial year ended 31 March 2026, the Company executed forward currency contracts for USD 12,200 thousand, equal to an aggregate counter -value of Euro 10,364 thousand, with an average exchange rate of USD 1.17.
For an analysis of the effects of these risks, reference is made to the table reported below (sensitivity analysis):
Foreign Exchange risk (FER) + 10% Euro/USD - 10% Euro/USD Of which Other Other Book subject Profit changes in Profit changes in
value to
FER (Losses) Equity (Losses) Equity
Financial assets
Cash and cash equivalents 21,229 1,154 (105) 128 Trade receivables 16,355 4 (0) 0 Receivables from subsidiaries 5,388 1,674 (152) 187 Derivative financial instruments 198 (257) 0 315 0
Financial liabilities:
Borrowings 18,239
Payables to other lenders for lease 19,978 Trade payables 15,215 1,280 (116) 142 Payables to subsidiaries 4,171 1,414 (129) 157 Derivative financial instruments -
(245) 0 299 0
Total increases (decreases) at 31/03/2026 (502) - 614 -
222
Foreign Exchange risk (FER) + 10% Euro/USD - 10% Euro/USD Of which Other Other Book subject Profit changes in Profit changes in
value to
FER (Losses) Equity (Losses) Equity
Financial assets
Cash and cash equivalents 15,569 711 (65) (79) Trade receivables 22,337 1 (0) 0 Receivables from subsidiaries 7,922 1,202 (109) 134 Derivative financial instruments 47 0 (174) 0 213 0
Financial liabilities:
Borrowings 14,690
Payables to other lenders for lease 19,026 Trade payables 19,048 2,416 (220) 268 Payables to subsidiaries 3,893 1,367 (124) 152 Derivative financial instruments 0 (344) 0 420 0
Total increases (decreases) at 31/03/2025 (518) 0 633
The variability parameters applied were identified in the context of changes that are reasonably possible on exchange rates with all other variables being equal.
Interest rate risk
Interest rate risk (IRR) + 50 bps on IRR - 50 bps on IRR
Book
value Of which
subject to
IRR Profits
(Losses) Other
changes in
Equity Profits
(Losses) Other
changes in
Equity
Financial assets:
Cash and cash equivalents 21,229 21,229 106 (106) Trade receivables 16,355 0 0 0 Receivables from subsidiaries 5,388 0 0 0 Derivative financial instruments 198 0 0 0
106 (106)
Financial liabilities:
Payables to banks for Loans 18,239 18,239 (91) 91 Payables to banks for credit lines 0 0 0 0 Trade payables 15,215 0 0 0 Payables to subsidiaries 4,171 0 0 0 Other borrowings (lease) 19,978 19,978 (100) 100 Derivative financial instruments 0 0 0 0 (191) 0 191 0
223 Total increases (decreases) at 31 March 2026 (85) 0 85 0 Interest rate risk (IRR) + 50 bps on IRR - 50 bps on IRR
Book
value Of which
subject to
IRR Profits
(Losses) Other
changes in
Equity Profits
(Losses) Other
changes in
Equity
Financial assets:
Cash and cash equivalents 15,569 15,569 78 (78) Trade receivables 22,337 0 0 0 Receivables from subsidiaries 7,992 0 0 0 Derivative financial instruments 47 0 0 0
78 (78)
Financial liabilities:
Payables to banks for Loans 14,960 14,960 (73) 73 Payables to banks for credit lines 0 0 0 0 Trade payables 19,048 0 0 0 Payables to subsidiaries 3,893 0 0 0 Other borrowings (lease) 19,026 19,026 (95) 95 Derivative financial instruments 0 0 0 0 (169) 0 169 Total increases (decreases) at 31 March 2025 (91) 0 91 0
The variability parameters applied were identified in the context of changes that are reasonably possible on exchange rates with all other variables being equal.
Capital risk management
The Company manages the Capital with the objective of supporting the core business and optimising the value for Shareholders, while maintaining a correct structure of the Capital and reducing its cost.
Piquadro S.p.A. monitors the Capital on the basis of the gearing ratio, which is calculated as the ratio between Net Financial Position and Net Invested Capital.
(in thousands of Euro) 31 March 2026 31 March 2025 Net financial debt (16,789) (21,330) Equity 48,710 48,014 Net invested capital 65,499 69,344 Gearing ratio (25.63)% (30.76)%
Risks associated with the cost and availability of raw materials
The manufacture of Piquadro -branded products requires high quality raw materials. The price and availability of these materials depend on a wide range of factors, which are largely beyond the Company's control and difficult to predict. Despite the fact tha t in recent years the Company has always managed to secure an adequate procurement of high -quality raw materials, it cannot be ruled out that the emergence of any further tensions on the supply side could lead to difficulties in procurement, thus causing a significant increase in costs with adverse effects on the results of its operations. In order to limit the risks associated with potential unavailability of raw materials in the time frame required for production, Piquadro S.p.A. adopts a multi -sourcing s trategy of supplier diversification and schedules purchases with a medium -term time horizon.
Risks associated with Cyber Security
224 The growing interrelationship between technology and business and the increasing use of networks for sharing and transferring information entails various and numerous risks associated with the vulnerability of information systems in use. Despite the path t o strengthening cyber security and in -house and third -party expertise, the rapid technological evolution and the increasing sophistication and frequency of cyber -attacks expose the Company to the potential risk of cyber threats, which could affect relevant data and information possessed by the Company, such as, for example, strategic plans that are not disclosed to the market, resulting in damage to the results of its operations, capital or image. In this regard, the Company is further strengthening the cyb er risk management model that it has adopted, which includes procedural, training, risk assessment and periodic review issues, including in relation to third parties. This model has the ultimate goal of ensuring the implementation of robust protection and business continuity tools and processes, which include the adoption of the best technologies and methodologies to identify and protect the Company from cyber threats.
Employee benefits
Law no. 296 of 27 December 2006, the 2007 Finance Law, introduced considerable amendments as regards the allocation of funds of the Provision for TFR. Until 31 December 2006, TFR was included within the scope of post -
employment benefit plans, of the “defin ed benefit” type of plans and was measured according to IAS 19, using the Projected Unit Credit method made by independent actuaries. This calculation consists in estimating the amount of the benefit that an employee will receive on the alleged date of ter mination of the employment relationship using demographic and financial assumptions. The amount that is thus calculated is then discounted back and re -
proportioned on the basis of the length of service built up against the total length of service and is a reasonable estimate of the benefits that each employee has already accrued with respect to the work performed. Actuarial gains and losses arising from changes in the actuarial assumptions used are recognised in the Income Statement.
As a result of the reform of supplementary pension schemes, the Provision for TFR, as regards the portion accrued from 1 January 2007, is to be considered as being substantially assimilated to a “defined contribution plan”. In particular, these amendments introduced the possibility for workers to choose where to allocate the TFR that is accruing. In companies with more than 50 employees, the new TFR flows may be allocated by the worker to selected pension schemes or kept in the company and transferred to IN PS (Istituto Nazionale di Previdenza Sociale , National Social Security Institute).
In short, following the reform on supplementary pension schemes, the Company has carried out an actuarial measurement of the TFR accrued before 2007, without further including the component relating to future pay increases. On the contrary, the portion acc rued after 2007 has been accounted for according to the procedures attributable to defined contribution plans.
June 2012 saw the issue of Regulation (EC) no. 475/2012, which adopted, at EU level, the revised version of IAS 19 (Employee benefits), which will be applicable effective from 1 April 2013 on a mandatory and retrospective basis, as required by IAS 8 (Accou nting policies, changes in accounting estimates and errors).
As required by this standard, the Company applied said changes starting from the 2012/2013 consolidated financial statements. Specifically, IAS 19 revised provides for the recognition of changes in actuarial gains/losses (“re -
measurements”) for defined -benefit plans (e.g. the Staff Severance Pay [ Trattamento di Fine Rapporto – TFR]) under Other Comprehensive Income, thus eliminating any other options previously envisaged (including that adopted by the Piquadro Group, which recognised said components under p ersonnel costs in the Income Statement).
Any cost relating to work performance, as well as any interest expense relating to the time value component in actuarial calculations (reclassified under financial charges) remained in the Income Statement.
Provisions for risks and charges
Provisions for risk and charges cover certain or probable costs and charges of a fixed nature, whose timing or amount was uncertain at the closing date of the financial year. Provisions are recognised when: (i) it is probable that a current obligation (leg al or constructive) exists as a result of past events; (ii) it is probable that the fulfilment of the obligation will require the payment of a consideration; (iii) the amount of the obligation can be estimated reliably.
Provisions are entered at the value representing the best estimate of the amount that the Company would rationally pay to discharge the obligation or to transfer it to third parties at the closing date of the period. When the financial effect of time is significant and the payment dates of t he obligations can be estimated reliably, the provision is discounted back; the increase in the Provision connected with the passage of time is charged to the Income Statement under item “Financial income (Charges)”. The Provision for supplementary cliente le indemnity, as well as any other Provisions for risks and charges, is allocated on the basis of a reasonable estimate of the future probable liability,
225 taking account of the available elements and also taking account of the estimates made by independent third -party actuaries.
Income tax
Taxes for the period represent the sum of current and deferred taxes.
Current taxes are determined on the basis of a realistic forecast of charges to be paid in the application of the tax regulations in force; the related debt is reported net of advances, taxes withheld and tax credits that can be offset, under item “Current tax payables”. If there is a credit, the amount is reported under item “Current tax receivables” under current assets.
Deferred tax assets and liabilities are calculated on the temporary differences between the values of assets and liabilities entered in the accounts and the corresponding values recognised for tax purposes. Deferred tax assets are entered when it is probab le that they will be recovered. Deferred tax assets and liabilities are classified under non -
current assets and liabilities and are offset if they refer to taxes that can be offset. The balance of the set -off is entered under item “Deferred tax assets” if positive and under item “Deferred tax liabilities” if negative.
Both current and deferred taxes are recognised under item “Income tax expenses” in the Income Statement, except when these taxes are originated from transactions whose effects are recognised directly in Equity. In this case, the contra -entry of the recogni tion of the debt for current taxes, of deferred tax assets and liabilities is charged as a reduction in the Equity item from which the effect being recorded originated.
Deferred tax assets and liabilities are calculated on the basis of the tax rates which are expected to be applied in the tax year when these assets will be realised or these liabilities will be discharged.
Furthermore, for a better representation of the provisions laid down under “IAS 12 – Income Taxes” in relation to the offsetting of deferred taxation, the Group has deemed it appropriate to reclassify portions of deferred tax assets and liabilities where t here is a legal right to set -off current tax assets and the corresponding current tax liabilities.
Currency translation
Receivables and payables initially expressed in a currency other than the functional currency of the Company which recognises the receivable/payable (foreign currency) are translated into the functional currency of the said Company at the exchange rates pr evailing at the dates on which the related transactions take place. The exchange rate differences realised on the occasion of the collection of receivables and the payment of debts in foreign currency are entered in the Income Statement. As at the reportin g date of the financial statements, receivables and payables in foreign currency are translated at the exchange rates prevailing at that date, charging any changes in the value of the receivable/payable to the Income Statement (estimated foreign exchange g ains and losses).
Revenue recognition
Revenues are recognised through Profit or loss at the time when the contract obligation relating to the transfer of goods or services has been satisfied. An asset is regarded as transferred to the end customer when the latter obtains control over the asset itself. With reference to the main types of revenues achieved by the Company, they are recognised on the basis of the following criteria:
I. Sales of goods - Retail segment . The Company operates in the retail business through its own network of DOSs.
Revenues are accounted for at the time of the delivery of the goods to the customers. Sales are usually collected directly on a cash basis or through credit cards.
II. Sales of goods - Wholesale segment. The Company distributes products in the Wholesale market. Following the analysis carried out for the purposes of the first -time adoption of IFRS 15 (1 January 2018), it emerged that there is only one performance obligation for this type of transaction. In particular, the related revenues are accounted for when the customer obtains control of the goods shipped (at a point in time), while taking account of any estimated effect of period -end returns. The recognition of r eturns to be received in the consolidated statement of financial position includes a liability, under Other liabilities, consisting of the debt for the reimbursement of returns (contract liability) and an asset, under Inventories, consisting of the right t o recover products for returns (contract assets).
III. Sales of goods - e-commerce. The Company also distributes products directly through the e -commerce channel.
The related revenues are accounted for when the customer obtains control of the goods shipped, while taking account of any estimated effect of period -end returns, which are recorded by rec ognising separately a liability, under Other Liabilities, consisting of the debt for the reimbursement of returns (contract liability) and an asset, under Inventories, consisting of the right to recover products for returns (contract assets).
226 IV. Performance of services. These revenues are accounted for proportionally to the stage of completion of the service rendered as at the relevant date and in accordance with contract provisions.
V. Royalties. Royalties that accrue as a result of licensing the sale of products (sales -based royalties) or the use of certain assets (usage -based royalties) are recognised when the aforesaid sale or use occurs or when the obligation to which the royalty relates has been satisfied, whichever is later.
Financial income and costs These include any and all financial items charged to profit or loss for the period, including interest expense accrued on borrowings, calculated using the effective interest method (mainly current account overdrafts, medium/long -term loans), foreign exchan ge gains and losses, profits and losses from derivatives (according to the accounting policies set out above), dividends received, the amount of interest arising from the accounting treatment of leased assets (IFRS 16) and provisions for personnel (IAS 19) . Interest income and expense are charged to profit or loss for the period in which they are realised or incurred, except for capitalised costs (IAS 23).
Cost recognition
Costs are recognised when they relate to goods and services purchased and/or received during the period or relate to the systematic apportionment of an expense from which future benefits derive that can be apportioned over time.
Financial charges and charges from services are recognised on an accrual basis.
Leases and rentals
Lease payments, as defined by IFRS 16, which are related to contracts involving low -value assets or whose term is 12 months or less (short -term leases) are recognized through profit or loss as expenses for the period. The Group has set the threshold for de eming the individual underlying asset as low -value at Euro 5,000.
The variable portions of lease payments under contracts that provide for such a case and lease payments under contracts containing a lease with an underlying intangible asset are also recognized through profit or loss as expenses for the period.
Use of estimates
The process of drawing up the financial statements involves the Management making accounting estimates based on complex and/or subjective judgements; these estimates are based on past experiences and assumptions that are considered reasonable and realistic on the basis of information known at the moment of making the estimate. The use of these accounting estimates affects the value of assets and liabilities and the disclosure on potential assets and liabilities as at the reporting date, as well as the amoun t of revenues and costs in the relevant period. The final results, or the actual economic effect that is recognised when the event takes place, of the financial statement items for which the abovementioned estimates and assumptions were used, may differ fr om those reported in the financial statements that recognise the effects arising from the event that is subject to estimation, due to the uncertainty that is characteristic of assumptions and the conditions on which the estimates are based.
Main estimates adopted by the Management
Below are briefly described the Accounting Standards which, more than others, require greater subjectivity on the part of the Directors in working out the estimates and for which a change in the conditions underlying the assumptions applied could have a si gnificant impact on the consolidated financial data:
Impairment of assets : property, plant and equipment and intangible assets with a definite life are subject to verification in order to ascertain if an impairment has occurred. This impairment shall be recognised by means of a write -down when indicators exist that could lead t o an expectation of difficulties in recovering the relative net book value through usage of the asset. Verifying that the abovementioned indicators exist requires Directors to exercise subjective valuations based on information availabl e and inferable from the market, as well as using past experience.
Moreover, should the likelihood of a potential impairment be ascertained, the Company will set about calculating this using the evaluation techniques that it considers appropriate. Correctl y identifying the items that indicate the existence of a potential impairment and the estimates used for calculating the same depend on factors which can vary over time and affect the valuations and estimates carried out by the Directors.
227 Amortisation and depreciation of fixed assets : the amortisation and depreciation of fixed assets constitute a significant cost for the Company. The cost of property, plant and equipment is depreciated on a straight -line basis over the estimated useful life of the related assets. The useful economic l ife of the Company’s fixed assets is determined by the Directors at the time when the fixed asset has been purchased; it is based on past experience for similar fixed assets, market conditions and expectations r egarding future events which could have an impact on the useful life, including changes in technology. Therefore, the actual economic life may differ from the estimated useful life. The Company periodically evaluates technological and sector changes in ord er to update the residual useful life. This periodical update could involve a variation in the depreciation period and therefore also in the depreciation rates for future financial years.
Inventory obsolescence : the provision for inventory obsolescence reflects management's estimate of the expected impairment losses on raw materials and finished products (bags, luggage and accessories) in stock, relating to past seasons' collections, based on the Piquadro Group' s ability to sell these products through the various distribution channels in which the Group operates. Specifically, the estimate is calculated by applying different write -down percentages based on inventory turnover, with gradually higher write -down levels for items with lower turnover, and longer storage periods. As part of this analysis, the Group also considers the type of the products, distinguishing between items belonging to seasonal collections and core items - that is, produc ts that remain a permanent part of the product lineup, and whose marketability is not strictly linked to a specific season. Determining the provision therefore requires the use of estimates and assumptions regarding future sales trends, and the Group’s abi lity to sell existing stock. Should there be a change in the available information, the write -down percentages are reviewed, and adjusted as necessary.
Deferred taxes : deferred tax assets are accounted for on the basis of the income expected in the future financial years. The measurement of the expected income for the purposes of accounting for deferred taxes depends on factors which can vary over time and determine si gnificant effects on the measurement of deferred tax assets.
Provisions for legal and tax risks : provisions are made for legal and tax risks, if required, which represent the risk of being the losing party. The amount of the Provisions (if any) entered in the account statements relating to such risks represents the best estimate at that time made by Management. This estimate entails the adoption of assumptions which depend on factors which can vary over time and which could therefore have effects compared to the current estimated made by the Directors for the prepara tion of the financial statements.
Furthermore, below are the critical accounting estimates of the process of drawing up the financial statements for which the Management has availed itself of the support and valuations of independent third -party experts (actuaries and financial advisors). Please note that future amendments (if any) to the conditions underlying the judgments, assumptions and estimates adopted could have an impact on the results of financial years after 2021/2022.
Actuarial calculation of defined -benefit pension plans: the estimates, demographic and economic -financial assumptions adopted, with the support of the valuations of an actuarial expert, in the actuarial calculation for the determination of defined -benefit plans within post -employment benefits are broken down as follows:
Annual rate of inflation Probability of exit of the employee from the Group Probability of advance payments of the TFR 2.5% for 2026 and 2.0% for 2025 Frequency of 1.7% for 2026 and 10.3% for 2025 2.0% for 2026 and 1.4% for 2025
Finally, it is specified that the actuarial valuations have been made by using the curve of the interest rates of the corporate securities with rating AA 10+.
Amendments to Accounting Standards
IFRS Accounting standards, amendments and interpretations applied from 1 April 2025
The following IFRS accounting standards, amendments and interpretations were applied by the Group for the first time as from 1 April 2025:
• Amendments to IAS 21 – The Effects of Changes in Foreign Exchange Rates: Lack of Exchangeability.
228 The document was issued by the IASB on 15 August 2023, and became applicable from 1 January 2025, with early adoption permitted. The amendments require an entity to apply a consistent methodology over time to determine whether one currency can be converted into another and, when this is not possible, to define the method for determining the exchange rate to be used, and the disclosures to be included in the notes to the financial statements.
With regard to the application of these amendments, no effects were reported on the Group’s financial statements.
IFRS Accounting standards, amendments and interpretations not yet endorsed by the European Union
As at the reporting date of this document, the competent bodies of the European Union had not yet completed the endorsement process necessary for the adoption of the amendments and standards described below.
• On 30 May 2024, the IASB published "Amendments to the Classification and Measurement of Financial Instruments - Amendments to IFRS 9 and IFRS 7″. The document clarifies some problematic issues that emerged from the post -implementation review of IFRS 9, including the accounting treatment of financial assets whose returns vary upon achievement of ESG objectives (i.e. green bonds). Specifically, the
amendments aim:
o to clarify the classification of financial assets with variable returns that are linked to environmental, social and corporate governance (ESG) objectives and the criteria to be used for the SPPI test
assessment;
o to determine that the settlement date for liabilities by using electronic payment systems is when the liability is extinguished. However, an entity is permitted to adopt an accounting policy to allow a financial liability to be derecognised before deliveri ng cash on the settlement date if certain specific conditions are met.
With these amendments, the IASB has also provided for additional disclosure requirements with regard, in particular, to investments in equity instruments designated as FVOCI.
The amendments shall apply to financial statements for financial periods beginning on or after 1 April 2026.
At present, the Directors are assessing any possible effects of the adoption of this amendment on the Group's consolidated financial statements.
• On 18 July 2024, the IASB published “ Annual Improvements Volume 11 .” The document includes clarifications, simplifications, corrections and changes aimed at improving the consistency of several IFRS Accounting Standards. The amended standards are o IFRS 1 First -time Adoption of International Financial Reporting Standards;
o IFRS 7 Financial Instruments: Disclosures and related guidelines on the implementation of IFRS 7;
o IFRS 9 Financial Instruments;
o IFRS 10 Consolidated Financial Statements; and o IAS 7 Statement of Cash Flows.
• The amendments shall apply from 1 April 2026, with early adoption permitted. At present, the Directors are assessing any possible effects of the adoption of these amendments on the Group's consolidated financial statements.
• On 18 December 2024, the IASB published “ Contracts Referencing Nature -dependent Electricity -
Amendment to IFRS 9 and IFRS 7 .” The document aims to support entities in reporting the financial effects of contracts to purchase electricity generated from renewable sources (often structured as Power Purchase Agreements). Based on such contracts, the amount of electricity generated and purchased can vary based on uncontrollable factors such as weather conditions. The IASB has made targeted amendments to IFRS 9 a nd IFRS 7. The amendments include:
o a clarification regarding the application of “own use” requirements to this type of contract;
o criteria to allow accounting for these contracts as hedging instruments; and, o new disclosure requirements to enable users of financial statements to understand the effect of these contracts on an entity's financial performance and cash flows.
229 The amendment shall apply from 1 April 2026, with early adoption permitted. At present the Directors are assessing any possible effects of the adoption of this amendment on the Group's consolidated financial statements.
• On 9 April 2024, the IASB published a new standard IFRS 18 Presentation and Disclosure in Financial Statements , which will replace IAS 1 Presentation of Financial Statements . The new standard aims to improve the presentation of formats of financial statements, with specific regard to the income statement.
Specifically, the new standard requires:
o to classify revenues and costs into three new categories (operating, investing and financing activities), in addition to the categories of tax and discontinued operations which are already present in the income statement;
o to present two new sub -totals, operating profit (loss) and earnings before interest and taxes (i.e.
EBIT).
• The new standard also:
o requires more information on management -defined performance indicators;
o provides for new criteria for aggregating and disaggregating information; and, o makes some changes to the cash flow statement, including requiring EBIT to be used as the starting point for the presentation of the cash flow statement prepared by using the indirect method, and eliminating some classification options for some items that are currently existing (such as interest paid, interest received, dividends paid and dividends received).
The new standard will become applicable as from 1 April 2027, with early adoption permitted. At present, the Directors are assessing any possible effects of the adoption of the new standard.
• On 9 May 2024, the IASB published a new standard IFRS 19 Subsidiaries without Public Accountability:
Disclosures . The new standard introduces some simplifications with regard to the disclosures required by IFRS Accounting Standards in the financial statements of a subsidiary which meets the following
requirements:
o it has not issued equity or debt instruments listed on a regulated market, and is not in the process of issuing them;
o its parent company prepares consolidated financial statements in accordance with IFRS.
The new standard will become applicable as from 1 April 2027, with early adoption permitted. At present, the Directors are assessing any possible effects of the adoption of this new standard on the Group's consolidated financial statements.
230
COMMENTS ON THE ITEMS IN THE STATEMENT OF FINANCIAL POSITION
ASSETS
Non-current assets
The following statements have been prepared for the two classes of intangible assets and property, plant and equipment, which report, for each item, historical costs, the previous amortisation and depreciation, the changes that occurred in the last two fin ancial years and the closing balances.
Note 1 – Intangible assets
The table below reports the opening balance, the changes that occurred in the FY 2025/2026 and FY 2024/2025 and the final balance of intangible assets:
Increases in intangible assets, equal to Euro 532 thousand in the financial year ended 31 March 2026 (Euro 1,345 thousand at 31 March 2025), related to investments in software for the Business Integration of the omnichannel IT architecture, in support of the CRM platform, for approximately Euro 300 thousand, and to the purchase or renewal of licences and trademarks of Piquadro S.p.A. for the remaining pa rt.
Note 2 – Right -of-use assets
The breakdown of the historical cost, amortisation fund and net book value of the Right of use at 31 March 2026 is reported below :
(in thousands of Euro) Development
costs Industrial
patent
rights Software, licenses,
trademarks and
other rights Other fixed assets Fixed assets
under
development Total
Gross value 0 84 4,709 0 63 4,856 Amortisation fund 0 (79) (4,154) 0 0 (4,233) Net value at 31/03/2024 0 5 554 0 63 622 Increases for the period 0 23 1,254 0 68 1,345 Sales/Decreases 0 0 0 0 0 0 Reclassifications 0 0 63 0 (63) (0) Write -downs 0 0 0 0 0 0 Other changes in Historical Cost 0 0 0 0 0 0 Other changes in amortisation fund 0 (0) 0 0 0 (0) Amortisation 0 (5) (348) 0 0 (353) Gross value 0 107 6,024 0 68 6,200 Amortisation fund 0 (85) (4,502) 0 0 (4,586) Net value at 31/03/2025 0 22 1,522 0 68 1,613 Increases for the period 0 4 500 0 28 532 Sales/Decreases 0 0 0 0 (12) (12) Reclassifications 0 0 26 0 (26) 0 Write -downs 0 0 0 0 0 0 Other changes in Historical Cost 0 0 0 0 0 0 Other changes in amortisation fund 0 0 0 0 0 0 Amortisation 0 (10) (536) 0 0 (546) Gross value 0 111 6,550 0 58 6,720 Amortisation fund 0 (95) (5,038) 0 0 (5,132) Net value at 31/03/2026 0 16 1,513 0 58 1,587
231
Right -of-use assets (in thousands of Euro)
Land and
Buildings Key Money Other
Assets Total
Gross Value 34,276 2,318 1,356 37,950 Depreciation fund (16,939) (1,736) (744) (19,418) Total at 31.03.2025 17,337 582 613 18,532 Increases/Other changes 7,213 0 0 3,008 Sales/Decreases 4,205 0 0 0 Reclassifications of historical cost 0 0 0 0 Write -downs 0 0 0 0 Decreases in depreciation fund 2,217 0 0 2,217 Reclassifications of depreciation fund 0 0 0 0 Depreciation (4,291) (87) (264) (4,642) Gross Value 37,284 2,318 1,356 40,958 Depreciation fund (19,013) (1,823) (1,008) (21,843) Total at 31.03.2026 18,271 496 348 19,115
Right -of-use assets at 31 March 2026 amounted to Euro 19,115 thousand and were mainly made up of assets relating to lease agreements for the spaces of shops, showrooms and long -term car hire agreements.
The increases, equal to Euro 7,213 thousand, were mainly due to the extensions of the terms of existing lease agreements involving sales outlets.
Note 3 - Property, plant and equipment
The table below reports the opening balance, the changes that occurred in the FY 2025/2026 and FY 2024/2025 and the final balance of property, plant and equipment:
(in thousands of Euro) Land Buildings Plant and
equipment Industrial
and
business
equipment Other
assets Fixed assets
under
construction
and advances Total Gross value 878 6,712 3,990 16,725 408 0 28,713
Depreciation
fund 0 (3,473) (3,434) (13,772) (379) 0 (21,059) Net value at 31/03/2024 878 3,239 555 2,953 29 0 7,654
Increases for
the period 0 3 249 1,548 0 18 1,817 Sales 0 0 0 (6) 0 0 (6) Depreciation 0 (199) (172) (884) (11) 0 (1,265) Write -down of gross value 0 0 0 0 0 0 0 Write -down of
depreciation
fund 0 0 0 0 0 0 0
Other changes
in historical
cost 0 0 0 (268) 0 0 (268)
Other changes
in depreciation
fund 0 0 0 268 0 0 268
Reclassificatio
ns 0 0 0 0 0 0 0 Gross value 878 6,715 4,239 17,999 408 18 30,256
Depreciation
fund 0 (3,672) (3,606) (14,388) (390) 0 (22,057)
232
(in thousands of Euro) Land Buildings Plant and
equipment Industrial
and
business
equipment Other
assets Fixed assets
under
construction
and advances Total Net value at 31/03/2025 878 3,043 633 3,611 18 18 8,200
Increases for
the period 0 8 425 1,798 8 4 2,243 Sales 0 0 0 0 0 0 0 Depreciation 0 (199) (185) (996) (9) 0 (1,390) Write -down of gross value 0 0 0 0 0 0 0 Write -down of
depreciation
fund 0 0 0 0 0 0 0
Other changes
in historical
cost 0 0 0 (183) 0 0 (183)
Other changes
in depreciation
fund 0 0 0 157 0 0 157
Reclassificatio
ns 0 0 2 16 0 (18) 0 Gross value 878 6,723 4,665 19,631 416 4 32,316
Depreciation
fund 0 (3,872) (3,791) (15,227) (399) 0 (23,290) Net value at 31/03/2026 878 2,851 874 4,403 16 4 9,026
Increases in property, plant and equipment, equal to Euro 2,243 thousand in the financial year ended 31 March 2026 (Euro 1,817 thousand at 31 March 2025), were mainly attributable for Euro 425 thousand to plant and machinery installed at the refurbished sales outlets and at the Gaggio Montano office, as well as for Euro 1,798 thousand relating to the purchase of f urniture and furnishings for the opening of the new sales outlet in Milan, at Via Matteotti, Milan Central Station, and Venice San Marco, and the refitting of several existing sales outlets, located at Porta di Roma, and Fidenza Outlet, in addition to the purchase of miscellaneous equipment for other sales outlets operated under franchise agreements.
Note 4 – Equity investments
Below is the breakdown of the item :
(in thousands of Euro) 31 March 2026 31 March 2025 Piquadro España SLU 824 824 Piquadro Deutschland GmbH 142 151 Piquadro Hong Kong Co. Ltd. 48 66 Uni Best Leather Goods Zhongshan Co. Ltd. 447 447 Piquadro Taiwan Co. Ltd. 601 601 Piquadro UK Limited 1,125 1,171 OOO Piquadro Russia 1,752 1,752 The Bridge S.p.A. 4,208 4,208 Lancel International S.A. 5,292 5,292 Piquadro San Marino Retail Srl 15 26 Total equity investments in subsidiaries 14,454 14,538 Equity investments in other companies 1 1 Total equity investments 14,455 14,539
The statements below report the equity investments relating to subsidiaries, as well as any additional information required by Article 2427 of the Italian Civil Code. The values refer to the last financial statements, as adjusted by IFRS entries.
233
Company name
(in thousands of Euro) HQ Ownership
% Book
value Equity Provision for write -down of
equity
investments
Piquadro España SLU Barcelona 100% 824 903 0 Piquadro Deutschland GmbH Munich 100% 142 142 0 Piquadro Hong Kong Co. Ltd. Hong Kong 100% 48 48 0 Uni Best Leather Goods Zhongshan Co. Ltd. Zhongshan 100% 447 621 0 Piquadro Taiwan Co. Ltd. Taipei 100% 601 830 0 Piquadro UK Limited London 100% 1,125 1,124 0 OOO Piquadro Russia Moscow 99% 1,752 2,030 0 The Bridge S.p.A. Scandicci 100% 4,208 19,685 0 Piquadro Retail San Marino S.r.l. Republic of San Marino 100% 15 14 0 Lancel International S.A. Villar –Sur-
Glane 99.9958% 5,292 25,085 0
Below is the breakdown of changes in the value of equity investments:
Book value
31/03/2025 Increases Write -
downs Revaluation Other changes Book value
31/03/2026
Piquadro España SLU 824 0 0 0 0 824 Piquadro Deutschland GmbH 151 0 (9) 0 0 142 Piquadro Hong Kong Co. Ltd. 66 0 (18) 0 0 48 Uni Best Leather Goods Zhongshan Co.
Ltd. 447 0 0 0 0 447 Piquadro Taiwan Co. Ltd. 601 0 0 0 0 601 Piquadro UK Limited 1,171 0 (47) 0 0 1,125 OOO Piquadro Russia 1,752 0 0 0 0 1,752 The Bridge S.p.A. 4,208 0 0 0 0 4,208 Lancel International S.A. 5,292 0 0 0 0 5,292 Piquadro Retail San Marino S.r.l. 26 0 (11) 0 0 15
Total equity investments in subsidiaries 14,538 0 (85) 0 0 14,454 Equity investments in other companies 1 0 0 0 0 1 Total equity investments 14,539 0 (85) 0 0 14,455
The value of equity investments as at 31 March 2026 recorded changes compared to the financial year ended 31 March 2025, following a realignment of the carrying value of the equity investments (Piquadro Deutschland, Piquadro San Marino, Piquadro UK, and Pi quadro Hong Kong) in the amount of Euro 85 thousand.
The Company has conducted, on a prudential basis, the impairment test of investee The Bridge, since the book value includes an amount paid as goodwill, in order to recognise impairment losses (if any) to be charged to Profit or Loss, following the procedur e required by IAS 36 and thus comparing the book value of the investee and the value in use given by the present value of estimated cash flows that are expected to arise from the continuing use of the asset involved in the impairment test .
The Unlevered Discounted Cash Flow method has been used, which arises from the preparation of a plan relating to the long -term period from 2027 to 2031, as the Management’s best estimate on the future operational performance of The Bridge.
The terminal value has been calculated based on the “perpetual annuity” formula, assuming a “g -rate” growth rate equal to zero on a prudential basis and considering an operating cash flow based on the last year of explicit forecasts, as adjusted in order t o project a stable situation “perpetually”, specifically using the following main assumptions: -
234 balancing between investments and amortisation and depreciation (with a view to considering an investment level required to maintain the business continuity); - change in working capital equal to zero. From the value obtained by adding discounted cash flow s for the explicit period and of the terminal value (“Enterprise Value”) must be deducted the Net Financial Position as at the date of valuation, i.e. 31 March 2026, in order to obtain the economic value of the equity investments in the process of being me asured (“Equity Value”).
The average cost of capital is the result of the weighted average cost of debt (prepared by considering the relevant rates, plus a “spread”). The cost of net worth is determined by using the levered beta value and the financial structure of a panel of comp arables in the sector.
The rate (WACC) used reflects the current market valuation of the time value of money for the period under consideration and the specific risks of the Company.
The discount rate used corresponds to an estimate, net of tax, determined on the basis of the following main
assumptions:
• risk -free rate equal to the average yield on the relevant 10 -year government bonds;
• indebtedness depending on the financial structure of comparables.
The WACC used to discount future cash flows, equal to 10.50 %, (9.02% in the previous year) has been determined on the basis of the following assumptions:
• The average cost of capital results from the weighted average cost of debt (prepared by considering the relevant rates plus a “spread”);
• the cost of net worth is determined by using the levered beta value and the financial structure of a panel of comparables in the sector, only except for specific risk -free rate and risk premium per country;
• the terminal value has been determined on the basis of a long -term growth rate (g) that is prudentially equal to zero.
The impairment test conducted on the investee The Bridge, which was approved by the Board of Directors on 15 June 2026, has not reported any impairment loss to be charged to profit or loss as at 31 March 2026, showing a cover of Euro 33,389 thousand.
Note 5 - Receivables from others
Receivables from others (equal to Euro 392 thousand at 31 March 2026 against Euro 470 thousand at 31 March 2025) relate to guarantee deposits paid by the Company for various utilities, including those relating to the operation of Company -owned shops.
Note 6 – Receivables from subsidiaries
Receivables from subsidiaries amounted to Euro 1,247 thousand at 31 March 2026 (against Euro 250 thousand at 31 March 2025), including the long -term portion of the loan granted to subsidiary Lancel Sogedi SA at arm’s length .
Note 7 – Deferred tax assets
(in thousands of Euro) 31 March 2026 31 March 2025 Deferred tax assets :
- within 12 months 0 0
- beyond 12 months 1,686 1,674
1,686 1,674
Deferred tax liabilities
- within 12 months 0 0
- beyond 12 months (90) (30)
Net Position 1,596 1,644
235 Below are the main elements that make up deferred tax assets and deferred tax liabilities and their changes in the financial years ended 31 March 2026 and 31 March 2025:
Deferred tax assets 31 March 2026 31 March 2025
(in thousands of Euro) Temporary differences Tax effect
(IRES+IRAP) Temporary
differences Tax effect
(IRES+IRAP)
Deferred tax assets with effect through P&L:
Provision for bad debts 2,877 690 2,647 635 Provision for obsolescence of inventories 2,045 491 1,901 456 Provisions for risks and charges 245 63 135 32 Others 1,840 441 2,229 535 Total 7,007 1,686 6,912 1,658
Deferred tax assets with
effect through
Comprehensive Income:
Hedging transactions (cash flow hedge) 0 0 0 0 Defined -benefit plans 0 0 57 16 Total 0 0 57 16
Total tax effect 7,007 1,686 6,969 1,674
Deferred tax liabilities 31 March 2026 31 March 2025
(in thousands of Euro) Temporary differences Tax effect
(IRES+IRAP) Temporary
differences Tax effect
(IRES+IRAP)
Deferred tax liabilities with effect through P&L:
Others 0 0 (78) (19) Total 0 0 (78) (19)
Deferred tax liabilities with
effect through
Comprehensive Income:
Hedging transactions (cash flow hedge) (376) (90) (47) (11) Defined -benefit plans 0 0 0 0 Total (376) (90) (47) (11)
Total tax effect (376) (90) (125) (30)
Note 8 – Inventories
The tables below report the breakdown of net inventories into the relevant classes and the changes in the provision for write -down of inventories (entered as a direct reduction in the individual classes of inventories), respectively:
236 Gross value at 31 March 2026 Provision for write -down Net value at
31 March
2026 Net value at 31 March 2025 (in thousands of Euro) Raw materials 1,413 (208) 1,205 1,407 Semi -finished products 59 - 59 98 Finished products 16,317 (1,836) 14,481 16,922 Inventories 17,788 (2,044) 15,744 18,426
Below are the breakdown and changes in the Provision for write -down of inventories:
Provision as at 31 March 2025 Use Accrual Provision as at 31 March 2026 (in thousands of Euro) Provision for write -down of raw materials 174 0 34 208 Provision for write -down of finished products 1,727 0 109 1,836 Total Provision for write -down of inventories 1,901 0 143 2,044
Provision for write -down of inventories reflects the Management’s best estimate based on the breakdown of inventories by type, as well as on the considerations inferred from past experience and future prospects for sales volumes, including in light of the macroeconomic environment.
As at 31 March 2026, there was a decrease in inventories compared to the corresponding values at 31 March 2025 resulting from a more careful management of finished products.
Note 9 - Trade receivables
Below is the breakdown of trade receivables:
(in thousands of Euro) 31 March 2026 31 March 2025 Receivables from customers 19,329 25,116 Provision for bad debts (2,974) (2,779) Current trade receivables 16,355 22,337
Gross trade receivables showed a balance of Euro 19,329 thousand at 31 March 2026, showing a reduction of about Euro 5.8 million compared to 31 March 2025, which was mainly attributable to lower sales, specifically in the wholesale channel, affected by the introduction of the selective distribution system as from January 2025.
The adjustment to the face value of receivables from customers at their presumed realisable value was obtained through a special Provision for bad debts, whose changes are showed in the table below:
(in thousands of Euro) Provision at 31 March 2026 Provision at 31 March 2025 Balance at the beginning of the period 2,779 2,458 Accrual 600 450 Uses (405) (129) Total Provision for bad debts 2,974 2,779
Note 10 – Receivables from subsidiaries
Below is the breakdown of short -term receivables from subsidiaries:
237 (in thousands of Euro) 31 March 2026 31 March 2025 Piquadro España SLU 7 112 Piquadro Deutschland GmbH 144 77 Piquadro Hong Kong Co. Ltd. 0 0 Uni Best Leather Goods Zhongshan Co. Ltd. 1,674 1,142 Piquadro Taiwan Co. Ltd. 67 358 Piquadro UK Limited 30 341 OOO Piquadro Russia 241 215 The Bridge S.p.A. 2,201 2,961 Lancel Sogedi SA 1,024 2,339 Piquadro San Marino Retail S.r.l. 0 377 Receivables from subsidiaries 5,388 7,922
The decrease in receivables from subsidiaries was mainly attributable to setoffs and amounts collected in the financial year, in particular with The Bridge S.p.A.. Furthermore, it should be noted that the existence of a loan granted by the Company to Lance l Sogedi SA, regulated at arm’s length. The receivable relating to this loan amounted to Euro 1,497 thousand at 31 March 2026, unchanged compared to 31 March 2025 . The long -term portion, equal to Euro 1,247 thousand, was classified among non -current assets , as stated in Note 6.
Note 11 – Other current assets
Below is reported the breakdown of other current assets:
(in thousands of Euro ) 31 M arch 2026 31 M arch 2025 Other assets 655 419 Accrued income and prepaid expenses 2,016 2,118 Other current assets 2,671 2,536
Other assets were mainly made up of advances to suppliers for Euro 300 thousand, and receivables from digital services for payment of Euro 202 thousand.
Accrued income and prepaid expenses mainly related to prepaid expenses on media and advertising (Euro 1,080 thousand at 31 March 2026 against Euro 1,383 thousand at 31 March 2025), assistance for hardware and software for approximately Euro 346 thousand (Euro 103 thousand at 31 March 2026), and lease and r ental fees (Euro 298 thousand at 31 March 2026 against Euro 381 thousand at 31 March 2025) for which IFRS 16 was not applied.
Note 12 – Derivative assets
As at 31 March 2026, there were derivative assets for Euro 198 thousand (Euro 47 thousand at 31 March 2025).
The amount was made up of currency forward purchases (USD), the positive fair value of which was equal to Euro 121 thousand (against a positive value of Euro 15 thousand at 31 March 2025). The Company hedges the exchange risk connected to purchases of raw materials in US dollars and for contract work done in China. In consideration for this risk, the Company makes use of instruments to hedge the related interest rate risk, trying to fix the exchange rate at a level that is in line with the budget forecasts .
It was also made up of Euro 77 thousand relating to the measurement of the Interest Rate Swap (IRS) derivative contracts linked to Intesa Sanpaolo loans initially amounting to Euro 12,000 thousand . These derivatives were entered into for the purposes of hedging fluctuations in interest rates on the loans taken out at variable rates and are accounted for as hedge accounting in cash flow hedge.
Note 13 – Tax receivables
As at 31 March 2026, tax receivables were equal to Euro 2,320 thousand (Euro 1,751 thousand at 31 March 2025).
These receivables mainly related to tax credits for Research and Development activities, and tax credits arising from investments in industry 4.0 and 5.0.
238 Note 14 – Cash and cash equivalents
Below is reported the breakdown of cash and cash equivalents relating to Piquadro S.p.A.:
(in thousands of Euro ) 31 March 2026 31 March 2025 Available current bank accounts 21,077 15,443 Money, cash on hand and cheques 152 126 Cash and cash equivalents 21,229 15,569
The balance represents cash and cash equivalents and the existence of money and cash on hand at the closing date of the financial year. For a better understanding of the dynamics in the Company’s liquidity, reference is made to the Statement of Cash Flows.
LIABILITIES
Note 15 – Shareholders’ Equity
a) Share capital
As at 31 March 2026, the Share Capital of Piquadro S.p.A. was equal to Euro 1,000 thousand and was represented by 50,000,000 ordinary shares, fully subscribed and paid up, with regular enjoyment, with no indication of their par value.
Other information on Equity
Below is the statement concerning Equity items, as broken down on the basis of their origin, the possibility of being distributed and availability, in compliance with the provisions under paragraph 7 -bis) of Article 2427 of the Italian Civil Code (the valu es are expressed in thousands of Euro):
Description Amount Possible
use Available
share Distributable
share Other reserves Profit (Loss) for
the period
Coverage Other
Share Capital 1,000 B 0 0
Capital reserves
Share premium
reserve 1,000 A, B, C 1,000 1,000
Treasury shares
reserve (5,273) 0 0
Other reserves
Fair value reserve 138 0 0
Reserve for
Employee Benefits 55 0 0 Other reserves 1,494 A, B, C 1,494 1,494
Revenue reserves
Undivided profits
Legal reserve 200 B 200 0 Reserve of undivided profits 42,768 A, B, C 42,768 42,768 41,382 45,462 45,262 KEY: “A” for capital increase; “B” for loss coverage; “C” for distribution to shareholders .
a) Share premium reserve
This reserve, which remained unchanged compared to the previous financial year, was equal to Euro 1,000 thousand.
239
b) Treasury shares reserve
This reserve showed a loss of Euro 5,273 thousand, and is made up of the treasury shares held in portfolio equal to Euro 2,769,450 at 31 March 2026, unchanged compared to 31 March 2025.
c) Fair value reserve - for cash flow hedge
This reserve was positive for Euro 138 thousand and included changes in fair value of the effective component of cash flow hedge derivatives, net of deferred taxation.
d) Reserve for actuarial gains (losses) on defined -benefit plans
This reserve was positive for Euro 55 thousand.
e) Other reserves
This item, showing a profit of Euro 1,694 thousand, includes a legal reserve equal to Euro 200 thousand, a capital reserve with a positive value of Euro 1,460 thousand, and the reserve for stock grant plan equal to Euro 406 thousand.
f) Profit for the year
This item relates to the recognition of the Company’s profit for the year recorded, for Euro 7,329 thousand, as at 31 March 2026.
During the financial year ended 31 March 2026, the Company’s profit for the year, as resulting from the separate financial statements as at 31 March 2025, was allocated as follows:
• Euro 5,885,529 thousand, equal to the profit for the year, in full to the payment of dividends, which took place on 6 August 2025;
• to the payment of an additional dividend, through the distribution of a portion of the “reserve for retained earnings”, amounting to Euro 1,114,471.
Non-current liabilities
Note 16 – Borrowings
Below is the breakdown of non -current payables to banks:
(in thousands of Euro ) 31 March 2026 31 March 2025 Borrowings from 1 to 5 years 6,080 3,756 Borrowings beyond 5 years 0 0 Medium/long -term borrowings 6,080 3,756
Below is the breakdown of loans:
(in thousands of Euro) Interest rate Date of
granting of
the loan Initial
amount Curren
cy Current
borrowin
gs Amort.
cost
(S/T) Non-
current
borrowing
s Amort.
Cost
(L/T) Total
CREDIT AGRICOLE
(8 mil.) 3M-
EURIBOR+0 -10 18-Apr-25 8,000,000 Euro 8,000 8,000
INTESA SAN PAOLO
(12 mil.) 6M-
EURIBOR+0.30 30-Jun-25 12,000,000 Euro 4,000 (17) 6,000 (8) 9,975 SIMEST loan 0.1% 20-Jan-21 700,000 Euro 175 88 263 12,175 (17) 6,088 (8) 18,238
240
Note 17 – Payables to other lenders for lease agreements
Below is reported the following breakdown:
(in thousands of Euro ) 31 March 2026 31 March 2025
Non-current :
Lease liabilities 12,190 11,331
Current:
Lease liabilities 7,788 7,695 Payables to other lenders for lease agreements 19,978 19,026
The adoption of IFRS 16 entails the recognition of a financial liability, equal to the present value of residual future payments. As at 31 March 2026, this item amounted to Euro 19,978 thousand, classified among Non -current lease liabilities for Euro 12,190 thousand (Euro 11,331 thousand at 31 March 2025), and among current lease liabilities for Euro 7,788 thousand (Euro 7,695 thousand at 31 March 2025).
Below is reported the following additional breakdown:
(in thousands of Euro ) 31 March 2026 31 March 2025 Payables to other lenders for lease agreements :
Due within 1 year 7,788 7,695 Due from 1 to 5 years 10,699 9,314 Due beyond 5 years 1,491 2,017
Present value of payables to other lenders for lease agreements 19,978 19,026
Note 18 – Other non -current liabilities
Below is the related breakdown:
(in thousands of Euro ) 31 March 2026 31 March 2025 Other payables 0 3,144 Other non -current liabilities 0 3,144
“Other payables” included the fair value of the Earn -Out to be paid to Richemont International S.A. against the purchase of the stake representing the entire capital of Lancel International S.A.. During the financial year, based on a resolution passed by the Board of Directors, the Company reached an agreement with the counte rparty to renegotiate the mechanisms for determining and paying the “Annual Earn -Out.” Specifically, subject to the payment of the amount accrued for the 2024/2025 financial year, equal to Euro 87.6 thousand, the variable remuneration mechanism originally stipulated in the contract has been replaced with a one -time payment (“One -Off Earn -Out”) of Euro 500 thousand while keeping the contractual provisions regarding the “Sale Earn -Out” unc hanged.
Note 19 – Employee benefits
This item includes post -employment benefits measured by using the actuarial valuation method of projected unit credit applied by an independent actuary according to IAS 19. Below are reported the changes that occurred in the course of the last two financia l years in the Provision for TFR (which represents the entire value of the Provision for employee benefits), including the effects of the actuarial valuation:
(in thousands of Euro) Provision for
Employee
Severance Pay
Balance at 31 March 2024 151 Financial costs (10) Net actuarial Losses (Gains) accounted for in the period 0 Indemnities paid in the financial year/Others 11 Balance at 31 March 2025 152
241 Financial costs (5) Net actuarial Losses (Gains) accounted for in the period 0 Indemnities paid in the financial year/Others 3 Balance at 31 March 2026 150
The actuarial criteria and assumptions used for calculating the Provision are indicated in the paragraph Accounting Standards – Employee benefits in these Notes. From the sensitivity analysis carried out on this item, it results that variations in the main actuarial assumptions give rise to some minor changes in the provision, which are not significant.
Note 20 – Provision for risks and charges
Below are the changes of provisions for risks and charges during the financial year:
(in migliaia di Euro) Provision at
31 March
2025 Use Accrual Reclassifications Provision at
31 March
2026
Provision for clientele supplementary indemnity 1,128 0 143 0 1,271 Other Provisions for risks 135 0 110 100 345 Provision for write -downs of equity investments 0 0 0 0 Total 1,263 0 253 100 1,616
The “Provision for clientele supplementary indemnity” represents the potential liability with respect to agents in the event of the Company terminating agreements or agents retiring. The amount of the liability was calculated by an independent actuary as a t the reporting date. “Other provisions for risks”, equal to Euro 345 thousand, mainly relate to the provision for risks relating to sales equal to Euro 225 thousand, risks associated with litigation with suppliers for Euro 110 thousand, and the provision for risks on repairs for Euro 10 thousand.
Current liabilities
Note 21 – Borrowings
As at 31 March 2026, borrowings were equal to Euro 12,158 thousand against Euro 11,021 thousand at 31 March 2025; for the breakdown, reference is made to Note 16 above, the balance of which is made up of the current portion of payables to banks for loans.
Note 22 - Payables to other lenders for lease agreements
This item amounted to Euro 7,788 thousand at 31 March 2026 (Euro 7,695 thousand at 31 March 2025). The change in this item is described in Note 17.
Net Financial Position
The table below reports the breakdown of the Net Financial Position, which includes the net financial debt determined according to the ESMA criteria (based on the schedule set out in CONSOB Call for attention notice no.
5/2021 of 29 April 2021):
(in thousands of Euro) 31 March 2026 31 March 2025
(A) Cash 21,229 15,569 (B) Cash equivalents 0 0 (C) Other current financial assets 0 47 (D) Liquidity (A) + (B) + (C) 21,229 15,617
242
(E) Current financial debt (including debt instruments, but excluding the current portion of non -current financial debt) (15,788) (7,695) (F) Current portion of non-current financial debt (3,960) (10,934) (G) Current financial debt (E) + (F) (19,748) (18,716)
(H) Current Net Financial Indebtedness (G - D) 1,481 (3,186)
(I) Non-current financial debt (excluding the current portion and debt instruments (18,270) (15,068) (J) Debt instruments 0 0 (K) Trade payables and other non -current payables 0 (3,144) (L) Non-current Financial Indebtedness (I + J + K) (18,270) (18,232)
(M) Total Financial Indebtedness (H + L) (16,789) (21,330)
“Financial debt”, equal to Euro 38,018 thousand at 31 March 2026, was made up of the current portion of Euro 19,748 thousand, and the non -current portion of Euro 18,270 thousand.
Specifically, the item (E) “Current financial debt”, amounting to Euro 15,788 thousand, included the current financial debt for hot money amounting to Euro 8,000 thousand, as stated in Note 16 “Borrowings”, and the current portion of financial liabilities for lease agreements amounting to Euro 7,788 thousand, as stated in Note 17. The item (F) “Current portion of non -current financial debt”, amounting to Euro 3,960 thousand, consisted primarily of the current portion of bank loans and other medium - to long -term loans, net of current financial assets related to derivative instruments.
The item (I) “Non -current financial debt”, amounting to Euro 18,270 thousand, included the non -current portion of borrowings amounting to Euro 6,080 thousand, as stated in Note 16, and the non -current portion of financial liabilities under lease agreements amounting to Euro 12,190 thousand, as stated in Note 17.
In total, financial liabilities under lease agreements amounted to Euro 19,978 thousand, of which a current portion of Euro 7,788 thousand, and a non -current portion of Euro 12,190 thousand, compared to Euro 19,026 thousand at 31 March 2025.
As at 31 March 2026, Piquadro S.p.A.’s Net Financial Position posted a negative value of Euro (16.8) million, showing a negative change compared to 31 March 2025, when it posted a negative value of Euro (21.3) million.
The adjusted Net Financial Position, defined as the Net Financial Position, including the effects arising from the adoption of IFRS 16, at 31 March 2026 posted a positive value of Euro 3.1 million compared to 31 March 2025 (negative for Euro (2.3) million).
Note 23 – Trade payables
Below is the breakdown of current trade liabilities (including invoices to be received from suppliers):
(in thousands of Euro) 31 March 2026 31 March 2025 Payables to suppliers 15,215 19,048
Payables to suppliers at 31 March 2026 showed a decrease of about Euro 3.9 million compared to the value recorded at 31 March 2025 (Euro 19,048 thousand).
Note 24 – Payables to subsidiaries
Below is the breakdown of liabilities to subsidiaries (including invoices to be received and a credit note to be
received ):
243
(in thousands of Euro) 31 March 2026 31 March 2025 Piquadro España SLU 76 87 Piquadro Deutschland GmbH 40 39 Piquadro Hong Kong Co. Ltd. 0 0 Uni Best Leather Goods Zhongshan Co. Ltd. 1,415 1,429 Piquadro Taiwan Co. Ltd. 85 746 Piquadro UK Limited 749 951 OOO Piquadro Russia 322 220 Lancel Zhongshan 0 0 The Bridge S.p.A. 1,470 250 Lancel Sogedi 14 36 Piquadro San Marino Retail S.r.l. 0 135 Payables to subsidiaries 4,171 3,893
Note 25 – Derivative liabilities
As at 31 March 2026, there were no d erivative liabilities .
Note 26 - Other current liabilities
Below is the breakdown of other current liabilities:
(in thousands of Euro) 31 March 2026 31 March 2025 Payables to social security institutions 499 568 Payables to Pension funds 46 39 Other payables 177 180 Payables to employees 1,867 2,439 Advances from customers 250 145 Accrued expenses and deferred income 0 37 Other current liabilities 2,839 3,410
Payables to social security institutions (Euro 499 thousand) mainly relate to the payables due to INPS (equal to Euro 458 thousand) while payables to employees (equal to Euro 1,868 thousand) mainly included payables for remuneration and bonuses to be paid and deferred charges to employees.
Note 27 – Tax payables
As at 31 March 2026, Tax payables were equal to Euro 407 thousand (Euro 1,195 thousand at 31 March 2025), mainly relating to the VAT, IRES/IRAP taxes and IRPEF tax debts.
(in thousands of Euro) 31 March 2026 31 March 2025 Tax payables 407 1,195
244
COMMENTS ON THE MAIN INCOME STATEMENT ITEMS
Note 28 – Revenues from sales
The breakdown of revenues from sales according to categories of activities is not reported as it is considered not to be significant for the understanding of and the opinion on the economic results.
The Company’s revenues are mainly realised in Euro.
Below is the breakdown of revenues by geographical area:
(in thousands of Euro) Revenues from sales 31 March 2026 % Revenues from sales 31 March 2025 % %
Change
2026 -2025
Italy 55,740 80.2% 58,427 75.9% (4.6)% Europe 11,896 17.2% 16,653 21.6% (28.6)% Rest of the World 1,822 2.6% 1,937 2.5% (5.9)% Total 69,458 100% 77,018 100% (9.8)%
Nota 29 – Other income
(in thousands of Euro) 31 March 2026 31 March 2025 Charge -backs of transport and collection costs 127 99 Insurance and legal refunds 16 10 Other sundry income 4,268 2,827 Other income 4,411 2,936
In the financial year ended 31 March 2026, Other income totalled Euro 4,411 thousand (Euro 2,936 thousand at 31 March 2025). “Other sundry income” mainly included the tax credit for Research and Development, equal to Euro 60 thousand, and charge -backs to s uppliers totalling Euro 160 thousand relating to costs incurred by the Company due to quality non -conformities in the products supplied, as well as intercompany charge -backs totalling Euro 2,826 thousand.
Note 30 – Change in inventories
The change in inventories of raw materials was negative for Euro 311 thousand (negative for Euro 150 thousand at 31 March 2025) while the change in inventories of semi -finished and finished products was negative for Euro 2,371 thousand (negative for Euro 4 ,360 thousand at 31 March 2025).
Note 31 - Costs for purchases
The item essentially includes the cost of materials used for the production of the Company’s goods and consumables.
As at 31 March 2026, costs for purchases were equal to Euro 21,231 thousand (Euro 27,858 thousand at 31 March 2025), showing a decrease, bot h in absolute and percentage terms, compared to the FY 2024/2025.
The table below reports the amounts of purchases of raw and secondary materials, consumables and goods for resale, as well as the amount of other production costs incurred in a currency other than the Euro (a portion of these costs is classified under cost s for services), the Euro counter -value of these purchases in foreign currency and their impact on the total purchases of raw and secondary materials, consumables and goods for resale.
Currency
amount Average
exchange
rate Amount in
thousands of
Euro Currency
amount Average
exchange
rate Amount in
thousands of
Euro
31 March 2026 31 March 2025
245 US Dollars 10,553 1.16 9,106 12,200 1.07 15,362 Total operating costs incurred in foreign currency 9,106 15,362
In the FY 2025/2026, the Company incurred costs for purchases in US Dollars for an overall amount of USD 10,533 million (USD 16,111 million in the FY 2024/2025), equivalent to approximately Euro 9.1 million at the average exchange rate for the FY 2025/2026 (approximately Euro 15.0 million at the average exchange rate for the FY 2024/2025), equal to 12.9% of total operating costs, whereas corresponding costs of approximately Euro 15.0 million were incurred in the financial year ended 31 March 2025, equal to 20.9% of operating costs. The purchases mainly related to the supplies of Uni Best Leather Goods Zhongshan Co. Ltd., net of intercompany transactions relating to the sale of leather towards the Chinese subsidiary.
Note 32 - Costs for services and use of third -party assets
Below is reported the breakdown of these costs:
(in thousands of Euro) 31 March 2026 31 March 2025 Third -party manufacturing 3,155 5,567 Advertising and marketing 5,260 4,754 Transport services 4,375 5,835 Business services 2,420 2,481 Administrative services 1,317 1,457 Production services 6,107 5,451 Costs for leases and rentals 1,465 1,382 Costs for services and leases and rentals 24,098 26,926
Costs for services recorded a slight decrease during the financial year, arising from an improved efficiency of costs in third -party manufacturing of the Company. Furthermore, the rents stated among costs for leases and rentals related to the agreements fo r which the Company has made use of the exemption granted in relation to short -term leases (i.e. agreements expiring within 12 months or less) and for lease agreements for which the underlying asset consists of a low -value asset.
Note 33 - Personnel costs
Below is reported the breakdown of personnel costs:
(in thousands of Euro) 31 March 2026 31 March 2025 Wages and salaries 11,140 11,280 Social security contributions 3,071 2,984 Employee Severance Pay 731 711 Other personnel costs 224 127 Personnel costs 15,166 15,101
In the financial year ended 31 March 2026, personnel costs, equal to Euro 15,166 thousand, were substantially in line with the value posted in the financial year ended 31 March 2025, equal to Euro 15,101 thousand.
"Other personnel costs" include the cost related to the adoption (with the approval of the Shareholders' Meeting on 23 July 2024) of the new 4 -year management incentive and loyalty plan reserved for executive directors, executives with strategic responsibi lities, managers and employees of Piquadro S.p.A., as prepared by the Board of Directors, at the proposal of the Remuneration Committee and named "Stock Grant Plan 2024 -2028". The increase was mainly linked to the different mix, and contract job classifica tion of the staff members employed during the year.
The table below reports the exact number of the staff members employed by the Company as at 31 March 2026 and 31 March 2025:
246 Units 31 March 2026 31 March 2025 Executives 7 7 Office workers 270 257 Manual workers 32 32 Total 309 296
Note 34 - Amortisation, depreciation and write -downs
In the FY 2025/2026, amortisation and depreciation were equal to Euro 6,578 thousand (Euro 5,814 thousand in the FY 2024/2025). Write -downs related to the accrual to the Provision for bad debts from customers for Euro 600 thousand.
(in thousands of Euro) 31 March 2026 31 March 2025 Amortisation of intangible assets 546 353 Depreciation of property, plant and equipment 1,390 1,265 Amortisation of right -of-use assets 4,726 4,196 Write -down of right -of-use assets 0 65 Provision for bad debts 600 450 Amortisation, depreciation and write -downs 7,262 6,329
Note 35 - Other operating costs
In the FY 2025/2026, other operating costs, equal to Euro 439 thousand (Euro 351 thousand in the FY 2024/2025), mainly related to charges generated from current operations (Euro 250 thousand), and donations for Euro 78 thousand.
Note 36 – Shares of profits (losses) from investee Companies
During the financial year ended 31 March 2026, write -downs were made for approximately Euro 85 thousand in relation to investee companies.
(in thousands of Euro) 31 March 2026 31 March 2025 Write -down of equity investments in subsidiaries (85) 0 Revaluation of equity investments in subsidiaries 0 0 Shares of profits (losses) from investee companies (85) 0
Note 37 - Financial income
The amount of Euro 6,590 thousand in the financial year 2025/2026 (Euro 905 thousand at 31 March 2025) consisted of the financial income related to the renegotiation of the earn -out agreements with Richemont International A.G., concerning the acquisition o f the Lancel Group. This agreement provided for the replacement of the variable earn -
out mechanism with a one -time payment of Euro 500 thousand while leaving the components related to the sale earn-out unchanged. Also noted is the distribution of dividends by the subsidiary The Bridge for a total of Euro 3.5 million.
Note 38 - Financial costs
Below is the breakdown of financial costs:
(in thousands of Euro) 31 March 2026 31 March 2025 Interest payable on current accounts 66 59 Financial costs on loans 426 449 Costs on right -of-use assets 622 466
247 Net financial costs on defined -benefit plans 5 10 Other charges 35 51 Foreign exchange losses (either realised or estimated ) 190 118 Financial costs 1,344 1,153
The increase in financial costs, equal to Euro 191 thousand in the FY 2025/2026, was mainly attributable to higher financial costs for rights of use.
Note 39 – Income tax
Below is reported the breakdown of income tax:
(in thousands of Euro) 31 March 2026 31 March 2025 IRES tax 450 1,524 IRAP tax 180 371 Deferred tax liabilities 93 (43) Taxes in the previous year 101 12 Total current and deferred taxes 824 1,864
Taxes relate to the tax burden calculated on the Company’s taxable income.
Below is reported the reconciliation between theoretical and actual tax charge:
(in thousands of Euro) 31 March 2026 31 March 2025 Profit (loss) before tax 8,153 7,750 Theoretical tax charge 24.0% 24.0% Theoretical income taxes 1,957 1,860 Tax effect of permanent differences (1,454) (274) Other changes 40 (105) Total 542 1,481 IRAP tax 180 371 Taxes from previous year 101 12 Current and deferred taxes in the accounts 824 1,864
The table below reports the p ercentage impact of taxes on profit (loss) before tax for the financial years ended 31 March 2026 and 31 March 2025:
(in thousands of Euro) 31 March 2026 31 March 2025 Profit (loss) before tax 8,153 7,750 Income taxes (824) (1,864) Average tax rate 10.01% 24.05%
Note 40 – Commitments
a) Commitments for purchases (if any) of property, plant and equipment and intangible assets
As at 31 March 2026, the Company had not executed contractual commitments that would entail significant investments in property, plant and equipment and intangible assets in the FY 2025/2026.
Note 41 – Related -party transactions
Piquadro S.p.A., the Parent Company of the Piquadro Group, operates in the leather goods market and designs, produces and markets articles under its own brand. The subsidiaries mainly carry out activities of distribution of products (Piquadro España SLU, P iquadro Hong Kong Co. Ltd., Piquadro Deutschland GmbH, Piquadro Taiwan
248 Co. Ltd, Piquadro Swiss SA, Piquadro UK Limited and OOO Piquadro Russia) or production (Uni Best Leather Goods Zhongshan Co. Ltd.), as well as The Bridge S.p.A. and Lancel Sogedi which sell The Bridge and Lancel -
branded products . The relations with the Piquadro Group companies are mainly commercial and regulated at arm’s length. There are also financial relations (intergroup loans) between Piquadro S.p.A. and Lancel Sogedi S.A., conducted at arm’s length.
On 18 November 2010 , Piquadro S.p.A. adopted, pursuant to and for the purposes of art. 2391 -bis of the Italian Civil Code and of the “Regulation on transactions with related parties” as adopted by CONSOB resolution, the procedures on the basis of which Piquadro S.p.A. and its Subsidiaries operate to complete transactions with related parties of Piqu adro S.p.A. itself.
On 15 June 2021 , the Board of Directors of Piquadro S.p.A. adopted the new procedure concerning related -party transactions, which was also drawn up by taking account of the instructions provided by CONSOB for the application of the new regulations by resolution no. 21624 of 10 December 2020 .
Below is the breakdown of financial receivables from subsidiaries:
Financial receivables 31 March 2026 31 March 2025 (in thousands of Euro)
Controlling companies
Piqubo S.p.A. 0 0 Piquadro Holding S.p.A. 0 0
Subsidiaries
Piquadro España SLU 0 0 Piquadro Deutschland GmbH 0 0 Piquadro Taiwan Co. Ltd. 0 0 Piquadro Hong Kong Co. Ltd. 0 0 OOO Piquadro Russia 0 0 The Bridge S.p.A. 0 500 Lancel Sogedi S.A. 1,561 1,545 Lancel Italia S.r.l. 0 0 Piquadro San Marino Retail S.r.l. 0 0 Uni Best Leather Goods Zhongshan Co. Ltd. 0 0 Provision for write -down of receivables from subsidiaries 0 0 Total financial receivables from subsidiaries 1,561 2,045
Total financial receivables 1,561 2,045
% Incidence 100.0% 100.0%
The table below provides the breakdown of trade receivables from Subsidiaries, included in the items “Receivables from subsidiaries” as commented on in Note 9:
Trade receivables 31 March 2026 31 March 2025 (in thousands of Euro)
Controlling companies
Piqubo S.p.A. 0 0 Piquadro Holding S.p.A. 0 0
Subsidiaries
Piquadro España SLU 7 112 Piquadro Deutschland GmbH 144 76 Piquadro Hong Kong Co. Ltd. 0 0 Piquadro Taiwan Co. Ltd. 67 357 Uni Best Leather Goods Zhongshan Co. Ltd. 1,674 1,142
249 Piquadro UK Limited 30 341 OOO Piquadro Russia 241 215 The Bridge S.p.A. 2,201 2,461 Lancel Sogedi S.A. 710 1,044 Piquadro San Marino Retail S.r.l. 0 377 Total trade receivables from subsidiaries 5,074 6,127
Total trade receivables 21,429 30,259
% Incidence 23.68% 20.40%
100.0% 100.0%
Trade receivables from subsidiaries mainly relate to the sale of products intended for the subsequent distribution by directly -operated stores. With regard to Uni Best Leather Goods Zhongshan Ltd, these receivables also concern the sale of raw materials pu rchased directly from the Company, and intended for the manufacturing processes, as well as the charge -back of costs for administrative and strategic services.
Below is the breakdown of borrowings from controlling companies:
Borrowings 31 March 2026 31 March 2025 (in thousands of Euro)
Controlling companies
Piqubo S.p.A. 0 0 Piquadro Holding S.p.A. 0 0
Total borrowings from controlling companies 0 0
Total borrowings 18,239 14,690
% Incidence 0.0% 0.0%
The table below provides the breakdown of trade payables to subsidiaries, included in the item “Payables to subsidiaries”, as commented on in Note 24:
Trade payables 31 March 2026 31 March 2025 (in thousands of Euro)
Controlling companies
Piqubo S.p.A. 0 0 Piquadro Holding S.p.A. 0 0
Subsidiaries
Piquadro España SLU 76 87 Piquadro Deutschland GmbH 40 39 Uni Best Leather Goods Zhongshan Co. Ltd. 1,415 1,429 Piquadro Taiwan Co. Ltd. 85 746 Piquadro UK Limited 749 951 OOO Piquadro Russia 322 220 Piquadro San Marino Retail S.r.l. 0 134 The Bridge S.p.A. 1,470 250 Lancel Sogedi 14 36 Lancel Zhongshan 0 0 Total trade payables to subsidiaries 4,171 2,463
Total trade payables 19,386 22,942
250 % Incidence 21.51% 10.74%
Trade payables partly derive from the services rendered in relation to the Service Agreements executed with the subsidiaries Piquadro España SLU, Piquadro Deutschland GmbH, Piquadro Taiwan Co. Ltd., Piquadro UK Limited, OOO Piquadro Russia, and Piquadro Sa n Marino Retail S.r.l. carried out on the basis of market values, and partly from the purchase of finished products realised by the subsidiary Uni Best Leather Goods Zhongshan Co. Ltd..
Below is the breakdown of revenues from (direct and indirect) controlling companies and from subsidiaries:
Revenues 31 March 2026 31 March 2025 (in thousands of Euro)
Controlling companies
Piqubo S.p.A. 0 0 Piquadro Holding S.p.A. 0 0
Subsidiaries
Piquadro España SLU 539 640 Piquadro Deutschland GmbH 67 33 Piquadro Taiwan Co. Ltd. 374 249 Uni Best Leather Goods Zhongshan Co. Ltd. 597 1,176 Piquadro San Marino S.r.l. 0 72 Piquadro UK Limited 44 256 OOO Piquadro Russia 1,008 927 The Bridge S.p.A. 1,694 1,213 Lancel Sogedi S.A. 1,411 1,563 Lancel Zhongshan 0 0 Total revenues from subsidiaries 5,734 6,545
Total revenues 69,458 79,953
% Incidence 8.3% 8.2%
Revenues from subsidiaries essentially relate to the sale of leather products by the Company, as well as to charge -
backs by the Company to subsidiaries in relation to administrative and strategic services. These transactions were carried out at arm’s lengt h.
Below are reported the operating costs towards controlling companies and subsidiaries:
Costs 31 March 2026 31 March 2025 (in thousands of Euro)
Controlling companies
Piqubo S.p.A. 242 239 Piquadro Holding S.p.A. 279 254
Subsidiaries
Piquadro España SLU 247 249 Piquadro Deutschland GmbH 1 86 Piquadro Taiwan 326 218 Uni Best Leather Goods Zhongshan Co. Ltd. 3,477 6,766 Piquadro UK Limited 452 381 OOO Piquadro Russia 964 413 The Bridge S.p.A. 2,236 1,386 Lancel Sogedi S.A. 147 222 Piquadro San Marino S.r.l. 0 72 Lancel Zhongshan 0 0 Total costs towards controlling companies and subsidiaries 7,603 10,211
251
Total operating costs 70,877 71,955
% Incidence 10.73% 13.3%
Operating costs towards subsidiaries mainly relate to the purchase of finished products made by the Company towards the subsidiary Uni Best Leather Goods Zhongshan Co. Ltd. and to the services rendered in relation to the so-called Service Agreements execut ed with the subsidiaries Piquadro España SLU, Piquadro Deutschland GmbH, Piquadro UK Limited, Piquadro Taiwan Co. Ltd., and OOO Piquadro Russia carried out on the basis of market values. All transactions were carried out at arm’s length.
Piqubo S.p.A., the ultimate parent company, charged Piquadro the rent relating to the use of the plant located in Riola di Vergato (Province of Bologna) as a warehouse and of the Milan Showroom for the Lancel Brand.
On 29 June 2012, a lease agreement was entered into between Piquadro Holding S.p.A. and Piquadro S.p.A., concerning the lease of a property for office purposes located in Milan, Piazza San Babila no. 5, which is used as a Showroom of Piquadro S.p.A. This l ease agreement has been entered into at arm’s length.
Below is reported the financial income from controlling companies and subsidiaries:
Financial income 31 March 2026 31 March 2025 (in thousands of Euro)
Controlling companies
Piqubo S.p.A. 0 0 Piquadro Holding S.p.A. 0 0
Subsidiaries
Piquadro Deutschland GmbH 0 0 Piquadro San Marino Retail S.r.l. 0 0 Lancel Sogedi S.A. 65 63 The Bridge S.p.A. 0 12 Total financial income from subsidiaries 65 75
Total financial income 6,590 905
Incidence % 0.1% 8.3%
Below is the breakdown of financial costs to controlling companies and subsidiaries:
Financial costs 31 March 2026 31 March 2025 (in thousands of Euro)
Controlling companies
Piqubo S.p.A. 0 0 Piquadro Holding S.p.A. 0 0
Subsidiaries
Total financial costs to subsidiaries 0 0
Total financial costs (1,344) (1,153)
% Incidence 0.0% 0.0%
The Directors report that, in addition to Piqubo S.p.A., Piquadro Holding S.p.A., and the Palmieri Family Foundation, there are no other related parties (pursuant to IAS 24) of the Piquadro Group.
252 Below are reported the following financial relations with Piquadro Holding S.p.A.:
• in the FY 2025/2026, Piquadro S.p.A. distributed dividends of Euro 5,070 thousand relating to the profit reported in the FY 2024/2025, and resolved upon by the Shareholders’ Meeting of Piquadro S.p.A. held on 28 July 2025, including the portion attributabl e to the treasury shares held by Piquadro S.p.A. at the record date.
• In the FY 2024/2025, Piquadro S.p.A. distributed dividends of Euro 3,559 thousand relating to the profit reported in the FY 2023/2024, and resolved upon by the Shareholders’ Meeting of Piquadro S.p.A. held on 23 July 2024, including the portion attributabl e to the treasury shares held by Piquadro S.p.A. at the record date of 6 August 2024.
• In the FY 2025/2026 no transactions were carried out with the Palmieri Family Foundation, which is a non-profit foundation, whose Founder is Marco Palmieri and which has the purpose of promoting activities aimed at the study, research, training, innovation in the field for the creation of jobs and employment opportunities for needy persons.
Fees due to the Board of Directors
Below are indicated the fees by name (including emoluments due to Directors and current and deferred remuneration, also in kind, by subordinate employment) due to the Directors and to the members of the Board of Statutory Auditors of Piquadro S.p.A. for th e FY 2025/2026 for the performance of their duties in the Parent Company and other Piquadro Group companies, and the fees accrued by any Key Executives (as at 31 March 2026, the Directors had not identified Key Executives):
First and last
name Position
held Period in
which the
position was
held Term of office Fees for the position Non-
cash
benefits Bonuses
and other
incentives Other
Fees Total
Marco Palmieri Chairman and
CEO 01/04/25
-31/03/26 2028 650 7 0 0 657 Pierpaolo Palmieri Vice-Chairman –
Executive
Director 01/04/25
-31/03/26 2028 272 4 0 0 276 Roberto Trotta Executive
Director 01/04/25
-31/03/26 2028 132 3 0 165 300 Tommaso Palmieri Non-executive
Director 01/04/25
-31/03/26 2028 33 0 0 0 33 Catia Cesari Independent
Director 01/04/25
-28/07/25 2025 6 0 0 2 8 Alessandra Carra Independent
Director 28/07/25
-31/03/26 2028 20 0 0 7 27 Barbara Falcomer Executive
Director 01/04/25
-28/07/25 2025 6 0 0 2 8 Marinella Soldi Executive
Director 28/07/25
-31/03/26 2028 20 0 0 7 27
Valentina Beatrice
Manfredi Independent
Director 01/04/25
-31/03/26 2028 26 0 0 3 29 1,165 14 0 186 1,365
Fees due to the Board of Statutory Auditors
(in thousands of Euro )
First and
last name Position Held Period in which the position was held Term of office Fees in
Piquadro Other
fees Total
253 Patrizia Lucia Maria Riva Chairman 01/04/25 - 28/07/25 2025 8 0 8
Gian Luca Galletti Chairman 28/07/25 - 31/03/26 2028 17 0 17
Maria Stefania Sala Standing auditor 01/04/25 - 31/03/26 2028 17 0 17
Domenico Farioli Standing auditor 28/07/25 - 31/03/26 2028 12 0 12
Giuseppe Fredella Standing auditor 01/04/25 - 28/07/25 2025 6 0 6 60 0 60 The Statutory Auditors are also entitled to receive the reimbursement of expenses incurred in the performance of their duties and the reimbursement of any charges relating to the National Social Security Fund.
Information required by Article 149 -duodecies of the CONSOB Issuers’ Regulation
Type of service Entity performing the service Fees (in thousands of
Euro)
Statutory audit of annual and half -
year accounts (a) Parent Company’s Independent Auditors (KPMG
S.p.A.) 151
Other Services (b) Parent Company’s Independent Auditors (KPMG
S.p.A.) 12.5
Certification services (c) Parent Company’s Independent Auditors (KPMG
S.p.A.) 50
• (a) The item “Statutory audit of annual and half -year accounts” relates to the fees due by Piquadro S.p.A.;
• (b) The item “Other services” refers to the certification of expenses incurred in connection with innovation projects (Transi tion
Plan 5.0);
• (c) “Certification services” relate to the Consolidated Sustainability Statement at 31 March 2026.
Note 42 – Significant events after the reporting date
No further significant events are reported which occurred after the reporting date.
Note 43 – Other information
a) Shares of Piquadro S.p.A. owned by its Directors or Statutory Auditors
The chart below shows the equity investments held by Directors, Statutory Auditors, General Managers, Key Executives and their spouses and minor children in Piquadro S.p.A. and its subsidiaries.
First and
last name Position Investee company No. of shares owned at the end of the
previous
financial
year No. of shares
purchased/o
btained
through
stock grant
plan No. of
shares sold
through
“sell to
cover” plan No. of
shares
owned at
the end of
the current
financial
year
Marco
Palmieri
Chairman;
CEO (1) Piquadro
S.p.A. 31,909,407 19,500 9,109 31,919,798
Pierpaolo
Palmieri
Vice - Piquadro
S.p.A. 2,276,801 19,500 9,114 2,287,187
254
Chairman;
Executive
Director (2
Tommaso
Palmieri Executive
Director Piquadro
S.p.A 0 0 0 0
Roberto
Trotta Executive
Director Piquadro
S.p.A. 3,000 19,500 9,112 13,388
(1) At the end of the FY 2025/2026, the Chairman of the Board of Directors and CEO of Piquadro S.p.A., Marco Palmieri, owned a st ake equal to 93.34% of the share capital of Piquadro Holding S.p.A., through Piqubo S.p.A., a company wholly owned by the latter. Piquadro Holding S.p.A., in turn, owns 68.37% of the share capital of Piquadro S.p.A.
(2) At the end of the 2025/2026, the Executive Director Pierpaolo Palmieri, owned a stake equal to 6.66% of the share capital of Piquadro Holding S.p.A., which in turn, owns 68.37% of the share capital of Piquadro S.p.A.
b) Sale transactions with a reconveyance obligation
As at 31 March 2026, the Company had no sale transactions in place subject to an obligation of reconveyance or repurchase of its own assets sold to third -party customers.
c) Information on the financial instruments issued by the Company
The Company did not issue financial instruments during the financial year.
d) Shareholder loans to the Company
The Company has no payables to Shareholders for loans.
e) Information relating to assets and loans intended for a specific business
The Company has not constituted assets intended for a specific business, nor has it raised loans intended for a specific business.
f) Indication of the controlling entity and information on the management and coordination activity pursuant to article 2497 of the Italian Civil Code
Piquadro S.p.A. is not subject to management and coordination activities pursuant to Article 2497 and ff. of the Italian Civil Code. In fact, although under Article 2497 -sexies of the Italian Civil Code “ it is presumed, unless there is evidence to the contrary, that the activity of management and coordination of Companies is carried out by the Company or entity that is required to consolidate their financial statements or that controls them in any way pursuant to Article 2359 ”, neither Piqubo S.p.A. nor Piq uadro Holding S.p.A., i.e. the companies controlling Piquadro S.p.A., carries out management and coordination activities in relation to Piquadro S.p.A., in that (i) they do not give instructions to their subsidiary; and (ii) there is no significant organis ational/functional connection between these companies and Piquadro S.p.A. .
In addition to directly carrying out operating activities, Piquadro S.p.A., in its turn, also carries out management and coordination activities in relation to the companies it controls, pursuant to Articles 2497 and ff. of the Italian Civil Code.
g) Information required by Article 1, paragraphs 125 -129, of Law no. 124 of 4 August 2017
The regulations governing the transparency of government grants under Article 1, paragraphs from 125 to 129 of Law no. 124/2017 falls within the scope of a broader set of provisions aimed at ensuring transparency in financial relationships between public e ntities and other persons or entities, but the lack of clarity of the wording has immediately raised problems of interpretation and application in relation to companies. In this regard, ANAC (Italian Anti -corruption Authority) passed resolution no. 1134 of 8 November 2017, appointing each administration to implement and control said grants, in addition to be responsible for the proper performance of any consequent obligation. By opinion no. 1149 of 1 June 2018, the Council of State then clarified that the f irst year of application is that relating to the 2019 financial period for the sums received from 1 January to 31 December 2018.
More recently, under Law no. 12 of 11 February 2019 (Decree Law no. 135 of 14 December 2018), the grants that fall within the scope of the regulations governing the National register of state aids established by the Ministry for
255 Economic Development (MISE) (Law no. 115/2015) are not required to be declared for the purposes of Law no.
124.
Finally, note that both the Assonime (Italian Association of Joint -stock Companies= Circular no. 5 “Business activity and competition”, published on 22 February 2019, and the Circular issued by the Italian accounting Profession ( Consiglio Nazionale dei Dottori Commercialisti e degli Esperti Contabili ) in March 2019, confirm that the operations carried out as part of the entity’s business do not fall within the scope of the purpose of the request and from the scope of disclosures, where bilateral relationshi ps exist which are managed according to market rules and the concessionary measures aimed at companies in general rather than to a specific business entity (for example, tax concession measures). In light of the above provisions, it is believed that Piquad ro S.p.A. did not receive disbursements that fall within the scope of the cases required by Law no. 124 referred to above.
256
CERTIFICATION ON THE SEPARATE FINANCIAL STATEMENTS PURSUANT TO ARTICLE 81 -Ter
of CONSOB Regulation No. 11971 of 14 May 1999, as amended and supplemented
The undersigned Marco Palmieri, in his capacity as Chief Executive Officer, and Roberto Trotta, in his capacity as Financial Reporting Officer of Piquadro S.p.A., certify, also taking account of the provisions under Article 154 -bis, paragraphs 3 and 4, of Legislative Decree no. 58 of 24 February 1998:
• adequacy in relation to the characteristics of the Company and • actual application,
of administrative and accounting procedures for the preparation of the separate financial statements in the course of the period from 1 April 2025 to 31 March 2026.
It is also certified that the separate financial statements as at 31 March 2026:
a) have been prepared in accordance with the applicable International Accounting Standards acknowledged by the European Union pursuant to Regulation (EC) no. 1606/2002 of the European Parliament and of the Council of 19 July 2002;
b) correspond to the results in the accounting books and records;
c) are suitable to give a true and correct representation of the equity, economic and financial position of the Issuer.
The Report on Operations includes a reliable analysis of the performance and of the result of operations, as well as of the position of the Issuer, together with a description of the main risks and uncertainties to which they are exposed.
Silla di Gaggio Montano (BO), 15 June 2026
Marco Palmieri Roberto Trotta Chief Executive Officer Financial Reporting Officer
Signed: Marco Palmieri Signed: Roberto Trotta
257
HIGHLIGHTS OF FINANCIAL STATEMENTS OF SUBSIDIARIES AT 31 MARCH 2026
258 The highlights of the financial statements of the subsidiaries included in the consolidation area are reported below pursuant to Article 2429, last paragraph, of the Italian Civil Code
Piquadro -brand distribution companies
Income Statement
(in thousands of Euro) Piquadro Espa ña SLU Piquadro Deutschland GmbH OOO Piquadro
Russia
Revenues and other income 1,418 46 4,678 Operating costs (1,389) (54) (4,591) Operating profit (loss) 29 (8) 87 Financial income (costs) 0 0 (27) Operating profit (loss) before tax 29 (8) 60 Income taxes (9) 0 0 Profit (loss) for the period 20 (8) 60
Balance Sheet
(in thousands of Euro) Piquadro Espa ña SLU Piquadro Deutschland GmbH OOO Piquadro
Russia
Assets
Non-current assets 188 1 414 Current assets 766 299 2,494 Total assets 954 300 2,908 Equity and liabilities Equity 904 141 2,030 Non-current liabilities 0 0 0 Current liabilities 50 159 878 Total Equity and liabilities 954 300 2,908
Income Statement
(in thousands of Euro) Piquadro San Marino Piquadro UK Limited Piquadro Taiwan Co.
Ltd.
Revenues and other income 2 769 1,169 Operating costs (5) (761) (1,153) Operating profit (loss) (3) 8 16 Financial income (costs) 0 (16) (31) Profit (loss) before tax (3) (8) (15) Income taxes (10) (6) (10) Profit (loss) for the period (13) (15) (25)
Balance Sheet
(in thousands of Euro) Piquadro San Marino Piquadro UK Limited Piquadro Taiwan Co.
Ltd.
Assets
Non-current assets 0 126 298 Current assets 14 1,171 826 Total assets 14 1,297 1,124 Equity and liabilities Equity 14 1,124 830 Non-current liabilities 0 0 0 Current liabilities 0 173 294 Total Equity and liabilities 4 1,297 1,124
259
Income Statement
(in thousands of Euro) Piquadro Hong Kong Co. Ltd.
Revenues and other income 60 Operating costs (65) Operating profit (loss) (5) Financial income (costs) (0) Profit (loss) before tax (5) Income taxes 0 Profit (loss) for the period (5)
Balance Sheet
(in thousands of Euro) Piquadro Hong Kong Co. Ltd.
Assets
Non-current assets 0 Current assets 60 Total assets 60 Equity and liabilities
Equity 48
Non-current liabilities 0 Current liabilities 12 Total Equity and liabilities 60
Lancel -brand distribution companies
Income Statement
(in thousands of Euro) Lancel
International
S.A. Lancel Sogedi S.A.
Revenues and other income 223 73,355 Operating costs (188) (70,280) Operating profit (loss) 35 3.075 Financial income (costs) (14) (297) Profit (loss) before tax 21 2,778 Income taxes 0 1,853 Profit (loss) for the period 21 4,631
Balance Sheet
(in thousands of Euro) Lancel International SA Lancel Sogedi SA
Assets
Non-current assets 17,665 8,651 Current assets 7,504 27,659 Total assets 25,169 36,310 Equity and liabilities Equity 25,085 7,256 Non-current liabilities - 3,282 Current liabilities 84 25,772 Total Equity and liabilities 25,169 36,310
Income Statement
(in thousands of Euro) Lancel
Zhongshan
Revenues and other income 761 Operating costs (761)
260 Operating profit (loss) 0 Financial income (costs) (25) Profit (loss) before tax (25) Income taxes 0 Profit (loss) for the period (25)
Balance Sheet
(in thousands of Euro) Lancel
Zhongshan
Assets
Non-current assets 30 Current assets 1,685 Total assets 1,715 Equity and liabilities
Equity 1,590
Non-current liabilities 0 Current liabilities 125 Total Equity and liabilities 1,715
Piquadro -brand production companies
Income Statement
(in thousands of Euro) Uni Best Leather Goods Zhongshan Co. Ltd. (b) Revenues and other income 3,530 Operating costs (3,894) Operating profit (loss) (364) Financial income (costs) (8) Profit (loss) before tax (372) Income taxes 0 Profit (loss) for the period (372)
Balance Sheet
(in thousands of Euro) Uni Best Leather Goods Zhongshan Co. Ltd. (b)
Assets
Non-current assets 203 Current assets 2,590 Total assets 2,792 Equity and liabilities
Equity 621
Non-current liabilities 0 Current liabilities 2,171 Total Equity and liabilities 2,792
261 The Bridge -brand management company
Income Statement
(in thousands of Euro) The Bridge S.p.A.
Revenues and other income 57,826 Operating costs (51,264) Operating profit (loss) 6,562 Financial income (costs) 22 Profit (loss) before tax 6,584 Income taxes (1,675) Profit (loss) for the period 4,909
Balance Sheet
(in thousands of Euro) The Bridge S.p.A.
Assets
Non-current assets 3,014 Current assets 37,014 Total assets 40,028 Equity and liabilities
Equity 19,685
Non-current liabilities 3,384 Current liabilities 16,959 Total Equity and liabilities 40,028
Currency (Source: Bank of Italy) Average excha nge rate (*) Closing exchange
rate (*)
2025/2026 2024/25 31/03/2026 31/03/2025 Hong Kong Dollar (HKD) 9.05 8.37 9.01 8.41 Renminbi (RMB) 8.23 7.75 7.93 7.84 Taiwan Dollar (TWD) 35.74 34.85 36.86 35.89 Swiss Franc (CHF) 0.93 0.95 0.92 0.95 Great Britain Pound (GBP) 0.86 0.84 0.87 0.84 US Dollar (USD) 1.16 1.07 1.15 1.08 Russian Rouble (RUB) 92.68 100.29 93.98 91.59 (*) The exchange rates have been rounded up to the second decimal figure.
(**) Source: Mediobanca.
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è una società per azioni di diritto italiano e fa parte del network KPMG di entità indipendenti affiliate a KPMG International Limited, società di diritto inglese.
(The accompanying translated separate financial statements of Piquadro S.p.A. constitute a non -official version which is not compliant with the provisions of Commission Delegated Regulation (EU) 2019/815. This independent auditors’ report has been translated into English solely for the convenience of international readers. Accordin gly, only the original Italian version is authoritative.) Independent auditors’ report pursuant to article 14 of Legislative decree no. 39 of 27 January 2010 and article 10 of Regulation (EU) no.
537 of 16 April 2014 To the shareholders of Piquadro S.p.A.
Report on the audit of the separate financial statements
Opinion
We have audited the separate financial statements of Piquadro S.p.A. (the “company”), which comprise the statement of financial position as at 31 March 2026, the income statements , the statement of comprehensive income, the state ment of changes in equity and the statement of cash flows for the year then ended and notes thereto, which include material information on the accounting policies.
In our opinion, the separate financial statements give a true and fair view of the financial position of Piquadro S.p.A. as at 31 March 2026 and of its financial performance and cash flows for the year then ended in accordance with the IFRS Accounting Stan dards as issued by the International Accounting Standards Board and endorsed by the European Union, as well as the Italian regulations implementing article 9 of Legislative decree no. 38/05.
Basis for opinion We conducted our audit in accordance with International Standards on Auditing (ISA Italia). Our responsibilities under those standards are further described in the “ Auditors’ responsibilities for the audit of the separate financial statements ” section of our report. We are independent of Piquadro S.p.A. (the “company”) in accordance with the ethics and independence rules and standards applicable in Italy to audits of financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Key audit matters Key audit matters are those matters that, in our professional judgement, were of most significance in the audit of the separate financial statements of the current year. These matters were addressed in the context of our audit of the separate financial sta tements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.
2
Piquadro S.p.A.
Independent auditors’ report 31 March 2026 Measurement of finished goods Notes to the separate financial statements: Section “Main estimates adopted by the Management – Inventory obsolescence” and note 8 “Inventories” Key audit matter Audit procedures addressing the key audit matter The separate financial statements at 31 March 2026 include finished goods of €16.3 million, net of an allowance for inventory write -down of €1.8 million.
Determining the allowance for inventory write -down is a complex accounting estimate, entailing a high level of judgement as it is affected by many factors, including:
- the characteristics of the company’s business
sector;
- inventory turnover;
- the various distribution channels through which the company operates.
For the above reasons, we believe that the measurement of finished goods is a key audit matter.
Our audit procedures included:
- understanding the process for the measurement of finished goods and assessing the method used to calculate the allowance for inventory write -down;
- checking changes in inventories during the year, considering finished goods’ expected life cycle based on their age;
- checking the mathematical accuracy of the allowance for inventory write -down;
- analysing documents and discussing the assumptions adopted to calculate the allowance for inventory write -down with the relevant internal departments, in order to understand the assumptions underlying the expectations of how finished goods will be sold;
- assessing the appropriateness of the disclosures provided in the notes about finished goods.
Other matters - Comparative figures The company’s 2025 separate financial statements were audited by other auditors, who expressed their unqualified opinion thereon on 4 July 2025.
Responsibilities of the company’s directors and board of statutory auditors (“Collegio Sindacale”) for the separate financial statements The directors are responsible for the preparation of separate financial statements that give a true and fair view in accordance with the IFRS Accounting Standards as issued by the International Accounting Standards Board and endorsed by the European Union, as well as the Italian regulations implementing article 9 of Legislative decree no. 38/05 and, within the terms established by the Italian law, for such internal control as they determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.
The directors are responsible for assessing the company’s ability to continue as a going concern and for the appropriate use of the going concern basis in the preparation of the separate financial statements and for the adequacy of the related disclosures. The use of this basis of accounting is appropriate unless the directors believe that the conditions for liquidating the company or ceasing operations exist, or have no realistic alternative but to do so.
The Collegio Sindacale is responsible for overseeing, within the terms established by the Italian law, the company’s financial reporting process.
3
Piquadro S.p.A.
Independent auditors’ report 31 March 2026 Auditors’ responsibilities for the audit of the separate financial statements Our objectives are to obtain reasonable assurance about whether the separate financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors’ report that includes our opinion. Reasonable assuranc e is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISA Italia will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these separate financial statements.
As part of an audit in accordance with ISA Italia, we exercise professional judgement and maintain professional scepticism throughout the audit. We also:
• identify and assess the risks of material misstatement of the separate financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provi de a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal
control;
• obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the company’s internal control;
• evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the directors;
• conclude on the appropriateness of the directors’ use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors’ report to the related disclosures in the separate financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors’ report. However, future events or conditions may cause the company to cease to continue as a going concern;
• evaluate the overall presentation, structure and content of the separate financial statements, including the disclosures, and whether the separate financial statements represent the underlying transactions and events in a manner that achieves fair presenta tion.
We communicate with those charged with governance, identified at the appropriate level required by ISA Italia, regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with the ethics and independence rules and standards applicable in Italy and communicate with them all relationships and other matters that may reasonably be thought to be ar on our independence, and where applicable, the measures taken to eliminate those threats or the safeguards applied.
From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the separate financial statements of the current year and are, therefore, the key audit matters. We describe these m atters in our auditors’ report.
4
Piquadro S.p.A.
Independent auditors’ report 31 March 2026 Other information required by article 10 of Regulation (EU) no. 537/14 On 30 July 2025, the company’s shareholders appointed us to perform the statutory audit of its separate and consolidated financial statements as at and for the years ending from 31 March 2026 to 31 March 2034.
We declare that we did not provide the prohibited non -audit services referred to in article 5.1 of Regulation (EU) no. 537/14 and that we remained independent of the company in conducting the statutory audit.
We confirm that the opinion on the separate financial statements expressed herein is consistent with the additional report to the Collegio Sindacale , in its capacity as audit committee, prepared in accordance with article 11 of the Regulation mentioned above.
Report on other legal and regulatory requirements Opinion on the compliance with the provisions of Commission Delegated Regulation
(EU) 2019/815
The company’s directors are responsible for the application of the provisions of Commission Delegated Regulation (EU) 2019/815 with regard to regulatory technical standards on the specification of a single electronic reporting format (ESEF) to the separate financial statements at 31 March 2026 to be included in the annual financial report.
We have performed the procedures required by Standard on Auditing (SA Italia) 700B in order to express an opinion on the compliance of the separate financial statements with Commission Delegated Regulation (EU) 2019/815.
In our opinion, the separate financial statements at 31 March 2026 have been prepared in XHTML format in compliance with the provisions of Commission Delegated Regulation (EU) 2019/815.
Opinion and statement pursuant to article 14.2.e)/e -bis)/e -ter) of Legislative decree no.
39/10 and article 123 -bis.4 of Legislative decree no. 58/98 The company’s directors are responsible for the preparation of the report on operations and the report on operations and on corporate governance and ownership structure at 31 March 2026 and for the consistency of such reports with the related separate fina ncial statements and their compliance with the applicable law.
We have performed the procedures required by Standard on Auditing (SA Italia) 720B in order to:
• express an opinion on the consistency of the report on operations and certain specific information presented in the report on corporate governance and ownership structure required by article 123 -
bis.4 of Legislative decree no. 58/98 with the separate finan cial statements;
• express an opinion on the compliance of the report on operations, excluding the section that includes the consolidated sustainability statement, and certain specific information presented in the report on corporate governance and ownership structure requir ed by article 123 -bis.4 of Legislative decree no.
58/98 with the applicable law;
• issue a statement of any material misstatements in the report on operations and certain specific information presented in the report on corporate governance and ownership structure required by article 123 -bis.4 of Legislative decree no. 58/98.
5
Piquadro S.p.A.
Independent auditors’ report 31 March 2026 In our opinion, the report on operations and the specific information presented in the report on corporate governance and ownership structure required by article 123 -bis.4 of Legislative decree no. 58/98 are consistent with the company’s separate financial statements at 31 March 2026.
Moreover, in our opinion, excluding the section which includes the consolidated sustainability statement, the report on operations and the specific information presented in the report on corporate governance and ownership structure required by article 123 -bis.4 of Legislative decree no. 58/98 have been prepared in compliance with the applicable law.
With reference to the above statement required by article 14.2.e -ter) of Legislative decree no. 39/10, based on our knowledge and understanding of the entity and its environment obtained through our audit, we have nothing to report.
Our opinion on compliance with the applicable law does not extend to the report on operations’ section which includes the consolidated sustainability statement. Our conclusion on the compliance of this section with the legislation governing its preparation and with the disclosure requirements of article 8 of Regulation (EU) 2020/852 is included in the assurance report prepared in accordance with article 14 -bis of Legislative decree no. 39/10.
Bologna, 2 July 2026 KPMG S.p.A.
(signed on the original)
Andrea Rossi
Director of Audit
265
PROPOSALS TO THE SHAREHOLDERS’ MEETING
PIQUADRO S.p.A.
registered office: Località Sassuriano, 246 40041 Silla di Gaggio Montano – Bologna (Italy) Share capital fully paid-up: Euro 1,000,000 Bologna Companies Register No. 02554531208
www.piquadro.com
REPORT OF THE BOARD OF DIRECTORS ON THE PROPOSALS CONCERNING THE ITEMS ON
THE AGENDA OF THE SHAREHOLDERS’ MEETING OF
27 July 2026 (First call) 28 July 2026 (Second call)
(prepared pursuant to Article 125-ter, paragraph 1, of Le gislative Decree No. 58 of 24 February 1998 and Article 84-ter and Annex 3A to the regulation implementing Legislative Decree No. 58 of 24 February 1998 concerning the regulation of issuers, adopted by Consob Resolution No. 11971 of 14 May 1999, as subsequently amended)
NOTICE OF CALL OF THE ORDINARY SHAREHOLDERS’ MEETING
Those entitled to attend and exercise voting rights are hereby called to the Ordinary Shareholders’ Meeting of Piquadro S.p.A., exclusively through the Designated Repres entative, as specified below, on first call on 27 July 2026 at 11:00 a.m. at the Company’s registered office, Località Sassuriano, 246, Silla di Gaggio Montano (Bologna), and, if necessary, on second call on 28 July 2026 at the same place and time, to discuss and resolve upon the following
AGENDA
1. Separate financial statements as at 31 March 2026. Directors’ Report, Report of the Board of Statutory Auditors and Independent Auditors’ Report. Presentation of the Co nsolidated Sustainability Statement as at 31 March 2026:
1.1 approval of the separate financial statements and presen tation of the consolidated financial statements for the year ended 31 March 2026; Board of Directors’ report on operations; Independent Auditors’ Report; Report of the Board of Statutory Auditors; 1.2 proposal for the allocation of the profit for the year; related and consequent resolutions.
2. Presentation of the Report on remuneration policy and compensation paid; 2.1 binding resolution on “Section I” concerning the re muneration policy prepared pursuant to Article 123-ter, paragraph 3-bis, of Legislative Decree No. 58/1998;
2.2 resolutions on “Section II” of the Report concerning compensation paid, pursuant to Article 123-ter, paragraph 6, of Legislative Decree No. 58/1998; related and consequent resolutions.
3. Proposal to authorise the purchase and disposal of treasury shares; related and consequent resolutions.
In accordance with Article 13.2 of th e Articles of Association and Article 135 -undecies of Legislative Decree No.
58/1998 (the “Consolidated Law on Finance”), attendance at the Shareholders’ Meeting by persons entitled to vote and the exercise of voting rights may take place exclusively by granting a specific proxy to the Designated Representative, as defined below. Shareholders or proxies other than the Designated Representative shall not be permitted to access the meeting venue.
With regard to the attendance of directors, statutory au ditors, representatives of the independent auditors and the Designated Representative, the Company will adopt tech nical arrangements enabling them to participate by audio/video conference.
Share capital an d voting rights
The current subscribed and fully paid-up share capital of Piquadro S.p.A. amounts to Euro 1,000,000 and is represented by 50,000,000 ordinary shares with no par value; each ordinary sh are carries one vote at the Company’s ordinary and extraordinary shareholders’ meetings. As at 26 June 2026, the Company holds 2,692,800 treasury shares, equal to 5.3856% of the share capital of Piquadro S.p.A.
266 Information on the composition of the share capital is available on the Co mpany’s website at www.piquadro.com, in the Investor Relations section.
Attendance at the Shareholders’ Meeting
Pursuant to applicable law, Article 13 of the Articles of Association an d Article 83-sexies of Legislative Decree No.
58 of 24 February 1998, as subsequently amended and supplemented (the “Consolidated Law on Finance”), entitlement to attend the Shareholders’ Meeting and exercise voting rights is certified by a notice to the Company, issued in accordance with applicable law by an authorised intermediary on the basis of its accounting records, in favour of the person entitled to vote according to the records at the end of the accounting day of the seventh trading day preceding the date set for the Shareholders’ Meeting on first call, namely 16 July 2026 (the record date).
Persons who become holders of shares after that date sha ll not be entitled to attend or vote at the Shareholders’ Meeting. Accordingly, credit and debit entries posted to th e accounts after that date sh all not be relevant for the purpose of establishing entitlement to exercise voting rights at the Shareholders’ Meeting.
The above notices must be received by the Company from the intermediary within the deadlines established by applicable law, namely by the end of the third trading day preceding the date set for the Shareholders’ Meeting (i.e.
22 July 2026). Entitlement to attend and vote shall re main valid where the notices are received by the Company after the above deadline, provided they are received be fore the Shareholders’ Mee ting begins. Shareholders’ attendance is governed by the applicable laws and regulations.
Representation at the Shareholders’ Meeting
In accordance with Article 135 -undecies of the Consolidated Law on Fina nce and Article 13.2 of the Articles of Association, Shareholders may attend and exercise voting rights exclusively by granting a specific proxy and voting instructions to Monte Titoli S.p.A. (the “Designated Representative”), with regi stered office in Milan, in accordance with the procedures laid down by applicable law, wit hout physical attendance by Shareholders. Members of the corporate bodies, the Designated Repres entative and representatives of the independent auditors will be permitted to attend the Shareholders’ Meeting by remote communic ation means. The secretary may perform his or her duties in the same manner. Granting a proxy to the Designated Representative is free of charge for the appointing party, except for any postage costs.
The proxy must contain voting instructions on all or some of the proposals on the agenda and shall be effective only for the proposals for which voting instructions have been given.
The proxy, granted by signing the specific form available on the Company’s website at www.piquadro.com in the Investor Relations section and at the registered office, together with the voting instructions, must be received by the Designated Representative by the end of the second tradin g day preceding the date of the Shareholders’ Meeting on first and second call (respectively by 23 July 2026 and 24 July 2026). It must be accompanied by a copy of a currently valid identity document of the appointing party or, where the appointing party is a legal entity, of its acting legal representative or other duly authorised person, together with appropriate doc umentation evidencing such person’s capacity and powers. The documents may be sent alternatively: (i) as an el ectronically reproduced copy (PDF) to the certified email addres s rd@pec.euronext.com (subject: “Pro xy to Designated Representative – Piquadro Shareholders’ Meeting 2026”) from the sender’s cer tified email account or, failing that, from an ordinary email account, in which case the proxy and voting instructions must bear a qualified electronic or digital signature;
or (ii) in original form by courier or registered mail wi th return receipt to Monte Titoli S.p.A., Attn. Register & AGM Services, Piazza degli Affari No. 6, 20123 Milan (refe rence: “Proxy to Designated Representative – Piquadro Shareholders’ Meeting 2026”), sending an advance electronically reproduced copy (PDF) by ordinary email to rd@pec.euronext.com (subject: “Proxy – Piquadro Shareholders’ Meeting 2026”).
The proxy and voting instructions may be revoke d within the same deadlines indicated above.
Shares for which a proxy has been granted, including a partial proxy, are counted for the purpose of determining whether the Shareholders’ Meeting has been duly constituted. For proposals in respect of which no voting instructions have been given, such shares are not count ed for the purpose of calculating the majority and the proportion of share capital required to approve the resolutions.
267 Without prejudice to the requirement to grant a proxy to th e Designated Representative, proxies or sub-proxies may also be granted to that person pursuant to Article 135-nov ies of the Consolidated Law on Finance, including by way of derogation from Article 135-undecies, paragraph 4, thereof. For this purpose, the proxy form available on the Company’s website may be used in accordance with the procedures and deadlines indicated therein, namely by 6:00 p.m. on the day preceding the Shareholders’ Meeting and, in any event, before the meeting begins. Addition of items to the agenda and submission of new resolution proposals Pursuant to Article 126-bis of the Consolidated Law on Fina nce, Shareholders who, individually or jointly, represent at least one fortieth of the share capital may, within ten days of publication of this notice (i.e. by 6 July 2026), request that additional items be included on the agenda, specifying the additional matters proposed, or submit resolution proposals on matters already on the agenda.
Requests, together with certification evidencing ownership of the relevant shareholding, must be submitted in writing by registered mail with return receipt to the registered office or by email to investor.relator@piquadro.com.
By the deadline for submitting a request to supplement the agenda, the requesting Shareholders must deliver to the Board of Directors a report on the matters they propose to discuss or the reasons for any additional resolution proposals submitted on matters already on the agenda. Additions to the agenda are not permi tted for matters on which the Shareholders’ Meeting is required by law to resolve upon a proposal of the Board of Directors or on the basis of a plan or report prepared by it, other than the reports ordinarily prepared by the Board of Directors on the items on the agenda.
As regards the limits, procedures and/or deadlines applicable to such additions, reference is made to the provisions of applicable laws and regulations. Any additions to the list of matters to be discussed by the Shareholders’ Meeting or the submission of further resolution proposals on matters alread y on the agenda shall be announced, in the same manner prescribed for publication of this notice of call, at least fifteen days be fore the date set for the Shareholders’ Meeting. Reports on additional resolution proposals concerni ng matters already on the agenda will be made available to the public in accordance with Article 125-ter, paragr aph 1, of the Consolidated Law on Finance at the same time as notice of their submission is published, together with any assessments by the Board of Directors.
Questions
Pursuant to Article 127-ter of the Consolidated Law on Finance, Shareholders may submit questions on the items on the agenda, including before the Shareholders’ Meeting, provided they do so by the record date (i.e. by 16 July 2026), by registered mail to the Company’s registered office or by email to investor.relator@piquadro.com.
Questions must be accompanied by an appropriate notice issu ed by an authorised intermediary certifying entitlement to exercise voting rights.
Questions received by the record date will be answered by 12:00 noon at least three days before the Shareholders’ Meeting (i.e. by 22 July 2026), including by publication in a dedicated section of the Company’s website. In accordance with Article 127-ter, paragraph 2, of the Consolidated Law on Finance, no answer, including at the Shareholders’ Meeting, shall be required for questions submitted beforehand where the requested information has already been made available by the Company in “Question and Answer” format on its website at www.piquadro.com in the Investor Relations section, or where the answer has already been publis hed in that section. The Company may provide a single answer to questions having the same content.
No voting procedures by correspondence or electronic means are provided for.
* * *
Documentation
The current text of the Articles of A ssociation, available to Shareholders at the registered office, may also be consulted on the Company’s website at www.piquadro.com, in the Investor Relations section.
The documentation relating to the items on the agenda requ ired by applicable law, the full texts of the resolution proposals together with the explanatory reports required by applicable law, and the other information referred to in Article 125-quater of the Consolidated La w on Finance are made available to th e public at the registered office and published on the Company’s website at www.piquadro.com, in the Investor Relations section, and through the
268 authorised storage mechanism “eMarket Storage”, available at www.emarkets torage.com, within the deadlines and in accordance with the procedures prescribed by applicable law.
The Annual Financial Report, comprising the draft sepa rate financial statements as at 31 March 2026, the consolidated financial statements of the Piquadro Gro up, the Directors’ Report including the sustainability statement, the certification pursuant to Article 154-bis of Legislative Decree No. 58/19 98, the reports of the Board of Statutory Auditors and the independent auditors, and the summary financial statements of subsidiaries and associates, is available to Shareholders and the public at the Company’s registered office, on the Company’s website at www.piquadro.com in the Investor Relations section, and through the authorised storage mechanism “eMarket STORAGE” available at www.emarketstorage.com, within the deadlines and in accordance with the procedures prescribed by applicable law. Shareholders may obtain a copy.
Silla di Gaggio Montano (BO), 26 June 2026 The Chairman of the Board of Directors
Marco Palmieri
An extract of this notice of call is al so published by the Company on 26 June 2026 in the newspaper “Il Giornale”.
269 1. Separate financial statements as at 31 March 2026. Directors’ Report, Report of the Board of Statutory Auditors and Independent Auditors’ Re port. Presentation of the Consolidat ed Sustainability Statement as at 31 March 2026.
1.1 approval of the separate financial statements and presentation of the consolidated financial statements for the year ended 31 March 2026; Board of Directors’ report on operations; Independent Auditors’ Report;
Report of the Board of Statutory Auditors; 1.2 proposal for the allocation of the profit for the year; related and consequent resolutions.
(item 1)
Dear Shareholders,
For complete information on the matter, please refer to the Board of Dire ctors’ report on operations and the further documentation made available to the public, within the deadlines and in accordance with the procedures prescribed by applicable law, at the registered office and on the Company’s website at www.piquadro.com, in the Investor Relations section.
Proposed resolution
Dear Shareholders,
you are invited to approve the following proposed resolution:
“The Ordinary Shareholders’ Meeting of Piquadro S.p.A.:
- having examined the Company’s separate financial st atements and the Group’s consolidated financial statements as at 31 March 2026, including the sust ainability statement, and the Directors’ Report;
- having reviewed the Report of the Board of Statutory Auditors;
- having reviewed the Independent Auditors’ Report,
resolves:
(a) to approve the Directors’ Report on operations for the year ended 31 March 2026; (b) to approve, in all its parts and as a whole, the separate financial statements for the year ended 31 March 2026, showing a profit for the year of Euro 7,328,895 (seven million three hundred twenty-eight thousand eight hundred ninety-five/00);
(c) to allocate:
(i) Euro 7,000,000.00 (seven million/00), representing pa rt of the profit for the year, in full to the payment of a dividend, the amount per share of which shall be determined on the basis of the shares outstanding, taking into account treasury shares;
(ii) the remaining Euro 328,895 (three hundred twenty-eight thousand eight hundred ninety-five/00) to
retained earnings.”
270
2. Presentation of the Report on rem uneration policy and compensation paid;
2.1 binding resolution on “Section I” concerning the remuneration policy prepar ed pursuant to Article 123-
ter, paragraph 3-bis, of Legislative Decree No. 58/1998; 2.2 resolutions on “Section II” of the Report concerning co mpensation paid, pursuan t to Article 123-ter, paragraph 6, of Legislative Decree No. 58/1 998; related and cons equent resolutions.
(item 2)
Dear Shareholders,
with reference to the second item on the agenda, you are called upon to express your vote on the contents of the Report on remuneration policy and compensation paid, prepared by the Company pursuant to Articles 123-ter of the Consolidated Law on Finance and 84-quater of the Issuers’ Regulation.
In particular, pursuant to those prov isions, the Shareholders’ Meeting conven ed annually to approve the separate financial statements is called upon to express: (i) a binding vote on the Company’s remuneration policy for Executive Directors, Non-Executive Directors, members of the Board of Statutory Auditors and other Key Management Personnel, and on the procedures used to a dopt and implement that policy; and (ii) a non-binding vote on the compensation paid and/or otherwise awarded to Executive Directors, Non-Executive Directors, members of the Board of Statutory Auditors and other Key Management Personnel during the year ended 31 March 2026.
In this regard, reference is made to the Remuneration Report approved by the Company’s Board of Directors on 15 June 2026, upon the proposal of the Remuneration and No mination Committee, prepared pursuant to Article 123-
ter of Legislative Decree No. 58/1998, as subsequently amended, and Article 84-quater and Annex 3A, Forms 7-bis and 7-ter, of Consob Regulation No. 11971/1999, as subsequently amended.
The Report is made available to the pu blic within the statutory deadlines at the Company’s registered office, at Borsa Italiana S.p.A. and on the Company’s website at www.piquadro.com, in the Investor Relations section.
Proposed resolution Dear Shareholders,
in light of the foregoing, you are invited to approve the following proposed resolution:
“The Ordinary Shareholders’ Meeting of Piquadro S.p.A., − having examined Section I of the Report on remuneration policy and compensation paid referred to in Article 123-ter, paragraph 3, of the Consolidated Law on Fi nance, prepared by the Board of Directors upon the proposal of the Remuneration and Nomination Committ ee, setting out the Company’s remuneration policy for Executive Directors, Non-Executive Directors, other Key Management Personnel and, without prejudice to Article 2402 of the Italian Civil Code, the members of the Board of Statutory Auditors, as well as the procedures used to adopt and implement that policy, and made available to the public in the manner and within the deadlines prescribed by applicable law;
− having examined Section II of the Report on remuneration policy and compensation paid referred to in Article 123-ter, paragraph 4, of the Consolidated Law on Fi nance, prepared by the Board of Directors upon the proposal of the Nomination and Remuneration Committee, setting out the compensation paid and/or otherwise awarded during the year ended 31 March 2026 by the Compan y and its subsidiaries or associates to Executive Directors, Non-Executive Directors, members of the B oard of Statutory Auditors and other Key Management
Personnel;
− considering that the above Report on remuneration policy and compensation paid complies with the applicable regulations governing the remunerati on of members of administrative bod ies, key management personnel and
supervisory bodies,
resolves:
(a) to approve Section I of the Report on remuneration policy and compensation paid referred to in Article 123-ter, paragraph 3-bis, of the Consolidated Law on Finance, approved by the Board of Directors on 15 June 2026;
271 (b) to express a favourable vote on Section II of the Report on remuneration policy and compensation paid referred to in Article 123-ter, paragraph 4, of the Consolidated Law on Finance, approved by the Board of Directors on 15 June 2026.”
3. Proposal to authorise the Board of Directors to purchase and dispose of tr easury shares; related and consequent resolutions.
(item 3)
Dear Shareholders,
it should be recalled that, by resolution of the Shareholde rs’ Meeting of 28 July 2025, the Board of Directors was authorised to purchase and dispose of the Company’s ordinary shares until the date of approval of the financial statements as at 31 March 2026 , in accordance with the procedures and criteria specified therein.
As at 15 June 2026, the Company holds 2,692,800 treasury shares, equal to 5.3856% of the share capital of Piquadro S.p.A.
Since the previous authorisation to purchase treasury shares will expire during the current financial year, at its meeting of 15 June 2026 the Company’s Board of Directors resolved to submit to you a proposal to revoke the previous authorisation and grant a new authorisation effe ctive for a further twelve months beyond the previous expiry date, on the terms, for the reasons and in accordan ce with the procedures set out below, pursuant to Article 132 of Legislative Decree No. 58/1998, as subsequently amended (the “Consolidated Law on Finance”), Articles 73 and 144-bis and Annex 3A, Form No. 4, to Consob Resolution No. 11971 of 14 May 1999, as subsequently amended (the “Issuers’ Regulation”).
As of today, the current subscribed and fully paid-up share capital of Piquadro S.p.A. amounts to Euro 1,000,000.00, divided into 50,000,000 ordinary shares with no par value.
The subsidiaries do not hold any shares in the Company. Sp ecific instructions will be given to the subsidiaries to ensure that they promptly report any acquisition of shares pursuant to Article 2359-bis of the Italian Civil Code.
In accordance with the format set out in Annex 3A, Form 4, to the Issu ers’ Regulation, the characteristics of the transaction are described below.
1. Reasons for requesting authorisation to purchase and dispose of treasury shares.
The Board considers it appropriate to submit the proposal to renew the authorisation to the Shareholders’ Meeting, as it intends to pursue the following objectives, including, where deemed appropriate, by operating pursuant to accepted market practices Nos. 1 and 2 under Consob Resolution No. 16839/2009, without prejudice to Regulation (EU) No. 596/2014 of 16 April 2014 and the related implementing provisions, where applicable:
(a) to promote the stabilisation of the share price and support liquidity and, in that context, to acquire Company shares at prices below their actual value, based on the Company’s earnings prospects, thereby enhancing the value of the Company;
(b) to establish a so-called “stock of securities” so that the Issuer may retain and disp ose of the shares for their possible use as consideration in extr aordinary transactions, including exch anges of equity interests, with other parties in transactions of interest to the Company;
(c) to purchase, sell and/or allot treas ury shares, or options thereon, in conn ection with: (i) share- based compensation plans pursuant to Article 114-bis of the Consolidated Law on Finance for, among others, Executive Directors, Key Management Personnel, managers and employees of the Company or its subsidiaries; and (ii) free share allotment plans for, among others , Executive Directors, Key Management Personnel, managers and employees of the Company or its subsidiaries.
2. Maximum number, class and par value of the shares covered by the authorisation.
The proposed authorisation concerns the purchase, in one or more tranches, of ordinary shares of the Company up to the maximum number permitted by law, taking into acc ount treasury shares held directly and those held by subsidiaries.
272 Such purchases may be made pursuant to Article 2357, firs t paragraph, of the Italian Civil Code and in compliance with all applicable laws and regulations , within the limits of distributable profits and available reserves shown in the latest duly approved financial statements, with a corresponding reduction in shareholders’ equity pursuant to Article 2357-ter, third paragraph, of the Italian Civil Code through recognition of a specific negative item in liabilities.
Upon the purchase, sale, exchange or contribution of shar es, the appropriate accounting entries shall be made in accordance with applicable law and accounting standards. In the event of a sale, exchange or contribution, the corresponding amount may be reused for further purchases until expiry of the authorisati on granted by the Shareholders’ Meeting, subject to the quantitative and expenditure limits an d the conditions established by the Shareholders’ Meeting. Furthermore, pursuant to and for the purposes of Article 23 57-ter of the Italian Civil Code, authorisation is requested to dispose, in one or more transacti ons, of the shares purchased under this resolution or otherwise already held by the Company, even befo re the maximum authorised number of shares has been purchased, and, where appropriate, to repurchase such shares, provided that the treasury shares held by the Company do not exceed the limit established by the authorisation.
3. Duration of the requested authorisation.
The authorisation to pu rchase shares is requested for a period shorte r than the maximum period currently permitted by law, namely eighteen months from the resolution of the Shareholders’ Meeting. It is therefore proposed that the authorisation remain valid for twelve months, until the Shareholders’ Meeting approving the financial statements as at 31 March 2027.
The authorisation to dispose of shares is likewise reques ted from the date of the resolution of the Shareholders’ Meeting of 27 July 2026, without any time limit.
4. Minimum and maximum consideration.
The purchase price of the shares shall be determined from time to time, having regard to the method selected for carrying out the transaction and in compliance with applic able laws, regulations and accepted market practices, within a minimum and maxi mum determined according to the following criteria:
- the minimum purchase price shall in any event not be mo re than 20% below the reference price recorded by the share in the trading session preced ing each individual transaction;
- the maximum purchase price shall in any event not be mo re than 10% above the refere nce price recorded by the share in the trading session preced ing each individual transaction.
Where treasury share purchase s are carried out under the accepted market practices relating to liquidity support referred to in point 1 of Consob Resolution No. 16839/2009, subject to the additional limits provided therein, the price of purchase orders may not exceed the higher of th e price of the last independent trade and the current price of the highest independent purchase order on the market on which the purchase orders are entered.
For any other sale of treasury shares, the consideration, to be determined by the Board of Directors, may not be more than 20% below the reference price recorded by the share in the trading session preceding each individual transaction.
Where treasury share sales are carried ou t under the accepted market practices relating to market liquidity support referred to in point 1 of Consob Resolution No. 16839/200 9, subject to the additional limits provided therein and without prejudice to Regulation (EU) No. 596/2014 of 16 April 2014 and its implementing provisions, where applicable, the price of sale orders ma y not be lower than the lower of the pr ice of the last independent trade and the current price of the lowest independent sale order on the market on which the sale orders are entered.
Where treasury shares are exchanged, swapped, contributed or otherwise disposed of for non-cash consideration, the financial terms of the transaction shall be determined on the basis of the nature and characteristics of the transaction, also taking into account the market performance of Piquadro shares.
273
5. Methods for purchasing and disposing of shares.
The Board proposes that the authorisati on permit the above transactions to be carried out in one or more instalments by purchasing shares, pursuant to Article 144-bis, paragraph 1(b), of the Issuers’ Regulation, on regulated markets or multilateral trading facilities that do not allow purchase orders to be directly matched with predetermined sale orders, in accordance with the operating procedures es tablished in the rules gove rning the organisation and management of those markets, in compliance with Articles 2357 et seq. of the Italian Civil Code, the equal treatment of Shareholders and all applicable la ws and regulations, including the principles set out in Article 132 of the Consolidated Law on Finance and Regulation (EU) No. 596/2 014 of 16 April 2014 and its implementing provisions, where applicable.
Purchases may be carried out by methods other than those indicated above pursuant to Article 132, paragraph 3, of the Consolidated Law on Finance or any other provisions applicable from time to time at the time of the transaction. Shares may be disposed of in any manner considered most appropriate in the Company’s interest and, in all cases, in compliance with applicable law and accepted market practices.
The purchase of treasury shares covere d by the request for authorisation submit ted to the Shareholders’ Meeting is not intended to reduce the share capital.
The Board will comply with the disclosure obligations under Article 144-bis, paragraph 3, of the Issuers’ Regulation and, where applicable, the disclosure obligations under the above accepted market practices and Regulation (EU) No. 596/2014 of 16 April 2014 and its implementing provisions.
Proposed resolution
Dear Shareholders,
in light of the foregoing, you are invited to approve the following proposed resolution:
“The Ordinary Shareholders’ Meeting of Piquadro S.p.A., accepting the proposals submitted by the Board of Directors,
resolves:
(a) to revoke the previous authorisation to purchase and dispose of treasury shares granted pursuant to the resolution adopted by the Ordinary Shareholders’ Meeting held on 28 July 2025;
(b) to authorise the purchase and disposal, in one or more tranches, of ordinary shares of the Company up to the maximum number permitted by law, taking into account treasury shares held directly and those held by subsidiaries, for the purpose s set out in the Directors’ Report, incl uding in connection with: (i) share-based compensation plans pursuant to Article 114-bis of the Consolidated Law on Finance for, among others, Executive Directors, Key Management Personnel, managers and employees of the Company or its subsidiaries; and (ii) free share allotment plans for, among others, Executive Directors, Key Management Personnel, managers and employees of the Company or its subsidiaries.
Purchases may be made pursuant to Article 2357, first paragraph, of the Italian Civil Code, within the limits of distributable profits and av ailable reserves shown in the latest duly approved financial statements, with a corresponding reduction in shareholders’ equity pursuant to Article 2357-ter, third paragraph, of the Italian Civil Code through recognition of a specific negative item in liabilities.
Upon the purchase, sale, exchange or contribution of shares, the appropriate accounting entries shall be made in accordance with applicable law and accounting standards.
In the event of a sale, exchange or contribution, th e corresponding amount may be reused for further purchases until expiry of the authorisation granted by the Shareholders’ Meeting, subject to the quantitative and expenditure limits and the conditions established by the Shareholders’ Meeting. The authorisation to purchase shares is granted from the date of this resolution until approval of the financial statements as at 31 March 2027.
274 The purchase price of the shares shall be determin ed from time to time, having regard to the method selected for carrying out the transa ction and in compliance with applicable laws, regulations and accepted market practices, within a mini mum and maximum determined accord ing to the following criteria:
(i) the minimum purchase price shall in any event not be more than 20% below the reference price recorded by the share in the trading sessi on preceding each indi vidual transaction;
(ii) the maximum purchase price shall in any event not be more than 10% above the reference price recorded by the share in the trading sessi on preceding each indi vidual transaction.
Where treasury share purchases are carried out under the market practices referred to in Consob Resolution No. 16839/2009, subject to the additional limits provided therein, the price of purchase orders may not exceed the higher of the price of the last independent trade and the current price of the highest independent purchase order on the market on which the purchase orders are entered.
The above transactions shall be carried out, in one or more instalments, by purchasing shares pursuant to Article 144-bis, paragraph 1(b), of the Issuers’ Re gulation on regulated markets or multilateral trading facilities that do not allow purchase orders to be di rectly matched with predetermined sale orders, in accordance with the operating procedures established in the rules governing the organisation and management of those markets, in compliance with Articles 2357 et seq. of the Italian Civil Code, the equal treatment of Shareholders and all applicable laws and regulations, including the principles set out in Article 132 of the Consolidated Law on Finance and Regulation (EU) No. 596/2014 of 16 April 2014 and its implementing provisions , where applicable. Purchases may be carried out by methods other than those indicated above pursuant to Article 132, third paragraph, of Legislative Decree No. 58/1998 or any other provisions applicable from time to ti me at the time of the transaction.
(c) pursuant to and for the purposes of Article 2357-ter of the Italian Civil Code, to authorise the disposal, in one or more transactions, of the shares purchased under this resolution or otherwise already held by the Company, even before the maximum authorised number of shares has been purchased, and, where appropriate, to repurchase such shares, provided that the treasury shares held by the Company do not exceed the limit established by the authorisation. The aut horisation to dispose of the shares is granted from the date of this resoluti on without any time limit.
For each sale of treasury shares, the consideration, to be determined by the Board of Directors with the power to sub-delegate to one or more directors, may not be more than 20% below the reference price recorded by the share in the trading sessi on preceding each indi vidual transaction.
Where treasury share sales are carried out under the accepted market practices referred to above, subject to the additional limits provided in Consob Resolution No. 16839/2009, the price of sale orders may not be lower than the lower of the price of the last independent trade and the current price of the lowest independent sale order on the market on which the sale orders are entered.
Where treasury shares are exchanged, swapped, contributed or otherwise disposed of for non-cash consideration, the financial terms of the transaction sh all be determined on the basis of the nature and characteristics of the transaction, also taking into account the market performance of Piquadro S.p.A. shares.
Shares may be disposed of in any manner considered most appropriate in the Company’s interest and, in all cases, in compliance with applicable law and accepted market practices; and (d) to grant the Board of Directors and, on its behalf, ea ch of the Chief Executive Officers acting severally, the broadest powers necessary to give fu ll and effective implementation to th e resolutions set out above, in compliance with Article 132 of the Consolidated La w on Finance and the disclosure obligations under Article 144-bis, paragraph 3, of the Issuers’ Regulation and, where applicable, the disclosure obligations under the above market practices and Regulation (EU) No. 596/2014 of 16 April 2014 and its implementing provisions, including the power to purchase and dispose of treasury shares within the limits set out above, also through specialised intermediaries and pursuant to the above market practice relating to liquidity support admitted by Consob Resolution No. 16839 of 19 March 2009 and Regulation (EU) No. 596/2014 of 16 April 2014 and its implementing provisions, where applicable.”
Silla di Gaggio Montano (BO), 15 June 2026
The Chairman of the Board of Directors