Informazione
Regolamentata n.
0035-151-2026Data/Ora Inizio Diffusione 23 Ottobre 2026 20:16:11Euronext Milan
Societa' :BANCA MONTE DEI PASCHI DI SIENA
Utenza - referente :PASCHIN05 - Quagliana Riccardo
Tipologia :REGEM
Data/Ora Ricezione :23 Ottobre 2026 20:16:11 Data/Ora Inizio Diffusione :23 Ottobre 2026 20:16:11 Oggetto :BMPS: Notice pursuan to Article 41 of the Consob Regulation 11971/99 Testo del comunicato
Vedi allegato
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THIS DOCUMENT MUST NOT BE DISCLOSED, PUBLISHED, OR DISTRIBUTED, IN WHOLE OR IN PART,
OR INDIRECTLY, IN THE UNITED STATES, AUSTRALIA, CANADA, OR JAPAN (OR IN ANY OTHER
COUNTRY, IN OR FROM ANY JURISDICTION WHERE ITS DISCLOSURE, PUBLICATION, OR
DISTRIBUTION W OULD CONSTITUTE A VIOLATION OF THE APPLICABLE LAWS OR REGULATIONS IN
SUCH JURISDICTION).
THE INFORMATION PROVIDED IN THIS DOCUMENT DOES NOT CONSTITUTE AN OFFER TO SELL
FINANCIAL INSTRUMENTS OR A SOLICITATION OF AN OFFER TO PURCHASE ANY FINANCIAL
INSTRUMENT IN ANY COUNTRY OR JURISDICTION WHERE SUCH AN OFFER OR SOLICITATION IS
NOT AUTHORIZED, OR TO ANY PERSON TO WHOM IT IS NOT PERMITTED BY LAW TO MAKE SUCH AN
OFFER OR SOLICITATION.
VOLUNTARY PUBLIC EXCHANGE OFFER LAUNCHED BY BANCA MONTE DEI PASCHI DI
SIENA S.P.A. FOR ALL OF THE SHARES OF BANCO BPM S.P.A.
PRESS RELEASE
Notice pursuant to Article 41, paragraph 2, letter c) of Regulation adopted by C ONSOB with resolution No. 11971 of 14 May 1999, as subsequently amended (“Issuers’ Regulation”)
Siena, 23 October 2026 – With reference to the voluntary public exchange offer launched by Banca Monte dei Paschi di Siena S.p.A. (the “ Offeror ”), pursuant to and for the purposes of Articles 102 and 106, paragraph 4, of Legislative Decree No. 58 of February 24, 1998 (the “ TUF”), as well as the applicable implementing provisions contained in the Issuers’ Regulations, on all of the ordinary shares of Banco BPM S.p.A . (the “ Issuer ”), it is hereby disclosed, pursuant to Article 41, paragraph 2, letter c) of the Issuers’ Regulations, that as of today, Mediobanca - Banca di Credito Finanziario S.p.A. (“Mediobanca ”), a subsidiary of the Offeror, has car ried out the following transaction involving the Issuer’s ordinary shares :
Party
Involved Date of the Transaction On-Market / Off-
Market Type of Transaction Quantity ( No.
of shares) Price per
Share (Euro)
Mediobanca 23/10/2026 MTAA Buy 200,000 13.085
*****
This press release is available on the website www.gruppomps.it/en
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For further information:
Banca Monte dei Paschi di Siena S.p.A.
Media Relations Investor Relations Tel +39 0577 296634 Tel +39 0577 299350
ufficio.stampa@mps.it investor.relations@mps.it
Image Building
Tel +39 02 89011300
mps@imagebuilding.it
*****
This document must not be disclosed, published or distributed, in whole or in part, directly or indirectly, in the United States of America, Australia, Canada, Japan or in any country where its disclosure, publication or distribution would constitute a violation of applicable laws or regulations in such jurisdiction. The information provided in this document does not constitute an offer to sell financial instruments or a solicita tion of an offer to purchase any financial instrument in the United States of A merica, or in any other country where such offer or solicitation is not permitted, or to any person to whom it is unlawful to make such offer or solicitation.
The offer which is the subject of this communication (the “Offer”) will not be launched or disseminated in the United States of America (or directed at U.S. Persons, as defined under the U.S. Securities Act of 1933 and subsequent amendments), Australia, Ca nada, Japan or in any other country where such Offer is not permitted without authorisation from the competent Authorities or other compliance measures by the Offeror (such countries, including the United States of America, Canada, Japan and Australia, col lectively, the “Other Countries”), nor by using instruments of domestic or international communication or commerce of the Other Countries (including, by way of example, the postal network, fax, telex, e -mail, telephone and internet), nor through any structure of any financial in termediary of the Other Countries, nor in any other manner. The Offeror accepts no liability arising from the breach by any person of the limitations set out above.
This Communication does not constitute and is not intended to constitute an offer, invitation or solicitation to buy or otherwise acquire, subscribe, sell or otherwise dispose of financial instruments, and no sale, issuance or transfer of financial instrum ents forming part of the Offer and/or of Banca Monte dei Paschi di Siena S.p.A.
will be made in any country in violation of the regulations applicable therein. The Offer will be made by means of the publication of the Offer Document following CONSOB’s appr oval and following the publication of the Exemption Document. The Offer Document and the Exemption Document will contain the full description of the terms and conditions of the Offer, including the procedures for acceptance.
This Communication, as well as any other document issued by the Offeror in connection with the Offer, do not constitute and do not form part of any offer to purchase or exchange, or any solicitation of offers to sell or exchange, financial instruments in t he United States or in any of the Other Countries. Financial instruments may not be offered or sold in the United States unless they have been registered under the U.S. Securities Act of 1933 and subsequent amendments or are exempt from registration requir ements. The financial instruments offered in connection with the transaction described in this Communication will not be registered under the U.S. Securities Act of 1933 and subsequent amendments and Banca Monte dei Paschi di Siena S.p.A. does not intend t o make a public offering of such financial instruments in the United States. No instrument may be offered or traded in the Other Countries without specific authorisation in accordance with the applicable provisions of the local law of such countries or a d erogation from such provisions.
Banca Monte dei Paschi di Siena S.p.A. reserves the right to extend the Offer in the United States of America in compliance with applicable U.S. regulations.
The publication or dissemination of this Communication in countries other than Italy may be subject to restrictions under applicable law and therefore any person subject to the laws of any country other than Italy is required to independently obtain information on any restrictions under applicable laws and regulations and
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to ensure compliance therewith. Any failure to comply with such restrictions may constitute a violation of the applicable regulations of the relevant country. To the maximum extent permitted by applicable regulations, the parties involved in the Offer shall be deemed exempt from any liability or adverse consequences that may arise from the breach of the aforementioned restrictions by such persons. This C ommunication has been prepared in compliance with Italian regulations and the information disclosed herei n may differ from the information that would have been disclosed had the communication been prepared in compliance with the regulations of countries other than Italy.
No copy of this Communication or any other documents relating to the Offer will be, or may be, sent by mail or otherwise transmitted or distributed in or from any country (including the Other Countries) where the provisions of local regulations may give rise to civil, criminal or regulatory risks if information concerning the Offer were to be transmitted or made available to shareholders of the entity issuing the fin ancial instruments which are the subject of the Offer in such country or other countries whe re such conduct would constitute a violation of the laws of such country, and any person receiving such documents (including as custodian, fiduciary or trustee) is required not to send by mail or otherwise transmit or distribute the same to or from any such country.
Any acceptances of the Offer resulting from solicitation activities carried out in violation of the limitations set out above will not be accepted.
This Communication is accessible in or from the United Kingdom exclusively (i) by persons who have professional experience in matters relating to investments falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as subsequently amended (the “Order”) or (ii) by high net worth companies and other persons to whom the Communication may be lawfully communicated, as falling within Article 49(2) paragraphs (a) to (d) of the Order or (iii) by qualified investo rs, as defined under Annex 1(15) of the Public Offer and Admissions to Trading Regulations 2024 (all such persons together being referred to as “relevant persons”). The financial instruments referred to in this Communication are available only to relevant persons and any invitation, offer, agreement to subscribe, purchase or otherwise acquire such financial instruments will be addressed only to such persons. Any person who is not a relevant person should not act or rely on this document or its contents.
Acceptance of the Offer by persons resident in countries other than Italy may be subject to specific obligations or restrictions under applicable laws or regulations. It is the sole responsibility of the recipients of the Offer to comply with such rules and, therefore, before accepting the Offer, to ver ify the existence and applicability thereof, by consulting their own advisors. The Offeror shall not be held liable for the breach by any person of any of the aforementioned limitations.
The content of this communication is of a merely informative and provisional nature and should not be interpreted as investment advice. The statements contained herein have not been independently verified. No representation or warranty, express or implied, is made as to, and no reliance should be placed on, the fairness, accuracy, completeness, correctness or reliability of the information contained herein. Neither Banca Monte dei Paschi di Siena S.p.A. nor any of its representatives nor its direct or indir ect shareholders will accept any liability (whether for negligence or otherwise) arising in any way in connection with such information or in relation to any damage arising from its use or otherwise arising in connection with this communication. By accessi ng this communication, you agree to be bound by the limitations set out above.
Fine Comunicato n.0035-151-2026 Numero di Pagine: 5