H. 16.02 - UBI Banca: press release VN

PRESS RELEASE

Milan, 3rd August 2020 - In the same meeting held to approve the Consolidated results as at 30 June 2020, which once again confirm the Group's solidity, resilience and high quality, Dott. Victor Massiah gave notice to the Board of Directors of cessation of office as Chief Executive Officer and General Manager, with immediate effect.

The Board of Directors understood Dott. Massiah's reasons, related to the radical changes to the shareholder structure of the Bank, and accepted his decision.

The Board of Directors, also on behalf of the whole management and of the over 19,500 employees of the Group, conveyed its heartfelt thanks to Dott. Massiah and its great appreciation for his professionalism and dedication, constantly oriented towards the best interest of the Group, and also for his human qualities and sense of values, which rendered all relations with him both work-related and personal so enriching.

The Chairwoman Dott.essa Moratti expressed her personal appreciation and said that "in over 11 years at the helm of the Group, and in a challenging regulatory and macroeconomic context, Dott. Massiah has contributed to build a solid, sustainable and highly thought of reality, which despite its national size has always looked to its roots, to the closeness to local communities and to the interests of all its stakeholders with great respect".

In accordance with Art. 35.1 of the Articles of Association, authorities and powers have been temporarily conferred on Dott. Elvio Sonnino, Senior Deputy General Manager.

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To date, Dott. Massiah holds 695,424 UBI Banca shares, representing 0.06077% of the share capital.

Following the cessation of offices as Director, Chief Executive Officer and General Manager, the Board of Directors has resolved to recognize to Dott. Massiah, as per his express request, only the compensation accrued to date. Therefore, as part of an agreement for the early consensual termination of the managerial employment relationship and on the basis of the faculties granted to the Board of Directors in the Bank's Remuneration Policies for this purpose, payment will be made of deferred portions in cash (equal to € 736,915.00) and in financial instruments (for n. 392,454 UBI Banca shares), relating to bonuses accrued with reference to the previous financial years 2015-2018-2019, pursuant to the current UBI Group regulations; in addition to the severance indemnities related exclusively to the salary accruals, the indemnities of office as Director and Chief Executive Officer, as well as the severance indemnity (TFR), accrued up to the date of termination of the relationship.

Dott Massiah is a "related party" within the meaning of the "Related-Party Transactions Regulation" adopted with Consob Resolution No. 17221 of 12th March 2010, because he "is a member of the key personnel of the company with strategic responsibilities".

The compensation recognised does not exceed the significance thresholds identified in accordance with Art. 4, paragraph 1, letter a) of the "Related-Party Transactions Regulation" adopted with Consob Resolution No. 17221 of 12th March 2010.

For further information please contact:

UBI Banca - Investor Relations - tel. [phone] E-mail:[e-mail]

UBI Banca - Media Relations - tel. [phone] - 4938 - 4936 E-mail:[e-mail] of this press release is available on the website www.ubibanca.it