Intesa Sanpaolo S p A : Inside Information / Ad Hoc Information

Intesa Sanpaolo S.p.A.

(incorporated as a joint stock company under the laws of the Republic of Italy)

Euro 20,000,000,000 Covered Bond (Obbligazioni Bancarie Garantite) Programme

unsecured and unconditionally and irrevocably guaranteed as to payments of interest and

principal by

ISP CB Pubblico S.r.l.

(incorporated as a limited liability company under the laws of the Republic of Italy)

(the "Programme")

NOTICE RELATED TO THE CANCELLATION OF THE COVERED BONDS AND THE UNWINDING OF

THE PROGRAMME

Capitalised terms used in this notice and not otherwise defined herein, shall have the same meaning ascribed to them in the Base Prospectus of the Programme dated 22 December 2021.

Intesa Sanpaolo S.p.A., a bank organised as a joint stock company under the laws of the Republic of Italy, whose registered office is at Piazza San Carlo 156, 10121, Turin, Italy and secondary office at Via Monte di Pietà 8, 20121, Milan, Italy, share capital of Euro 10,368,870,930.08 fully paid, incorporated with Fiscal Code number and registration number with the Turin Register of Enterprises 00799960158, delegate of Intesa Sanpaolo Banking Group VAT under number 11991500015, enrolled under number 5361 in the register of banks held by the Bank of Italy pursuant to article 13 of the Italian Legislative Decree number 385 of 1 September 1993 (the "Banking Law"), holding company of the Intesa Sanpaolo Banking Group, enrolled in the register of banking groups held by the Bank of Italy pursuant to article 64 of the Banking Law (the "Issuer"), hereby gives notice that the Programme has been terminated (the "Unwinding") as detailed below.

In particular, in the context of the Unwinding:

1. cancellation of the Covered Bonds: on 25 January 2024, all Covered Bonds issued and still outstanding under the Programme have been cancelled by the Issuer (as sole holder of such Covered Bonds);
2. repurchase of the assets owned by ISP CB Pubblico S.r.l. (the "Covered Bonds Guarantor"): the Issuer has repurchased the entire portfolio of assets comprised in the segregated Portfolio of the Covered Bonds Guarantor in two phases; firstly, on 22 November 2023, all the Securities owned by the Covered Bond Guarantor have been repurchased by the Issuer and later, on 12 March 2024, all the Receivables owned by the Covered Bonds Guarantor have been repurchased by the Issuer;
3. signing of the unwinding and termination agreements: on 19 March 2024, the Issuer, the Covered Bonds Guarantor and the other parties to the Transaction Documents have entered into the relevant unwinding and termination agreements for the purpose of, inter alia, unwinding the Programme and mutually terminating the relevant Transaction Documents; and

1. final Guarantor Payment Date: on the Guarantor Payment Date falling on 2 April 2024, the Covered Bonds Guarantor has applied the Available Funds in making the relevant payments in full discharge of all its liabilities to the other parties to the Transaction Documents.

As a consequence of the above, the Programme has been terminated.

This notice is being published and may be viewed on the Luxembourg Stock Exchange's website at the following internet address: http://www.luxse.com.

Milan, 13 May 2024

Intesa Sanpaolo S.p.A.

Firmato da:

JAFFE' ILAN 13 maggio 2024

Ilan Jaffè

Head of Counterbalancing Capacity & Structured Financing