Transactions and persons subject to the current regulations on internal dealing
In compliance with the discipline introduced at European and Italian level, the regulation of internal dealing concerns the public disclosure of transactions (“Transactions”) regarding shares or bonds issued by Poste Italiane, as well as derivatives or other financial instruments linked thereto, carried out, directly or on their own account, by Persons Discharging Managerial Responsibilities (“PDMR”), Persons Closely Associated to the latter and Relevant Shareholders (i.e. anyone holding an equity interest equal to at least 10% of the share capital of Poste Italiane).
PDMR means Directors and Regular Statutory Auditors of Poste Italiane and, currently, 15 senior executives of Poste Italiane (as specified, together with the names of Directors and Regular Statutory Auditors, on the attached list) who have regular access to inside information relating, directly or indirectly, to Poste Italiane and have power to take managerial decision affecting the future developments and business prospects of Poste Italiane.
In June 2017 Poste Italiane’s Board of Directors, taking into account the significant innovations cast by the new market abuse discipline introduced at European level, deemed it appropriate to approve a specific Internal Dealing Guideline.
Internal dealing transparency requirements do not apply in the event of Transactions – also if carried out by Persons Closely Associated to PDMR – whose total value does not reach, within a calendar year, the threshold of Euro 20,000. Once the threshold is reached, all the transaction carried out in the calendar year shall be disclosed, regardless of their amount.
PDMR shall not conduct, on their own account or for the account of a third party, directly or indirectly, Transactions during the thirty calendar days before the date scheduled for the announcement of the data concerning the Annual Report and the Interim Reports of Poste Italiane (so called “Black-out Periods”).
Any exception from the restrictions to trade during Black-out Periods may be granted on a case-by-case basis due to the existence of exceptional circumstances and, in any case, under the condition that the PDMR is able to demonstrate that the particular Transaction cannot be executed at another moment in time than during the Black-out Period.