PRESS RELEASE pursuant to Article 84-bis, paragraph 5 of Consob Regulation No. 11971 of 14 May 1999, as subsequently amended and supplemented S.p.A.: Stock option granting relating to the S.p.A. - 2014 and 2012-2015 Stock Option Plans Zola Predosa (Bologna), 21 September 2012 - S.p.A. ( or the Company ) hereby advises that today the Board of Directors of the Company, in accordance with the Regulations of the S.p.A. - 2014 Stock Option Plan, approved by the Ordinary Shareholders Meeting on, and on the proposal of the Compensation Committee, has decided to grant to 15 beneficiaries a total of 9,576 stock options (the "options"), valid for the subscription of 497,952 (in the ratio of 52 new for each option exercised) at a subscription price per share of Euro 9.60. The aforementioned subscription price corresponds to the weighted average of the official prices recorded by on the Mercato Telematico Azionario, the Italian screen-based trading system organised and managed by Borsa Italiana S.p.A., during the 30 (thirty) trading days prior to the option granting date. Moreover, hereby announces that today the Board of Directors of the Company, in execution of the S.p.A. 2012-2015 Stock Option Plan approved by the Ordinary Shareholders Meeting on 29 June 2012, authorised the Regulations of the S.p.A. 2012-2015 Stock Option Plan. The Board of Directors, on the proposal of the Compensation Committee, has decided to grant to the Chief Executive Officer Federico Marchetti 1,500,000 options (the Options ), valid for the subscription of 1,500,000 (in the ratio of 1 new share for each option exercised) at a subscription price per share of Euro 9.60. The aforementioned subscription price corresponds to the weighted average of the official prices recorded by on the Mercato Telematico Azionario, the Italian screen-based trading system organized and managed by Borsa Italiana S.p.A., during the 30 (thirty) trading days prior to the option granting date. For further information about the terms and conditions of these plans and the characteristics of the financial instruments granted, please refer to the related Prospectuses compiled in compliance with Article 84-bis of Consob Regulation 119711999, available to the public at S.p.A. s Registered Office in Zola Predosa (BO), at Via Nannetti 1, as well as on the Company s website at www.yooxgroup.com (Corporate Governance Corporate Documents). Attached is Annex 3A, Schedule 7, Table 1 of the Issuers Regulation, updated as of 21 September 2012. 1
Group Group is the global Internet retailing partner for leading fashion & design brands. It has established itself amongst the market leaders with multi-brand online stores yoox.com, thecorner.com and shoescribe.com, as well as with numerous monobrand online stores, from armani.com to zegna.com, all Powered by Group. The Group has also partnered with PPR in a joint venture dedicated to managing the mono-brand online stores of several PPR luxury brands. The Group has offices and operations in Europe, the United States, Japan, China and Hong Kong and delivers to more than 100 countries worldwide. Group is listed on the Milan Stock Exchange as.mi. Find out more at www.yooxgroup.com. For further information: Silvia Scagnelli Image Building Investor Relations Simona Raffaelli, Emanuela Borromeo Group Tel.: +39 02 89011300 Tel.: +39 02 83112811 investor.relations@yoox.com yoox@imagebuilding.it 2
S.p.A. - 2014 Stock Option Plan Table no. 1 of chart 7 of Appendix 3A of the Issuers Regulation Date: 21 September 2012 BOX 2 Stock options (option grant) SECTION 1 Options relating to outstanding plans approved on the basis of previous shareholder resolutions Name or category Position Date of shareholder resolution Description of the security Number of securities underlying options granted but which are not yet eligible to be exercised Number of securities underlying options which are eligible to be exercised, but which have not yet been exercised Date on which the relevant body granted the options Strike price (*) Market price of the securities on the grant date Expiry date of the options Federico Marchetti Chairman and CEO of S.p.A. with 1,500,096 11 March 2010 (Board of Directors) Euro 277.68 Euro 5.55 31 December 2014 27January 2010 (Compensation 3
Committee) Federico Marchetti Chairman and CEO of S.p.A. with 66,768 12 March 2012 (Board of Directors) Euro 512.20 Euro 10.95 31 December 2014 General Manager Alberto Grignolo Director of Mishang Trading co. Ltd President fo with 83,356 166,712 11 March 2010 Euro 277.68 Euro 5.55 31 December 2014 ASIA Ltd General Manager Alberto Grignolo Director of Mishang Trading co. Ltd President fo with 5,616 2,808 ASIA Ltd 4
Francesco Guidotti Chief Financial Officer with 116,740 233,480 1 July 2010 Euro 305.24 Euro 5.51 31 December 2014 Francesco Guidotti Chief Financial Officer with 4,160 2,080 Moritz Hau Vice President of Corporation with 1 July 2010 Euro 305.24 Euro 5.51 31 December 2014 Moritz Hau Vice President of Corporation with 8,372 9 May 2011 Euro 578.24 Euro 12.12 31 December 2014 Moritz Hau Vice President of Corporation with 1,352 5
Rita Man Director of ASIA Ltd with 9 May 2011 Euro 578.24 Euro 12.12 31 December 2014 Giuseppe Guillot Chief Operating Officer with 166,712 8 February 2012 Euro 441.48 Euro 9.51 31 December 2014 Giuseppe Guillot Chief Operating Officer with 4,056 2,028 Giuseppe Guillot Chief Operating Officer with 83,356 21 September 2012 Euro 499.20 Euro 10.13 31 December 2014 Luca Martines President of with 16,692 1 July 2010 Euro 305.24 Euro 5.51 31 December 2014 6
ASIA Ltd. Director of Mishang Trading co. Ltd Luca Martines President of ASIA Ltd. with 4,160 2,080 Director of Mishang Trading co. Ltd of (n.4) with 66,768 266,864 11 March 2010 Euro 277.68 Euro 5.55 31 December 2014 Other Directors of (n.3) with 41,756 66,768 1 July 2010 Euro 305.24 Euro 5.51 31 December 2014 4 employees with 16,744 58,604 1 July 2010 Euro 305.24 Euro 5.51 31 December 2014 7
1 consultant with 16,692 23 September 2010 Euro 360.88 Euro 7.60 31 December 2014 9 employees with 27,040 57,460 16 December 2010 (Board of Directors) 3 December 2010 (Compensation Committee) Euro 407.16 Euro 8.43 31 December 2014 9 February 1 consultant with 66,768 2011 (Board of Directors) 1 February 2011 (Compensation Euro 489.32 Euro 9.78 31 December 2014 Committee) (n.1) with 16,692 9 May 2011 Euro 578.24 Euro 12.12 31 December 2014 8
2 employees with 16,744 16,744 9 May 2011 Euro 578.24 Euro 12.12 31 December 2014 20 September (n. 1) with 66,768 2011 (Board of Directors) 16 September 2011 (Compensation Euro 521.56 Euro 11.71 31 December 2014 Committee) 20 September 1 consultant with 16,692 2011 (Board of Directors) 16 September 2011 (Compensation Euro 521.56 Euro 11.71 31 December 2014 Committee) (n. 1) 8 February 2012 Euro 441.48 Euro 9.51 31 December 2014 9
with 1 employee with 8 February 2012 Euro 441.48 Euro 9.51 31 December 2014 (n. 16) with 41,912 23,920 246 employees with 132,080 67,340 1 employee with 16,692 3 august 2012 Euro 582.92 Euro 10.87 31 December 2014 10
11 employee with 197,600 21 September 2012 Euro 499.20 Euro 10.13 31 December 2014 (n. 2) with 216,996 21 September 2012 Euro 499.20 Euro 10.13 31 December 2014 (*) Note that under the - 2014 Stock Option Plan, each stock option granted entitles the beneficiary to subscribe for 52 (fifty-two) S.p.A.. Therefore, to calculate the strike price of each stock option, the subscription price of each S.p.A. share must be multiplied by 52 (fifty-two). 11