Esprinet S p A : Proxy Form

PROXY FORM 1

The undersigned

____________________________________________________________________________________________

Corporate/Trading Name - Surname and Forename

_____________________________________________________________________________________________

Tax codeDate of birthPlace of birthProvince o f birth

______________________________________________________________________________________________

Address of residence/Registered officeMunicipalityProvince

______________________________________________________________________________________________

Telephone

E -mail

entitled to vote with __________________ ordinary shares of Esprinet S.p.A. (the "Company" or "Esprinet") in the capacity of2

direct holder of the shares

legal representative of _______________________

attorney with sub-delegating powers secured creditor beneficial owner usufructuary custodian manager other (specify) _______________________

by virtue of:

1. Copy of the accreditation certification issued by the bank or intermediary
2. Copy of the ID card or equivalent document

HEREBY GRANTS A PROXY ON

Studio Legale Trevisan & Associati, headquartered in Milan, Viale Majno no. 45, represented by Dario Trevisan, lawyer, born in Milan on 04.05.1964 (Tax Code TRVDRA64E04F205I), or on his behalf Camilla Clerici, lawyer, born in Genoa on 19/01/1973 (Tax Code CLRCLL73A59D969J), or Giulio Tonelli, lawyer, born in La Spezia on 27/02/1979 (Tax Code TNLGLI79B27E463Q), or Alessia Giacomazzi, lawyer, born in Castelfranco Veneto (TV) on 05/09/1985 (Tax Code GCMLSS8P45C111T) or Gaetano Faconda, lawyer, born in Trani (BT) on 02/10/1985 (Tax Code FCNGTN85R02L328O) or Valeria Proli, lawyer, born in Novara on 24/10/1984 (Tax Code PRLVLR84R64F952S), or Raffaella Cortellino, born in Barletta (BT) on 04/06/1989 (Tax Code CRTRFL89H44A669V), or Andrea Ferrero, lawyer, born in Turin on 05/05/1987 (Tax Code FRRNDR87E05L219F), or Marco Esposito born in Monza (MB) on 30/08/1992 (Tax Code SPSMRC92M30F704H), or Chiara Bevilacqua, born in Valdagno (VI) on 03/02/1976 (Tax Code BVLCHR76B43L551U), or Cristina Sofia Barracchia, born in Trani (BT) on 05/02/1991 (Tax Code BRRCST91B45L328G), or Filippo Meucci, lawyer, born in Milano on 20/06/1986 (Tax Code MCCFPP86H20F205M) or Marcello Casazza, lawyer, born in Vigevano (PV) on 03/09/1991 (Tax Code CSZMCL91P03L872S), all domiciled for the purposes of this proxy at Studio Legale Trevisan & Associati, Viale Majno no. 45, 20122 - Milan.

to act as a representative for all shares for which there are voting rights in the Ordinary Shareholders' Meeting of:

Esprinet S.p.A. convened at Studio Notarile Marchetti, in Milan Via Agnello no. 18 on 14 April 2022 at 11:00 a.m., on first and sole call conferring the necessary powers for exercising the voting right in the name and on behalf of the proxy granter in accordance with the instructions issued.

Studio Legale Trevisan & Associati hereby declares that it has no personal interest with respect to the proposed resolutions put to the vote. However, considering the possible contractual relationships that exist and, in any event, for all legal purposes, it is expressly declared that, should any unknown circumstances arise, or in the event of amendment or supplementing of the proposals submitted to the Shareholders' Meeting, neither Studio Legale Trevisan & Associati nor its substitutes shall cast a vote different from that indicated in the instructions.

Place and Date

Signature 3 (in full and legible)

1. Any party authorised to attend the Shareholders' Meeting shall be represented by means of a written proxy or sub-proxy in accordance with the relevant legal provisions, with the option of using, for the purpose, this proxy form available on the Company website, under "Investors - Shareholders' Meeting". The proxy, together with any annexes, shall be sent by post to the Company, at Via Energy Park no. 20, 20871 - Vimercate (MB), to the attention of the Corporate and Legal Affairs office, or by certified e-mailto [e-mail], or by e-mailto [e-mail] or, alternatively, to Studio Legale Trevisan & Associati, by post, to Viale Majno no. 45, 20122, Milan - Italy, or by certified e-mailto rappresentante- [e-mail] or by e-mailto [e-mail], no later than 12:00 p.m. on 13 April 2022.
2. Specify the capacity of the signatory of the proxy and attach, in the case of a legal entity, documentation proving the signatory powers.

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Voting Instructions:

(Section containing information for the Proxy - Tick the chosen box)

The undersigned, Mr/MS

______________________________________________________________________________ (enter name of proxy granter)

or alternatively, if a legal entity

(enter name of Body/Company)

_________________________________________________________________________ (see above)

expressly authorises the Proxy and Substitutes to vote in accordance with the following voting instructions at the Ordinary Shareholders' Meeting of Esprinet S.p.A. ISIN code IT0003850929 convened at Studio Notarile Marchetti, in Milan, Via Agnello no. 18 on 14 April 2022 at 11:00 a.m., on first and sole call.

Ordinary Part
O.1 Financial Statements as at 31 December
2021:
1.1 Approval of the Financial Statements as at
31 December 2021, Directors' Report on
Operations, Statutory Auditors' Report and
Independent Auditors' Report. Presentation of		□ In favour		□ Opposed		□ Abstain
the Consolidated Financial Statements as at 31
December 2021 and the Consolidated non-
Financial Statements pursuant to Legislative
Decree No. 254 of 30/12/2016 - Sustainability
Report.
O.1 Financial Statements as at 31 December
2021:			□ In favour		□ Opposed		□ Abstain
1.2. Allocation of the result for the year.
O.1 Financial Statements as at 31 December		□ In favour
2021:				□ Opposed		□ Abstain
1.3 Dividend distribution
O.2. Report on the Remuneration Policy and
Compensation Paid:
2.1 Non-binding resolution on the second		□ In favour		□ Opposed		□ Abstain
section pursuant to Art. 123-ter, paragraph 6 of
the TUF.
O.3. Proposal to authorise the purchase and
disposal of treasury shares, within the
maximum number permitted and with a term of		□ In favour		□ Opposed		□ Abstain
18 months; contextual revocation, for any
unused portion, of the authorisation resolved
by the Shareholders' Meeting of 7 April 2021
O.4 Supplement to the fees for the independent
audit of the consolidated financial statement		□ In favour		□ Opposed		□ Abstain
accounts of Esprinet S.p.A.; inherent and
consequent resolutions
Extraordinary Part
E.1. Cancellation of no. 516.706 treasury
shares with no reduction of the share capital;		□ In favour		□ Opposed		□ Abstain
consequent amendment to the art. 5 of the
Articles of Association. Pertaining resolution

Place and Date

, Signature3 (in full and legible)

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The following documents:

1. The Proxy
2. Voting Instructions
3. Copy of the ID card or equivalent document of the proxy granter
4. If the sub-delegating proxy is a legal person, a copy of an identity document, currently valid, of the pro tempore legal representative, or of another person with appropriate powers, together with appropriate documentation attesting to their qualification and powers (copy of a Chamber of Commerce certificate or similar)
5. Copy of the accreditation certification issued by the bank or intermediary

shall be sent to the Company by post at Via Energy Park no. 20, 20871 - Vimercate (MB), to the attention of the Corporate and Legal Affairs office, or by certified e-mail to [e-mail], or by e-mail to [e-mail] or, alternatively, to Studio Legale Trevisan & Associati, by post at Viale Majno no. 45, 20122, Milan - Italy, or by certified e-mail to rappresentante- [e-mail] or by e-mail to [e-mail], no later than 12:00 p.m. on 13 April 2022.

________________________________________________________________

N.B. For any clarifications regarding the conferral of the proxy (and, in particular, completing and sending the proxy form and voting instructions), shareholders authorised to attend the Shareholders' Meeting may contact not only the Designated Representative, at the addresses indicated above and/or at the number 800 134 679 (in working days and hours)

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LIABILITY ACTION

In the event of a vote on a liability action brought pursuant to article 2393, paragraph 2, of the Italian Civil Code by shareholders at the time of the approval of the financial statements, the undersigned shall appoint the Designated Representative to vote in accordance with the following instruction:

□ IN FAVOUR

□ OPPOSED

□ ABSTAIN

Place/Date ______________, __________________________

Signature ____________________________

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NOTICE PURSUANT TO ARTICLES 13 AND 14 OF REGULATION (EU) 2016/679

It should be understood that, pursuant to articles 13 and 14 of Regulation (EU) 2016/679 (hereinafter also referred to as the "GDPR"), the data contained in the proxy template will be processed by Studio Legale Trevisan & Associati (hereinafter also referred to as the "Data Controller" or "Controller") for the purposes of managing the proxy in shareholder's meetings, in compliance with the legislation in force concerning the processing of personal data.

The data may be made known to colleagues of the Data Controller specifically authorised to process them, as Data Processors or Data Processing Officers, to pursue the purposes indicated above: these data may be disclosed to specific parties to satisfy a legal or regulatory requirement or EU legislation, or based on provisions laid down by authorities authorised to do so by the law or by supervisory and control bodies. The Controller may also, in the pursuit of the aforementioned purposes, need to disclose personal data to third parties, such as, for example, Studio Legale Trevisan & Associati and/or the Company.

Consent is required; if consent to the processing of data is withheld, it will be impossible to enable the proxy to participate in the Shareholders' Meeting.

The Data Controller is Studio Legale Trevisan & Associati, with offices at Viale Majno 45

The Controller may be contacted using the following details:

• Studio Legale Trevisan & Associati, Viale Majno 45, 20122 Milan;
• [phone] / [phone];

The personal data will be processed in accordance with the provisions laid down in the GDPR, using paper, computer and telematic tools, according to a rationale strictly linked to the purposes indicated and, in any event, using procedures suitable for ensuring the secrecy and confidentiality thereof in compliance with the provisions laid down by article 32 of the GDPR. Your personal data will be processed for the time necessary for fulfilling the processing purposes described above, at the end of which they will be kept, where necessary, for the period of time stipulated by the legislation in force.

The data subject is entitled to exercise the rights enshrined in articles 15 to 21 of the GDPR, i.e. to know, at any time, which data are held by the Company, their origin and how they are used, to request their update, rectification, completion or erasure, to block them or request their portability or object to their processing using the addresses mentioned above.

The data subject is entitled to withdraw consent and lodge a complaint with the Autorità Garante per la protezione dei dati personali, at Piazza Venezia no. 11, 00187, Rome (RM).

The above rights may be exercised, with respect to the Controller, using the contact details indicated at the start of this notice.

Your rights as a data subject may be exercised free of charge pursuant to article 12 of the GDPR. However, in the case of clearly unfounded or excessive requests, including as regards repetition, the Controller may charge you a reasonable sum as a contribution to costs, in consideration of the administrative expenses incurred for managing your request, or refuse to satisfy the said request, providing reasons for so doing.

Place and Date

, Signature3 (in full and legible)

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