Nexi S p A : Essential information pursuant to articles 122 of Legislative Decree no. 58 of 24 February 1998 and 130-131 of the Regulation adopted by CONSOB with Resolution no. 11971 of 14 May 1999.

Essential information pursuant to articles 122 of Legislative Decree no. 58 of 24 February 1998 and 130-131 of the Regulation adopted by CONSOB with Resolution no. 11971 of 14 May 1999.

Pursuant to art. 122 of Legislative Decree no. 58 of 24 February 1998 (the CFA) and art. 130 of the Regulation adopted by CONSOB with Resolution no. 11971 of 14 May 1999 (as subsequently amended and supplemented, the Issuers' Regulation), below is the essential information (the Essential Information) relating to the separate and autonomous lock-up agreements entered into on 15 November 2020 by Nexi S.p.A. (Nexi or the Issuer): a lock-up agreement with AB Europe (Luxembourg) Investment S.à r.l (AB Europe); a further lock-up agreement with Eagle (AIBC) & CY SCA (Eagle) and a further lock-up agreement with Evergood H&F Lux S.à r.l (Evergood and, together with AB Europe and Eagle, the Nets Shareholders) (collectively, the Lock-upAgreements and, each, a Lock-upAgreement).

Below, in bold underlinedletters, are the parts added or reformulated, pursuant to and for the purposes of article 131, paragraph 2, of the Issuers' Regulation, with respect to the text of the Essential Information published on 20 November 2020.

1. Whereas

1. On November 15, 2020 a framework agreement was entered into by and between Nexi, Nets Topco 2 S.à r.l. (Topco 2), Nets Topco 1 S.à r.l. (Topco 1), the Nets Shareholders, Bamboh Co Investments ApS, EmpCo A/S, nInvestment 1 ApS , nInvestment Lux S.C.Sp. and Stargazer Invest ApS (the Framework Agreement) relating to the merger of Topco 2 in Nexi (the Merger).
2. Pursuant to the Framework Agreement, on the effective date of the Merger, each Nets Shareholder should have receivedunder the Framework Agreement ordinary shares of the Issuer in exchange for the shares of Topco 2 held by each of them(such ordinary shares of the Issuer assigned to a Nets Shareholder on the effective date of the Merger, the Rollover Securities).
3. Also pursuant to the Framework Agreement, followingthe effective date of the Merger (on the next date identified in accordance with the Framework Agreement) each Nets Shareholder shall receive (if due) ordinary shares of the Issuer against the Positive Centurion Adjustment (as defined in the Framework Agreement) (the ordinary shares of the Issuer allocated to a Nets Shareholder, the Earnout Centurion Shares and, together with the Rollover Securities, the Lock-upShares).
4. On 1 July 2021, the Merger became effective (the Merger Effective Date). In light of the occurrence of this event, pursuant to the provisions of Article 131, paragraph 2, of the Issuers' Regulations, an update of this Essential Information is provided solely with reference to the number of voting rights referring to the shares granted in the Lock-up Agreements and the relevant percentages.

2. Agreement

The shareholders' agreements contained in the Lock-up Agreements fall within the scope of art. 122, paragraph 5, letter b) of the CFA.

This Essential Information, as updated pursuant to article 131(2) of the Issuers' Regulation, constitutea summary of the agreements contained in the Lock-up Agreements for the sole purpose of the publication provided for by art. 130 of the Issuers' Regulations. For all intents and purposes, only the full text of each Lock-up Agreement as communicated and filed pursuant to art. 122, paragraph 1, letters a) and c) of the CFA is valid.

3. Companies whose financial instruments are subject to the Lock-up Agreements

The Lock-up Agreements concern ordinary shares of Nexi S.p.A., with registered office in Milan, Corso Sempione n. 55, having VAT number, tax code and registration number with the Milan Companies' Register 09489670969, admitted to trading on the stock exchange (Mercato Telematico Azionario) organized and managed by Borsa Italiana S.p.A. (ISIN IT0005366767), held by the Nets Shareholders.

4. Parties to the Lock-up Agreements and financial instruments held by them

1. A Lock-up Agreement has been entered into, on the one hand, by Nexi (as identified in the paragraph above) and, on the other hand, by AB Europe (Luxembourg) Investment S.à r. l, a limited liability company (société a responsabilité limitée) incorporated under Luxembourg law, having its registered office at 2 4, rue Beck, L 1222 Luxembourg, registered in the Luxembourg Trade and Companies Register (Registre de Commerce et des Sociétés) under number B218765 and indirectly controlled, ultimately, by Advent International Corporation, a company incorporated under Delaware law, with registered office at 800 Boylston Street Suite 3300, Boston MA 021996179510555, registered at the Central Registration Depository under number 105673.
   The Nexi shares held by AB Europe as a result of the completion of the Merger areequal to no. 51,946,527, attributing equal voting rights, and representing approximately 5.02% of the corporate capital of Nexi.
2. A further Lock-Up Agreement has been entered into, on the one hand, by Nexi (as identified in the paragraph above) and, on the other hand, by Eagle (AIBC) & CY SCA, a partnership limited by shares (société en commandite par actions) incorporated under Luxembourg law, with registered office at 2 4, rue Beck, L 1222 Luxembourg, registered with the Luxembourg Trade and Companies Register (Registre de Commerce et des Sociétés) under number B211906 and indirectly controlled, ultimately, by Bain Capital Private Equity (Europe) LLP, a company incorporated under the law of the United Kingdom, with registered office at 11th Floor 200 Aldersgate Street, London, England, EC1A 4HD, registered with the competent register under number OC380135.
   The Nexi shares held by Eagle as a result of the completion of the Merger are equalto no. 78,621,315, attributing equal voting rights, and representing approximately 7.6% of the corporate capital of Nexi.
3. A further Lock-Up Agreement has been entered into, on the one hand, by Nexi (as identified in the paragraph above) and, on the other hand, by Evergood H&F Lux S.à r.l., a limited liability company (société a responsabilité limitée) incorporated under Luxembourg law, with registered office in boulevard F.W. Raiffeisen, 15, L 2411 Luxembourg, Grand Duchy of Luxembourg, registered in the Luxembourg Trade and Companies Register (Registre de Commerce et des Sociétés) under number B225755 and indirectly controlled, ultimately, by H&F Corporate Investors VIII Ltd, a company incorporated under the law of the Cayman Islands, with registered office at 27 Hospital Road, George Town, Grand Cayman, KY1-9008, Cayman Islands, registered in the Luxembourg Trade and Companies Register (Registre de Commerce et des Sociétés) under number IT-288406.
   The shares of Nexi held by Evergood as a result of the completion of the Merger are equalto no. 257,599,903, giving equal voting rights, and representing approximately 24.9% of the corporate capital of Nexi.

5. Content of Lock-up Agreements

Under the terms of the respective Lock-up Agreements, the Nets Shareholders, including on behalf of the entities controlled by them, their parent companies, jointly controlled entities or acting on their behalf, have undertaken, in the absence of prior written consent by Nexi, not to:

1. directly or indirectly, offer, sell, negotiate the sale, pledge or give any guarantee on, grant any option on or otherwise dispose of (or be bound by any transaction aimed at, or which may reasonably be considered aimed at disposing of) any Lock-up Share or any financial instrument convertible into or exercisable or exchangeable for Lock-up Shares, regardless of whether such transactions are to be settled by allocation of ordinary shares of the Issuer or other financial instruments, in cash or otherwise;
2. enter into any swap contract or other agreement or become party to any transaction which in any case provides (even conditionally) for the transfer, in whole or in part, directly or indirectly, of the economic effects of ownership of any Lock-up Shares, regardless of whether such transactions are to be settled by the allocation of ordinary shares of the Issuer or other financial instruments, in cash or otherwise; and
3. publicly announce the intention to carry out any of the foregoing transactions.

6. Duration of the Lock-up Agreements

The commitments set out in the Lock-up Agreements are effective from the Effective Date of the Merger until (a) the date following the six months after the Effective Date of the Merger (meaning 1 January 2022)in relation to 100% of the Lock-up Shares; (b) the date following the 12 months after the Effective Date of the Merger (meaning 1 July 2022)with respect to 66. 6% of the Lockup Shares; and (c) the date following the 24 months following the Effective Date of the Merger (meaning 1 July 2023)with reference to 33.4% of the Lock-up Shares.

7. Disclosure of the Lock-up Agreements

The Lock-up Agreements were filed with the Milan Companies' Register Office on 20 November 2020. Excerpts of the Lock-up Agreements were published on 20 November 2020on the daily newspaper Milano Finanza. This Essential Information relating to the shareholders' agreements contained in the Lock-up Agreements, as updated pursuant to article 131(2) of the Issuers' Regulations, is made availablepursuant to art. 130 of the Issuers' Regulations on Nexi's website at www.nexi.it.

6 July 2021