MODALIDADES DE PROVISIÓN – DEL PROCESO DE SELECCIÓN

STRATEGIC RESPONSIBILITIES.

The tables below indicate the names and the remuneration paid to the Directors, to the Auditors and to the General Manager (remembering in this regard that on May 10, 2012 Mr. Francesco Gori resigned as the Gen- eral Manager of Pirelli & C. and the Chief Executive Officer and General Manager of Pirelli Tyre) and paid to the other Directors with strategic responsibilities in an aggregate form (however, the tables included in the final part of this Statement indicate the names and the remuneration paid to the Managers with Strategic Responsibilities, even though there is no requirement to provide this information).

The compensation is indicated in accordance with a competence criterion and the notes to the tables clarify the office held for which the compensation is received (for example, when a Director participates on numer- ous Board Committees) and the subsidiary and/or associate company (except for the compensation waived or deposited with the Company).

The tables include all the persons who held the foregoing positions during the 2012 financial year, even if for a fraction of the financial year.

The non-monetary benefits, when received, are also indicated in accordance with the competence criterion and reported in relation to the “tax liability criterion” referred to the benefit allocated.

In particular, it is important to note that: persons who were Directors of the Company during the 2012 financial year have accrued/received compensation (in accordance with the competence criterion) as established in accordance with the criteria set out in paragraph 6 of the 2012 Policy;

persons who were Directors with special duties during the 2012 financial year (Chairman and Director and Deputy Chairman) accrued/received compensation (in accordance with the competence criterion) as established in accordance with the criteria set out in paragraph 6 and paragraph 7 of the 2012 Policy;

the General Manager of Pirelli & C. (a figure no longer in office on May 10, 2012) received/accrued compensation for the position held during the 2012 financial year, in accordance with the criteria set out in paragraph 9 and paragraph 12 of the 2012 Policy, it is important to note that Pirelli and Mr. Gori entered into an agreement for the consensual termination of the relation- ship consistent with the principles established in paragraph 11 of the 2012 Policy and with the application criteria set out by the Company in this regard; Managers with Strategic Responsibili- ties have received/accrued compensation for the position held during the 2012 financial year, in accordance with the criteria set out in paragraph 9 of the 2012 Policy;

each member of the Supervisory Body received/accrued compensation for the position held during the 2012 financial year equal to euro 25 thousand gross per year in line with the provisions set out in the 2012 Policy;

each member of the Board of Auditors received/accrued compensation for the position held during 2012 financial year

in line with the requirements established by the Share- holders' Meeting at the date of their appointment (in ad- dition to the compensation of euro 25 thousand gross per year paid to the Statutory Auditor called upon to be a member of the Supervisory Body).

the Senior Managers and Executives have received/accrued compensation for the position held during the 2012 financial year, in accordance with the criteria set out in paragraph 10 of the 2012 Policy. Limited exceptions occurred at the time of operational requirements or at the time of achieving specific extraordinary tar- gets, the Senior Advisor Human Resources has reported these exceptions to the Remuneration Committee.

Name and Surname Office Period during which _{office was held} Expiry of term of office _compensationFixed for participation Compensation on committees

Variable non-equity compensation

Non-monetary

benefits compensationOther Total Fair value of equity compensation Retirement or employment termination indemnity

Bonus and other

incentives Profit-sharing

Marco Tronchetti Provera Chairman and CEO 01/01/2012-12/31/2012 _{Annual Financial Report at December 31, 2013}Shareholders’ Meeting held to approve the 3,077,553.78 (1) _- _- _- _5,995.92 _- _3,083,549.70 _- _-

Vittorio Malacalza Deputy Chairman 01/01/2012-12/31/2012 _{Annual Financial Report at December 31, 2013}Shareholders’ Meeting held to approve the 368,767.00 (2) _45,000.00(3) _- _- _- _- _413,767.00 _- _-

Alberto Pirelli Deputy Chairman 01/01/2012-12/31/2012 Shareholders’ Meeting held to approve the

Annual Financial Report at December 31, 2013 950,509.94 (4) - - - 1,781.88 (5) - 952,291.82 - -

Carlo Acutis Director 01/01/2012-12/31/2012 _{Annual Financial Report at December 31, 2013}Shareholders’ Meeting held to approve the 50,000.00 (6) _25,000.00(7) _- _- _- _- _75,000.00 _- _-

Anna Maria Artoni Director 01/01/2012-12/31/2012 _{Annual Financial Report at December 31, 2013}Shareholders’ Meeting held to approve the 50,000.00 (6) _20,000.00(8) _- _- _- _- _70,000.00 _- _-

Gilberto Benetton Director 01/01/2012-12/31/2012 Shareholders’ Meeting held to approve the

Annual Financial Report at December 31, 2013 50,000.00 (6) - - - 50,000.00 - -

Alberto Bombassei Director 01/01/2012-12/31/2012 _{Annual Financial Report at December 31, 2013}Shareholders’ Meeting held to approve the 50,000.00 (6) _10,860.00(9) _- _- _- _- _60,860.00 _- _-

Franco Bruni Director 01/01/2012-12/31/2012 _{Annual Financial Report at December 31, 2013}Shareholders’ Meeting held to approve the 50,000.00 (6) _55,000.00(10) _- _- _- _- _105,000.00 _- _-

Luigi Campiglio Director 01/01/2012-12/31/2012 Shareholders’ Meeting held to approve the

Annual Financial Report at December 31, 2013 50,000.00 (6) 20,000.00 (11) - - - - 70,000.00 - -

Paolo Ferro Luzzi Director 01/01/2012-11/11/2012 11/11/2012 (12) _43,170.00(6) _25,900.00(13) _- _- _- _- _69,070.00 _- _-

Mario Greco Director 11/12/2012-12/31/2012 03/04/2013 (14) _6,830.00 _- _- _- _- _- _6,830.00 _- _-

Pietro Guindani Director 01/01/2012-12/31/2012 _{Annual Financial Report at December 31, 2013}Shareholders’ Meeting held to approve the 50,000.00 (6) _20,000.00(8) _- _- _- _- _70,000.00 _- _-

Giulia Maria Ligresti Director 01/01/2012-12/31/2012 Shareholders’ Meeting held to approve the

Annual Financial Report at December 31, 2013 50,000.00 (6) - - - 50,000.00 - -

Elisabetta Magistretti Director 01/01/2012-12/31/2012 _{Annual Financial Report at December 31, 2013}Shareholders’ Meeting held to approve the 50,000.00 (6) _30,000.00(9) _- _- _- _- _80,000.00 _- _-

Massimo Moratti Director 01/01/2012-12/31/2012 _{Annual Financial Report at December 31, 2013}Shareholders’ Meeting held to approve the 50,000.00 (6) _- _- _- _- _- _50,000.00 _- _-

Renato Pagliaro Director 01/01/2012-12/31/2012 Shareholders’ Meeting held to approve the

Annual Financial Report at December 31, 2013 50,000.00 (6) (15) 25,000.00 (15) (16) - - - - 75,000.00 - -

Giovanni Perissinotto Director 01/01/2012 07/23/2012 (17) _27,595.00(6) (15) _- _- _- _- _- _27,595.00 _- _-

Luigi Roth Director 01/01/2012-12/31/2012 _{Annual Financial Report at December 31, 2013}Shareholders’ Meeting held to approve the 50,000.00 (6) _70,000.00(18) _- _- _- _- _120,000.00 _- _-

Carlo Salvatori Director 07/26/2012 _{Annual Financial Report at December 31, 2012}Shareholders’ Meeting held to approve the (19) 21,721.00 (6) - - - 21,721.00 - -

Carlo Secchi Director 01/01/2012-12/31/2012 Shareholders’ Meeting held to approve the

Annual Financial Report at December 31, 2013 50,000.00 (6) 90,000.00 (20) - - - - 140,000.00 - -

Manuela Soffientini Director 03/01/2012 _{Annual Financial Report at December 31, 2013}Shareholders’ Meeting held to approve the (21) 41,804.00 (6) 10,860.00 (9) - - - - 52,664.00 - -

Giuseppe Vita Director 03/01/2012 05/25/2012 (22) _11,748.00(6) _- _- _- _- _- _11,748.00 _- _-

Francesco Gori General Manager 01/01/2012 05/10/2012 882,519.46 (23) _- _2,260.51(24) _278,750.00(32) _1,163,529.97 _- _5,900,000.00(25)

3 Managers with strategic responsibilities 1,753,903.96 (26) _- _- _- _10,177.92(27) _- _1,764,081.88 _- _-

Francesco Fallacara of the Board Chairman of Auditors

05/10/2012 Shareholders’ Meeting held to approve the _{Annual Financial Report at 31/12/2014}(28) 48,360.00 - - - 48,360.00 - -

Enrico Laghi Statutory Auditor 05/10/2012 Shareholders’ Meeting held to approve the _{Annual Financial Report at 31/12/2014}(29) 54,262.00 (30) - - - 54,262.00 - -

Antonella Carù Statutory Auditor 05/10/2012 Shareholders’ Meeting held to approve the _{Annual Financial Report at 31/12/2014}(28) 32,240.00 16,120.00 (30) - - - - 48,360.00 - -

Paolo Gualtieri Statutory Auditor 01/01/2012 05/10/2012 (31) _14,740.00 _- _- _- _- _- _14,740.00 _- _-

Paolo Domenico Sfameni Statutory Auditor 01/01/2012 05/10/2012 (31) _14,740.00 _8,880.00(30) _- _- _- _- _23,620.00 _- _-

(I) Compensation in company that prepares the Annual Financial Report 4,236,998.60 472,620.00 - - 13,127.88 - 4,722,746.48 - 300,000.00 (II) Compensation from subsidiaries and associates 3,763,465.54 - - - 7,088.35 278,750.00 4,049,303.89 - 5,600,000.00