TXT e S p A : Consolidated Non-Financial Statement As at December 31, 2023

TXT e-solutions S.p.A.

CONSOLIDATED

NON-FINANCIAL STATEMENT

as at 31 December 2023

pursuant to Italian Legislative Decree 254/2016

Contents
1 REFERENCE CONTEXT	4
a)	Message from the Chair of the Board of Directors	4
b)	Introduction	5
c)	The year in brief	6
d)	Corporate Information	7
e)	Reporting scope	8
f)	Stakeholders	9
g)	Materiality analysis	10
2 RISK ANALYSIS	15
a)	Definition of risks	15
b)	Environmental risk	16
c)	Social risk - staff-related- respect for human rights	17
d)	Corruption risk	19
3 BUSINESS MODEL FOR THE MANAGEMENT AND ORGANISATION OF ACTIVITIES	23
a)	The business model	23
b)	The corporate bodies	26
c)	Mission and values	27
d)	Group Ethics	28
4 EU ENVIRONMENTAL TAXONOMY REGULATION	30
a)	Eligibility and alignment analysis	31
b)	Contextual information and KPI calculation methodology (Accounting Policy)	33
5 POLICIES APPLIED AND RESULTS ACHIEVED	39
a)	People as resources of TXT	39
b)	Diversity and inclusion	48
c)	Health and safety	48
d)	Energy and emissions	50
e)	Compliance with rules and regulations	53
		2

f)	TXT's commitment to the community	54
g)	Certifications	55
6 APPENDIX	57
a)	Methodological note	57
b)	Content Index	62

3

1 REFERENCE CONTEXT

a) Message from the Chair of the Board of Directors

The introduction of the Consolidated Statement of a non-financial nature (hereinafter also "NFS" or "Non-Financial Statement"), in implementation of Italian Legislative Decree 254/2016, has encouraged the directors and company management to pay even more attention to the impacts that the Group's business generates in the short and long term on the economy, environment and people, including impacts on human rights.

2023 was marked by a global macroeconomic context of great uncertainty and subject to geopolitical developments, most recently in the Middle East, which further complicated the international situation. On the other hand, the growth in inflation slowed during the year compared with 2022, partly as a result of the reduced pressure on energy prices. There was also a positive trend in the digital market in 2023, with higher growth in the ICT services, digital content and advertising, and ICT software and solutions sectors.

Nevertheless, the military tensions, which show no sign of an imminent resolution, dominate economic forecasts for 2024 and make it hard to predict future scenarios, threatening a new rise in oil prices and inflationary pressures.

The changing national and international socio-economic scenarios require all operators to adopt a strategic vision that takes increasing account of the three dimensions of sustainability (economic, environmental and social), in order to safeguard the expectations of stakeholders, ensure continuity and create lasting prosperity for all.

The TXT Group's development plan is therefore focused not only on responsible business conduct, but also on sustainable development and active contribution to the prosperity of the environment in which it operates, to the benefit of all its stakeholders.

(Enrico Magni - Chair of the Board of Directors)

4

b) Introduction

Italian Legislative Decree 254/2016 implements Directive 2014/95/EU of the European Parliament and Council of 22 October 2014 governing the "disclosure of non-financial and diversity information by certain large undertakings and groups".1

TXT e-solutions S.p.A. (hereinafter "TXT"), as set out in Italian Legislative Decree 254/2016, is the subject required to prepare the Consolidated Non-Financial Statement for the year 2023, in that it is the:

• "Parent company" of a "large group" listed on the Milan Stock Exchange (Star segment) and therefore classifiable as a Public Interest Entity (PIE);
• During the current financial year, the TXT Group (TXT e-solutions S.p.A. and fully consolidated companies) has had an average number of employees exceeding 500; at 31 December 2023 it had total balance sheet assets of more than € 20 million.

This Non-Financial Statement has been prepared in compliance with Italian Legislative Decree 254/2016 and subsequent supplements. The methodological note (section 5.a) illustrates the principles adopted for the preparation of this document in compliance with the GRI Standards published by the Global Reporting Initiative (hereinafter "GRI") and updated in 2021.

Moreover, it should be noted that, from next year, the TXT Group will return within the scope of application of the new European Corporate Sustainability Reporting Directive (Directive 2022/2464/EU, also known as the "CSRD") and the associated Italian Legislative Decree transposing it, which has not yet been published. Among its new rules, this regulation introduces new ESRS standards for the reporting of non-financial information.

1 On 28 November 2022, the new European Corporate Sustainability Reporting Directive (CSRD) was approved, amending and supplementing existing reporting obligations. The application of the CSRD for companies already subject to the Non- Financial Reporting Directive 2014/95/EU will take place from the reporting year 2024 (publication 2025).

5

c) The year in brief

In 2023 the TXT Group operated through two Divisions:

• TXT Aerospace, Aviation & Automotive: focused on software for the aerospace, aeronautics and automotive industry and the digitalisation of industrial production processes, where it offers specific products and specialist engineering services;
• TXT Fintech: offers software testing and quality services for banking companies, as well as compliance and digital payment products.

TXT e-solutions is an international leader in the provision of software products and strategic solutions in dynamic markets that require a high degree of specialisation and a capacity for innovation. TXT is focused on software for the aerospace, aeronautics and automotive sectors, where it offers specific products and specialist engineering services, and for the banking sector, where it focuses on software testing and quality services. Listed on the Milan Stock Exchange since July 2000 and included in the Star segment, TXT has its head office in Milan and offices in Italy, Germany, France, the UK, Switzerland and the United States.

In 2023, the TXT Group went through a corporate reorganisation, achieved through the following operations:

• the transfer of a business branch of the company TXT e-solutions to its subsidiary TXT E-tech S.r.l.,
• the merger of Cheleo S.r.l. and Novigo Consulting S.r.l. into the new company TXT Novigo S.r.l.
• the merger of TXT e-solutions Sagl and MAC Solutions SA, thus creating TXT e-Swiss.

All these corporate changes took effect on 1 January 2023.

In addition, a number of acquisitions and investments were completed by the Group last year, as part of its plan to increase its offer of innovative smart solutions.

On 23 January 2023, the share capital increase in the innovative start-up LAS LAB S.r.l. was subscribed, by virtue of which TXT holds a 33% minority stake in the company's share capital.

On 13 April 2023, a contract was signed to increase the share capital in Simplex Human Tech S.r.l., an innovative start-up aimed at driving innovation in the insurance sector. Thanks to this investment, TXT now holds 15% of the company's share capital.

6

On 4 December 2023, a contract was signed for the acquisition of 100% of the share capital of FastCode S.p.A., with the consolidation of its results on the same date.

On 15 December 2023, a contract was signed for a capital increase in PayDo S.p.A., an innovative fintech specialised in the payments industry, thanks to which TXT acquired a 16.67% share in the company's capital;

On 20 December 2023, a contract was signed for investment in Arcan S.r.l., an innovative start-up working with artificial intelligence for the development of software products, with TXT now owning 51% of the company.

Detailed information on the activities carried out by TXT and its subsidiaries, on the performance for the year and on the results achieved in terms of economic and financial performance and the new corporate structure is provided in the section of the Annual Financial Report.

d) Corporate Information

The parent company TXT e-solutions S.p.A. is a legal entity organised according to Italian Law. The ordinary shares of TXT are listed on the electronic circuit of the Milan Stock Exchange - MTA - STAR segment. The registered office of TXT e-solutions S.p.A. is in Cologno Monzese, via Milano 150.

TXT and its German subsidiary PACE participate and collaborate with leading industry associations and their activities, which support and guide the future growth of the aerospace, aeronautics, defence and automotive industries. More specifically, these include:

• ABI Lab, Centro di Ricerca e Innovazione per la Banca
• Aerospace cluster Lombardia
• Associazione Tecnica dell'Automobile
• Associazione Fabbrica Intelligente (AFIL) Lombardia
• Cluster Tecnologico Nazionale "Fabbrica Intelligente"
• Berlin-BrandenburgAerospace Allianz
• German Aerospace Industries Association
• Hanse-Aerospace
• Hamburg Aviation
• VR/AR Association

7

e) Reporting scope

The reporting scope of the Non-Financial Statement coincides with that of the Consolidated Financial Statements for the year ended 31 December 2022 (except as detailed below), thus not including figures related to the acquisitions made in 2023.

The following are therefore included in the scope: the parent company TXT e-solutions S.p.A. and the subsidiaries PACE GmbH (Germany), TXT Next Sarl (France), TXT Next Ltd (UK), TXT e-Swiss S.A. (merger of MAC Solutions SA and TXT e-solutions Sagl (Switzerland), PACE America Inc. (USA), Txt Risk Solution S.r.l. (Italy), TXT Assioma S.r.l. (Italy), Assiopay S.r.l. (Italy), HSPI S.p.A. (Italy), TXT Working Capital Solutions S.r.l. (Italy), TXT Quence S.r.l. (Italy), TeraTron GmbH (Germany), TXT Novigo S.r.l. (merger of Novigo Consulting S.r.l. and Cheleo S.r.l., Italy), LBA Consulting S.r.l. (Italy), Ennova S.p.A.2 (Italy), Smarteasy S.r.l. (Italy), TXT E-tech S.r.l. (Italy), P.G.M.D. Consulting S.r.l.3 (Italy), DM Management & Consulting S.r.l.4 (Italy), Soluzioni Prodotti Sistemi S.r.l.5 (Italy), Butterfly S.r.l. (Italy), Tlogos S.r.l.6 (Italy).

The companies TXT Next Sarl, TXT Next Ltd and PACE America Inc. have been excluded from the scope of environmental reporting, consistent with the provisions of art. 4 of Italian Legislative Decree no. 254/2016, according to which the Consolidated Statement can exclude from the Statement those companies which, even if included in the consolidated financial reporting, are not necessary for an understanding of the Group's business, its development, its results and the impact produced by the business itself. In fact the socioeconomic and environmental impacts of these companies are considered insignificant

1. Ennova S.p.A, a company acquired by the TXT Group in the second half of 2022, and its subsidiary Smarteasy S.r.l. have been included in the reporting scope since 1/1/2023.
2. P.G.M.D. Consulting S.r.l., a company acquired by the TXT Group at the end of 2022, has been included in the reporting scope since 1/1/2023.
3. DM Management & Consulting S.r.l., a company acquired by the TXT Group in the second half of 2022, has been included in the reporting scope since 1/1/2023
   5 Soluzioni Prodotti Sistemi S.r.l., a company acquired by the TXT Group at the end of 2022, and its subsidiary Butterfly S.r.l. have been included in the reporting scope since 1/1/2023.
   6 Tlogos S.r.l., a company acquired by the TXT Group at the end of 2022, has been included in the reporting scope since 1/1/2023.

8

because of their low impact in terms of the number of employees (30 total) and type of business (non-productive).

f) Stakeholders

Stakeholders are the people and organisations recognised as such in TXT's economic and

other initiatives: they fall within the company's orbit and are interested in its services and

the effects of its production activities. TXT has identified the following stakeholder groups as relevant:

• Customers
  They constitute the Group's main asset, and include aeronautical companies, aircraft component manufacturers, airlines, car companies, high-tech companies, banks and national and international financial companies.
• Employees and external staff
  They represent the Group's strength and excellence, being the source of the professional, technical and operational resources that are the subject of the Company's activities. TXT recognises the importance of establishing and maintaining long-term relationships based on loyalty and trust.
• Lenders (banks and shareholders)
  The Group's primary objective is to create value for the Company and its shareholders by pursuing long-term growth in profits.
• Local communities
  TXT considers the local community an important stakeholder, as it is affected by the positive and negative impacts of its business. This is why TXT seeks to reduce any negative impact as far as possible and to increase positive impacts through technological progress, the development of knowledge and skills, growth in jobs and financial support for certain social activities.
• Sectoral or local interest groups
  TXT is committed to providing its stakeholders with timely, clear, complete and transparent information on its activities and performance, without favouring any interest group or individual, thus guaranteeing fair competition and complying with current regulations.

9

• Suppliers
  The high value of TXT's services is also based on selected relationships with suppliers, which are focused on obtaining the greatest competitive advantage. Suppliers are selected for their ability to provide high-quality goods and services.
• Trade union representatives
  Given the key role of employees and external staff in the Group's development, TXT is committed to maintaining relations with relevant trade union representatives based on utmost transparency and a spirit of cooperation.

The Code of Ethics, available online (Corporate governance, www.txtgroup.com), describes in detail and complements the relations between TXT and its subsidiaries and their stakeholders.

TXT considers it important to understand the needs, demands and expectations of stakeholders and to respond appropriately. The company has implemented a structured process to classify stakeholders according to their level of interest in the organisation's activities and their ability to influence company decision making.

The company has therefore constructed a matrix and positioned each stakeholder on a scale of importance from 1 to 5, with respect to two variables: influence on the company and interest in the company.

No special issues were highlighted by the stakeholders relative to the Group in 2023.

g) Materiality analysis

The Materiality Analysis guides TXT in choosing the topics to be reported in order to provide a full, clear representation of the relevance of the economic, environmental and social impacts of the Group's activities. For the reporting of the year ending 31 December 2023, the materiality analysis was produced in accordance with the requirements of the GRI Standards 2021.

In accordance with Standard requirements, the identification of material topics for the company is linked to the identification of the current and potential significant impacts generated or likely to be generated by the company on the economy, the environment and people, including impacts on human rights, through all of the organisation's activities

10