Common use of Management of Pirelli Clause in Contracts

Management of Pirelli. The New Shareholders Agreement provides that Pirelli’s top managers, to be identified by Xx. Xxxxx Xxxxxxxxxx Provera, in his capacity as Pirelli CEO and Executive Vice Chairman (the “Management”), will benefit of the value creation at the level of Pirelli, through incentive mechanisms (also including a stock option plan with cash settlement option for Pirelli) to be developed on the basis of a long term incentive plan according to the best international market practice. The Pirelli’s Management shall be in charge of the day-to-day management of Pirelli, of the implementation of the business plan and of the recruitment and growth of key personnel of Pirelli and its group in line with the procedure implemented in Pirelli (which shall provide for the appointment of the “dirigente preposto” pursuant to Article 154-bis of the Consolidated Financial Act by the Board of Directors) and under the supervision of the Remuneration Committee and the Committee for the Appointment and Succession, as applicable.