Sella Group: growth in customers, deposits and lending in the first 9 months of the year

PROFITABILITY

• Consolidated group net profit*: €204.1 million (€132.2 million in September 2025)
• Consolidated net profit excluding the effect of corporate events*: €133.8 million (€120.8 million in September 2025)
• ROE (annualized)*: 13.9% (10.6% in September 2025)
• ROE excluding corporate events (annualized)*: 10.1% (10.1% in September 2025)

ECONOMIC PERFORMANCE & EFFICIENCY

• Total Income*: €953.4 million (+13.1% compared to September 2025)
• Net interest income*: €472.1 million (+12.6% compared to September 2025)
• Net income from services*: €418.2 million (+13.6% compared to September 2025)
• Operating costs*: €690 million (+14.3% compared to September 2025)
• Cost/Income ratio*: 72% (70.7% in September 2025)

DEPOSITS & LENDING

• Total deposits*: €84.6 billion (+15% compared to September 2025 and +11.6% compared to December 2025)
• Total net deposits: €7.6 billion (€5.6 billion in September 2025)
• Total lending: €13.7 billion (+10.1% compared to September 2025 and +6.6% compared to December 2025)
• New lending: €3.1 billion (€2.7 billion in September 2025)

CAPITAL SOUNDNESS 30/09/2026 (30/09/25)-(31/12/25)

• Sella group - CET 1 Ratio: 13.4% (13.7% - 14.7%) - Total Capital Ratio: 16.6% (15.6% - 17.8%)
• Banca Sella - CET 1 Ratio: 19.4% (21.3% - 23.2%) - Total Capital Ratio: 21.5% (23.6% - 25.6%)
• Banca Patrimoni Sella & C. - CET 1 Ratio: 12.8% (13.0% - 12.3%) - Total Capital Ratio: 15.5% (15.3% - 15.1%)

LIQUIDITY & ASSET QUALITY

• LCR: 204% (203% in September 2025 and 204.6% in December 2025)
• NSFR: 138.7% (145.6% in September 2025 and 141.7% in December 2025)
• Gross NPL ratio: 2.7% (2.8% in September 2025 and 2.7% in December 2025)
• Net NPL ratio: 1.2% (1.3% in September 2025 and 1.3% in December 2025)
• NPL ratio (EBA methodology): 2.4% (2.4% in September 2025 and 2.4% in December 2025)
• NPL coverage: 55.4% (53.3% in September 2025 and 53.6% in December 2025)
• Bad loans coverage: 72.5% (69.2% in September 2025 and 68.6% in December 2025)
• Credit cost: 32 bps (40 bps in September 2025 and 37 bps in the whole of 2025)
• Texas Ratio: 20.9% (20.3% in September 2025 and 19.4% in December 2025)

PEOPLE & INVESTMENTS

• Customers: 3.5 million (+151,600 compared to September 2025 and +116,700 since the start of the year)
• Of which Hype: 2 million (+40,100 compared to September 2025 and +34,900 since the start of the year)
• Team Sella: 6,951 people (+194 compared to September 2025)
• Investments (excl. real estate): €67.9 million (€71.9 million in September 2025)

GROUP BANKS’ MAIN RESULTS

Banca Sella

• Net profit: €129.6 million (+8.6% compared to September 2025)
• ROE (annualized): 14.8% (14.3% in September 2025)
• Total deposits: €48.3 billion (+12.4% compared to September 2025)
• Lending: €11.1 billion (+9.7% compared to September 2025)

Banca Patrimoni Sella & C.

• Net profit: €23.1 million (+14.9% compared to September 2025)
• Assets under management: €37.4 billion (+18.6% compared to September 2025)
• Net deposits: €3.6 billion (€3.5 billion in September 2025)

* They include the financial and equity impacts of the acquisition of Hype, which has been fully consolidated as of 6 February 2026, the date on which full control of the company was acquired. The entry “net profit excluding corporate events” does not take into account the capital gain outlined in the section titled “Changes in the consolidation scope,” included in the “Explanatory and Methodological Notes” at the end of this document, but includes the costs and revenues related to the activities of Hype.

Definitions of the main terms used in this press release, as well as clarifications on the composition of the economic items, equity aggregates, and financial metrics used, are provided in the section 'Explanatory and Methodological Notes' section at the end of this document.

The Board of Directors of the parent company, Banca Sella Holding, approved the consolidated results as of September 30, 2026, which confirmed the group’s strong performance across the various business areas. In fact, during the first nine months of the year, deposits and loans to households and businesses have grown, and the number of customers increased further. The increase in business volumes supported the rise in net interest income. The value of transactions processed through electronic payment systems and activity on Open Finance platforms also grew.

As part of its growth strategies aimed at serving customers, work began in early October on the creation of a single private banking hub, with the transfer of Banca Sella’s private banking division to Banca Patrimoni Sella & C. The goal is to integrate the distinctive expertise of the two entities, enhance the quality of service and customer relationships, and further consolidate the group’s market position. The transaction, which is expected to take effect in February 2027 subject to approval by the relevant authorities, will create an entity with approximately €55 billion in assets under management and over 1,600 professionals.

The figures for the first 9 months of 2026 take into account the addition of Hype in the Group’s perimeter, fully consolidated since 6 February. With a view to facilitating a better comparison, the variation between the figures as at 30 September 2026 and 30 September 2025 is presented also assuming full consolidation of Hype in the first 9 months of 2025.

The group's financial and economic performance

The first 9 months of 2026 closed with consolidated net income of €204.1 million, compared to €132.2 million in the same period last year, with ROE of 13.9%. This result benefits from a capital gain equal to €70.3 million, related to the acquisition of Hype and the adjustment of the value of the stake already held by the group to the valuation of the company defined at the time of the acquisition.

Excluding this effect, net income came in at €133.8 million, compared with €120.8 million at the end of September 2025 on a comparable basis and excluding the positive non-recurring items recorded last year related to the acceptance of the public tender offer launched by Banca Ifis for illimity and the sale of the subsidiary Codd&Date, with a ROE of 10.1%, in line with the group’s forecasts.

The results show solid operating growth, with operating income up (+10%) and lower credit adjustments (-8.8%), despite a higher tax burden (+18.9%) - primarily attributable to measures introduced by the 2026 Budget Law. The fair value reserve were impacted by additional value adjustments of approximately €12 million on equity investments classified as “Fair Value Through Other Comprehensive Income” (FVTOCI).

Consolidated net profit pertaining to the parent company, net of the quota relating to third-party shareholders present in the shareholding structure of various group companies, was €163 million, compared with €106 million in the first 9 months of 2025. When excluding the effect connected to the acquisition of Hype outlined above, this figure amounts to €106.2 million.

Total income was €953.4 million, up 13.1% compared with the same period of the previous year (+10.8% on a like-for-like basis), driven by widespread growth across the group’s main business areas. The addition of Hype contributed further revenue, primarily in banking and payment systems.

Net interest income was €472.1 million, up 12.6% compared with the same period last year (+9.6% on a like-for-like basis), driven by growth in the lending volumes and substantial stability in the commercial spread compared with the previous year, partly due to the containment of direct funding costs. The contribution from the proprietary securities portfolio thanks to higher average volumes also increased.

Net revenue from services continued to rise, reaching €418.2 million (+13.6% and +11.7% on a like-for-like basis), representing 43.9% of total revenue, confirming the group’s broad diversification of revenue sources. This increase was driven mainly by higher revenues from investment services. The contribution from ancillary credit and banking fees, Open Finance services, and non-life bancassurance also increased.

Net income from financial activities was positive at €63.1 million, compared to the €55.5 million in the same period of the previous year.

Operating costs stood at €690 million, up 14.3%, partly due to the integration of Hype (+10% on a like-for-like basis). This increase, in line with forecasts, is attributable to the company’s ongoing expansion, the strengthening of its workforce and sales activities, as well as higher depreciation and amortization costs resulting from the investments made to support the business plan.

Personnel costs, totaling €401.5 million, rose by 12% (+9% on a like-for-like basis), linked to the growth in the workforce and partly to higher costs resulting from the National Collective Bargaining Agreement (effective 1 September 2025 and 1 March 2026). At 30 September, the Sella Team had reached 6,951 staff (including 189 from Hype), 194 more than at the same date of the previous year.

Other administrative expenses were €180 million, up 19.2%, reflecting the addition of Hype to the group (+11.9% on a like-for-like basis), and also including cost items directly linked to the growth in size. The year-over-year increase was primarily due to higher costs for consultancy and IT services.

Depreciation and amortization, which is also the result of significant strategic investments made in recent years, rose by 17.8% (+12.7% on a like-for-like basis) to €99 million.

In the first 9 months of 2026, investments (Capex), excluding real estate, allocated to the development of strategic projects, including the adoption of AI, and the implementation of the “Make an Impact” plan, amounted to €67.9 million (compared to €71.9 million in the previous year).

The investments made have contributed to further strengthening the Group’s diversified business model, characterized by a high degree of innovation, with growth in brokered volumes and market share. In this context, in line with forecasts, the Cost-to-income ratio stood at 72%, compared with 70.7% in September 2025 (72.9% on a like-for-like basis).

In light of the dynamics described above, in the first 9 months of the year the operating result improved and stood at €263.4 million, up 10% from €239.4 million last year (+12.7% on a like-for-like basis).

Net adjustments on loans amounted to €33.9 million, down compared to the €37.1 million for the same period last year, due to higher net loans of around €1.2 billion and growing coverage of impaired loans, proof of the quality of the group’s loans portfolio and prudent lending policies. The value also benefitted from the release of certain IFRS9 overlays. The annualized cost of credit risk equal to 32 bps compared with 40 bps in the first 9 months of last year, is broken down as follows among the group’s companies specializing in lending: Banca Sella, which accounts for the largest volume of loans, had a credit cost equal to 11 bps; Sella Leasing, 14 bps; and Sella Personal Credit, the group’s consumer credit company, 142 bps.

Net allocations to provisions for risks and charges (including operating risk) amounted to €5.5 million, up from €3.6 million in the same period last year.

Income taxes on profit from current operating activities amounted to €87.3 million (73.4 million in the first 9 months of 2025): the difference is attributable in particular to the rise in the IRAP tax rate and the partial non-deductibility of interest payable introduced by the 2026 Budget Law.

In the nine months, customers continued to grow, with 116,700 net new customers since the start of the year and 151,600 compared to September 2025. The total number of customers reached 3.5 million, around 2 million of which relate to Hype.

Deposits and lending

At 30 September 2026, total deposits, net of repos, stood at €84.6 billion, up 15% compared with the same period in 2025 and 11.6% since the start of the year.

Total net deposits continued to flow in at a steady and consistent pace, totaling €7.6 billion since the start of the year, of which €0.3 billion attributable to Hype, compared to €5.6 billion in September 2025.

Direct deposits, net of repos, reached €21.9 billion, up 9.8% compared with the same period last year (equal to €1.2 billion, also benefiting from the contribution resulting from the acquisition of Hype) and 5.9% compared with the end of 2025.

Indirect deposits totaled €62.4 billion, up +16.8% compared with September 2025, and 13.6% compared with the start of the year. Net deposits in the first 9 months of 2026 amounted to €6.2 billion.

Qualified deposits at market value, which include asset management products and other forms of deposits under advisory agreements, reached €38.6 billion (equal to 45.7% of total deposits), marking a 19.8% increase compared to September 2025 and 16.3% compared to the start of the year. Net qualified deposits was €4.6 billion in the first 9 months of 2026.

Lending, net of repos, increased despite greater uncertainty in the overall economic environment and the rise in official benchmark interest rates since September, reaching €13.7 billion (+10.1% compared to the same period last year and +6.6% compared to the end of 2025). Loans to customers continue to grow in a prudent and balanced manner in line with the Group’s growth, as evidenced by the stable trend in the cost of credit. The share of loans meeting sustainability criteria reached 20.8% of the loan portfolio, compared to 16.9% in September 2025, confirming the commitment to sustainable and impact-driven lending. In the first nine months of 2026, new loans disbursed to households and businesses totaled €3.1 billion (+15.3% compared to the same period last year), confirming the Group’s role in supporting the real economy.

The quality of the lending portfolio remained solid. At 30 September 2026, the coverage ratios had increased compared to September 2025 - the coverage ratio for non-performing loans rose to 55.4% (from 53.3%), the coverage ratio for bad loans followed a similar trend to reach 72.5% (from 69.2%). The net NPL ratio was 1.2% (previously 1.3%), while the gross NPL ratio was 2.7% (previously 2.8%). The Texas Ratio was 20.9% (previously 20.3%).

Solidity and liquidity

In line with its traditional prudent approach to management, the group maintained high levels of liquidity and a substantial capital buffer in relation to minimum regulatory requirements during the first 9 months of the year, along with rigorous asset quality control and effective risk management, while continuing to closely monitor developments in the international macroeconomic and geopolitical context.

At 30 September 2026 il CET1 Ratio was 13.38%, the Tier 1 Ratio al 14.17% and the Total Capital Ratio al 16.60% (they were respectively 13.70%, 14.46% and 16.71% in September 2025 and 14.68%, 15.49% and 17.79% at the end of 2025) compared to minimum SREP requirements for 2026 of 8.52% for the CET1 Ratio, 10.32% for the Tier 1 Ratio and 12.72% for the Total Capital Ratio, including the 0.038% countercyclical capital buffer and the 0.677% systemic risk buffer, both calculated as at 30 September 2026.

Compared to 31 December 2025, the change in the CET1 Ratio is attributable to the repurchase of the entire equity interest in Hype and the subsequent full consolidation, to the regulatory changes introduced by CRR3 regarding the application of the zero floor in the development of CCF (Credit Conversion Factor) models for AIRB banks, and to the reduction of the OCI reserve (Other Comprehensive Income) due both to the effects of write-downs on several equity-accounted minority investments and to the reduction in the fair value of government bonds.

The group’s liquidity position remains solid. The LCR, at 204%, and the NSFR, at 138.7%, are well above the 100% regulatory minimum thresholds.

With regard to the MREL (“Minimum Requirement for Own Funds and Eligible Liabilities”) requirements applicable to the Group effective January 1, 2027, the Group already reports figures that comply with the requirements for an MREL-TREA of 24.65% and an MREL-TEM of 10.07% (figures as of 30 June 2026, the most recent report to the supervisory authority available). The prospective targets at consolidated level set forth in the Bank of Italy’s provision of 22 July 2026 are 22.52% and 5.37%, respectively.

The performance of the main business segments

Among the various business sectors in which the group operates, in addition to the strong performance of traditional banking services, including non-life bancassurance, investment services posted excellent results, generating revenues of €203.2 million, compared with €174.9 in the first nine months of 2025 (+16.1%), driven by increased volumes of qualified fund and SICAV subscriptions, asset management, and insurance-linked investment products. Trading revenues (both traditional and online) performed well due to market dynamics and the excellent results from the placement of BTP Valore bonds and certificates. The group also helped support clients by expanding its offering of products and services with ESG characteristics. Particularly significant is the figure for the assets under management in Sella SGR’s investment funds with sustainability characteristics and objectives (pursuant to Articles 8 and 9 of the SFDR), which accounted for 99.48% of total assets under management.

In the first nine months, total margins from payment systems declined to €92.4 million (-2.9% compared to September 2025) due to lower revenues from traditional payment services and higher costs charged by international payment networks, despite growth in the value of transaction volumes processed through electronic payment systems (POS, e-commerce, and card issuing), which reached €36 billion (+20.2%), of which €2.4 billion were attributable to Hype.

The development of Open Finance platforms also continued, generating revenues of €40.7 million, up 9.4% (+4.3% on a like-for-like basis, due to the addition of finAPI and the departure of Codd&Date). Recurring revenue is up (+17.8%) and accounts for 88.2% of total revenue, thanks in part to finAPI joining the group in June 2025.

Finance, which includes treasury and funding activities, securities portfolio management, investments in venture capital funds, and proprietary trading, closed the period with margins of €57 million, up from the €49.7 million recorded in the first nine months of 2025 (+14.6%). This trend primarily reflects the positive contribution from trading activities and the securities portfolio. These results were achieved despite the increase in the cost of medium- to long-term funding, linked to the implementation of the funding plan to meet the MREL requirement. In the first nine months of 2026, the average volume of the Group’s proprietary securities portfolio was €7.7 billion, compared to €6.4 billion in the first nine months of 2025.

Corporate investment banking, specifically in the areas of M&A, Private Debt, and Leveraged Finance, reported margins of €13.2 million (+16%) in the first nine months of 2026, with a total of 20 transactions completed. The outstanding balance of Leveraged Finance and Private Dbt grew by 19.9% to €418.5 million.

The performance of the group's main companies

The group currently consists of 22 companies. The results of the main ones are presented below.

The results of Banca Sella

Banca Sella closed the first nine months of the year with a net profit of €129.6 million, compared with the €119.4 million recorded in the same period last year (+8.6%), despite a higher tax burden attributable to the measures introduced by the 2026 Budget Law. Annualized ROE stood at 14.8% (compared to 14.3% in September 2025).

The CET1 ratio is 19.35%, and the Total Capital Ratio is 21.49% (compared to 21.29% and 23.57% as of September 2025, and 23.20% and 25.64% at the end of 2025). The change in capital ratios compared to December 31, 2025, is primarily attributable to the repurchase of the entire equity interest and the subsequent full consolidation of Hype.

Liquidity indicators were also very positive, well above the required thresholds: LCR at 237.8%, NSFR at 152.5% (the minimum regulatory thresholds are 100% for both).

Credit quality indicators remain solid and consistent with the bank’s traditionally low risk profile. The annualized cost of credit risk stands at 11 bps (compared to 20 bps in September 2025 and 18 bps at the end of 2025), despite higher average loan volumes and a further strengthening of coverage levels.

The net NPL ratio stands at 1.1% (compared to 1.2% in September 2025 and at the end of 2025), and the gross NPL ratio stands at 2.4% (compared to 2.5% in September 2025 and 2.4% at the end of 2025). The Texas Ratio stands at 21% (compared to 19.1% in September 2025 and 18.5% at the end of 2025), partly due to the merger by incorporation of Hype.

Total deposits at market value reached €48.3 billion, an increase of 12.4% compared to September 2025 and 10.1% compared to the end of last year. Total net deposits for the first nine months of 2026 were positive at €4.1 billion, driven by growth in indirect deposits and the addition of Hype customers’ e-money accounts. Loans supporting the activities of households and businesses increased by 9.7% compared to September 2025 and by 6.4% compared to the end of last year, reaching €11.1 billion. The amount of new loans disbursed rose to €1.7 billion, up from €1.3 billion in the first nine months of 2025 (+30%).

Net income totaled €554.4 million (+10% compared to September 2025). Net interest income increased compared to the same period last year (+11.6% to €313.9 million); net revenue from services also rose (+6.5% to €222.1 million), driven by higher revenue from investment services (+9.8% to €80.5 million), electronic payment systems (+14.7% to €69.9 million), and banking (+24.6% to €31.0 million). Income from non-life insurance also performed well (+17.2% to €6.1 million), as did ancillary credit fees (+1.4% to €22.9 million). Net income from financial activities also rose (+28.6% to €18.4 million), primarily reflecting the positive contribution from the securities portfolio due to capital gains realized on sales. Hype contributed additional revenue mainly in banking and payment systems. The cost-to-income ratio stood at 61.8%, in line with the forecast in relation to the figure of 60.4% in September 2025.

As a testament to the Bank's financial strength, S&P Global Ratings has assigned an “AA” rating with a positive outlook to the 3-billion-euro covered bond program.

Among the key initiatives of this period is the “basket bond,” launched as part of the regional “Puglia Moltiplica” plan and designed for local businesses, in which Banca Sella participated as an investor. The instrument provides €80 million in public funds that can leverage up to €320 million in financing to support investments by Apulian companies. Banca Sella and Cassa Depositi e Prestiti have committed to each underwriting half of the issues, while Sella Investment Banking acts as arranger.

Banca Sella also received the ABI “Diversity and Inclusion” award in the “Equality, Leadership, and Empowerment” category for its “Voglio una Borsa Rosa” project, dedicated to women’s empowerment, in recognition of its ability to integrate financial education, culture, and concrete actions. The Bank also supported UNICEF Italy both through a direct donation and by involving its own customers and those of Hype in a fundraiser to aid the flood-affected population of Nepal.

Banca Patrimoni Sella & C.

Banca Patrimoni Sella & C., the group’s bank specializing in the management and administration of assets for private and institutional clients, closed the first nine months of 2026 with a net profit of €23.1 million, up from €20.1 million in September 2025. Annualized ROE stood at 14.4% (compared to 14% in September 2025), while ROTE stood at 17% (compared to 17.1% in September 2025).

The CET1 ratio stood at 12.83% and the Total Capital Ratio at 15.51% (compared with 13.03% and 15.27%, respectively, in September 2025, and 12.35% and 15.07% at the end of 2025). Liquidity indicators were also strong, well above the required thresholds (set at 100%): LCR at 194.25%, NSFR at 160.91%.

Assets under management reached €37.4 billion, up 18.6% from September 2025 (+€5.8 billion) and 14% from December 2025 (+€4.6 billion). Asset management and advanced advisory services totaled €24.4 billion, accounting for 65.2% of the total, with an increase of 18.4% year-over-year and 13.8% year-to-date. In the first nine months, total net inflows amounted to €3.6 billion, of which €2.3 billion were qualified inflows, compared to €3.5 billion and €2.2 billion, respectively, in the same period of 2025. Including the subsidiaries Sella Sgr and Sella Fiduciaria, Banca Patrimoni Sella & C.’s total assets under management stood at €43.3 billion at the end of the first nine months, net of duplicates.

Net interest income totaled €167.3 million, up 21.4% compared to the same period last year. The increase reflects the growth in the bank’s size and in assets under administration and management, and is driven primarily by the strong performance of commission income, which totaled €178.6 million (+18.8%). The contribution from net interest income also increased, reaching €58.5 million (+16.5%), thanks to income generated from the bank’s proprietary securities portfolio and the lending segment. Net income from financial activities amounted to €165.5 million, compared with €138.4 million in the same period of the previous year. Operating expenses totaled €128.9 million (+19.8%), in line with the bank’s growth. The increase reflects the expansion of the workforce and commercial activities, as well as the greater weight of depreciation and amortization related to investments made to support growth.

In the first nine months of the year, Banca Patrimoni Sella & C. continued to strengthen its regional presence by opening 2 new branches (44 in total), expanding its reach in local communities and deepening its connection with customers. The expansion of the network allows the bank to leverage its understanding of diverse local contexts, foster more direct and ongoing relationships, and offer an increasingly personalized service to families, entrepreneurs, and professionals in the region.

Furthermore, in October, the Sella Group launched a project to create a single hub dedicated to Wealth Management and Private Banking by transferring Banca Sella’s private banking division to Banca Patrimoni Sella & C.

Within the group of companies controlled by Banca Patrimoni Sella & C., Sella SGR, the group’s asset management company, closed the first nine months of 2026 with a net profit of €3.1 million, up 37.2% compared to the same period of the previous year, and with assets under management reaching €7.1 billion (+10.8%). In addition, Sella Fiduciaria, a company providing fiduciary and family office services, ended the period with total assets under management of €2.2 billion, up 5.3% compared to September 2025.

Fabrick and the fintech ecosystem

In the first nine months of 2026, the Sella Group continued its growth trajectory in Open Finance through Fabrick and its subsidiaries —Fabrick Solutions Spain, Judopay, and finAPI—which reported total net revenue of €54.8 million, up 15.3% compared to the same period last year (+14% on a like-for-like basis, taking into account the addition of finAPI and the divestiture of Codd&Date effective January 1, 2025). This performance was driven in particular by recurring revenue, which grew by 27.1% (+16.6% on a like-for-like basis) and accounted for 87% of the total.

In addition, the customer base continued to expand, reaching approximately 137,000 (+4.1% compared to the first nine months of 2025). Specifically, the number of entities connected to the Fabrick and finAPI platforms rose to 1,393 (+39.9%), while POS and e-commerce operators exceeded 135,000 (+3.9%), generating transactions worth €22.8 billion, up 3.9% compared to the same period last year.

Finally, the innovation ecosystem is growing stronger: as of the end of September, the Fintech District community—which promotes the development of open innovation projects—had 307 fintech associates.

Click here to view the Consolidated Accounting Data of Sella Group and the Accounting Statements of Banca Sella as at 30 September 2026

Explanatory and Methodological Note

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Changes in the consolidation scope

On 6 February 2026, the group, through Banca Sella, completed the acquisition of the remaining 50% of the share capital of HYPE S.p.A., held by illimity Bank (Banca Ifis Group), for the sum of €85 million, thereby attaining total control of the company, of which it already held 50% through the parent company Banca Sella Holding. The transaction, initiated in November 2025, was authorized by the Bank of Italy on 28 January 2026. At the same time as the completion, Banca Sella also acquired the stake previously held by the Holding company, and on 28 March 2026, HYPE S.p.A. was merged by incorporation into Banca Sella.

Effective 6 February 2026, HYPE has therefore been fully consolidated within the group’s scope. Prior to this date, the contribution from this investment was accounted for under the entry “Results from shareholdings accounted for using the equity method”. For the purposes of enabling a consistent comparison between the two periods, the changes are presented on a pro-forma basis (management view in brackets in the text), assuming the full consolidation of Hype, line by line and for a comparable period, also in the figures at 30 September 2025.

The main financial and equity effects of the integration attributable to Hype (starting from the date the deal was finalized) are: total revenue of approximately €17.6 million, operating costs of €23.4 million, and direct deposit volumes of €0.3 billion. Furthermore, pursuant to the IFRS3 Accounting Standard, in the case of an existing equity stake (a so-called “step acquisition”), the accounting principle requires that such stake be re-determined at fair value at the date of the merger, with any deviation from the previous carrying amount reported in the income statement. The valuation of Hype determined at the time of acquisition therefore resulted in a write-up of the 50% stake already held by Banca Sella Holding, for an amount of €70.3 million accounted for under item 250, “Gains (Losses) on Equity Investments”.

During 2025, the following changes also occurred in the group’s scope of consolidation:

- the acquisition and subsequent merger by incorporation of Banca Galileo into Banca Patrimoni Sella & C., which was completed on 10 March, with economic and equity effects as of 1 March;

- the acquisition of 75% of the share capital of finAPI on 4 June, effective as of 1 September;

- the sale of 100% of the share capital of Codd&Date S.r.l., effective as of 30 June.

The overall effects of these deals offset each other and are not material; it follows that to provide greater clarity in the disclosures, the reporting of pro-forma data takes into account only the effects of Hype’s addition to the group’s scope.

Net Income for the Period and Nonrecurring Items

To facilitate a better comparison between the two periods, net income for the first nine months of 2026 is presented excluding the capital gain of €70.3 million resulting from the revaluation of the group’s existing investment in HYPE, recognized under item 250, “Gains (Losses) on Investments.” Net income for the first nine months of 2025, on the other hand, is presented including Hype’s contribution to net income, a loss of €1.7 million, and excluding (i) the capital gain of €5.1 million related to the investment in illimity Bank, recognized following participation in the public tender offer (OPAS) launched by Banca Ifis and concluded at a price higher than the carrying value, classified under item 250 “Gains (Losses) on Equity Investments,” and (ii) the capital gain of €4.7 million resulting from the sale of Codd&Date, classified under the item “Gains (Losses) from Goodwill, Investments, and Valuations of Tangible and Intangible Assets”.

CET1 Ratio: for Sella Group, the “fully loaded” CET1 ratio and “phased-in” CET1 ratio coincide, as the group waived the phased-in benefit on the CET1 ratio under IFRS9 when adopting the AIRB models. The capital ratios given were calculated including the result for the period for the portion not allocated to dividends.

Cost of credit: ratio between total adjustments/recovery in value for credit risk in the reclassified income statement and cash loans net of repos at the end of the period.

Credit Conversion Factor (CCF): the conversion factor used to estimate what portion of an off-balance-sheet exposure could become an actual credit exposure at the time of a counterpart’s potential default. The CCF is used when calculating the Exposure at Default (EAD) for prudential purposes.

Investments: reference is made to capitalized costs (CAPEX: Capital Expenditure).

LCR: short-term liquidity indicator calculated as the ratio between the stock of unencumbered high quality liquid assets (HQLA), consisting of cash or easily marketable assets and total net cash outflows over a 30-day period. This ratio must be kept at a level of at least 100% on an ongoing basis.

MREL (Minimum Requirement for own funds and Eligible Liabilities): a requirement introduced by the EU Bank Recovery and Resolution Directive (BRRD). It represents the minimum requirement for own funds and eligible liabilities expressed as a percentage of two parallel thresholds to be complied with: the Total Risk Exposure Amount (TREA) and the Total Exposure Measure (TEM). The figures provided in the text are as at 30 June 2026, the date of the most recent report to the supervisory authority.

NPE ratio: gross non-performing exposures (loans, advances, and debt securities) other than those held for trading, relative to total gross debt instruments other than those held for trading.

Gross NPL ratio: calculated as the ratio between gross non-performing loans and gross cash loans to customers, excluding repos.

Net NPL ratio: calculated as the ratio between net non-performing loans to customers and net cash loans to customers, excluding repos.

Gross NPL ratio (EBA methodology): calculated according to the metrics defined by European and national supervisory authorities, is the ratio of gross impaired loans to customers to total gross loans, with the denominator including not only loans to customers but also lending to loan intermediaries and Central Banks.

NSFR: liquidity indicator on a longer-term basis, defined as the ratio between the amount of stable funding available and the amount of stable funding required. This ratio must be kept at a level of at least 100% on an ongoing basis.

Open Finance: group business lines including Fabrick, Fabrick Solutions Spain, Judopay, and finAPI, companies that offer innovative solutions and advanced financial services to financial institutions, businesses, and fintech companies, promoting openness and the creation of interactions with the banking sector, thereby fostering the so-called open banking phenomenon. These companies develop solutions that facilitate the access of external financial and non-financial players to their open finance and core banking platforms, orchestrating data, services and payments, and promoting embedded finance solutions that directly integrate financial services into non-financial platforms and applications.

Overlay IFRS 9: a correction applied to value adjustments determined using IFRS 9 impairment models to account for risk factors not adequately covered by the modeling parameters, such as changes in the macroeconomic environment, risks specific to industry sectors, geopolitical events, or other extraordinary circumstances. The overlay is defined within risk governance processes and helps in the calculation of total expected losses.

Repos (Repurchase Agreements): Repos receivable and payable are, in almost all cases, negotiated with Cassa Compensazione Garanzia and linked to the market making activities of the parent company.

Total deposits: sum of direct deposits and indirect deposits net of repos.

Total net deposits : variation in the stock of total deposits, net of market price performance.

Qualified deposits: total of deposits under advisory contracts and including asset management products, securities under administration and direct deposits.

OCI Reserve (Other Comprehensive Income): A net equity reserve that accounts for the changes in fair value of financial assets classified under item 30 of the asset side: Financial assets measured at fair value with impact on overall profitability income, in accordance with the IFRS 9 accounting standard.

Net result from financial activities: this aggregate represents the sum of the following items in the reclassified income statement: Net result from trading activities, Net result from hedging activities, Profit (loss) on sale and repurchase of financial assets valued at amortized cost and financial assets at fair value with impact on overall profitability, Net result from other financial assets and liabilities at fair value with impact on the income statement.

ROE: ratio between profit for the financial year, calculated by adding the impact of nonrecurring events to the sum of reserve items, share premiums, capital, minority interests (+/-), and the minority interest profit component in the balance sheet liabilities.

Team Sella: this refers to all the people who collaborate with Sella Group. In addition to staff with an employment relationship (both permanent and fixed-term), it also comprises associates with types of work relationship with the group having characteristics of stability and long duration. For example, (1) financial advisors and agents licensed to offer services off-site, (2) financial brokers (insurance, financial and loan brokers) and any of their collaborators, and (3) persons with other forms of collaboration, stable and long-term, who provide a significant contribution to the group.

Texas Ratio: ratio between non-performing loans and net tangible capital (i.e., capital net of intangible assets) added to adjustments to the value of receivables allocated to cover losses on receivables.

Consolidated group net profit: this refers to the profit for the financial year pertaining to the Holding Company (Banca Sella Holding) including third-party minority interests (present in a number of companies under the control, management and coordination of the Holding Company, Banca Sella Holding), generated on its own behalf and by its wholly consolidated subsidiaries (Banca Sella S.p.A., Banca Patrimoni Sella & C. S.p.A., Fabrick S.p.A., and others; a full list of the shareholdings can be found on page 24 - chapter 4 Group organizational structure - of the half-year Consolidated Financial Statement and Report at 30 June 2025 available on the group’s internet site) excluding intragroup elisions and adjustments.