A.History and Development of the Company Ermenegildo Zegna N.V. is a Dutch public limited liability company (naamloze vennootschap) and is the parent company of the eponymous Group. The company results from the cross-border conversion of Ermenegildo Zegna Holditalia S.p.A., an Italian joint stock company (società per azioni) which, on December 17, 2021, transferred its legal seat from Italy to the Netherlands and amended its articles of association. The Ermenegildo Zegna Group, named after its founder Ermenegildo Zegna was established in 1910 in Trivero (Biella), Northern Italy. The Group was born from a vision: not only to weave the world’s finest fabrics but to create a future where craftsmanship, community, and nature coexist in perfect harmony. With this vision, at the beginning of the twentieth century, Ermenegildo built not only a world-class wool mill but also a thriving community, schools, a hospital and gym facilities for his employees and their families. He carved roads through the mountains to connect people to opportunities and long before sustainability became a necessity, he began reforesting a barren landscape, transforming it into the lush and vibrant Oasi Zegna, a living testament to his deep respect for nature. For 116 years, the Group’s business has been guided by his commitment to entrepreneurship, quality, and responsibility. More than a century later, this spirit endures. The Ermenegildo Zegna Group is not just custodian of three authentic brands and a unique Italian Filiera (integrated supply chain), we are also custodians of a greater purpose: to enhance the world around us. At Ermenegildo Zegna Group, in fact, we believe that true luxury is not just about what we create, but how we create it, with integrity, care, and a promise to give back. The business model adopted within the Group is committed to both vertical integration and a widening span of activities within our industry. A bold vision and a quest for innovation and beauty underpin our expansion. By investing in a culture of beauty we promote knowledge and skills acquisition (human capital), social capital of trust, as well as symbolic capital of identity and recognition (intellectual capital, social and relationship capital). Our commitment inspires everything we do, from the technology we use to create our products to the constant dialogue we have with our customers, our suppliers, our shareholders and all other stakeholders. This mission has been carried forward through four generations of the Zegna family, with members of the fourth generation now also in leadership positions, continuing a legacy that began with the foundation of a small wool mill in Trivero in 1910. In the 1980s, the ZEGNA internationalization strategy continued with the opening of the first boutique in Paris (1980), followed by boutiques in Milan (1985), New York (1985), London (1987), Tokyo (1989), Beijing (1991) and Hong Kong (1993), making Ermenegildo Zegna one of the first luxury brands to establish a presence in Greater China. The Company was incorporated as an Italian joint stock company (under the name Ermenegildo Zegna Holditalia S.p.A.) in 1984, being the conversion of a limited partnership called Ermenegildo Zegna e Figli S.a.s. Between 1979 and the 1990s, the third generation of the Zegna family entered the business. In 1998, Angelo’s son, named Ermenegildo (Gildo) Zegna, and Aldo’s son, Paolo, became the co-Chief Executive Officers. In 2006, Gildo Zegna became the sole Chief Executive Officer. Under Gildo Zegna’s leadership, the Company began a strategy of brand extension, both organically and through strategic acquisitions, as well as full verticalization of its supply chain. As of January 1, 2026, Gildo Zegna has assumed the role of Group Executive Chairman while Edoardo and Angelo Zegna, members of the fourth generation of the Zegna family, have been appointed Co-Chief Executive Officers of the ZEGNA brand. Prior to then, Angelo Zegna served as CEO of ZEGNA’s EMEA region and Global Client Strategy Director, while Edoardo Zegna served as Chief Marketing and Digital Officer of the ZEGNA brand as well as Group Sustainability Officer. Over the years, the Group acquired equity interests in a number of specialized textiles manufacturers as illustrated in the image below, thus creating its “Made in Italy Luxury Textiles Platform” and enhancing control over its textile supply chain. 29 The Made in Italy Luxury Textiles Platform Acquisitions ______________________ Note: Percentages above refer to the equity interest currently owned by the Group. The Group’s expansion continued with the acquisition of Thom Browne and the TOM FORD FASHION business. In 2018 the Group acquired an 85% interest in Thom Browne, a leading and fast-growing luxury brand focused on high-end menswear and womenswear that was founded by Mr. Thom Browne in 2003 and is based in New York. In June 2021, the Company acquired an additional 5% interest in Thom Browne and in June 2024 Mr. Thom Browne exercised a put option to sell to the Company an additional 2% of Thom Browne Inc. (the parent company of the Thom Browne group), for total consideration of $25 million (€22,752 thousand), following which the Group holds 92% of the Thom Browne group. On April 28, 2023, the Company completed the acquisition of the remaining 85% equity interest of Tom Ford International (“TFI”) that it did not already own (the “TFI Acquisition”), as a result of which the Company now owns 100% of TFI, the company that owns and operates the TOM FORD FASHION business, as part of a transaction in which sole ownership of the TOM FORD brand, its trademarks, and other intellectual property rights have been acquired by The Estée Lauder Companies Inc. (“ELC”) and TFI has become a long-term licensee of ELC for all TOM FORD men’s and women’s fashion as well as accessories and underwear, fine jewelry, childrenswear, textile, and home design products, by virtue of a long-term licensing and collaboration agreement with ELC for 20 years subject to renewal at TFI’s option for one further 10-year period subject to certain minimum performance conditions. The Group is in charge of the end-to-end TOM FORD FASHION business, from collection creation and development to production and merchandising, as well as retail and wholesale distribution. The TOM FORD FASHION business, under the Group, operates a network of 66 directly operated stores globally at December 31, 2025. For information relating to the purchase price allocation of the TFI Acquisition, see Note 39 — Business combinations to the Consolidated Financial Statements included elsewhere within this Annual Report. On December 17, 2021, the Group consummated the Business Combination. In connection with the Business Combination, on December 20, 2021, the Company’s Ordinary Shares started trading on the NYSE under the symbol “ZGN”. Immediately prior to the consummation of the Business Combination, the Company (at the time Ermenegildo Zegna Holditalia S.p.A., an Italian joint stock company) implemented the Conversion and became a Dutch public limited liability company (naamloze vennootschap), upon which it changed its name to Ermenegildo Zegna N.V. and underwent a share split. 30 B. Business Overview The Ermenegildo Zegna Group is a global luxury player, with a leading position in the high-end menswear business, internationally recognized for its unique supply chain, the Filiera, made up of some of the finest Italian textile producers, fully integrated with the Group’s unique luxury manufacturing capabilities. Grounded in a centenary thoughtful vision and a spirit to think and act inclusively and responsibly, the Ermenegildo Zegna Group over the years has continued to uphold its legacy - be a true innovator with an uncompromising focus on quality – while caring for the protection of the environment and nurturing the communities around its business. Legacy, Italian craftsmanship, quality and innovation are key ingredients of its three complementary brands: ZEGNA, Thom Browne and TOM FORD FASHION. Through them, the Group’s reach expands to touch different communities, from the absolute iconic luxury, with its eponymous brand ZEGNA, to modern tailoring, with Thom Browne, to seductive luxury, with TOM FORD FASHION. Through its brands, the Group designs, produces, markets and distributes luxury menswear, footwear, leather goods and other accessories, luxury womenswear (under the Thom Browne and TOM FORD FASHION brands) and children’s clothing (under the Thom Browne brand). The three brands also have selected third-party license agreements for specific product categories. Thanks to its Filiera, the Group covers the entire value chain from the production of the finest raw materials - under the brands Lanificio Ermenegildo Zegna, Dondi, Bonotto, Tessitura di Novara, Tessitura Ubertino, as well as the minority-owned Filati Biagioli Modesto and Luigi Fedeli & Figlio - to the finished products realized in its luxury manufacturing facilities. The Group operates in three segments: the Zegna segment (comprising three product lines: ZEGNA brand, Textile and Other, which mainly relates to agreements with third party brands), the Thom Browne segment and, following the TFI Acquisition in 2023, the Tom Ford Fashion segment. The following charts show consolidated revenues by segment for the years ended December 31, 2025, 2024 and 2023. Consolidated revenues by segment and by geographic area (€ millions, except percentages) ______________________ Note: Revenues excluding intersegment eliminations, which were equal to €32.2 million in 2025, €31.5 million in 2024 and €33.3 million in 2023 The Group distributes its products worldwide and has a well-balanced presence among all its regions. 31 The following charts provide a breakdown of consolidated revenues by geographic area for the years ended December 31, 2025, 2024 and 2023. _____________________ Note: EMEA comprises Europe, the Middle East and Africa. Americas includes the United States of America, Canada, Mexico, Brazil and other Central and South American countries. Rest of APAC includes Japan, South Korea, Singapore, Thailand, Malaysia, Vietnam, Indonesia, Philippines, Australia, New Zealand, India and other Southeast Asian countries. Revenues excludes “other revenues”, mainly royalties, for €3,050 thousand in 2025, €2,343 thousand in 2024 and €2,958 thousand in 2023. Industry Industry information contained in this section is based on the Bain-Altagamma Luxury Goods Worldwide Market Study, Fall 2025 (the “Bain-Altagamma Study”), unless otherwise indicated. The Ermenegildo Zegna Group operates in the personal luxury goods market, which includes the following product segments: accessories, jewelry, beauty, apparel and watches. By product, we primarily focus on the apparel and accessories segments of the personal luxury goods market. The luxury textiles market, which accounts for 7% of the Group’s consolidated revenues after eliminations, is not discussed in this section. Demand in the personal luxury goods market, especially in the absolute luxury segment, is characterized by a low price-sensitivity. Instead, demand is more likely driven by tangible and intangible factors which fuel brand equity and desirability. Brand equity is made of several important components, including heritage, exclusivity, recognizability, quality, and experience. According to the Bain-Altagamma Study, in 2025 the global personal luxury goods market had a total estimated value of approximately €358 billion. After a steady growth for more than two decades with a compound annual growth rate (“CAGR”) of approximately 6% from 1996 to 2019 and approximately 5% from 2019 to 2024, the personal luxury goods market experienced a mild decrease in 2024 (approximately -2% as compared to 2023) and is expected to decrease by approximately 2% in 2025 as compared to 2024, in each case at current exchange rates. 32 The chart below sets forth the evolution of sales in the global personal luxury goods market from 1996 to 2025 (the data for 2025 being an estimate). Personal Luxury Goods Market Evolution – €bn Source: Bain-Altagamma Luxury Goods Worldwide Market Study, Fall 2025, dated November 20, 2025. The Bain-Altagamma Study estimates the personal luxury goods market to reach the range between €365-375bn in 2026 with a growth of 3-5% at constant exchange rates as compared to 2025, with the United States leading the growth, supported by robust financial markets, Europe and Japan demonstrating continued resilience and China progressing with a steady recovery. The personal luxury goods market is characterized by significant barriers to entry, such as, among others: (i) brand heritage, which is embodied by unreplaceable assets like a brand’s history, values and DNA; (ii) brand equity, which is the perception of the uniqueness and high reputation of a brand, built over time with, among the others, important investments in advertising; (iii) know-how, characterized by many aspects of the “saper fare” (savoir faire) starting from the design and innovation capacity through the ability to provide products with a superior quality and an utmost experience for clients, and (iv) a high-end distribution network, which embraces prime locations in the most important, highly competitive, luxury streets and malls. Group Competitive Strengths and Strategic Vision Competitive Strengths As Ermenegildo Zegna Group, we operate in the personal luxury goods market. Although in this arena we compete with other global companies, we believe we have unique advantages to successfully further strengthen our presence and leading position. Heritage, Italian craftsmanship, undisputed legacy along with a portfolio of complementary brands with significant untapped growth potentials represent strong and prime assets for the Group. We believe that the following key competitive strengths have been the primary drivers of the Group’s historic success and continue to be pillars of its future growth strategy. Heritage Since the foundation of Lanificio Ermenegildo Zegna e Figli S.p.A. (“Lanificio” or “Lanificio Ermenegildo Zegna”) at the beginning of the past century, the name Zegna has been synonymous with quality, style and innovation for men’s fashion. This has been and continues to be true for the ZEGNA brand and the Ermenegildo Zegna Group. Luxury Menswear Leadership The Ermenegildo Zegna Group has a consolidated leadership position in luxury menswear, rooted on its 116-years of history. This undisputed legacy, along with a portfolio of unique and complementary brands, constitutes the Group’s main competitive strength. ZEGNA has evolved from being one of the most recognized brands in men’s tailoring to become an 33 iconic brand in the men’s timeless luxury segment with a top-class retail network in the most important luxury streets and shopping malls. The addition of Thom Browne in 2018 and TOM FORD FASHION in 2023 has further strengthened the Group’s leadership by capturing distinctive and complementary segments of clientele, including also women, while leveraging on the Group’s textile and manufacturing know-how. Luxury Filiera The Ermenegildo Zegna Group controls an integrated luxury textiles and manufacturing chain, vertically integrated from the sourcing of the finest raw material to the production of high-quality garments. Through the historical Lanificio Ermenegildo Zegna as well as the more recent acquisitions of Dondi, Bonotto, Tessitura Ubertino, and the minority interests in Filati Biagioli Modesto, the Group has built an in-house textiles platform that provides a unique competitive hedge in term of innovation capacity and research of the finest and highest performing fabrics with the best quality. The textile platform, integrated with state-of-the-art manufacturing capabilities, represents a key competitive advantage that the Group can offer to the brands in its portfolio. It also constitutes a significant barrier to entry in the strategic Su Misura (Made-to-Measure) business. The Group offers personalized Su Misura products for its three brands with best-in-class lead time ranging from 2 weeks in certain key stores (particularly for ZEGNA) to 4 or 6 weeks. Management believes that the breadth of the offering and the lead times, as well as the service quality and the experience provided to customers, are setting standards in the industry. These services enable us to cultivate meaningful client relationships, develop a loyal customer base and drive new customer engagement. Complementary Portfolio of Uniquely Positioned Luxury Brands Ermenegildo Zegna Group is made of three brands complementary across styles, occasions of use, and aesthetic. ZEGNA. The Group’s eponymous brand is a leading brand in the men’s timeless luxury segment. Authenticity represents the brand’s core and true value. The brand’s authenticity is grounded not only on 116 years of unique heritage but also in a responsible vision that began at its foundation and has been passed down through the generations, ensuring that giving back, responsibility towards the environment and community well-being remain key values for the brand. An expression of this vision is a freely accessible natural area covering approximately 100 square kilometers from the small village of Trivero, where the Group originated, to the peaks of the Biella Alps in Italy. This area was created by the Group’s founder around 100 years ago and rebranded “Oasi Zegna” in 1993. Oasi Zegna has been and continues to be an important source of inspiration for the ZEGNA brand’s collections and for the brand iconic products. Thom Browne. Distinctive craftsmanship, undisputed tailoring know-how and proud community are the key ingredients of the brand success in both men and womenswear. Thom Browne has a wide range of luxury and fashion clients that appreciate the unique design and quality. TOM FORD FASHION. Added to the Group in 2023, TOM FORD FASHION completes the Group’s offering delivering an alluringly modern aesthetic for a client who pursues recognition, product excellence and impeccable fit. All three brands have untapped growth potential in terms of products, countries and channels to be exploited in their respective reference markets. Thom Browne and TOM FORD FASHION also give us exposure to the womenswear and leather goods luxury markets. World-Class International Retail Network The Group’s international retail network and its clienteling business model put the customer at the center. We believe that only a controlled distribution network, along with a unique Customer Relationship Management (CRM) expertise, can provide a distinctive, world class experience to its clients. As of December 31, 2025, the Group has developed an international network of 471 Directly Operated Stores (DOSs) in 35 countries around the world, accounting for 76% of consolidated revenues in 2025. The Group’s strengthening of the DTC channels will continue to remain a significant pillar of its future growth strategy for all its brands, ZEGNA being the most advanced on this journey. 34 Strategic Vision The Ermenegildo Zegna Group intends to reinforce and extend its leading position in the luxury market by continuing to develop its three brands in their unique and highly complementary reference markets, strengthening its one of a kind Filiera, while always seeking to respect the planet and foster its community. In particular, the Group intends to: a.Continue nourishing ZEGNA as a reference brand in the timeless luxury menswear business, focusing on the top end of the customers’ pyramid through an increasingly elevated and personalized product offering and an even more selective clienteling journey; b.Support the rebalance of Thom Browne’s distribution channels, focusing on strengthening its DTC presence, while fostering the brand’s global business expansion, in particular in North America, and developing further the womenswear collections and leather goods accessories business, always respecting the Brand’s authenticity and unique DNA; c.Continue to work on aligning the business of TOM FORD FASHION to the brand’s world-wide awareness and allure in the luxury sector and support the creative designer’s brand vision, consistent with the DNA of the brand; d.Further integrate all corporate functions to enhance alignment and fully leverage the potential of our brands; e.Consistently pursue a sustainable development of the Group’s business, leveraging on its superior Made-in-Italy integrated know-how. Respect for the planet, community and diversity support and traceability are some of the most important pillars for the Group’s future growth. In addition, the Group aims at investing in its directly controlled Made-in-Italy luxury textiles and manufacturing platform, which represents a strategic competitive advantage fueling quality, speed, and innovation capacity. Group Business Model The Group carries out its business activities through three operating segments: 1.the Zegna segment, which includes all activities related to the following product lines: (i) ZEGNA brand, (ii) Textile and (iii) “Other” (which primarily consists of the results from the sales of finished garments to third-party brands); 2.the Thom Browne segment, which includes all activities related to the Thom Browne brand, and 3.the Tom Ford Fashion segment, which includes all activities related to the TOM FORD FASHION (TFF) business, which became part of the Group following the TFI Acquisition. Prior to the TFI Acquisition (completed on April 28, 2023), the Ermenegildo Zegna Group was organized in two segments: the Zegna segment and the Thom Browne segment. Zegna segment ZEGNA brand For the years ended December 31, 2025, 2024 and 2023, the ZEGNA brand generated revenues equal to €1,181,583 thousand, €1,163,722 thousand, and €1,109,491 thousand, respectively, representing 61.6%, 59.8% and 58.3% of our revenues after eliminations. The ZEGNA brand products include luxury leisurewear, footwear, formalwear, leather accessories and other products. Collections. Since 2022, ZEGNA’s collections have evolved from primarily pure formalwear to include a new definition of men’s style often referred to as “luxury leisurewear”: an understated, versatile wardrobe in which the utmost ZEGNA quality is combined with performance and comfort, designed to meet the changing preferences of customers and their demand for greater comfort, modern aesthetic, excellent quality and product and style durability. 35 In the meantime, management has also pursued the creation of iconic timeless products, such as the Triple Stitch family in the footwear category, the Oasi collections (Oasi Cashmere and Oasi Lino) and the Vellus Aureum collection, made of an innovative, highly versatile fabric crafted from the finest and rarest wool in the world and used to create entire collections of unique pieces. In 2025, the brand launched its first tailoring-focused advertising campaign in five years, titled “It’s not a suit, it’s a ZEGNA!”, introducing the Torino style, a silhouette inspired by the founder’s wardrobe. The Torino suit carries the distinctive features of the original design Ermenegildo Zegna created with his tailor: structured shoulders, wide lapels, rounded pockets, and three-button sleeves, all crafted with couture-level precision. Along with the evolution of its collections, management continues to focus on and strengthen the offering of unique Su Misura (Made-to-Measure) collections, including through initiatives such as VILLA ZEGNA and Suite ZEGNA, temporary by-invitation-only stores or events, and the openings of Salotto, permanent by-invitation-only ZEGNA stores. The vertical integration of the Group’s supply chain represents a unique enabler for the evolution of ZEGNA collections. ZEGNA brand collections include: –Luxury Leisurewear. A versatile wardrobe of ready-to-wear garments built on the brand’s tradition of excellence and designed to face the needs of a man living in a fast-paced world. ZEGNA luxury leisurewear ranges from knitwear to jeans, jersey and shirts, fabric and leather outerwear and accessories. –Tailoring. ZEGNA is historically known for being at the forefront of men’s tailoring with its iconic suits. The ZEGNA ready-to-wear formalwear offering ranges from formal suits to tuxedos, shirts, blazers, formal coats, accessories up to new evolutions of formalwear represented by chore jackets. –Su Misura (Made-to-Measure). ZEGNA’s offer for both luxury leisurewear and formalwear also includes the Su Misura service, whereby customers may, following a meeting with a style advisor, order their custom-made garments with their fabric, style and finish of choice. This service is available not only for suits, but also for shoes, outerwear, shirts, pants, knitwear, denim and jersey. –Footwear and Leather Accessories. ZEGNA’s footwear offer has shifted from a prevalence of more formal shoes towards the increasing importance of highly recognizable Made-in-Italy luxury casual sneakers (such as the Triple Stitch family). ZEGNA also provides customers with the possibility to customize their preferred shoes through our Su Misura service. Leather accessories comprise bags, belts and small leather accessories. –Other ZEGNA brand products. ZEGNA licenses its brand to third parties for the manufacturing and distribution of eyewear and fragrances. All licensed products are generally sold by ZEGNA through its DTC channel and by the licensing partners to wholesale customers and to other prestigious retailers. ZEGNA collections, designed to define how the modern man should dress for different occasions, are organized in two seasons (Fall/Winter and Spring/Summer) and includes continuative products (called “Essentials”) which are generally cross-season models. The brand recently moved from a pure traditional approach with one or two seasonal deliveries in store to the introduction of monthly drops of part of the collections with a 360 degree activation among all touch points, from communication, windows, and clienteling actions. All the agreements governing licensed products provide for obligations for licensees to comply with high quality standards, to ensure that ZEGNA licensed products are available at selected prestigious points of sale and that they are timely delivered to the distribution network. The agreements have a fixed term and do not contain an automatic renewal mechanism. See “Item 3.D-Risk Factors-Risk factors relating to the Group’s business, strategy and operations-We could be adversely affected if we are unable to negotiate, maintain or renew our license or co-branding agreements with high end third party brands.” ZEGNA Brand Strategy With the 2022 rebranding, ZEGNA’s brand journey has evolved in a clear direction: strengthening its positioning as a reference menswear brand in timeless luxury. The new logo and distinctive signifier introduced in 2022 were designed to be iconic and immediately recognizable. The so-called “One Brand Strategy”, together with the launch of important collections 36 such as Oasi Cashmere, Oasi Lino, and, more recently, Vellus Aureum, has enabled the brand to enrich its sales mix toward the top end of the luxury goods pyramid and has provided additional opportunities to support its expansion and reach new clients. Client centricity and experience are important pillars of ZEGNA’s brand strategy. Management intends to continue developing a uniquely recognizable ZEGNA retail experience, fully designed around customers’ needs and capable of conveying the brand’s values, heritage, and unique legacy. Over the past few years, the ZEGNA customer journey has evolved from engagement solely during purchase transactions to creating deep relations and providing immersive experiences centered on the brand’s history, craftsmanship, and values. An example of this journey is the VILLA ZEGNA project, a temporary by-invitation-only event. The project began with the launch of the Oasi Zegna book in Milan, in April 2024, and subsequently moved to Shanghai in May 2024, New York City in September 2024, Dubai in June 2025 – where the event was paired with the first ZEGNA fashion show held outside of Italy, a milestone moment for the brand in one of the most vibrant and fast‑growing luxury markets – and in Miami, in December 2025, during Art Basel Miami. In 2025, ZEGNA also entered into a collaboration with Art Basel, becoming one of its official partners. In 2025, ZEGNA further evolved its personalized customer journey with the opening of its first Salotto in March, a by‑invitation‑only space where guests may purchase Su Misura dedicated collections while enjoying their time in a truly personalized ZEGNA environment. During the year, the brand inaugurated four Salotti, located in SKP Beijing, Plaza 66 Shanghai, Paragon Singapore, and the Dubai Mall. Textile Product Line For the years ended December 31, 2025, 2024 and 2023, the Textile product line generated revenues after eliminations equal to €134,229 thousand, €138,153 thousand and €150,986 thousand, respectively, representing 7.0%, 7.1% and 7.9% of our revenues after eliminations. The Textile product line is engaged in the design, manufacturing and sale of luxury fabrics under the brands Lanificio Ermenegildo Zegna, Dondi, Bonotto, Tessitura di Novara, Tessitura Ubertino. We believe that the exceptional quality of the textiles used in our garments is one of the principal reasons for the success of the Group through the years. The Group also holds a minority interest in Filati Biagioli Modesto (48.5%) and acquired a 15% interest in Luigi Fedeli & Figlio S.r.l., the world-renowned maker of fine Italian knitwear and yarns. The activities of the Textile product line are focused on the research and development of excellence in all of our fabrics, in terms of product quality, style, design, and technical features. Some of the fabrics are developed exclusively for the ZEGNA brand, including those used for the Oasi Cashmere Oasi Lino and Vellus Aureum collections. The Group otherwise sells fabrics both to the Thom Browne and Tom Ford Fashion segments, and to third party customers, which include other luxury brands, specialized players or tailoring businesses. The textile division regularly takes part in fairs and exhibitions to market the products. In addition, it has a global network of sales representatives that assist with the distribution of such products to tailors worldwide. Lanificio Ermenegildo Zegna, the wool mill founded in 1910 in Trivero, Italy, has been the backbone of the Group’s internationally renowned fine textiles by carefully balancing science with nature and craftsmanship with technology. As a result, Lanificio Ermenegildo Zegna has pioneered sophisticated men’s fabrics that are lighter, smoother, more refined, and with improved performance and functionality. Bonotto (in which we acquired a 60% interest in 2016) is a textile manufacturer based in Molvena, Italy, that was originally founded in 1912. The brand focuses on handcraftsmanship and traditional techniques and is characterized by the creative and experimental dimensions of its fabrics, which take inspiration from the art world. Bonotto is premised on the philosophy of the “slow factory,” which rejects the concepts of industrial standardization and mass production at low cost, in favor of traditional but innovative production techniques that create exquisite, precious fabrics. Dondi (in which we acquired a 65% interest in 2019) is a leader in manufacturing high-quality jersey fabrics for men and women, all Made-in-Italy. Dondi’s production cycle covers the phases from fabric design to distribution. Dondi counts among its customers not only the Group’s companies, but also some of the most prestigious brands in the fashion world. Dondi’s production facilities are based in Carpi, Italy. 37 Tessitura Ubertino (in which we acquired a 60% interest in June 2021) is a boutique weaving mill based in Pratrivero, Italy. Founded in 1981 by Adalgiso Ubertino, Tessitura Ubertino has been creating premium quality fabrics for women, such as tweed and jacquard, for over 30 years and today it supplies fabrics to major fashion brands. “Other” Product Line For the years ended December 31, 2025, 2024 and 2023, the Other product line generated revenues after eliminations equal to €15,610 thousand, €15,546 thousand and €30,131 thousand, respectively, representing 0.8%, 0.8% and 1.6% of our revenues after eliminations. The Other product line is primarily engaged in the manufacturing and the supply of apparel for men to Dunhill and Gucci, and represents a marginal part of the business with limited impact on the Group’s results. Until the closing of the TFI Acquisition, the Other product line was also involved in the manufacturing of menswear under the TOM FORD brand. Thom Browne segment For the years ended December 31, 2025, 2024 and 2023, the Thom Browne segment generated revenues after eliminations equal to €268,469 thousand, €314,712 thousand and €378,410 thousand, respectively, representing 14.0%, 16.2% and 19.9% of our revenues. Thom Browne is a renowned luxury brand founded by Mr. Thom Browne in 2003 in New York. Its product offering spans across menswear, womenswear, childrenswear and accessories. Mr. Browne started designing clothes for friends and family in the early 2000s, and his popularity as a fashion designer has grown ever since. Thom Browne’s signature line of grey suits redefined the concept of the male silhouette, and his collections lean heavily on two main colors: grey and navy. The brand uses the highest quality materials to obtain garments that are beautiful, classic, and durable. Its distinctive traits are the absence of any form of a bold logo, the cropped silhouette of the garments, and the use of visual identifiers as trademarks, such as the four white horizontal bands (uniquely located on the left upper sleeve and/or upper pant leg) and/or a grosgrain ribbon or tab in White, Red, White, Blue, White (also uniquely positioned on the garments). Each Thom Browne piece is designed to be aesthetically perfect, classic and long-lasting, inspired by Mr. Browne’s philosophy that something beautifully made will never be out of fashion. In 2018, the Group completed the acquisition of an 85% shareholding of Thom Browne Inc., the holding company of the Thom Browne business. In June 2021, the Group acquired an additional 5% equity interest in Thom Browne Inc and on June 6, 2024, Mr. Thom Browne exercised his put option to sell to the Group an additional 2% of Thom Browne Inc., for consideration of $25 million (€22.8 million), following which the Group holds 92% of the share capital of Thom Browne Inc. Under a put option agreement between Ermenegildo Zegna Group and Mr. Thom Browne, Mr. Thom Browne has the right, but not the obligation, to sell to the Company the remaining 8% of the share capital of Thom Browne Inc. not owned by the Group, in two tranches representing 5% and 3% that are based on the 2028 and 2030 EBITDA of the Thom Browne group, respectively (subject to potential deferral until 2032). Each year Thom Browne offers pre-collections and main collections, organized into two seasons: Fall/Winter and Spring/Summer. Strategy. The brand aims to continue leveraging on its unique proposition strengthening its brand equity in menswear and, even more, in womenswear and leather goods, continuing to develop iconic styles while maintaining a creative, thought-provoking design style with strong tailoring aesthetics and an innovative communication approach. The brand has five main growth levers: •Increasingly shift towards a DTC-driven organization; •Enhance brand awareness in key regions (particularly in the United States) and among fashion enthusiasts; •Rebalance classics (evergreen) and seasonal collections while strengthening the four-bar trademark; •Boost expansion in underpenetrated categories, in particular in womenswear, shoes and leather goods, while reinforcing strength in the core categories (sleeve units, knitwear, jersey and outerwear); 38 •Maintain a highly selective presence in the wholesale distribution channel with the aim of developing long-term valuable partnership with tier 1 wholesalers. Tom Ford Fashion segment For the years ended December 31, 2025, 2024 and 2023, the Tom Ford Fashion segment generated revenues after eliminations equal to €317,056 thousand, €314,514 thousand and €235,531 thousand (since the consolidation in April 29, 2023) respectively representing 16.5%, 16.2% and 12.4% of our revenues, after eliminations. TOM FORD is an iconic brand, founded in 2005, perceived as an influential voice in the global luxury industry. The TOM FORD FASHION collections enjoy a seductive, elegant and bold aesthetic characterized by absolute product excellence and impeccable fit. Since its foundation, the TOM FORD brand partnered with The Estée Lauder Companies Inc. and Marcolin to develop TOM FORD beauty, perfumes and eyewear products. In 2008 and 2010 respectively, TOM FORD launched menswear, in collaboration with the Ermenegildo Zegna Group, and womenswear. On April 28, 2023, the Estée Lauder Companies Inc. completed the acquisition of the TOM FORD brand, its trademarks, and other intellectual property rights. On the same day, the Ermenegildo Zegna Group completed the TFI Acquisition. TFI is consolidated in the Group’s results since April 29, 2023. By virtue of a long-term licensing and collaboration agreement with ELC (for a duration of 20 years, with a renewal at TFI’s option for one further 10-year period subject to certain minimum performance conditions), the Ermenegildo Zegna Group has become a long-term licensee of ELC for all TOM FORD men’s and women’s fashion as well as accessories and underwear, fine jewelry, childrenswear, textile, and home design products. As a result, as of April 29, 2023, TOM FORD FASHION business is reported as a separate operating segment of the Group (prior to the TFI Acquisition, it was reported within the “Other” product line - previously referred to as Third Party Brands - within the Zegna segment). As a result, the Group is now in charge of the end-to-end TOM FORD FASHION business, from collection creation and development to production and merchandising, as well as distribution. On September 4, 2024, TOM FORD announced the appointment of Haider Ackermann as its new Creative Director. In his role, Ackermann assumed the creative leadership across all TOM FORD fashion categories, including menswear, womenswear, accessories and eyewear, guiding the creative vision for the overall brand. Under the creative direction of Mr. Ackermann, the brand has started a clear journey in strengthening its position as a reference brand in the “seductive” luxury market, shaped by Italian craftmanship and impeccable quality. Strategy. TOM FORD FASHION ambition is to create collections that blend innovation with artisan craftsmanship, with the aim of aligning the fashion business to its extraordinary global recognition, by pursuing the following strategies: •Support the new creative designer brand evolution; •Enhance the retail experience by focusing on improving productivity of the existing network, while selectively expanding; •Enhance CRM/clienteling tools, leveraging on the Group’s know-how and infrastructure; •Leverage geographic expansion by fulfilling untapped potentials in markets where the brand has strong recognition, such as the United States; •Diversify product merchandising by rebalancing the gender mix with the goal of further increasing the contribution of womenswear collections, leather goods accessories and shoes; •Optimize the supply chain by leveraging on the Group’s platform and best practices. 39 Activities The Group’s primary activities consist in designing, manufacturing, and distributing ready-to-wear shoes and leather goods collections for its three brands. Activities can be divided into the following major stages, each of which is overseen by dedicated functions, operating independently at the brand level: (i) design; (ii) product development; (iii) sales campaign; (iv) procurement; (v) manufacturing; (vi) logistics; (vii) marketing and advertising, and (viii) distribution. Procurement and manufacturing needs from each brand are partially met through our textile platform and the Group’s manufacturing facilities. From the first sketch to in-the-store delivery, the preparation of each collection takes approximately 12 months. The activities of the Textile and of the Other product lines follow their own operational phases and logics. i.Design, Merchandising and Product Development New collections are created by the design team of each brand, considering each brand’s identity, market analyses and seasonal fashion trends. When developing collections, the design team works in close coordination with the merchandising team to make sure that the offer is complete with a congruent price structure and in line with the needs and trends of the market. The design and merchandising teams then work closely with the product developers and modelers, who transform sketches into models and prototypes. This is a key phase as it allows the design and product teams to assess the look, feel and functionality of the products and to possibly anticipate any issues that may arise during the manufacturing process. Once the prototypes are approved, we develop sample collections. ii.Sales Campaign Once ready, the sample collections are presented to wholesale customers and retail buyers at ZEGNA’s, Thom Browne’s and TOM FORD FASHION’s respective showrooms. During the sales campaign, retail buyers and wholesalers place orders on the basis of the brand buying guidelines. During the sales campaign, the merchandising and the supply chain teams regularly share information on the evolution of the order portfolio to align the initial forecasts for raw material procurement and production planning. iii.Procurement Based on forecasts and on the order portfolio, each brand sources the necessary raw materials, trimmings and finished goods through its network of selected suppliers. While the initial purchases are based on forecasts, they adjust and supplement such purchases based on actual orders as the sales campaign progresses. Based on the proposition that the very best garments can only come from the best natural resources, the Group has dedicated its efforts through the years to the research of only the finest raw materials and fabrics. A crucial role in this context is played by the Textile Platform division. For instance, each brand sources a portion of its requirements of fabrics from Lanificio, jersey from Dondi, printed fabrics from Bonotto and cashmere from Biagioli. iv.Manufacturing and Logistics While the sales campaign is still ongoing, each brand starts planning for its own manufacturing activities. Production quantities are continuously refined based on the results of the sales campaign. A distinctive feature of our manufacturing is that Made in Italy represents the large majority of the overall production of all our brands’ products. A portion of such products is manufactured internally at our facilities. ZEGNA is currently the brand with the highest incidence of in-house production. The Group’s production facilities are located in Verrone, Italy, for knitwear; San Pietro Mosezzo, Italy for formal jackets and suits; Parma, Italy, for outerwear and leather accessories; Mendrisio, Switzerland, for jackets, suits, shirts, and Turkey, for shirts. For products or categories that are not manufactured internally, each brand relies on a selected network of 40 external long-standing suppliers, largely based in Italy. Each sourcing team is committed to carefully selecting all suppliers and managing the relationships with suppliers for their entire duration, aiming to ensure that quality and ESG standards are aligned to the Group’s requirements and that timing of deliveries is adequately met. The Group’s outsourced products are manufactured using two different approaches. The most common is the façon manufacturing (or third-parties production); the second is the “full package” manufacturing process. When using the façon manufacturing model, the brand outsources to external manufacturers the confection stage (i.e. the Cut-Make-Trim phase including cutting, sewing, washing and pressing), while remains responsible for providing the designs, product specifications and raw materials. Alternatively, in the “full package” approach, the brand outsources the entire production process. Once produced internally or through partners, products are delivered to each brand’s distribution centers to be transferred to their monobrand stores and wholesale customers. The logistics department of each brand is responsible for organizing and managing the distribution of the finished products, as well as the management of warehouses. The Group has several logistics centers in Italy, Switzerland, North America, China, Japan and South Korea. v.Marketing and Advertising Advertising and promotional activities are critical for luxury companies like us to enhance brand recognizability, influence purchase selection, and encourage brand loyalty over time. The Group invests significant resources in advertising, communication and marketing, which include a full set of activities ranging from pure digital and social media marketing initiatives to events like fashion shows, product collaborations and co-marketing projects. In 2025, 2024 and 2023, marketing expenses amounted to €120,686 thousand, €121,384 thousand and €114,802 thousand, respectively. ZEGNA’s marketing strategy is based on a sophisticated one-to-one or one-to-few marketing approach. ZEGNA manages customer relationships from an omni-channel perspective, seamlessly integrating digital and physical experiences while strengthening engagement through curated moments—such as VILLA ZEGNA events around the world — and the activations during Art Basel, supported by its recently signed global partnership. ZEGNA’s marketing campaigns are designed to deliver tailored and inspiring content that reinforces the brand’s core values and emphasizes its distinctive heritage. ZEGNA inspires men to define their style identity, ensuring their character can be found in every detail of their outfits. The brand can count many leaders of business, sports, entertainment, design and culture as friends. Some have even become part of its extended family over the years, acting as ambassadors for the brand. The brand also conducts targeted product placement activities on key opinion leaders, celebrities and influencers. The Thom Browne brand generally presents its seasonal collections in New York or Paris through spectacular, theatrical and conceptual fashion shows. These shows contribute to positioning the brand at the pinnacle of fashion and creativity and are the source of the narrative for each season helping to generate significant editorial coverage in fashion, art and culture publications, both on paper and online. This innovative approach makes Thom Browne the brand of choice for a number of VIPs and celebrities worldwide. From highly successful actors and musicians, to athletes, actors and musicians of worldwide fame, the brand has proven to have a very strong appeal. The brand is evolving its marketing strategy by seeking to strengthen customer loyalty through reinforced customer relationship management tools and initiatives, while addressing the marketing message to a wider audience. TOM FORD FASHION aims at creating consistent storytelling through lookbooks, editorial and campaign assets, and runway shows that create a unified narrative across men’s, women’s, eyewear and beauty offerings with the goal of establishing the brand as a lifestyle icon. Seasonal collections are unveiled during sophisticated, elegant, and modern fashion shows that empower the brand to support its positioning within the luxury segment, create engaging content, indulge and entertain top clients and partners, as well as to develop a carefully curated list of VIP attendees. Each brand has internal teams dedicated to marketing and advertising activities, each following slightly different marketing strategies depending on the brand. To better reach a wide but selected consumer target, we use various communication tools, from organic institutional and product press coverage to media partnerships, a varied media-mix 41 including digital marketing, digital media campaign, print, billboards, direct marketing and ad hoc initiatives in our boutiques where visual merchandising and windows displays are conceived to consistently adhere to the seasonal marketing strategy plan. vi.Distribution Channels Our sales teams bring our customers into our community, sharing with them our creativity and craft, as well as our story and the journey of each item. These relationships are nurtured in-store with respect to our DTC channel and in our showrooms with respect to our wholesale channel, with the aim to deliver a consistent and unique customer experience. We distribute and sell our products in over 80 countries worldwide through a well-established network comprised of our DTC and wholesale distribution channels. Our monobrand presence includes our directly managed stores - DOSs (which are divided into full-price boutiques, department stores concessions, outlets and the directly managed online stores) and our franchisees’ monobrand stores. Our multi-brand presence includes department stores, specialty stores and e-tailers. ZEGNA brand For the year ended December 31, 2025, the ZEGNA brand product line generated revenues after eliminations equal to €1,181,583 thousand, of which €1,045,275 thousand were generated through the DTC channel and €136,308 thousand were generated through the wholesale distribution channel and royalties. DTC Channel As of December 31, 2025, ZEGNA operated 282 DOSs, of which 79 were in EMEA, 76 were in the Americas, 74 were in the Greater China Region, and 53 were in Rest of APAC. For the year ended December 31, 2025, the DTC channel generated revenues representing 88% of the ZEGNA brand revenues. ZEGNA focuses on maintaining a direct presence in prestigious and strategic locations. In certain cases ZEGNA enters into joint ventures with local partners in jurisdictions where it would not be able to operate directly without a local partner or where the presence of a local partner is beneficial due to its knowledge of the local market and regulations. The aesthetics and customer experience of ZEGNA DOSs are carefully planned and designed by ZEGNA Artistic Direction team. Once opened, an internal staff of architects and visual merchandisers constantly maintain and restyle our DOSs as required. In addition, ZEGNA management has in place specific training programs dedicated to sales staff, focusing on product knowledge, outreach/clienteling and customer service. The DTC channel also includes an e-commerce shop operated directly through www.zegna.com website, outlets, concessions within department stores around the world, certain travel retail stores directly operated by the brand and other e-commerce platforms where the brand operates directly through e-concessions. Wholesale Channel ZEGNA wholesale channel includes multibrand wholesale accounts and monobrand stores managed by third party partners. As of December 31, 2025, ZEGNA wholesale monobrand distribution network included 112 points of sale of which 41 were in EMEA, 57 were in the Americas, 9 were in the Greater China Region, and 5 were in Rest of APAC. For the year ended December 31, 2025, the wholesale channel – including revenues from multibrand and monobrand wholesale stores and royalties – generated revenues representing 12% of the ZEGNA brand revenues. ZEGNA wholesale distribution channel has developed different types of agreements with wholesale customers, including in particular: •Franchisees, which operate monobrand stores exclusively under the ZEGNA brand, in exchange for the payment of royalty fees to ZEGNA based on sales volumes. The franchising agreements governing these relationships typically have a medium term (providing for an automatic renewal or a renegotiation period prior to the term expiry). The contractual arrangements may also provide for minimum purchase obligations by the franchisee, and for the obligation by ZEGNA and/or the franchisee to invest certain amounts in marketing activities. 42 •Department stores and multibrand specialty stores, which purchase ZEGNA products for resale in their stores, sometimes in specific ZEGNA branded wall units. The contractual arrangements with this type of customer vary based on the relevant store’s standard terms. •Online multibrand stores. ZEGNA brand are also sold via prestigious online multi-brand stores such as MyTheresa and Mr. Porter. As with the DTC channel, ZEGNA carefully manages and, if necessary, customizes its distribution policies for wholesale customers. We believe that a very selected wholesale presence is still strategic as it provides constant benchmarking opportunities and external feedback hence allowing a constant monitoring of the positioning of ZEGNA brand and products vis-à-vis those of competitors. Thom Browne brand For the year ended December 31, 2025, Thom Browne brand generated revenues after eliminations equal to €268,469 thousand, of which €191,493 thousand were generated through the DTC channel and €76,976 thousand were generated through the wholesale distribution channel. DTC Channel As of December 31, 2025, Thom Browne operated 123 DOSs, of which 10 were in EMEA, 35 were in the Americas, 36 were in the Greater China Region, and 42 were in Rest of APAC. Thom Browne, consistent with its strategy, puts an emphasis on developing customer relationships rather than on positioning in key streets and has accordingly developed a retail network consisting of comparatively smaller locations - which are usually destination stores with highly trained staff - than those of other luxury fashion brands. Thom Browne’s DOSs also include an e-commerce shop operated directly through the website www.thombrowne.com and carefully selected directly operated outlet sale locations. Wholesale Channel Thom Browne wholesale channel includes multibrand wholesale accounts and monobrand stores managed by third party partners. As of December 31, 2025, Thom Browne’s wholesale monobrand distribution network included 18 points of sale, of which 4 were in EMEA, 1 were in the Americas, 9 were in the Greater China Region, and 4 were in Rest of APAC. On top of the wholesale monobrand stores, the Thom Browne segment’s wholesale distribution channel also consists of selected multibrand department and specialty stores globally and e-tailers. TOM FORD FASHION For the year ended December 31, 2025, the TOM FORD FASHION generated revenues after eliminations equal to €317,056 thousand, of which €212,215 thousand were generated through the DTC channel and €104,841 thousand were generated through the wholesale distribution channel. DTC Channel As of December 31, 2025, TOM FORD FASHION business operated 66 DOSs, of which 12 were in EMEA, 14 were in the Americas, 12 were in the Greater China Region, and 28 were in Rest of APAC. Wholesale Channel TOM FORD FASHION wholesale channel includes multibrand wholesale accounts and monobrand stores managed by third party partners. As of December 31, 2025, TOM FORD FASHION’s wholesale monobrand distribution network included 65 points of sale, of which operated 16 were in EMEA, 46 were in the Americas and 3 were in Rest of APAC. 43 The TOM FORD FASHION wholesale distribution channel also consists of a presence in a selected number of wholesale multibrand stores globally. Intellectual Property Zegna segment As of December 31, 2025, and with an overall trademark portfolio including more than 3,900 registrations, the principal owned trademarks or trade names that we use in the Zegna segment’s business are “Zegna”, the logo “232 Brand Mark” and the new logo “Vellus Aureum” as well as trademarks protecting certain products, certain capsule collections, and the main marketing projects, which we have filed or registered in all the relevant products and services classes and in all of the countries in which we operate in the logo version and/or in the word/standard characters version or in versions which are adapted to various local alphabets or ideographs (e.g., Zegna written in Japanese, Katakana syllabary, in Chinese ideographs, Thai characters, or in the Arabic or Georgian alphabet). Additionally, we have a portfolio of more than 650 domain names, including (i) registrations in all the countries in which we operate, (ii) the most common Zegna and Ermenegildo Zegna typos and (iii) early and basic protection for our main business and marketing projects. Besides trademarks, we invest significant resources in protecting other aspects of our brands’ uniqueness. With more than 520 design and 9 copyright registrations covering several countries including the European Union, China and the United States, every season we select the most relevant and original products, patterns and, to the extent necessary, protect our rights, labels, and take action to protect their design and defend them against counterfeiting. In addition, we own 17 patents and one copyright for engineering work (thanks to special protections available in Italy), which are a result of our solid roots in fabric making and our pioneering efforts to improve performance and functionality in our products. We devote significant resources to the protection and enhancement of our intellectual property assets and actively monitor the market, offline and online, for infringements or abuses of our trademarks, domain names and product designs. We are also active in enforcing our rights against third party infringements, including through judicial actions. In addition, we monitor third party applications for registration of trademarks that could be confused with our trademarks, and file oppositions against the applications for, or the registration of such trademarks in accordance with the laws and regulations of the relevant jurisdictions and cooperate with competent authorities worldwide to fight the counterfeiting of our products. Thanks to the long-standing efforts discussed above, judicial and/or administrative decision in countries including China, Turkey, Mexico, Brazil and India have recognized our trademarks as well known and famous, giving Zegna the ability to benefit from a cross-class protection. Thom Browne segment As at the date of this report, Thom Browne Inc. and its subsidiary Thom Browne Japan, Inc. own or control approximately 300 trademark registrations worldwide, with a number of additional applications pending. The principal owned trademarks or trade names that are used by Thom Browne are THOM BROWNE, a four-band design, a grosgrain ribbon in White, Red, White, Blue, White, and THOM GREY, which have been registered or for which applications for registration have been submitted, in text form or design form, in virtually all the jurisdictions in which Thom Browne operates. In addition, the design marks shown as location marks, such as a tab on the back of a collar on a shirt or jacket, have been registered, or an application for registration has been submitted, including in the native language of certain important markets. Thom Browne has also registered certain other marks used on its products and in its main marketing projects and maintains an ongoing program to constantly review and update filings and protections to extend the registrations to classes of goods for which new products are introduced from time to time. In addition, Thom Browne has a portfolio of domain names, including a number of domain names featuring the “Thom Browne” name, such as ThomBrowne.com, Thombrowne.uk and similar domain names in the jurisdictions in which Thom Browne operates. 44 Thom Browne devotes significant resources to the protection of its intellectual property assets worldwide through a highly specialized brand protection program. In-house and outside specialists monitor all major markets as well as global social media and websites for misuse of Thom Browne’s intellectual property. To the extent infringements are detected, adequate enforcement steps are taken, including in cooperation with the relevant authorities. Tom Ford Fashion segment As of the date of this report, TFI and its subsidiaries operating the TOM FORD FASHION business do not generally maintain trademarks, copyrights, patents, or domain names in their own name. Rather, pursuant to the TFF License with The Estée Lauder Companies, TFI is licensed to use the TOM FORD FASHION intellectual property for men’s and women’s fashion as well as accessories and underwear, fine jewelry, childrenswear, textile, and home design products worldwide. TOM FORD FASHION cooperates closely with The Estée Lauder Companies to protect against misuse of the licensed TOM FORD FASHION intellectual property. To the extent counterfeiting activities or infringements of the licensed TOM FORD FASHION intellectual property are detected, TOM FORD FASHION cooperates with The Estée Lauder Companies in its enforcement efforts, including in cooperation with the relevant authorities. Research and Development Our competitiveness depends on, among other things, our ability to anticipate trends and to identify and respond to new and changing consumer preferences. We therefore devote significant resources to various research and development activities to design, create and develop new products for our collections. As of December 31, 2025, over 330 of our employees were involved in our research and development activities across the Zegna, Thom Browne and Tom Ford Fashion segments. Our research and development activities mainly relate to the development of new patterns and designs for our fabrics, the research of innovative and technological materials with specific features, the design, modeling and development of new products and the creation of prototypes. In recent years, our research and development efforts have been dedicated to creating iconic products with high visibility and strong growth potential, designing catwalk collections and selective drops, and developing innovative materials — such as Vellus Aureum, an exclusive high-end fabric crafted from the finest and rarest Merino wool. Regulatory Environment We are required to comply with the laws and regulations applying to our products and operations in the various jurisdictions in which we operate, particularly in relation to the protection of intellectual property rights, competition, product safety, packaging and labeling, import and processing of certain raw materials and finished goods, including materials of animal origin, data protection, limits on cash payments, worker health and safety, environment and economic sanctions. We also use certain rare raw materials, such as vicuña yarns or “Vellus Aureum”, which are only available in a very limited quantity and may be subject to strict export and processing regulations. Virtually all of our imported products are subject to custom duties and other taxes, which may impact the price of such products. We maintain compliance procedures and policies to assist in managing our import and export activities and ensure compliance with the laws and regulations of the jurisdictions where we operate. C. Organizational Structure Ermenegildo Zegna N.V. is the parent company of the Group. A list of the significant subsidiaries of the Company as of the date of this report is included in Exhibit 8.1 to this report. D. Property, Plants and Equipment We operate through manufacturing facilities, corporate offices, showrooms, warehouses, stores, land and other buildings around the world, which are in part owned by us and in part leased from third parties. We lease part of the real estate assets used in the Group’s business operations from EZ Real Estate S.p.A. (“EZ Real Estate”) and Alan Real Estate S.A., both subsidiaries of the Company until November 2021. These real estate assets include 45 buildings that host our manufacturing facilities, corporate offices, showrooms, warehouses, land and other buildings, including our main manufacturing plants and offices in Italy (such as the Group’s headquarter offices in Milan, the manufacturing facility in Parma, San Pietro Mosezzo, Verrone and Oleggio, as well as part of the building located in Valdilana mostly occupied by us) and Switzerland (including the offices in Stabio and the manufacturing plant in Mendrisio) and also include certain ZEGNA stores, namely in Sandigliano and Oleggio (Italy), London (United Kingdom) and Amsterdam (the Netherlands). We also own certain real estate assets (manufacturing facilities, warehouses and offices) used by Cappellificio Cervo in Sagliano Micca (Italy) and Dondi in Fossoli di Carpi (Italy) and Novi di Modena (Italy). Our manufacturing facilities currently have capacity to increase production volumes if necessary to meet higher demand. The following table sets forth information relating to owned real estate assets used in the conduct of our business at the date of this report. Location Use Approximate Square Meters Italy, Sagliano Micca, Via della Libertà 16 Factory, storage and offices 5,500 Italy, Fossoli di Carpi, Italy, via Budrione Migliarina 2/A Factory, storage and offices 11,470 Italy, Novi di Modena, fraz. Rovereto sul Secchia, via Foscolo 11 Factory, storage and offices 975 Italy, Valdilana, via Diagonale 327 Factory, storage and offices 2,500 In addition, we lease space from third-parties, mainly related to our DOSs and other direct points of sale around the world, as well as for warehouses, offices and housing for our personnel. At December 31, 2025, we directly operated 471 DOSs, totaling approximately 100,000 square meters of gross area, pursuant to lease agreements. On February 8, 2024, the Group announced plans to open a new luxury footwear and leather goods production facility in Sala Baganza (Parma, Italy). The facility is currently expected to be completed by the end of 2026 and will expand the Group’s production capacity, focusing mainly on men’s footwear and leather goods. The new facility will also act as research and development center and is expected to employ over 300 employees at full capacity in 2027. In 2024, the Group purchased plots of land in Sala Baganza (94,441 square meters) and Collecchio (2,631 square meters), for an aggregate amount of €8.8 million, on which the new facility will be built. Subsequently, on September 4, 2025, the Group acquired an additional real estate property in Sala Baganza, for total consideration of €1.0 million. The Group has also made additional investments for the ongoing construction of the facility amounting to €15.8 million (up to December 31, 2025), including €12.5 million in 2025 (these investments were capitalized to property, plant and equipment in the consolidated statement of financial position). The total carrying value of our property, plant and equipment at December 31, 2025 was €211,244 thousand compared to €204,806 thousand at December 31, 2024. For information on our principal expenditures on property, plant and equipment, see “Item 5.B—Liquidity and Capital Resources—Capital Expenditure.”