Sustainability Report 2022

members, representing 42.86% of the total number of members. Furthermore, all the committees (except the Delegate Committee, which, by mandate of the Regulations of the Board of Directors, must be chaired by the Chair of the Board) are chaired by women , and the functions of coordinating director are also held by a woman. These figures testify to the commitment of the Board of Directors to gender diversity. It should also be noted that, in February 2022, the Board of Directors agreed to set up a Sustainability Committee (made up mostly of women), and it has also reorganized the composition of the Audit, Risk and Compliance Committee (made up entirely of women). The Annual Corporate Governance Report details the results of the analysis carried out by the Appointments, Remuneration and Corporate There has been a constant effort to achieve high levels of female representation in the Company's management bodies. Governance Committee and explains how in 2022 the opportunity to incorporate more women on the Board did not arise. In 2022, no selection process was launched to incorporate new directors, so there was no opportunity to increase the female presence on the Board during that year. It has not been easy to make progress in this respect because this process depends on multiple factors that are not always under the Board of Directors' control. Men must be replaced by women on the Board in an orderly, gradual manner, at the moment when a renewal of the Board arises. In this regard, it should be noted that diversity policies and objectives must be implemented within the framework determined by the composition of the Board at a given moment. It is to be noted also that each time the Board of Directors made a decision regarding its structure or composition in 2022, it did so with the support and prior advice of the Appointments, Remuneration and Corporate Governance Committee, taking into account the Board's skills matrix and after carrying out an analysis of the Board's needs. Both the Board of Directors and the Appointments, Remuneration and Corporate Governance Committee endeavor to avoid discrimination in the selection or re-election of directors and executives, and to ensure that, for the purposes of corporate interest, merit prevails as the main criterion . In January 2023, the PRISA Appointments, Remuneration and Corporate Governance Committee (CNRGC) carried out its annual verification of compliance with the Diversity Policy for the composition of the Board of Directors and the selection of directors, concluding that the composition of the PRISA Board of Directors is reasonably diverse in terms of knowledge, experience, origin and age of the directors, with a positive balance overall, and that the number of members and the structure is appropriate to the needs of the company. The above-mentioned Policy promotes the application of diversity criteria that refer not only to gender. The Appointments, Remuneration and Corporate Governance Committee has verified that, during 2022, the principles, objectives and procedures set out in the Diversity Policy have been taken into account in the composition of the Board of Directors and the selection of directors, with the exception of the target of a minimum female presence of 40% on the Board by the end of the year. The presence of women on the Board remained stable in 2022, with women accounting for 35.7% of the total members of the Board of Directors . On February 28, 2023, PRISA's Board of Directors appointed Pilar Gil Miguel as Executive director , meaning that the Board now has 6 female Noteworthy in this regard were initiatives carried out to reinforce the presence of women in top management positions in the organization. The Company's most senior management (at the end of 2022 and currently) comprises 5 women and 4 men . Therefore, the female presence here is 55.55% . The Appointments, Remuneration and Corporate Governance Committee and the Board have stressed the need to continue making progress on gender diversity and will promote the presence of qualified women both to the Board of Directors and its Committees as well as to management and positions across the Company. The Annual General Meeting of Shareholders 2022 *After the incorporation of Pilar Gil in February 2023, it has increased to 33.3% Diversity and the selection of directors PRISA’s Board of Directors is made up of 14 directors , reputable and highly qualified professionals, with skills from a wide variety of academic and professional backgrounds and sectors of interest to the Company. They are also from a range of different countries. Their profiles and biographies are available online at www.prisa.com. The Board is guided by its Policy for the Promotion of Diversity in the Appointment of Directors . The principles and objectives of this Diversity Policy can best be summarized as follows: Principles and goals The presence of women on PRISA’s governing bodies in 2022 An adequate balance on the board as a whole, which enriches decision-making and ensures that diverse and plural points of view are brought to the table. Diversity in the composition of the Board in its broadest sense (knowledge, experience, background, age and gender), with special emphasis on gender diversity. 3 of 4 committees are chaired by women 100 % of the Audit, Risk and Compliance Committee 50 % of the Appointments, Remuneration and Corporate Governance Committee 25 % * of the Executive Delegate Committee Since February 2023, women have accounted for 42.9% of the members of PRISA's Board of Directors . of the Board of Directors 35 .7% of Senior Management 55 .5% 80 % of the Sustainability Committee PRISA Sustainability Report 2022 33 32 Committed governance