Enric Mas followed up his second-place finish at the recent Vuelta a Espana by beating Tadej Pogacar to the Giro dell'Emilia on Saturday.
Movistar rider Mas broke away on the fifth and final climb to the Sanctuary of the Madonna of San Luca to snatch the win from race favourite Pogacar, who will be defending his Il Lombardia title next weekend.
Two-time Tour de France champion Pogacar had controlled much of the race with his UAE team, but had to content himself with second place ahead of Intermarche rider Domenico Pozzovivo.
Alejandro Valverde took fourth spot ahead of the final race of his long career in northern Italy next Saturday, the final monument of the cycling season.