Bank Pekao S.A.

M&A Activity • Dec 19, 2025

Report Content UNOFFICIAL TRANSLATIONCurrent Report No. 57/2025Subject:Conclusion of an amendment to the Term Sheet for the PZU and Pekao GroupreorganizationBank Polska Kasa Opieki Spółka Akcyjna (the "Bank")with reference to the current report dated 26 June 2025 No. 32/2025regarding the establishment with Powszechny Zakład Ubezpieczeń S.A. (the"PZU", hereinafter collectively with PZU known as the "Parties")of the principles of cooperation between the Parties ("TermSheet") in order of prepare and execute, subject to appropriatelegislative changes: (i) the demerger of PZU leading to a separation ofPZU's business operations (including insurance and reinsurance) into awholly owned by PZU holding subsidiary, and then (ii) PZU, as the targetcompany, will be merged with and into the Bank as the acquiring company(the "Potential Transaction") hereby announces that on 19December 2025, the Parties agreed on amendments to the Term Sheet (the "Amendment").Asprovided in the Amendment an intention of the Parties is to close thePotential Transaction to 31 December 2027. Moreover, the Amendmentprovides that the Term Sheet shall cease to be in force, in particular,if the legislative changes specified by the Parties enabling theexecution of the Potential Transaction are not published in the Journalof Laws by the end of December 2026, and do not enter into force by theend of April 2027.Legal basis: Article 17 Section 1 of the MAR -inside information.