XTPL S.A.

Related Party Transaction • Dec 3, 2024

Report Content Title:

Subscription of series X shares by the Issuer's CEO Filip Granek, PhD

Legal basis:

Article 17(1) MAR - inside information

Content of the Report:

With reference to ESPI Current Report No. 58/2024 of November 26, 2024and ESPI Current Report No. 56/2024 of November 18, 2024 and earlierones, the Management Board of XTPL S.A. with its registered office inWrocław (_quot;Issuer_quot; or _quot;Company_quot;) hereby reports that on December 3, 2024,Filip Granek, PhD, President of the Issuer's Management Board (CEO)entered into an agreement with the Company to take up (subscription)200,000 (two hundred thousand) series X ordinary bearer shares, as partof the Company's public offering of these shares, for a total issueprice of PLN 184,000.00 (one hundred and eighty-four thousand zlotys).

The Company has decided that the fact that Filip Granek, PhD, CEO,co-founder and one of the main shareholders of the Company with along-standing involvement in the business, participates in the issue (inaccordance with his prior declaration) represents material informationfrom the point of view of investors. In consequence, the Issuer hasdecided that the information on the acquisition of the series X sharesby Filip Granek, PhD meets the criteria of inside information within themeaning of Article 7 MAR as part of a wider process of obtainingfinancing by the Company through the issue of series X shares.