XTPL S.A.

Share Issue/Capital Change • Nov 26, 2024

Report Content Title:

Completion of the book building process for the offering of new series Xbearer shares and determination of the issue price of series X shares.

Legal basis:

Article 17(1) MAR - inside information

Content of the Report:

With reference to ESPI Current Report No. 56/2024 of November 18, 2024and earlier reports, the Management Board of XTPL S.A. (the "Company",the "Issuer") advises that November 26, 2024 saw the end of thebookbuilding process, conducted by Trigon Dom Maklerski S.A., for up to300,000 (three hundred thousand) new series X ordinary bearer shares ofthe Company ("Series X Shares") issued under Resolution No. 03/11/2024of the Extraordinary General Meeting of the Company of November 18, 2024on increasing the Company's share capital by issuing series X ordinarybearer shares (fully disapplying shareholders' preemption rights),amending the Company's Articles of Association and applying for theadmission and introduction of those shares to trading on the regulatedmarket ("Issue Resolution").

In view of the above, on November 26, 2024, after considering theresults of the bookbuilding and the recommendation of Trigon DomMaklerski S.A., the Management Board of the Company set the issue priceof the Series X Share at PLN 92 (in words: ninety two zlotys) per oneSeries X Share and decided to make offers to investors to acquire SeriesX Shares at the set issue price in the maximum number of shares providedfor in the Issue Resolution, i.e. in relation to 300,000 (three hundredthousand) Series X Shares.

OTHER INFORMATION

The Current Report has been prepared solely for the purpose offulfilling the obligations under Article 17(1) of the Regulation (EU)No. 596/2014 of the European Parliament and of the Council of 16 April2014 on market abuse (market abuse regulation) and repealing Directive2003/6/EC of the European Parliament and of the Council and CommissionDirectives 2003/124/EC, 2003/125/EC and 2004/72/EC ("MAR"), as theCompany considered the information on the end of the bookbuilding forthe Series X Shares as meeting the criteria of inside information withinthe meaning of Article 7 of MAR.

This report does not serve in any way, directly or indirectly, topromote the offering, subscription or purchase of the Series X Sharesand does not constitute an advertisement or promotional materialprepared or published by the Company for the purposes of promoting theoffer of the Series X Shares or for the purpose of encouraging anyinvestors, directly or indirectly, to subscribe for or acquire theSeries X Shares.