ING Bank Slaski S.A.

Transaction in Own Shares • Dec 2, 2025

Report Content 2025-12-02 Report No. 29/2025: Details of the buy-back of the sixthtranche of own shares under the Bank's Identified Staff Incentive Scheme.

The Management Board of ING Bank Śląski S.A. (the "Bank") announce thaton 2 December 2025 a resolution was adopted to commence the buy-back ofthe sixth tranche of own shares and to determine its parameters as partof the implementation of the Incentive Scheme (the "Scheme") adopted byway of Resolution No. 29 of the General Meeting of 7 April 2022 onestablishing the Incentive Scheme for Identified Staff of the Bank andauthorising the Management Board of ING Bank Śląski S.A. to buy ownshares to carry out the Incentive Scheme (the "GM Resolution").

The buy-back of the sixth tranche of own shares will take place underthe conditions set forth in Article 5 of Regulation (EU) No 596/2014 ofthe European Parliament and of the Council of 16 April 2014 on marketabuse (the "MAR Regulation") and in keeping with Commission DelegatedRegulation (EU) 2016/1052 of 8 March 2016 supplementing the MARRegulation with regard to regulatory technical standards for theconditions applicable to buy-back programs and stabilisation measures(the "Technical Standard").

The purpose of the buy-back of own shares is to fulfil the obligationsunder the Scheme to allocate own shares free of charge as a component ofvariable remuneration to employees (including members of the ManagementBoard) of the Bank and of companies in the Bank's group subject tomandatory consolidation, ING Bank Hipoteczny S.A. excluded, qualified asIdentified Staff (persons having material impact on the Bank's riskprofile, as defined in the Regulation of the Minister of Finance, Fundsand Regional Policy of 8 June 2021 on the risk management system andinternal control system and remuneration policy in banks).

The buy-back of shares under the Scheme will take place on the basis ofa Polish Financial Supervision Authority's permission held by the Bankin 2023-2027 (in accordance with the GM Resolution, the authorisationfor the Management Board to buy own shares is valid until 7 April 2027).The total amount that may be allocated to buy own shares, including thecosts of their acquisition, will be no more than PLN 200 million. Themaximum number of own shares to be acquired will not exceed 800,000shares, representing 0.6% of the total number of votes in the Bank, andin no case shall the total nominal value of the acquired own shares,taking into account own shares acquired earlier by the Bank and itssubsidiaries, which have not been sold or redeemed, exceed 0.6% of theBank's share capital.

As per the Resolution of the Management Board, the Bank will proceedwith the buy-back of the sixth tranche of the Bank's own shares in thenumber of 25,000 shares, in the period from 4 December 2025 to 31December 2025. In the event of an earlier buy-back of the maximum numberof shares provided for under sixth tranche, the buy-back will becompleted before the end of the aforementioned period.

The buy-back programme will be conducted and managed by Trigon DomMaklerski S.A., which will make its trading decisions with respect tothe detailed schedule of share acquisition independently of the Bank.Shares will be acquired through transactions concluded on the regulatedmarket of the Warsaw Stock Exchange.

The unit price of own shares purchased under the Scheme may not be lowerthan PLN 50 and higher than PLN 500, with the proviso that the price forthe acquired own shares will be each time determined upon taking intoaccount Article 5 of the MAR Regulation and the Technical Standard. TheBank may acquire no more than 25% of the average daily turnover ofshares recorded in the period of 20 trading days preceding the day ofacquisition.

The funds allocated for the acquisition of shares will come from thereserve capital created for that purpose by Resolution No. 30 of theGeneral Meeting of 7 April 2022 on establishing reserve capitals anddistribution of 2021 profit and past-year undivided profit.

The Bank's Management Board will publish information on share purchasetransactions in accordance with applicable laws.

Legal grounds: Article 2.1 of Commission Delegated Regulation (EU)2016/1052 of 8 March 2016 supplementing Regulation (EU) No 596/2014 ofthe European Parliament and of the Council with regard to regulatorytechnical standards for the conditions applicable to buy-back programmesand stabilisation measures, in conjunction with Article 5 of Regulation(EU) No 596/2014 of the European Parliament and of the Council of 16April 2014 on market abuse (Market Abuse Regulation).