GCDI S.A. — Proxy Solicitation & Information Statement 2026

May 15, 2026

GCDI
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Ciudad Autónoma de Buenos Aires, 15 de mayo de 2026

Señores

Comisión Nacional de Valores

Bolsas y Mercados Argentinos S.A.

A3 Mercados S.A.

Presente

| Ref.: Hecho Relevante | Asamblea General Ordinaria y Extraordinaria de Accionistas para el 16 de junio de 2026. Me dirijo a Uds. en mi carácter de Responsable de Relaciones con el Mercado de GCDI S.A. (la “Sociedad”) a fin de informar que los siguientes documentos relacionados a la Asamblea General Ordinaria y Extraordinaria de Accionistas (la “Asamblea”) se encuentran disponibles en idioma inglés como adjuntos al presente Hecho Relevante:
- Las Propuestas del Directorio (Anexo I); y
- Los Antecedentes de los candidatos propuestos para formar parte del Directorio y de la Comisión Fiscalizadora (Anexo II). Sin otro particular, saludamos a Uds. atentamente, Daniel Antúnez Responsable de Relaciones con el Mercado Relevant Fact | Ordinary and Extraordinary Shareholders’ Meeting to be held on June 16th, 2026. I am writing to you in my capacity as Market Relations Officer of GCDI S.A. (the “Company”) in order to inform that the following documents related to the General Ordinary and Extraordinary Shareholders’ Meeting (the “Meeting”) are available in English as attachments to this Relevant Fact:
- The Board of Directors Proposals (Annex I); and
- The Background of the candidates to the Board of Directors and the Supervisory Committee (Annex II) Yours sincerely, Daniel Antúnez Market Relations Officer |
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ANNEX I

Board of Directors' Proposals

Find below the proposals issued by the Board of Directors ("BoD") in connection with the Agenda of the SHM of the Company. As follow, the transcription of the resolutions duly adopted by the BoD in the meeting held on May, 11, 2026:

1. Appointment of shareholders to approve and sign the minutes of the Meeting. The Board unanimously resolves to propose to the Shareholders' Meeting the appointment of any two shareholders – either personally or through their representatives – to sign the minutes.
2. Consideration of holding the Ordinary General Meeting outside the term provided in Article 234 of the General Companies Law No. 19,550. Consideration and ratification of the actions taken by the Board of Directors regarding the call. The Chairman informs that, due to administrative and operational reasons, the call to the Annual Shareholders' Meeting was delayed, clarifying that such delay has not affected third parties nor shareholders, who had access to the information to be considered by the Meeting once expressly approved by the Board.
3. Consideration of the Statements of Financial Position, Income, Other Comprehensive Income, Changes in Equity, Cash Flows, explanatory Notes, the Informative Review as required by the National Securities Commission regulations, the Annual Report, the Corporate Governance Code compliance report, and the reports of the Auditors and the Supervisory Committee, as well as the additional information required by applicable regulations, all corresponding to the fiscal year ended December 31, 2025. The Chairman informs that the Board prepared and issued the aforementioned documentation and therefore unanimously resolves to propose its approval to the Shareholders' Meeting.
4. Consideration of the financial results for the fiscal year ended December 31, 2025, which reflect a loss of ARS 19,014,815,000 (Pesos (Pesos Nineteen billion fourteen million eight hundred fifteen thousand). The Board unanimously resolves to propose to the Shareholders' Meeting that the result of the fiscal year be acknowledged and allocated to the "Unallocated Results" account.
5. Consideration of the performance of the members of the Board of Directors and the Supervisory Committee for the fiscal year ended December 31, 2025. The Board unanimously resolves to propose to the Shareholders' Meeting the approval of the

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Supervisory Committee’s performance. The Board abstains from making any proposal regarding its own performance to avoid a conflict of interest.

1. Consideration of compensation payable to the Board of Directors (ARS 152,149,880 assigned) corresponding to the fiscal year ended December 31, 2025, which resulted in a computable loss under CNV regulations. The Board notes that, given the Company’s financial situation, the proposed amount is more than 40% lower than the aggregate advances approved by the Shareholders’ Meetings held on April 25, 2024, and April 25, 2025. Therefore, it unanimously resolves to propose to the Shareholders’ Meeting the approval of directors’ compensation for the fiscal year ended December 31, 2025, which resulted in a computable loss under CNV regulations, in the aggregate amount of ARS 152,149,880, considering the functions performed, responsibilities assumed, time dedicated, professional competence and reputation, as well as market values for their services.

2. Consideration of compensation payable to the Supervisory Committee in the amount of ARS 57,719,221.50 (fifty-seven million seven hundred nineteen thousand two hundred twenty-one pesos with 50/100) corresponding to the fiscal year ended December 31, 2025. In line with the resolution adopted by the Shareholders’ Meeting held on February 24, 2026, the Board unanimously resolves to propose the approval of such compensation.

3. Authorization for the payment of advances on fees to directors and members of the Supervisory Committee until the Meeting that considers the financial statements ending December 31, 2026. The Board unanimously resolves to propose to the Shareholders’ Meeting the authorization of fee advances from April 1, 2026, to March 31, 2027, amounting to ARS 216,000,000 for the Board of Directors (subject to ratification by the Meeting that considers the financial statements for the fiscal year ending December 31, 2026) and ARS 120,000,000 for the Supervisory Committee.

4. Consideration of the amendment to Article Seven of the Bylaws. Issuance of a unified and updated text of the Bylaws. The Board of Directors unanimously resolves to propose to the Shareholders’ Meeting that (i) Article Seven of the Bylaws be amended, establishing a minimum of three (3) and a maximum of seven (7) regular directors, with an equal or lesser number of alternates; which shall be worded as follows: SEVENTH: ADMINISTRATION AND REPRESENTATION. I) The administration of the Company shall be entrusted to a Board of Directors composed of a minimum of three (3) and a maximum of seven (7) regular members, and an equal or lesser number of alternate members, who shall join the Board in the order of their appointment, as determined by the Shareholders’ Meeting. II) Directors shall remain in their position for a term of three (3) fiscal years and

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may be re-elected indefinitely, their mandates remaining valid until the election of their successors. Regular and alternate directors shall be elected by majority vote at Ordinary Shareholders' Meetings. III) The Shareholders' Meeting shall determine the remuneration of the Board of Directors. IV) All directors, regardless of their country of residence, must establish a domicile in the City of Buenos Aires, where they shall be notified in writing, personally or by email (with confirmation of receipt) of Board meetings. The Board shall meet at least once a month or, with lesser frequency, if requested by any regular member or by the Supervisory Committee. Any regular director, by written communication indicating the matters to be discussed, may request the Chairman to convene a meeting. In such case, the meeting must be convened within five business days of receipt of the request. If not convened within that period, the requesting director may validly call the meeting. V) All calls must be made at least five (5) days prior to the meeting by email (with acknowledgment of receipt, sent to the registered email address of each director), stating the date, time, place of the meeting, and the agenda to be considered, accompanied by the necessary documentation. Failure to comply with these formalities shall render the call null and void, except when circumstances reasonably require shorter notice. VI) At its first meeting, the Board shall appoint from among its members a Chairman and a Vice-Chairman. In the event of death, absence, or resignation of the Chairman, the Vice-Chairman shall assume his duties; in the absence of both, the Board shall appoint replacements until the next organization of the Board or until the return of the incumbent, depending on the cause. VII) The participation of an absolute majority of its members (either in person or remotely) shall suffice for the validity of deliberations and resolutions of the Board in all matters attributed to it by these Bylaws. Decisions shall be adopted by absolute majority of the participating members (either in person or remotely). No director will have a second vote in the event of a tie. VIII) The Board may function with members present and/or connected through other means of simultaneous transmission of sound, images, and words, current or future, in accordance with applicable regulations. Equal treatment among all participants shall be ensured at all times, and both present and remote directors shall be counted for quorum and majority purposes. Minutes shall expressly record the names of directors participating remotely and the means of transmission used. In meetings held entirely remotely, minutes shall be transcribed in the corporate book and signed within five (5) business days by the legal representative and a representative of the Supervisory Committee. In meetings held with both in-person and remote participation, minutes shall be signed by the legal representative, the directors present, and a representative of the Supervisory Committee, who shall attest to the regularity of the decisions adopted. The minutes shall record the statements and votes of both present and remote directors. Meetings may also be held

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outside the Company's jurisdiction, including abroad. IX) The Board shall appoint a Compensation Committee under its supervision, responsible for determining, implementing, modifying, and/or addressing any matter related to compensation and/or benefit plans, programs, and policies for directors, executive officers, and/or employees, without prejudice to the approval required from the Shareholders' Meeting. The Compensation Committee shall consist of three regular directors. It shall meet with all members present or connected remotely through simultaneous transmission of sound, images, and words, in accordance with applicable regulations. Remote members shall be counted for quorum purposes. Resolutions shall be adopted by majority vote of the members present, including those participating remotely. Minutes shall reflect the type of participation of remote members and the means of transmission used. In meetings held entirely remotely, minutes shall be transcribed and signed within five (5) business days by one designated member of the Compensation Committee and a representative of the Supervisory Committee, who shall attest to the regularity of the communication and resolutions. In meetings held with both in-person and remote participation, minutes shall be signed by the members present and a representative of the Supervisory Committee, who shall attest to the regularity of the communication and resolutions. The Board is empowered to approve a Regulation of the Compensation Committee to specify its powers and govern its functioning within the framework of these Bylaws" and (ii) Furthermore, the Board proposes the approval of a consolidated text to ensure a unified version incorporating the amendments made.

1. Determination of the number and appointment of regular and alternate directors for a term of three fiscal years pursuant to Article Seven of the Bylaws. The Board unanimously resolves to propose to the Shareholders' Meeting: (i) Determine the number of regular directors at five (5) and alternate directors at three (3); (ii) appointing Messrs. Rubén Darío Montes and Mariano Miguens (non-independent under CNV regulations), and Messrs. Juan Manuel Domínguez, Isaac Héctor Mochón, and Carlos Manfroni (independent under CNV regulations) as regular directors; and (iii) appointing Messrs. Pablo Andrés Greco, Georgina Der Kevorkian, and Miguel Ángel Falcón (non-independent under CNV regulations) as alternate directors.

2. Consideration of resignations submitted by Messrs. José Daniel Abelovich and Martín Alejandro Mittelman as Regular Statutory Auditors. Appointment of Regular Statutory Auditors to replace them and appointment of Alternate Statutory Auditors to fill current vacancies in the Supervisory Committee. The Board unanimously resolves to propose: (i) acceptance of the resignations of Messrs. Abelovich and Mittelman; (ii) appointment of Messrs. Eduardo Miguel Cunquero and Roberto Fabris as Regular Statutory Auditors; and (iii) In order to fill the two vacancies in the Supervisory

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Committee, Mr. Martín Alejandro Mittelman and Mr. Ariel José Portnoy are appointed as Alternate Trustees Alternate Statutory Auditors.

1. Consideration of the remuneration of the External Auditor for tasks corresponding to the fiscal year ended December 31, 2025. The Board unanimously resolves to propose the approval of remuneration amounting to ARS 160,473,301 (plus VAT).

2. Appointment of the regular and alternate External Auditor to issue report on the financial statements for the fiscal year beginning January 1, 2026, and ending December 31, 2026. Determination of their fees. The Board unanimously resolves to propose: (i) the appointment of Adler, Hasenclever & Asociados S.R.L., member firm of Grant Thornton International, with Mr. Fernando Toros as regular certifying accountant and Mr. Gabriel Righini as alternate certifying accountant; and (ii) postponement of the approval of remuneration until the next Annual Shareholders' Meeting.

3. Consideration of the allocation of a budget item for the operation of the Audit Committee during 2026. The Board unanimously resolves to propose a budget of ARS 8,000,000.

4. Consideration of the ratification of the filing for reorganization proceedings under Article 6 of the Bankruptcy and Reorganization Law No. 24,522. The Board unanimously resolves to propose ratification of the filing for preventive reorganization of GCDI S.A., pursuant to Articles 5, 6, and related provisions of Law No. 24,522, given the Company's current inability to meet its enforceable obligations.

5. Granting of authorization to carry out the necessary procedures and filings to obtain the corresponding registrations. The Board unanimously resolves to propose authorization for Messrs. Daniel Antúnez, José Luis Ricotta Pensa, María Laura Barbosa, Lucila Huidobro, and Ms. Andrea Muñoz, and/or their designees, to act indistinctly to carry out all necessary filings before the relevant authorities for the registration and/or submission of resolutions adopted by the Shareholders' Meeting, with full powers to submit filings, sign documents, accept and implement modifications, receive notifications, respond to requirements, publish legal notices, withdraw documentation, and perform all related acts necessary for such registrations

Sincerely yours,

Daniel Antunez
Legal Counsel

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ANNEX II

List of Candidates Proposed to Hold Positions on the Board of Directors and the Supervisory Committee of GCDI S.A. and Their Backgrounds

• Rubén Darío Montes. Mr. Montes is an Attorney and Certified Public Accountant (UBA). He has extensive experience in administration, finance, and management control in companies from various industries. Throughout his professional career, he has held positions of responsibility at Jardines del Pilar, Herso Ferromel, and Emepa Tecnología (Grupo EMEPA). He currently serves as Director and Statutory Auditor of several companies within Grupo MFX.

• Mariano Miguens. Mr. Miguens is an executive with a professional career focused on business management and leadership. He previously served as Commercial and Office Manager at IRSA and currently acts as CEO of the Parks Division of Fénix Entertainment, as well as Global Chief Business Officer at MFX Global Holding. He holds a strong academic background in administration and finance, postgraduate studies in Real Estate (UTDT), and an MBA from Universidad Torcuato Di Tella (UTDT).

• Juan Manuel Dominguez. Mr. Dominguez is CEO and founder of You Are Public, Partner LATAM at Balsera Communications, Vice President of the Executive Committee of IMPSA, Director of the Buenos Aires Chapter of the Argentine–American Chamber of Commerce of Florida, and Managing Partner of Olé United States and Mexico. He holds a degree in Public Relations and a Master’s in Strategic Marketing from UCES.

• Isaac Héctor Mochón. Mr. Mochón is an Attorney graduated from Universidad de Buenos Aires (UBA). With 38 years of experience, he was a partner at Zang, Mochón, Bergel & Viñes, specializing in Mediation and Corporate Debt Restructuring, and served as Director of Pampa Energía S.A. and Petrobras. He is currently Director of Design Suites S.A., a hotel management company, and Independent Director of Green Wind S.A.

• Carlos Manfroni. Mr. Manfroni is an Attorney from Universidad de Buenos Aires. In 2003 he obtained the Certified Fraud Examiner diploma (Austin, Texas). In 2017 he completed training at the International Law Enforcement Academy of the Bureau for International Narcotics and Law Enforcement Affairs, U.S. Department of State. From

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January 2017 to December 2019 he served as Director of Internal Investigations at the Ministry of Security of Argentina. Previously, from June 2012 to May 2020, he was Independent Director of Quickfood S.A., part of the global Marfrig Group. He has worked on anti-corruption programs across nearly all countries in the Americas and was a member of the OAS Expert Group that negotiated and drafted the Inter-American Convention Against Corruption.

• Pablo Andrés Grecco. Mr. Grecco is CFO of Grupo MFX, responsible for financial strategy, risk management, and consolidated reporting of a holding comprising more than 15 companies. He has over 25 years of experience in senior financial management positions at leading multinational groups, having held executive roles and served on boards of major companies such as Danone, Grupo PRISA, Europ Assistance, and L'Oréal. He has a solid financial background and expertise in tax, legal, and human resources matters, with a career in financial management in complex macroeconomic contexts and leadership of regional teams, oriented toward sustainable value creation

• Georgina Der Kevorkian. Ms. Der Kevorkian is a Certified Public Accountant with more than 25 years of experience in administrative, accounting, tax, financial, and human resources management. She has held positions of responsibility in well-known companies including Grupo Alpha Media / Radiodifusora Buenos Aires, Fénix Entertainment Group, Compañía Inversora Latinoamericana S.A., Textiles Sudamericanos S.A., and Comercial Medios S.A., acquiring solid expertise in management control, auditing, foreign trade, and leadership of multidisciplinary teams. She currently serves as Finance Manager at Grupo Alpha Media / Radiodifusora Buenos Aires and Head of Collections and Finance at Fénix Entertainment Group, where she leads the financial-administrative circuit and provides direct support to the Board. She also acts as Statutory Auditor in various companies.

• Miguel Ángel Falcón. Mr. Falcón has worked in the Legal Department of IRSA since 2005, holding various positions within the department. He currently serves as Legal Manager of IRSA and its affiliated companies, overseeing all legal matters and ensuring regulatory compliance with a business-oriented perspective. He began his professional career at Marval, O'Farrell & Mairal, a prestigious law firm based in Buenos Aires. He is an Attorney graduated from Universidad de Buenos Aires and holds a Master's in Law and Economics from Universidad Torcuato Di Tella.

• Eduardo Miguel Cunquero. Mr. Cunquero is a Certified Public Accountant with more than 35 years of experience in administrative, accounting, tax, financial, and human resources management. He has held positions of responsibility in recognized

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companies such as Entidad Binacional Yacyretá, Calofrig Aislaciones Jacobi S.A., Fénix Entertainment Group, Mutual San Román S.A., and Grupo Socma. He served as advisor in the Argentine Senate in the office of Dr. Omar Perotti and was advisor to the trust fund of the Province of Buenos Aires (Profide). He currently acts as advisor to various companies.

• Roberto Rino Fabris. Mr. Fabris is a Certified Public Accountant. Over more than 40 years of professional career, he has acquired solid experience in management control, cost and budget analysis, tax management and compliance, auditing and internal control, and preparation and analysis of economic–financial statements. He developed an extensive career at Nike Argentina, where he held positions of increasing responsibility, his last role being Administration and Finance Manager. Since 1994 to the present, he has practiced independently as head of the accounting and tax firm RFABRIS & Associates.

• Martín Mittelman. Mr Mittelman is a corporate lawyer with extensive experience in corporate law, with a particular focus on shareholder disputes and complex financial and commercial transactions, including mergers and acquisitions. He has advised clients in a broad range of domestic and cross-border M&A transactions, as well as in sophisticated corporate litigation matters. Martín has also been responsible for drafting and filing material disclosure reports for foreign issuers before the U.S. Securities and Exchange Commission (SEC). In addition, he has advised clients in the coordination of complex cross-border corporate litigation involving jurisdictions such as Brazil, Paraguay, Uruguay, New York, and Delaware.

• Ariel José Portnoy. Mr. Portnoy is an attorney with extensive experience advising international companies in Argentina. He specializes in corporate law, gaming, entertainment, media, and sports, including licensing, sponsorship, and merchandising matters. He holds an LL.M. from Cornell Law School, in addition to his law degree from Universidad Nacional de Cuyo. Previously, he served as advisor to the Ministry of Economy of the Argentina and participated in major privatization processes and in advising global clients.